Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K/A
 
x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 2015
OR
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from             to             
Commission file number 001-36004
 
SPIRIT REALTY CAPITAL, INC.
(Exact name of registrant as specified in its charter)
 
Maryland
 
20-1676382
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification Number)
2727 North Harwood Street, Suite 300, Dallas, Texas 75201
 
(972) 476-1900
(Address of principal executive offices; zip code)
 
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
 
Name of exchange on which registered:
Common Stock, $0.01 par value
 
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None.
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  x No   o 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  o   No  x 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
x
 
Accelerated filer
o
Non-accelerated filer
o
(Do not check if smaller reporting company)
Smaller reporting company
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes o    No x

As of June 30, 2015 (the last business day of the registrant’s most recently completed second fiscal quarter), the aggregate market value of the Registrant's shares of common stock, $0.01 par value, held by non-affiliates of the Registrant, was $4.3 billion based on the last reported sale price of $9.67 per share on the New York Stock Exchange on June 30, 2015.
The number of outstanding shares of the registrant's common stock, $0.01 par value, as of February 19, 2016, was 441,819,444 shares.

Documents Incorporated by Reference

Certain specific portions of the definitive Proxy Statement for Spirit Realty Capital, Inc.'s 2016 Annual Meeting of Stockholders to be filed pursuant to Regulation 14A are incorporated by reference into Part III, Items 10, 11, 12, 13 and 14 of this Annual Report on Form 10-K/A Only those portions of the Proxy Statement which are specifically incorporated by reference herein shall constitute a part of this Annual Report on Form 10-K/A.

 



Explanatory Note
The Company is restating its audited consolidated financial statements for the year ended December 31, 2015 and its interim unaudited consolidated financial statements for the quarters ended March 31, 2015, June 30, 2015 and September 30, 2015. See the Company's Current Report on Form 8-K filed with the SEC on October 19, 2016 for additional details.
When the Company disposes of real estate assets, if the real estate assets constitute a business, a portion of the Company’s goodwill should be allocated to the carrying value of the business disposed of to determine the gain/loss on disposal. Further, when the Company classifies real estate assets that constitute a business as held for sale, the carrying amount used to determine an impairment loss, if any, should include an allocation of goodwill, in accordance with ASC 350 “Intangibles - Goodwill and Other". Historically, the Company did not allocate goodwill resulting from the Cole II Merger to real estate assets disposed of or consider the amount of goodwill attributable to real estate assets held for sale in assessing impairment in the Company’s consolidated financial statements as of and for the year ended December 31, 2015.
As explained in Note 2 to the consolidated financial statements included within this Form 10-K/A (as defined below), the restatement is a correction of an error in the application of the accounting treatment under ASC 350. For each real estate asset that constitutes a business that was disposed of or classified as held for sale, the restatement reflects an allocation of goodwill that has been derived based upon the proportionate fair value of the real estate asset to the fair value of the Company’s reporting unit (i.e. the Company's equity).
The allocation of goodwill to real estate assets disposed of resulted in a decrease in gain on disposition of assets of $20.6 million for the year ended December 31, 2015 and a decrease of $27.1 million to goodwill as of December 31, 2015. The allocation of goodwill to real estate assets held for sale resulted in an increase of $1.0 million to impairments for the year ended December 31, 2015 and a decrease of $0.9 million to real estate assets held for sale, net as of December 31, 2015. Additionally, the correction of these errors resulted in an increase of $28.0 million to accumulated deficit as of December 31, 2015.
This Amendment No. 1 on Form 10-K/A ("Form 10-K/A") to our Annual Report on Form 10-K for the annual period ended December 31, 2015, initially filed with the SEC on February 26, 2016 (the "Original Filing"), is being filed to reflect the restatement of (i) the Company's consolidated balance sheet at December 31, 2015 and (ii) the Company's consolidated statements of operations, comprehensive income, stockholders' equity and cash flows for the year ended December 31, 2015, and the notes related thereto. Additionally, although the effects were immaterial, the Company’s consolidated balance sheet as of December 31, 2014 and the Company’s consolidated statements of operations, comprehensive loss, stockholders' equity and cash flows for the years ended December 31, 2014 and 2013 included in this Form 10-K/A are being restated to reflect the correction of these errors. For the convenience of the reader, this Form 10-K/A sets forth the Original Filing in its entirety and only amends and restates Item 1A of Part I and Items 6, 7, 8 and 9A of Part II of the Original Filing to reflect the adjustments described above and in Note 2, and the related impact on disclosures. No other information in the Original Filing is amended. For a more detailed description of these matters, see Note 2 to the accompanying consolidated financial statements in this Form 10-K/A.
Notably, these adjustments did not negatively impact the following metrics of the Company:
Revenues;
Cash position or its total cash flows from operating, investing or financing activities;
Liquidity;
Funds from operations (“FFO”);
Adjusted funds from operations (“AFFO”);
Reported capitalization rates on the sale of assets; and
Any metric utilized in the determination of executive compensation.
Additionally, the Company remains in compliance with all of its debt agreements and financial covenants.
Pursuant to the rules of the SEC, Item 15 of Part IV of the Original Filing has been amended to contain the currently-dated certifications from our Chief Executive Officer and Chief Financial Officer, as required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002. The certifications of our Chief Executive Officer and Chief Financial Officer are attached to this Form 10-K/A as Exhibits 31.1, 31.2 and 32.1, respectively.



SPIRIT REALTY CAPITAL, INC.
INDEX
PART I
 
 
Item 1.
Business
Item 1A.
Risk Factors, As Restated
Item 1B.
Unresolved Staff Comments
Item 2.
Properties
Item 3.
Legal Proceedings
Item 4.
Mine Safety Disclosure
PART II
 
 
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 6.
Selected Financial Data, As Restated
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations, As Restated
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Item 8.
Financial Statements and Supplementary Data, As Restated
 
Reports of Independent Registered Public Accounting Firm
 
Consolidated Balance Sheets as of December 31, 2015 and 2014
 
Consolidated Statements of Operations for the Years Ended December 31, 2015, 2014 and 2013
 
Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2015, 2014 and 2013
 
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2015, 2014 and 2013
 
Consolidated Statements of Cash Flows for the Years Ended December 31, 2015, 2014 and 2013
 
Notes to Consolidated Financial Statements December 31, 2015
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A.
Controls and Procedures, As Restated
Item 9B.
Other Information
PART III
 
 
Item 10.
Directors, Executive Officers and Corporate Governance
Item 11.
Executive Compensation
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13.
Certain Relationships and Related Transactions, and Director Independence
Item 14.
Principal Accountant Fees and Services
PART IV
 
 
Item 15.
Exhibits, Financial Statement Schedules
SIGNATURES
 

 

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GLOSSARY
Definitions:
 
1031 Exchange
Tax-deferred like-kind exchange of properties held for business or investment purposes, pursuant to Section 1031 of the Code
2013 Credit Facility
$400.0 million secured credit facility pursuant to the credit agreement between the Operating Partnership and certain lenders dated July 17, 2013
2015 Credit Facility
$600.0 million unsecured credit facility pursuant to the Credit Agreement
2019 Notes
$402.5 million convertible notes of the Corporation due in 2019
2021 Notes
$345.0 million convertible notes of the Corporation due in 2021
401(k) Plan
Defined contribution retirement savings plan qualified under Section 401(k) of the Code
ACM
Asbestos-Containing Materials
ADA
Americans with Disabilities Act
Additional Collateral Deposit
A cash reserve deposit or letter of credit in the amount of $8.0 million required pursuant to an amendment of a certain CMBS loan agreement
AFFO
Adjusted Funds From Operations
AOCL
Accumulated Other Comprehensive Loss
ASC
Accounting Standards Codification
ASU
Accounting Standards Update
ATM Program
At the Market equity distribution program, pursuant to which the Corporation may offer and sell registered shares of common stock from time to time
CAM
Tenant Common Area Maintenance costs
CMBS
Commercial Mortgage Backed Securities
Code
Internal Revenue Code of 1986, as amended
Cole II
Cole Credit Property Trust II, Inc.
Cole II Merger
Acquisition on July 17, 2013 of Cole II by the Company, in which the Company merged with and into the Cole II legal entity
Collateral Pools
Pools of collateral assets that are pledged to the indenture trustee for the benefit of the noteholders and secure obligations of issuers under the Spirit Master Funding Program
Company
The Corporation and its consolidated subsidiaries
Convertible Notes
The 2019 Notes and 2021 Notes, together
Corporation
Spirit Realty Capital, Inc., a Maryland corporation
CPI
Consumer Price Index
Credit Agreement
2015 credit facility agreement between the Operating Partnership and certain lenders dated March 31, 2015, as amended on November 3, 2015
EBITDA
Earnings Before Interest, Taxes, Depreciation and Amortization
EBITDAR
Earnings Before Interest, Taxes, Depreciation, Amortization and Rent
EDF
Estimated Default Frequency
Excess Cash
Rent received in excess of debt service obligations
Exchange Act
Securities Exchange Act of 1934, as amended
Exchange Offer
Offer to exchange the outstanding principal balance of three series of existing net-lease mortgage notes for three series of newly issued Master Trust 2014 notes in May 2014
FASB
Financial Accounting Standards Board
FFO
Funds From Operations
GAAP
Generally Accepted Accounting Principles in the United States
Incentive Award Plan
Spirit Realty Capital, Inc. and Spirit Realty, L.P. 2012 Incentive Award Plan
IASB
International Accounting Standards Board
IFRS
International Financial Reporting Standards



Definitions:
 
IPO
Initial Public Offering
IRS
Internal Revenue Service
LIBOR
London Interbank Offered Rate
Line of Credit
$40.0 million secured revolving credit facility pursuant to the loan agreement between an indirect wholly-owned subsidiary of the Corporation and a certain lender dated March 27, 2013, as amended
Master Trust 2013
The net-lease mortgage securitization trust established in December 2013 under the Spirit Master Funding Program
Master Trust 2014
The net-lease mortgage securitization trust established in 2005 and amended and restated in 2014 under the Spirit Master Funding Program
Master Trust Exchange Costs
Legal, accounting and financial advisory services costs incurred in connection with the Exchange Offer
Master Trust Notes
The Master Trust 2013 and Master Trust 2014 notes, together
Master Trust Release
Proceeds from the sale of assets securing the Master Trust Notes held in restricted accounts until a qualifying substitution is made
Merger
The transaction in which the Corporation's prior legal entity merged into the Cole II legal entity
Merger Exchange Ratio
Merger exchange ratio of 1.9048
MGCL
Maryland General Corporation Law
Moody's
Moody's Investor Services
NAREIT
National Association of Real Estate Investment Trusts
Normalized Rental Revenue
Total rental revenue normalized to exclude rental revenues contributed by properties sold during a given period
Normalized Revenue
Total revenue normalized to exclude revenues contributed by properties sold during a given period
NYSE
New York Stock Exchange
OP Holdings
Spirit General OP Holdings, LLC
Operating Partnership
Spirit Realty, L.P., a Delaware limited partnership
PATH Act
Protecting Americans from Tax Hikes Act of 2015
REIT
Real Estate Investment Trust
Revolving Credit Facilities
The 2013 Credit Facility, the 2015 Credit Facility and Line of Credit, together
S&P
Standard & Poor's Rating Services
SEC
Securities and Exchange Commission
Securities Act
Securities Act of 1933, as amended
Shopko
Specialty Retail Shops Holding Corp. and certain of its affiliates
Spirit Master Funding Program
The Company's asset-backed securitization program that comprises Master Trust 2013 and Master Trust 2014
Term Loan
$325.0 million senior unsecured term facility pursuant to the Term Loan Agreement
Term Loan Agreement
Term loan agreement between the Operating Partnership and certain lenders dated November 3, 2015
Total Debt
Principal debt outstanding before discounts, premiums or deferred financing costs
TRS
Taxable REIT Subsidiaries
TSR
Total Shareholder Return
U.S.
United States
Walgreens
Walgreen Company

Unless otherwise indicated or unless the context requires otherwise, all references to the "registrant," the "Company," "Spirit Realty Capital," "we," "us" or "our" refer to the Corporation and its consolidated subsidiaries, including the Operating Partnership.




PART I


The following discussion relates to our consolidated financial statements and should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Annual Report on Form 10-K/A. Statements contained in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” that are not historical facts may be forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected. Some of the information presented is forward-looking in nature, including information concerning projected future occupancy rates, rental rate increases, property development timing and investment amounts. Although the information is based on our current expectations, actual results could vary from expectations stated in this report. Numerous factors will affect our actual results, some of which are beyond our control. These include the breadth and duration of the current economic situation and its impact on our tenants, the strength of commercial and industrial real estate markets, market conditions affecting tenants, competitive market conditions, interest rate levels, volatility in our stock price and capital market conditions. You are cautioned not to place undue reliance on this information, which speaks only as of the date of this report. We assume no obligation to update publicly any forward-looking information, whether as a result of new information, future events, or otherwise, except to the extent we are required to do so in connection with our ongoing requirements under federal securities laws to disclose material information. For a discussion of important risks related to our business, and related to investing in our securities, including risks that could cause actual results and events to differ materially from results and events referred to in the forward-looking information, see Item 1A. “Risk Factors - Special Note Regarding Forward-Looking Statements” and Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources.” In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this Annual Report on Form 10-K/A might not occur.

Available Information
The Corporation's principal executive offices are located at 2727 North Harwood Street, Suite 300, Dallas, Texas 75201. Our telephone number at that location is 972-476-1900. We maintain an Internet Web site at www.spiritrealty.com. On the Investor Relations page on our Web site, we post the following filings as soon as reasonably practicable after they are electronically filed with or furnished to the SEC: our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K, and the Section 16 filings of our directors and officers as well as any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act. All such filings on our Investor Relations page of our Web site are available to be viewed free of charge. Also available on our Web site, free of charge, are our corporate governance guidelines, the charters of the nominating and corporate governance, audit and compensation committees of our board of directors and our code of business conduct and ethics (which applies to all directors and employees, including our principal executive officer, principal financial officer and principal accounting officer).
Information contained on or hyperlinked from our Web site is not incorporated by reference into and should not be considered part of this Annual Report on Form 10-K/A or our other filings with the SEC. A copy of this Annual Report on Form 10-K/A is available without charge upon written request to: Investor Relations, Spirit Realty Capital, Inc., 2727 North Harwood Street, Suite 300, Dallas, Texas 75201. All reports we file with the SEC are available free of charge on the SEC's Web site at www.sec.gov. In addition, the public may read and copy materials we file with the SEC at the SEC’s public reference room located at 100 F Street, N.E., Washington, D.C. 20549. Shares of our common stock are traded on the NYSE under the symbol “SRC.”
Item 1.    Business

The Company
The Corporation is a New York Stock Exchange listed company under the ticker symbol "SRC". We are a self-administered and self-managed REIT with in-house capabilities, including acquisition, portfolio management, asset management, credit research, real estate research, legal, finance and accounting and capital markets. We primarily invest in single-tenant, operationally essential real estate throughout the U.S., which is generally acquired through strategic sale-leaseback transactions and subsequently leased on a long-term, triple-net basis to high-quality tenants with business operations within predominantly retail, but also office and industrial property types.
As of December 31, 2015, our undepreciated gross investment in real estate and loans totaled approximately $8.30 billion, representing investments in 2,629 properties, including properties securing our mortgage loans. Of this amount,

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98.7% consisted of our gross investment in real estate, representing ownership of 2,485 properties, and the remaining 1.3% consisted primarily of commercial mortgage loans receivable secured by 144 real properties.
As of December 31, 2015, our owned properties were approximately 98.6% occupied (based on number of properties), and our leases had a weighted average non-cancelable remaining lease term (based on total rental revenue) of approximately 10.7 years. Our leases are generally long-term, typically with non-cancelable initial terms of 15 to 20 years and tenant renewal options for additional terms. As of December 31, 2015, approximately 88% of our single-tenant leases (based on Normalized Rental Revenue) provided for increases in future annual base rent. See Item 2. "Properties - Our Real Estate Investment Portfolio" for further information on our properties and tenants.
Our operations are carried out through the Operating Partnership. OP Holdings, one of our wholly-owned subsidiaries, is the sole general partner and owns 1.0% of the Operating Partnership. We and one of our wholly-owned subsidiaries are the only limited partners and together own the remaining 99.0% of the Operating Partnership.
Although the Operating Partnership is wholly-owned by us, in the future, we may issue partnership interests in the Operating Partnership to third parties in exchange for assets owned by such third parties. In general, any partnership interests of the Operating Partnership issued to third parties would be exchangeable for cash or, at our election, shares of our common stock at specified ratios set when partnership interests in the Operating Partnership are issued.

As of December 31, 2015, we had 71 employees, as compared to 73 employees as of December 31, 2014. None of these employees are represented by a labor union.

History

We began operations through a predecessor legal entity in 2003. We became a public company in December 2004 and were subsequently taken private in August 2007 by a consortium of private investors. On September 25, 2012, we completed our IPO of 33.35 million shares of common stock (including shares issued on October 1, 2012 pursuant to the underwriters’ option to purchase additional shares).
On July 17, 2013, we completed the acquisition of Cole II through the Merger. Our board of directors (including two additional members designated by Cole II) and executive team managed the surviving entity, which was renamed Spirit Realty Capital, Inc. and began trading on the NYSE under the "SRC" symbol. Cole II was the "legal acquirer" in the Merger for certain legal and regulatory matters and the Corporation was deemed the "accounting acquirer" in the Merger for accounting and financial reporting purposes, including the financial information set forth herein.
Business and Growth Strategies
Our objective is to maximize stockholder value by seeking superior risk-adjusted returns with an emphasis on stable rental revenue, primarily by investing in and managing a portfolio of single-tenant, operationally essential real estate throughout the U.S. that is generally acquired through strategic sale-leaseback transactions and subsequently leased on a long-term, triple-net basis. We generate our revenue primarily by leasing our properties to our tenants. We operate in one reporting segment. See Item 2. "Properties" for property information and Item 6. "Selected Financial Data" for additional financial and asset information.
Single-tenant, operationally essential real estate consists of properties that are generally free-standing, commercial real estate facilities where our tenants conduct activities that are essential to the generation of their sales and profits. Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. In support of our primary business of owning and leasing real estate, we have also strategically originated or acquired long-term, commercial mortgage and other loans. We view our operations as one segment consisting of leased properties. We intend to pursue our objective through the following business and growth strategies:

Focus on Small and Middle Market Companies. We primarily focus on investing in properties that we net lease to small and middle market companies that we determine have attractive credit characteristics and stable operating histories, but that may not carry a credit rating from a rating agency. This strategy offers us the opportunity to achieve superior risk-adjusted returns when coupled with our intensive credit and real estate analysis, lease structuring and ongoing portfolio management. Small and middle market companies are often willing to enter into leases with structures and terms that we consider attractive (such as master leases, leases with rental escalations and leases that require ongoing tenant financial reporting) and that we believe increase the security of rental

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payments. In addition to small and middle market companies, we selectively acquire properties leased to large companies where we believe that we can achieve superior risk-adjusted returns.

The following chart highlights the tenants that we target based on company size and corporate credit equivalent:

corporatecreditequi01a01.jpg
    legendforcorporatecredi01a01.jpg

Use Our Developed Underwriting and Risk Management Processes to Structure and Manage Our Portfolio. We seek to maintain the stability of our rental revenue and the long-term return on our investments by using our developed underwriting and risk management processes to structure and manage our portfolio. In particular, our underwriting and risk management processes emphasize the following:

Leases for Operationally Essential Real Estate with Relatively Long Terms. We seek to own properties that are operationally essential to our tenants, thereby reducing the risk that the tenant would choose not to renew an expiring lease or reject a lease in bankruptcy. In addition, we seek to enter into leases with relatively long terms, typically with non-cancelable initial terms of 15 to 20 years and tenant renewal options for additional terms with attractive rent escalation provisions.

Use of the Master Lease Structure. Where appropriate, we seek to enter into master leases, pursuant to which we lease multiple properties to a single tenant on an “all or none” basis. In a master lease structure, a tenant is responsible for a single lease payment relating to the entire portfolio of leased properties, as opposed to multiple lease payments relating to individually leased properties. The master lease structure prevents a tenant from “cherry picking” locations, where it unilaterally gives up underperforming properties while maintaining its leasehold interest in well-performing properties. As of December 31, 2015, we had 124 active master leases with portfolios of leased properties ranging from 2 to 189 and a weighted average non-cancelable remaining lease term (based on rental revenues) of 13.6 years. Master lease revenues contributed approximately 46% of our Normalized Rental Revenue. One master lease, consisting of 81 properties, contributed 7.7% of our Normalized Revenue, and our smallest master lease, consisting of 2 properties, contributed less than 1% of our Normalized Revenue for the three months ended December 31, 2015. As of December 31, 2015, the majority of our master leases include between two and eight properties.

Active Management and Monitoring of Risks Related to Our Investments. When monitoring existing investments or evaluating new investments, we typically consider two broad categories of risk: (1) tenant financial distress risk; and (2) lease renewal risk. We seek to measure these risks through various processes, including the use of a credit modeling product that we license from Moody’s Analytics that

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estimates the performance of the leased properties relative to rental payments due under the leases, and a review of current market data and our historical recovery rates on re-leased properties and property dispositions. Our underwriting and risk management processes are designed to structure new investments and manage existing investments to address and mitigate each of the above risks and preserve the long-term return on our invested capital. Since our inception, our occupancy has never been below 96.1% (based on number of properties), despite the economic downturn of 2008 through 2010.

Portfolio Diversification. We monitor and manage the diversification of our real estate investment portfolio in order to reduce the risks associated with adverse developments affecting a particular tenant, property, industry or region. Our strategy emphasizes a portfolio that (1) derives no more than 10% of its annual rent from any single tenant and no more than 1.0% of its annual rent from any single property, (2) is leased to tenants operating in various industries and (3) is located across the U.S. without significant geographic concentration. While we consider the foregoing when making investments, we have made, and may make investments in the future that do not meet one or more of these criteria, and we may make additional investments that do not meet one or more of these criteria if we believe the opportunity is sufficiently attractive.

Enhance Our Portfolio through Contractual Growth. Approximately 88% of our single-tenant properties (based on Normalized Rental Revenue) contain contractual provisions that increase the rental revenue over the term of the lease. Generally, our rent escalators increase rent at specified dates by: (1) a fixed amount; or (2) the lesser of (a1 to 1.25 times any increase in the CPI over a specified period, or (b) a fixed percentage, typically 1% to 2% per year.

Selectively Grow Our Portfolio through Acquisitions. We plan to selectively make acquisitions that we believe will contribute to our business objective. We believe there will be ample acquisition opportunities in the single-tenant market fitting our underwriting and acquisition criteria, which may include improving our portfolio’s tenant, industry and geographic diversification, among other rationale. Acquisitions of such properties or portfolios may be subject to existing indebtedness or to new indebtedness which may be incurred in connection with acquiring or refinancing these investments.

Deleverage Our Portfolio. A significant amount of our debt is partially amortizing, and its principal amount will be reduced prior to the balloon payments due at maturity. Contractual amortization payments are scheduled to reduce our outstanding principal amount of indebtedness by $180.0 million prior to January 1, 2021. We may also selectively reduce our indebtedness using cash from operations in excess of our distributions or proceeds from equity offerings. We may also strategically replace or refinance certain indebtedness with proceeds from new borrowings that represent a lower cost of capital. We believe contractual rent growth, selective growth through acquisitions and the ongoing deleveraging of our portfolio will contribute to our cash available for distributions.

Disciplined Disposition of Select Assets. We typically retain and manage real estate assets that fit within our investment criteria, which criteria are subject to change without notice to or vote by our stockholders. Additionally, management may elect to dispose of assets when it believes appropriate in view of our business objective, considering criteria including, but not limited to, tenant concentration, tenant credit quality, unit financial performance, local market conditions and lease rates, associated indebtedness, asset location, tenant operation type (e.g., industry, sector, or concept/brand), and asset zoning, as well as potential capital appreciation, potential uses of proceeds and tax considerations, among others.

Financing Strategy

Our long-term financing strategy is to maintain a leverage profile that creates operational flexibility and generates superior risk-adjusted returns for our stockholders. We finance our operations and investments using a variety of methods, including available unrestricted cash balances, property operating revenue, proceeds from property dispositions, borrowing under our available Revolving Credit Facilities and Term Loan, common stock issuances, and debt securities issuances, including mortgage indebtedness and senior unsecured debt. We determine the amount of equity and debt financing to be used when acquiring an asset by evaluating our cost of equity capital, terms available in the credit markets (such as interest rate, repayment provisions and maturity) and our assessment of the particular asset’s risk.

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We may issue common stock when we believe that our share price is at a level that allows the offering proceeds to be accretively invested into additional properties, to permanently finance properties that were financed by our Revolving Credit Facilities or to repay high interest rate mortgage debt.
In November 2013, we filed a shelf registration statement with the SEC, which is effective for a term of three years and will expire in November 2016. The securities covered by this registration statement include (1) common stock, (2) preferred stock, (3) depositary shares representing shares or fractional shares of preferred stock, (4) warrants to purchase shares of common stock, preferred stock or depositary shares, (5) rights to purchase shares of common stock or other securities and (6) units consisting of two or more of the foregoing. We may periodically offer one or more of these securities in amounts, prices and on terms to be announced when and if these securities are offered. The specifics of any future offerings, along with the use of proceeds from any such offerings, will be described in detail in a prospectus supplement or other offering materials at the time of such offerings.
Historically, a significant portion of our debt has consisted of long-term borrowings secured by specific real estate assets or, more typically, pools of real estate assets. We have also utilized our asset-backed securitization platform to raise capital through the issuance of non-recourse net-lease mortgage notes collateralized by commercial real estate, net-leases and mortgage loans under the Spirit Master Funding Program. In addition, we have issued senior unsecured debt securities and have obtained other senior unsecured debt at the Operating Partnership level. To the extent practicable, we expect to maintain a well-balanced debt profile with manageable and balanced maturities.
We expect to fund our operating expenses and other short-term liquidity requirements, including property acquisitions, payment of principal and interest on our outstanding indebtedness, property improvements, re-leasing costs, and cash distributions to common stockholders, primarily through cash provided by operating activities, borrowings under our available Revolving Credit Facilities and Term Loan and occasionally through issuances of common stock and entering into secured and unsecured debt agreements.
We anticipate that we will continue to use a number of different sources to finance our acquisitions and operations going forward; however, we cannot assure you that we will have access to the capital and credit markets at times and at terms that are acceptable to us.
Recent Developments

Financing Activities

2015 Credit Facility

On March 31, 2015, the Operating Partnership entered into a new $600.0 million unsecured Credit Agreement with various lenders with an initial term that expires on March 31, 2019 (extendable at the Operating Partnership's option to March 31, 2020, subject to certain requirements). The 2015 Credit Facility replaced the Operating Partnership’s previous $400.0 million secured revolving credit facility and bears interest at LIBOR plus an applicable margin based on our leverage. The applicable margin in effect at December 31, 2015 was 1.55%. The Credit Agreement includes an accordion feature to increase the size of the 2015 Credit Facility to up to $1.0 billion, subject to satisfying certain requirements and obtaining additional lender commitments.
On November 3, 2015, the Company entered into a first amendment to the Credit Agreement. The amendment provided the release of the subsidiary guarantors that were parties thereto and conforms certain of the terms and covenants to those in the Term Loan Agreement. Additionally, the Operating Partnership’s election to change the grid pricing from leverage based to credit rating based pricing will initially require at least two credit ratings of BBB- or better from S&P or Fitch or Baa3 or better from Moody’s.

Issuance of Common Stock
In April 2015, we completed an underwritten public offering of 23.0 million shares of our common stock at $11.85 per share, including 3.0 million shares issued pursuant to the underwriter’s option to purchase additional shares. Gross proceeds raised were approximately $272.6 million and net proceeds were approximately $268.7 million after underwriter discounts and offering costs paid by the Company.

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Term Loan
On November 3, 2015, the Company entered into a Term Loan Agreement among the Operating Partnership as borrower, the Corporation as guarantor and the lenders that are parties thereto. The Term Loan Agreement provides for a $325.0 million senior unsecured term facility that has an initial maturity date of November 2, 2018, which may be extended at the Company's option pursuant to two one-year extension options, subject to the satisfaction of certain conditions and payment of an extension fee. On December 3, 2015, a new lender committed an additional $45.0 million increasing the committed amount under the Term Loan to $370.0 million. An accordion feature allows the Term Loan to be increased to up to $600.0 million, subject to obtaining additional lender commitments. Borrowings may be repaid without premium or penalty and may be reborrowed within 30 days up to the then available loan commitment. Borrowings bear interest at either prime or LIBOR plus a margin at the Operating Partnership’s option. If the Operating Partnership receives at least two credit ratings of BBB- or better from S&P or Fitch or Baa3 or better from Moody’s, then the Operating Partnership may elect to change the grid pricing from leverage based to credit rating based pricing. Pricing under the Term Loan at December 31, 2015 was LIBOR plus 1.45%. Proceeds from the borrowing were primarily used to pay off amounts then outstanding under the 2015 Credit Facility and partially defease a certain CMBS loan balance.

See Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources - Description of Certain Debt” for further information on our debt and equity financings.

Real Estate Portfolio Activities

Tenant Concentration

Shopko is our most significant tenant, representing 9.1% of our Normalized Revenue for the three months ended December 31, 2015. Shopko leases 137 properties under three separate master leases and two properties under individual leases with four indirect wholly-owned subsidiaries of ours. We took a number of steps during 2015 and 2014 to reduce the tenant concentration of Shopko assets below 10%, which we accomplished during the third quarter of 2015. Our Shopko concentration will continue to decrease over time as we grow our existing portfolio base and continue to effect accretive dispositions.

During the three months ended December 31, 2015, no other tenant exceeded 4.0% of our Normalized Revenue, and no one single property contributed more than 1.5% of our Normalized Revenue. See Item 2. “Properties - Our Real Estate Investment Portfolio" for further information on our ten largest tenants and the composition of our tenant base.

Acquisition and Dispositions
During the year ended December 31, 2015, we purchased 232 properties, representing an aggregate gross investment of $889.2 million, which includes $9.2 million in revenue producing follow-on investments in existing properties. The properties acquired had a weighted average lease term of 16.4 years. During the same period, we sold 110 properties for $546.9 million in gross sales proceeds. See Note 5 to our Consolidated Financial Statements included in this Annual Report on Form 10-K/A for additional discussion of our investments.

Competition
We face competition for acquisitions of real property from investors, including traded and non-traded public REITs, private equity investors and institutional investment funds, some of which have greater financial resources than we do, a greater ability to borrow funds to acquire properties and the ability to accept more risk than we can prudently manage. This competition may increase the demand for the types of properties in which we typically invest and, therefore, reduce the number of suitable acquisition opportunities available to us and increase the prices paid for such. This competition will increase if investments in real estate become more attractive relative to other forms of investment.
As a landlord, we compete in the multi-billion dollar commercial real estate market with numerous developers and owners of properties, many of which own properties similar to ours in the same markets in which our properties are located. In operating and managing our portfolio, we compete for tenants based on a number of factors, including location, rental rates and flexibility. Some of our competitors have greater economies of scale, have lower cost of capital, have access to more resources and have greater name recognition than we do. If our competitors offer space at rental rates below current market rates or below the rental rates we currently charge our tenants, we may lose our tenants or prospective tenants and we may be pressured to reduce our rental rates or to offer substantial rent

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abatements, tenant improvement allowances, early termination rights or below-market renewal options in order to retain tenants when our leases expire.
Regulation
General
Our properties are subject to various covenants, laws, ordinances and regulations, including regulations relating to common areas and fire and safety requirements. We believe that each of our properties has the necessary permits and approvals.
Americans With Disabilities Act
Pursuant to the ADA, our properties are required to meet federal requirements related to access and use by persons with disabilities. Compliance with the ADA, as well as a number of additional federal, state and local laws and regulations, may require modifications to properties we currently own and any properties we purchase, or may restrict renovations of those properties. Noncompliance with these laws or regulations could result in the imposition of fines or an award of damages to private litigants, as well as the incurrence of the costs of making modifications to attain compliance, and future legislation could impose additional financial obligations or restrictions on our properties. Although our tenants are generally responsible for all maintenance and repair costs pursuant to triple-net leases, including compliance with the ADA and other similar laws or regulations, we could be held liable as the owner of the property for a failure of one of our tenants to comply with such laws or regulations.
Environmental Matters
Federal, state and local environmental laws and regulations regulate, and impose liability for, releases of hazardous or toxic substances into the environment. Under various of these laws and regulations, a current or previous owner, operator or tenant of real estate may be required to investigate and clean up hazardous or toxic substances, hazardous wastes or petroleum product releases or threats of releases at the property, and may be held liable to a government entity or to third parties for property damage and for investigation, clean-up and monitoring costs incurred by those parties in connection with actual or threatened contamination. These laws typically impose clean-up responsibility and liability without regard to fault, or whether or not the owner, operator or tenant knew of or caused the presence of the contamination. The liability under these laws may be joint and several for the full amount of the investigation, clean-up and monitoring costs incurred or to be incurred or actions to be undertaken, although a party held jointly and severally liable may seek contributions from other identified, solvent, responsible parties for their fair share toward these costs. These costs may be substantial, and can exceed the value of the property. The presence of contamination, or the failure to properly remediate contamination, on a property may adversely affect the ability of the owner, operator or tenant to sell or rent that property or to borrow using the property as collateral, and may adversely impact our investment in that property.
Some of our properties contain, have contained, or are adjacent to or near other properties that have contained or currently contain storage tanks for the storage of petroleum products or other hazardous or toxic substances. Similarly, some of our properties are or were used for commercial or industrial purposes that involve or involved the use of petroleum products or other hazardous or toxic substances, or are adjacent to or near properties that have been or are used for similar commercial or industrial purposes. These operations create a potential for the release of petroleum products or other hazardous or toxic substances, and we could potentially be required to pay to clean up any contamination. In addition, strict environmental laws regulate a variety of activities that can occur on a property, including the storage of petroleum products or other hazardous or toxic substances, air emissions and water discharges. Such laws may impose fines or penalties for violations. As a result of the foregoing, we could be materially and adversely affected.
Environmental laws also govern the presence, maintenance and removal of ACM. Federal regulations require building owners and those exercising control over a building’s management to identify and warn, through signs and labels, of potential hazards posed by workplace exposure to installed ACM in their building. The regulations also have employee training, record keeping and due diligence requirements pertaining to ACM. Significant fines can be assessed for violation of these regulations. As a result of these regulations, building owners and those exercising control over a building’s management may be subject to an increased risk of personal injury lawsuits by workers and others exposed to ACM. The regulations may affect the value of a building containing ACM in which we have invested. Federal, state and local laws and regulations also govern the removal, encapsulation, disturbance, handling and/or disposal of ACM when those materials are in poor condition or in the event of construction, remodeling, renovation or demolition of a

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building. These laws may impose liability for improper handling or a release into the environment of ACM and may provide for fines to, and for third parties to seek recovery from, owners or operators of real properties for personal injury or improper work exposure associated with ACM.
When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. Some molds may produce airborne toxins or irritants. Indoor air quality issues can also stem from inadequate ventilation, chemical contamination from indoor or outdoor sources, and other biological contaminants such as pollen, viruses and bacteria. Indoor exposure to airborne toxins or irritants above certain levels can be alleged to cause a variety of adverse health effects and symptoms, including allergic or other reactions. As a result, the presence of significant mold or other airborne contaminants at any of our properties could require us to undertake a costly remediation program to contain or remove the mold or other airborne contaminants from the affected property or increase indoor ventilation. In addition, the presence of significant mold or other airborne contaminants could expose us to liability from our tenants, employees of our tenants or others if property damage or personal injury occurs. We are not presently aware of any material adverse indoor air quality issues at our properties that have not been previously addressed or remediated by us.
Before completing any property acquisition, we obtain environmental assessments in order to identify potential environmental concerns at the property. These assessments are carried out in accordance with the Standard Practice for Environmental Site Assessments (ASTM Practice E 1527-05) as set by ASTM International, formerly known as the American Society for Testing and Materials, and generally include a physical site inspection, a review of relevant federal, state and local environmental and health agency database records, one or more interviews with appropriate site-related personnel, review of the property’s chain of title and review of historical aerial photographs and other information on past uses of the property. These assessments are limited in scope, however, if recommended in the initial assessments, we may undertake additional assessments such as soil and/or groundwater samplings or other limited subsurface investigations and ACM or mold surveys to test for substances of concern. A prior owner or operator of a property or historic operations at our properties may have created a material environmental condition that is not known to us or the independent consultants preparing the site assessments. Material environmental conditions may have arisen after the review was completed or may arise in the future, and future laws, ordinances or regulations may impose material additional environmental liability. If environmental concerns are not satisfactorily resolved in any initial or additional assessments, we may obtain environment insurance policies to insure against potential environmental risk or loss depending on the type of property, the availability and cost of the insurance and various other factors we deem relevant (i.e., an environmental occurrence affects one of our properties where our lessee may not have the financial capability to honor its indemnification obligations to us).
Generally, our leases provide that the lessee will indemnify us for any loss or expense we incur as a result of the presence, use or release of hazardous materials on our property. However, our ultimate liability for environmental conditions may exceed the policy limits on any environmental insurance policies we obtain, if any. If we are unable to enforce the indemnification obligations of our lessees or if the amount of environmental insurance we carry is inadequate, our results of operations would be adversely affected.
Insurance
Our tenants are generally required to maintain liability and property insurance coverage for the properties they lease from us pursuant to triple-net leases. Pursuant to such leases, our tenants are required to name us (and any of our lenders that have a mortgage on the property leased by the tenant) as additional insureds on their liability policies and additional named insured and/or loss payee (or mortgagee, in the case of our lenders) on their property policies. Tenants are required to maintain casualty coverage and most carry limits at 100% of replacement cost. Depending on the location of the property, losses of a catastrophic nature, such as those caused by earthquakes and floods, may be covered by insurance policies that are held by our tenant with limitations such as large deductibles or co-payments that a tenant may not be able to meet. In addition, losses of a catastrophic nature, such as those caused by wind/hail, hurricanes, terrorism or acts of war, may be uninsurable or not economically insurable. In the event there is damage to our properties that is not covered by insurance and such properties are subject to recourse indebtedness, we will continue to be liable for the indebtedness, even if these properties are irreparably damaged. See Item 1A. “Risk Factors-Risks Related to Our Business and Properties-Insurance on our properties may not adequately cover all losses and uninsured losses could materially and adversely affect us.”
In addition to being a named insured on our tenants’ liability policies, we separately maintain commercial general liability coverage with an aggregate limit of $52.0 million. We also maintain full property coverage on all unleased properties and other property coverage as may be required by our lenders and which is not required to be carried by our tenants under our leases.

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Item 1A. Risk Factors

Special Note Regarding Forward-Looking Statements
This Annual Report on Form 10-K/A contains forward-looking statements within the meaning of the federal securities laws. In particular, statements pertaining to our business and growth strategies, investment, financing and leasing activities and trends in our business, including trends in the market for long-term, triple-net leases of freestanding, single-tenant properties, contain forward-looking statements. When used in this Annual Report on Form 10-K/A, the words “estimate,” “anticipate,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “seek,” “approximately” or “plan,” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters are intended to identify forward-looking statements. You can also identify forward-looking statements by discussions of strategy, plans or intentions of management.
Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of future events. Forward-looking statements depend on assumptions, data or methods which may be incorrect or imprecise and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all).

The following risks and uncertainties, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements:

industry and economic conditions;
volatility and uncertainty in the financial markets, including potential fluctuations in the CPI;
our success in implementing our business strategy and our ability to identify, underwrite, finance, consummate, integrate and manage diversifying acquisitions or investments;
our ability to diversify our tenant base and reduce the concentration of our significant tenant;
the nature and extent of our competition;
increases in our costs of borrowing as a result of changes in interest rates and other factors;
our ability to access debt and equity capital markets;
our ability to pay down, refinance, restructure and/or extend our indebtedness as it becomes due;
our ability and willingness to renew our leases upon expiration and to reposition our properties on the same or better terms upon expiration in the event such properties are not renewed by tenants or we exercise our rights to replace existing tenants upon default;
the impact of any financial, accounting, legal or regulatory issues or litigation that may affect us or our major tenants;
our ability to manage our expanded operations;
risks related to the relocation of our corporate headquarters to Dallas, Texas;
our ability and willingness to maintain our qualification as a REIT; and
other risks inherent in the real estate business, including tenant defaults, potential liability relating to environmental matters, illiquidity of real estate investments and potential damages from natural disasters.

You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this Annual Report on Form 10-K/A. While forward-looking statements reflect our good faith beliefs, they are not guarantees of future performance. We disclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes, except as required by law.

Set forth below are some (but not all) of the risk factors that could adversely affect our business and financial performance. Because we operate in a highly competitive and rapidly changing environment, new risk factors emerge from time to time, and it is not possible for management to predict all such risk factors, nor can management assess the impact of all such risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

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Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.

Risks Related to Our Business and Properties

We are subject to risks related to commercial real estate ownership that could reduce the value of our properties.

Our core business is the ownership of real estate that is leased to retail, service and distribution companies on a triple-net basis. Accordingly, our performance is subject to risks incident to the ownership of commercial real estate, including:

inability to collect rent from tenants due to financial hardship, including bankruptcy;
changes in local real estate markets, including the availability and demand for single-tenant retail space;
changes in consumer trends and preferences that affect the demand for products and services offered by our tenants;
inability to lease or sell properties upon expiration or termination of existing leases;
environmental risks related to the presence of hazardous or toxic substances or materials on our properties;
subjectivity of real estate valuations and changes in such valuations over time;
illiquid nature of real estate compared to most other financial assets;
changes in laws and regulations, including those governing real estate usage and zoning;
changes in interest rates and the availability of financing; and
changes in the general economic and business climate.

The occurrence of any of the risks described above may cause the value of our real estate to decline, which could materially and adversely affect us.

Credit and capital market conditions may adversely affect our access to capital and/or the cost of capital.

Periods of volatility in the credit and capital markets negatively affect the amounts, sources and cost of capital available to us. We primarily use external financing to fund acquisitions and to refinance indebtedness as it matures. If sufficient sources of external financing are not available to us on cost effective terms, we could be forced to limit our acquisition activity and/or to take other actions to fund our business activities and repayment of debt, such as selling assets. To the extent that we access capital at a higher cost (reflected in higher interest rates for debt financing or lower stock price for equity financing), our acquisition yields, earnings per share and cash flow could be adversely affected.

Our business is dependent upon our tenants successfully operating their businesses and their failure to do so could materially and adversely affect us.

The success of our investments is materially dependent on the financial stability of our tenants’ financial condition and leasing practices. Adverse economic conditions such as high unemployment levels, interest rates, tax rates and fuel and energy costs may have an impact on the results of operations and financial condition of our tenants and result in a decline in rent or an increased incidence of default under existing leases. Reduced demand for rental space could adversely affect our ability to maintain our current tenants and attract new tenants, which may affect our growth and profitability.
Our portfolio consists primarily of properties leased to single tenants that operate in multiple locations, which means we own numerous properties operated by the same tenant. As a result, the general failure of that tenant or a significant decline in its business could materially and adversely affect us.

At any given time, our tenants may experience a downturn in their business that may weaken the operating results and financial condition of individual properties or of their business as whole. As a result, a tenant may

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delay lease commencement, decline to extend a lease upon its expiration, fail to make rental payments when due, become insolvent or declare bankruptcy. We depend on our tenants to operate the properties we own in a manner which generates revenues sufficient to allow them to meet their obligations to us, including their obligations to pay rent, maintain certain insurance coverage and pay real estate taxes and maintain the properties in a manner so as not to jeopardize their operating licenses or regulatory status. The ability of our tenants to fulfill their obligations under our leases may depend, in part, upon the overall profitability of their operations. Cash flow generated by certain tenant businesses may not be sufficient for a tenant to meet its obligations to us. Although our occupied properties are generally operationally essential to our tenants, meaning the property is essential to the tenant’s generation of sales and profits, this does not guarantee that a tenant’s operations at a particular property will be successful or that the tenant will be able to meet all of its obligations to us. Our tenants’ failure to successfully operate their businesses could materially and adversely affect us.

Single-tenant leases involve particular and significant risks related to tenant default.

Our strategy focuses primarily on investing in single-tenant triple-net leased properties throughout the U.S. The financial failure of, or default in payment by, a single tenant under its lease is likely to cause a significant reduction in, or elimination of, our rental revenue from that property and a reduction in the value of the property. We may also experience difficulty or a significant delay in re-leasing or selling such property. This risk is magnified in situations where we lease multiple properties to a single tenant under a master lease. The failure or default of a tenant under a master lease could reduce or eliminate rental revenue from multiple properties and reduce the value of such properties. Although the master lease structure may be beneficial to us because it restricts the ability of tenants to remove individual underperforming properties from the portfolio of properties leased from us, there is no guarantee that a tenant will not default in its obligations to us or decline to renew its master lease upon expiration. The default of a tenant that leases multiple properties from us could materially and adversely affect us.

A substantial number of our properties are leased to one tenant, which may result in increased risk due to tenant and industry concentration.

Currently, we lease 139 properties to Shopko, primarily pursuant to three master leases. The Shopko leases are guaranteed by Specialty Retail Shops Holding Corp., the parent company of Shopko. Revenues generated from Shopko represented 9.1% of our Normalized Revenue for the three months ended December 31, 2015. Because a significant portion of our revenues are derived from rental revenues received from Shopko, any default, breach or delay in the payment of rent by Shopko may materially and adversely affect us.

As a result of the significant number of properties leased to Shopko, our results of operations and financial condition are closely tied to Shopko's performance under its leases, which is ultimately tied to the performance of its stores and the retail industry in which it operates. Shopko operates as a multi-department general merchandise retailer and retail health services provider primarily in mid-size and large communities in the Midwest, Pacific Northwest, North Central and Western Mountain states. Shopko is subject to the following risks, as well as other risks that we are not currently aware of, that could adversely affect its performance and thus its ability to pay rent to us:

The retail industry in which Shopko operates is highly competitive, which could limit its growth opportunities and reduce profitability. Shopko competes with other discount retail merchants as well as mass merchants, catalog merchants, internet retailers and other general merchandise, apparel and household merchandise retailers. It faces strong competition from large national discount retailers, such as Walmart, Kmart and Target, and mid-tier merchants such as Kohl’s and JCPenney.
Shopko stores are geographically concentrated in the Midwest, Pacific Northwest, North Central and Western Mountain states. As a result, adverse economic conditions in these regions may materially and adversely affect its results of operations and retail sales.
The seasonality in retail operations may cause fluctuations in Shopko’s quarterly performance and results of operations and could adversely affect its cash flows.
Shopko stores are dependent on the efficient functioning of its distribution networks. Problems that cause delays or interruptions in the distribution networks could materially and adversely affect its results of operations.
Shopko stores depend on attracting and retaining quality employees. Many employees are entry-level or part-time with historically high rates of turnover.

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If Shopko experiences a decline in its business, financial condition or results of operations, it may request discounts or deferrals on the rents it pays to us, seek to terminate its master leases with us or close certain of its stores, all of which could decrease the amount of revenue we receive from it. While we seek to reduce the tenant concentration of Shopko, we may have difficulty in selling or leasing to other tenants the properties currently leased by Shopko, due to, among other things, market demand or tax constraints. Furthermore, we can provide no assurance that we will deploy the proceeds from the disposition of any Shopko properties in a manner that would produce comparable or better yields.

A substantial portion of our properties are leased to unrated tenants and the tools we use to measure the credit quality of such tenants may not be accurate.

A substantial portion our properties are leased to unrated tenants whom we determine, through our internal underwriting and credit analysis, to be creditworthy. Many of our tenants are required to provide financial information, which includes balance sheet, income statement and cash flow statement data, on a quarterly and/or annual basis, and approximately 63.8% of our lease investment portfolio require the tenant to provide property-level performance information, which includes income statement data on a quarterly and/or annual basis. To assist in our determination of a tenant’s credit quality, we license a product from Moody’s Analytics that provides an EDF and a “shadow rating,” and we evaluate a lease’s property-level rent coverage ratio. An EDF is only an estimate of default probability based, in part, on assumptions incorporated into the product. A shadow rating does not constitute a published credit rating and lacks the extensive company participation that is typically involved when a rating agency publishes a rating; accordingly, a shadow rating may not be as indicative of creditworthiness as a rating published by Moody’s, S&P, or another nationally recognized statistical rating organization. Our calculations of EDFs, shadow ratings and rent coverage ratios are based on financial information provided to us by our tenants and prospective tenants without independent verification on our part, and we must assume the appropriateness of estimates and judgments that were made by the party preparing the financial information. If our measurement of credit quality proves to be inaccurate, we may be subject to defaults, and investors may view our cash flows as less stable.

The decrease in demand for retail and restaurant space may materially and adversely affect us.
As of December 31, 2015, leases representing approximately 69.8% and 16.9% of our Normalized Rental Revenue were with tenants in the retail and restaurant industries, respectively. In the future, we may acquire additional retail and restaurant properties. Accordingly, decreases in the demand for retail and/or restaurant spaces adversely impact us. The market for retail and restaurant space has previously been, and could continue to be, adversely affected by weakness in the national, regional and local economies, the adverse financial condition of some large retail and restaurant companies, the ongoing consolidation in the retail and restaurant industries, the excess amount of retail and restaurant space in a number of markets and, in the case of the retail industry, increasing consumer purchases through catalogs or over the Internet. To the extent that these conditions continue, they are likely to negatively affect market rents for retail and restaurant space, which could materially and adversely affect us.
High concentration of our properties in a geographic area could magnify the effects of adverse economic or regulatory developments in such area on our results of operations and financial condition.

As of December 31, 2015, 11.6% of our portfolio (as a percentage of Normalized Rental Revenue) was located in Texas, representing the highest concentration of our assets. Geographic concentration exposes us to greater economic or regulatory risks than if we owned a more geographically diverse portfolio. We are susceptible to adverse developments in the economic or regulatory environments of the geographic areas in which we concentrate (or in which we may develop a substantial concentration of assets in the future), such as business layoffs or downsizing, industry slowdowns, relocations of businesses, increases in real estate and other taxes or costs of complying with governmental regulations.

We may be unable to renew leases, lease vacant space or re-lease space as leases expire on favorable terms or at all.

Our results of operations depend on our ability to continue to strategically lease space in our properties, including renewing expiring leases, leasing vacant space and re-leasing space in properties where leases expire, optimizing

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our tenant mix or leasing properties on more economically favorable terms. As of December 31, 2015, leases representing approximately 3.8% of our rental revenue will expire during 2016. As of December 31, 2015, 36 of our properties, representing approximately 1.4% of our total number of owned properties, were vacant. Current tenants may decline, or may not have the financial resources available, to renew current leases and we cannot assure you that leases that are renewed will have terms that are as economically favorable to us as the expiring lease terms. If tenants do not renew the leases as they expire, we will have to find new tenants to lease our properties and there is no guarantee that we will be able to find new tenants or that our properties will be re-leased at rental rates equal to or above the current average rental rates or that substantial rent abatements, tenant improvement allowances, early termination rights, below-market renewal options or other lease incentive payments will not be offered to attract new tenants. We may experience significant costs in connection with renewing, leasing or re-leasing a significant number of our properties, which could materially and adversely affect us.
Our ability to realize future rent increases will vary depending on changes in the CPI.
Most of our leases contain rent escalators, or provisions that periodically increase the base rent payable by the tenant under the lease. Although some of our rent escalators increase rent at a fixed amount on fixed dates, most of our rent escalators increase rent by the lesser of (a) 1 to 1.25 times any increase in the CPI over a specified period or (b) a fixed percentage. If the product of any increase in the CPI multiplied by the applicable factor is less than the fixed percentage, the increased rent we are entitled to receive will be less than what we otherwise would have been entitled to receive if the rent escalator was based solely on a fixed percentage. Therefore, during periods of low inflation or deflation, small increases or decreases in the CPI will subject us to the risk of receiving lower rental revenue than we otherwise would have been entitled to receive if our rent escalators were based solely on fixed percentages or amounts. Conversely, if the product of any increase in the CPI multiplied by the applicable factor is more than the fixed percentage, the increased rent we are entitled to receive will be less than what we otherwise would have been entitled to receive if the rent escalator was based solely on an increase in CPI. Therefore, periods of high inflation will subject us to the risk of receiving lower rental revenue than we otherwise would have been entitled to receive if our rent escalators were based solely on CPI increases.
The bankruptcy or insolvency of any of our tenants could result in the termination of such tenant’s lease and material losses to us.
The occurrence of a tenant bankruptcy or insolvency could diminish the income we receive from that tenant’s lease or leases. If a tenant becomes bankrupt or insolvent, federal law may prohibit us from evicting such tenant based solely upon such bankruptcy or insolvency. In addition, a bankrupt or insolvent tenant may be authorized to reject and terminate its lease or leases with us. Any claims against such bankrupt tenant for unpaid future rent would be subject to statutory limitations that would likely result in our receipt of rental revenues that are substantially less than the contractually specified rent we are owed under the lease or leases. In addition, any claim we have for unpaid past rent, if any, may not be paid in full. We may also be unable to re-lease a terminated or rejected space or to re-lease it on comparable or more favorable terms.
Moreover, tenants who are considering filing for bankruptcy protection may request that we agree to amendments of their master leases to remove certain of the properties they lease from us under such master leases. We cannot guarantee that we will be able to sell or re-lease such properties or that lease termination fees, if any, received in exchange for such releases will be sufficient to make up for the rental revenues lost as a result of such lease amendments. As a result, tenant bankruptcies may materially and adversely affect us.

Property vacancies could result in significant capital expenditures and illiquidity.

The loss of a tenant, either through lease expiration or tenant bankruptcy or insolvency, may require us to spend significant amounts of capital to renovate the property before it is suitable for a new tenant and thus incur significant costs. Many of the leases we enter into or acquire are for properties that are especially suited to the particular business of our tenants. Because these properties have been designed or physically modified for a particular tenant, if the current lease is terminated or not renewed, we may be required to renovate the property at substantial costs, decrease the rent we charge or provide other concessions in order to lease the property to another tenant. In the event we are required to sell the property, we may have difficulty selling it to a party other than the tenant due to the special purpose for which the property may have been designed or modified. This potential illiquidity may limit our ability to quickly modify our portfolio in response to changes in economic or other conditions, including tenant demand. These limitations may materially and adversely affect us.

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Our future results will suffer if we do not effectively manage our expanded operations.

We may continue to expand our operations through additional acquisitions and other strategic transactions, and modernize our information technology and management systems through new systems implementations, some of which may involve complex challenges. Our future success will depend, in part, upon our ability to manage our expansion opportunities, integrate new operations into our existing business in an efficient and timely manner, successfully monitor our operations, costs and regulatory compliance, and develop and maintain other necessary systems, processes and internal controls. We cannot assure you that our expansion or acquisition opportunities will be successful, or that we will realize their expected operating efficiencies, cost savings, revenue enhancements, synergies or other benefits.

We may be unable to identify and complete acquisitions of suitable properties, which may impede our growth, or our future acquisitions may not yield the returns we expect.
Our ability to expand through acquisitions requires us to identify and complete acquisitions or investment opportunities that are compatible with our growth strategy and to successfully integrate newly acquired properties into our portfolio. We continually evaluate investment opportunities and may acquire properties when strategic opportunities exist. Our ability to acquire properties on favorable terms and successfully operate them may be constrained by the following significant risks:
we face competition from other real estate investors with significant capital, including REITs and institutional investment funds, which may be able to accept more risk than we can prudently manage, including risks associated with paying higher acquisition prices;
we face competition from other potential acquirers which may significantly increase the purchase price for a property we acquire, which could reduce our growth prospects;
we may incur significant costs and divert management attention in connection with evaluating and negotiating potential acquisitions, including ones that we are subsequently unable to complete;
we may acquire properties that are not accretive to our results upon acquisition, and we may be unsuccessful in managing and leasing such properties in accordance with our expectations;
our cash flow from an acquired property may be insufficient to meet our required principal and interest payments with respect to debt used to finance the acquisition of such property;
we may discover unexpected items, such as unknown liabilities, during our due diligence investigation of a potential acquisition or other customary closing conditions may not be satisfied, causing us to abandon an acquisition opportunity after incurring expenses related thereto;
we may fail to obtain financing for an acquisition on favorable terms or at all;
we may spend more than budgeted amounts to make necessary improvements or renovations to acquired properties;
market conditions may result in higher than expected vacancy rates and lower than expected rental rates; or
we may acquire properties subject to liabilities and without any recourse, or with only limited recourse, with respect to unknown liabilities such as liabilities for clean-up of undisclosed environmental contamination, claims by tenants, vendors or other persons dealing with the former owners of the properties, liabilities incurred in the ordinary course of business and claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the properties.

If any of these risks are realized, we may be materially and adversely affected.

We rely on information systems in our operations and corporate functions, and any material failure, weakness, interruption or breach in security of such systems could prevent us from effectively operating our business.

We rely on information systems across our operations and corporate functions, including finance and accounting, and depend on such systems to ensure payment of obligations, collection of cash, data warehousing to support analytics, and other various processes and procedures. Our ability to efficiently manage our business depends significantly on the reliability and capacity of these systems. The failure of these systems to operate effectively, maintenance problems, upgrading or transitioning to new platforms, or a breach in security of these systems, such as in the event of cyber-attacks, could result in the theft of intellectual property, personal information or

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personal property, damage to our reputation and third-party claims, as well as reduced efficiency in our operations and in the accuracy in our internal and external financial reporting. The remediation of such problems could result in significant unplanned expenditures.

Illiquidity of real estate investments could significantly impede our ability to respond to adverse changes in the performance of our properties and harm our financial condition.

The real estate investments made, and expected to be made, by us are relatively difficult to sell quickly. As a result, our ability to promptly sell one or more properties in our portfolio in response to changing economic, financial or investment conditions is limited. Return of capital and realization of gains, if any, from an investment generally will occur upon disposition or refinancing of the underlying property. We may be unable to realize our investment objective by sale, other disposition or refinancing at attractive prices within any given period of time or may otherwise be unable to complete any exit strategy. In particular, these risks could arise from weakness in or even the lack of an established market for a property, changes in the financial condition or prospects of prospective purchasers, changes in national or international economic conditions and changes in laws, regulations or fiscal policies of the jurisdiction in which a property is located.

In addition, the Code imposes restrictions on a REIT’s ability to dispose of properties that are not applicable to other types of real estate companies. In particular, the tax laws applicable to REITs effectively require that we hold our properties for investment, rather than primarily for sale in the ordinary course of business, which may cause us to forgo or defer sales of properties that otherwise would be in our best interest. Therefore, we may not be able to vary our portfolio in response to economic or other conditions promptly or on favorable terms, which may materially and adversely affect us.

We face significant competition for tenants, which may decrease or prevent increases of the occupancy and rental rates of our properties, and competition for acquisitions may reduce the number of acquisitions we are able to complete and increase the costs of these acquisitions.
We compete with numerous developers, owners and operators of properties, many of which own properties similar to ours in the same markets in which our properties are located. If our competitors offer space at rental rates below current market rates or below the rental rates we currently charge our tenants, we may lose existing or potential tenants and we may be pressured to reduce our rental rates or to offer more substantial rent abatements, tenant improvements, early termination rights, below-market renewal options or other lease incentive payments in order to retain tenants when our leases expire. Competition for tenants could decrease or prevent increases of the occupancy and rental rates of our properties, which could materially and adversely affect us.
We also face competition for acquisitions of real property from investors, including traded and non-traded public REITs, private equity investors and institutional investment funds, some of which have greater financial resources than we do, a greater ability to borrow funds to acquire properties and the ability to accept more risk than we can prudently manage. This competition may increase the demand for the types of properties in which we typically invest and, therefore, reduce the number of suitable acquisition opportunities available to us and increase the prices paid for such acquisition properties. This competition will increase if investments in real estate become more attractive relative to other types of investment. Accordingly, competition for the acquisition of real property could materially and adversely affect us.
The loss of a borrower or the failure of a borrower to make loan payments on a timely basis will reduce our revenues, which could lead to losses on our investments and reduced returns to our stockholders.
We have originated or acquired long-term, commercial mortgage and other loans. The success of our loan investments is materially dependent on the financial stability of our borrowers. The success of our borrowers is dependent on each of their individual businesses and their industries, which could be affected by economic conditions in general, changes in consumer trends and preferences and other factors over which neither they nor we have control. A default of a borrower on its loan payments to us that would prevent us from earning interest or receiving a return of the principal of our loan could materially and adversely affect us. In the event of a default, we may also experience delays in enforcing our rights as lender and may incur substantial costs in collecting the amounts owed to us and in liquidating any collateral.
Foreclosure and other similar proceedings used to enforce payment of real estate loans are generally subject to principles of equity, which are designed to relieve the indebted party from the legal effect of that party’s default.

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Foreclosure and other similar laws may limit our right to obtain a deficiency judgment against the defaulting party after a foreclosure or sale. The application of any of these principles may lead to a loss or delay in the payment on loans we hold, which in turn could reduce the amounts we have available to make distributions. Further, in the event we have to foreclose on a property, the amount we receive from the foreclosure sale of the property may be inadequate to fully pay the amounts owed to us by the borrower and our costs incurred to foreclose, repossess and sell the property which could materially and adversely affect us.
If we invest in mortgage loans, these investments may be affected by unfavorable real estate market conditions, including interest rate fluctuations, which could decrease the value of those loans.
If we invest in mortgage loans, we will be at risk of defaults by the borrowers and, in addition, will be subject to interest rate risks. To the extent we incur delays in liquidating defaulted mortgage loans, we may not be able to obtain all amounts due to us under such loans. Further, we will not know whether the values of the properties securing the mortgage loans will remain at the levels existing on the dates of origination of those mortgage loans or the dates of our investment in the loans. If the values of the underlying properties decline, the value of the collateral securing our mortgage loans will also decline and if we were to foreclose on any of the properties securing the mortgage loans, we may not be able to sell or lease them for an amount equal to the unpaid amounts due to us under the mortgage loans. As a result, defaults on mortgage loans in which we invest may materially and adversely affect us.
Inflation may materially and adversely affect us and our tenants.
Increased inflation could have a negative impact on variable-rate debt we currently have or that we may incur in the future. Our leases typically contain provisions designed to mitigate the adverse impact of inflation on our results of operations. Because tenants are typically required to pay all property operating expenses, increases in property-level expenses at our leased properties generally do not adversely affect us. However, increased operating expenses at vacant properties and the limited number of properties that are not subject to full triple-net leases could cause us to incur additional operating expense, which could increase our exposure to inflation. Additionally, the increases in rent provided by many of our leases may not keep up with the rate of inflation. Increased costs may also have an adverse impact on our tenants if increases in their operating expenses exceed increases in revenue, which may adversely affect the tenants’ ability to pay rent owed to us.

The market price and trading volume of our common stock may be adversely impacted by various factors.

The market price and trading volume of our common stock may fluctuate widely due to various factors, including:

actual or anticipated variations in our quarterly operating results or distributions, or those of our competitors;
publication of research reports about us, our competitors or the real estate industry;
adverse market reaction to any additional indebtedness we incur or debt or equity securities we or the Operating Partnership issue in the future;
additions or departures of key management personnel;
changes in our credit ratings;
the financial condition, performance and prospects of our tenants; and
the realization of any of the other risk factors presented in this Annual Report on Form 10-K/A.

We may issue shares of our common stock, preferred stock, or other securities without stockholder approval, including shares issued to satisfy REIT dividend distribution requirements. The Operating Partnership may issue partnership interests to third parties, and such partnership interests would be exchangeable for cash or, at our election, shares of our common stock at specified ratios set when partnership interests in the Operating Partnership are issued. Our existing stockholders have no preemptive rights to acquire any of these securities, and any issuance of equity securities by us or the Operating Partnership may dilute stockholder investment.




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If we fail to maintain an effective system of internal control over financial reporting and disclosure controls, we may not be able to accurately and timely report our financial results.
Effective internal control over financial reporting and disclosure controls are necessary for us to provide reliable financial reports and effectively prevent fraud and to operate successfully as a public company. If we cannot provide reliable financial reports or prevent fraud, our reputation and operating results would be harmed. We are required to perform system and process evaluation and testing of our internal control over financial reporting to allow management to report on, and our independent registered public accounting firm to attest to, the effectiveness of our internal control over financial reporting, as required by Section 404 of the Sarbanes-Oxley Act of 2002.
We recently identified a deficiency in our internal control over financial reporting, which is considered to be a material weakness and led to the restatement of our audited consolidated financial statements for the year ended December 31, 2015 and our interim unaudited consolidated financial statements for the quarters ended March 31, 2015, June 30, 2015, September 30, 2015, March 31, 2016 and June 30, 2016. The Public Company Accounting Oversight Board’s Auditing Standard No. 5 defines a material weakness as a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. The identified material weakness related to our failure to maintain effective procedures and controls over the evaluation of and accounting for goodwill related to the disposal of assets and the allocation of goodwill to held for sale assets in determining impairment charges. To remedy the material weakness, we have designed and implemented additional controls, including the performance of additional analyses and procedures. However, there is no assurance that such actions have, in fact, fully remediated the material weakness, or that other deficiencies will not be identified in the future.
As a result of material weaknesses or significant deficiencies that may be identified in our internal control over financial reporting in the future, we may also identify certain deficiencies in some of our disclosure controls and procedures that we believe require remediation. If we or our independent registered public accounting firm discover any such weaknesses or deficiencies, we will make efforts to further improve our internal control over financial reporting and disclosure controls. However, there is no assurance that we will be successful. Any failure to maintain effective controls or timely effect any necessary improvement of our internal control over financial reporting and disclosure controls could harm operating results or cause us to fail to meet our reporting obligations, which could affect the listing of our common stock on the NYSE. Ineffective internal control over financial reporting and disclosure controls could also cause investors to lose confidence in our reported financial information, which would likely have a negative effect on the per share trading price of our common stock.

Increases in market interest rates may have an adverse effect on the value of our common stock as prospective purchasers of our common stock may expect a higher dividend yield and increased borrowing costs may decrease our funds available for distribution.

The market price of our common stock will generally be influenced by the dividend yield on our common stock (as a percentage of the price of our common stock) relative to market interest rates. An increase in market interest rates, which are currently at low levels relative to historical rates, may lead prospective purchasers of shares of our common stock to expect a higher dividend yield. However, higher market interest rates would likely increase our borrowing costs and potentially decrease funds available for distribution. Thus, higher market interest rates could cause the market price of our common stock to decrease.

Our growth depends on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all.
In order to maintain our qualification as a REIT, we are required under the Code, among other things, to distribute annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain. In addition, we will be subject to income tax at regular corporate rates to the extent that we distribute less than 100% of our REIT taxable income, determined without regard to the dividends paid deduction and including any net capital gain. Because of these distribution requirements, we may not be able to fund future capital needs, including any necessary acquisition financing, from operating cash flow. Consequently, we may rely on third-party sources to fund our capital needs. We may not be able to obtain the financing on favorable terms or at all. Any additional debt we incur will increase our leverage and likelihood of default. Our access to third-party sources of capital depends, in part, on:

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general market conditions;
the market’s perception of our growth potential;
our current debt levels;
our current and expected future earnings;
our cash flow and cash distributions; and
the market price per share of our common stock.

If we cannot obtain capital from third-party sources, we may not be able to acquire properties when strategic opportunities exist, meet the capital and operating needs of our existing properties, satisfy our debt service obligations or make the cash distributions to our stockholders necessary to maintain our qualification as a REIT.

Historically, we have raised a significant amount of debt capital through our Spirit Master Funding Program and the CMBS market. We have generally used the proceeds from these financings to repay debt and fund real estate acquisitions. As of December 31, 2015, we had issued notes under our Spirit Master Funding Program in eight different classes over five separate issuances with an aggregate outstanding principal balance of $1.69 billion. The Master Trust Notes had a weighted average maturity of 7.2 years as of December 31, 2015. In addition, we had CMBS loans with an aggregate outstanding principal balance of $1.42 billion and an average maturity of 2.7 years as of December 31, 2015. Our obligations under these loans are generally secured by liens on certain of our properties. In the case of our Spirit Master Funding Program, subject to certain conditions, we may substitute real estate collateral within our two securitization trusts from time to time. No assurance can be given that the CMBS market will be available to us in the future, whether to refinance existing debt or to raise additional debt capital. Moreover, we view our ability to substitute collateral under our Spirit Master Funding Program favorably, and no assurance can be given that financing facilities offering similar flexibility will be available to us in the future.
Failure to hedge effectively against interest rate changes may materially and adversely affect us.
We attempt to mitigate our exposure to interest rate volatility by using interest rate hedging arrangements. However, these arrangements involve risks and may not be effective in reducing our exposure to interest rate changes. In addition, the counterparties to our hedging arrangements may not honor their obligations. Failure to hedge effectively against changes in interest rates on our borrowings may materially and adversely affect us.
Our decision to dispose of real estate assets would change the holding period assumption in our valuation analyses, which could result in material impairment losses and adversely affect our financial results.

We evaluate real estate assets for impairment based on the projected cash flow of the asset over our anticipated holding period. If we change our intended holding period due to our intention to sell or otherwise dispose of an asset, we must reevaluate whether that asset is impaired under GAAP. Depending on the carrying value of the property at the time we change our intention and the amount that we estimate we would receive on disposal, we may record an impairment loss that would adversely affect our financial results. This loss could be material to our assets in the period that it is recognized.

Loss of our key personnel with long-standing business relationships could materially impair our ability to operate successfully.
Our continued success and our ability to manage anticipated future growth depend, in large part, upon the efforts of key personnel, particularly our Chief Executive Officer and Chairman of our board of directors, Thomas H. Nolan, Jr. and our Executive Vice President and Chief Investment Officer, Gregg A. Seibert, who have extensive market knowledge and relationships and exercise substantial influence over our operational, financing, acquisition and disposition activity. Among the reasons that they are important to our success is that each has a national or regional industry reputation that attracts business and investment opportunities and assists us in negotiations with lenders, existing and potential tenants and industry personnel.
Many of our other key executive personnel, particularly our senior managers, also have extensive experience and strong reputations in the real estate industry and have been instrumental in setting our strategic direction, operating our business, identifying, recruiting and training key personnel and arranging necessary financing. In particular, the extent and nature of the relationships that these individuals have developed with financial institutions and existing and prospective tenants is critically important to the success of our business. The loss of services

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of one or more members of our senior management team, or our inability to attract and retain highly qualified personnel, could adversely affect our business, diminish our investment opportunities and weaken our relationships with lenders, business partners, existing and prospective tenants and industry personnel, which could materially and adversely affect us.
We are currently in the midst of a search for a new general counsel. We cannot assure you that we will be able to hire an appropriately qualified individual. We expect our employment relationship with our current general counsel to terminate on March 4, 2016. We are currently seeking to negotiate a severance agreement with our current general counsel. We cannot assure you that we will be able to reach a separation on mutually agreeable terms.

The relocation of our corporate headquarters could adversely affect our operations, operating results and financial condition. 
On November 16, 2015, we issued a press release announcing that our corporate headquarters will move from Scottsdale, Arizona to Dallas, Texas in the summer of 2016 with the move expected to be finalized by the end of 2016. We do not expect that the relocation of our headquarters will change our corporate or leadership structure. However, the process of moving our headquarters is inherently complex and not part of our day to day operations. The relocation process could cause significant disruption to our operations and cause the temporary diversion of management resources, all of which could have a material adverse affect on our operations, operating results and financial condition. We have implemented a transition plan to provide for the move of our corporate operations, including relocation benefits for employees who may be transferring, and severance and retention benefits for employees who will not be continuing with the Company after the move. We may encounter difficulties retaining employees who elected to transfer to Dallas. Similarly, we may experience difficulties attracting new talent in Dallas to replace our employees in Scottsdale who are unwilling to relocate.

The Company currently anticipates to incur total costs of approximately $20.0 million related to this relocation. This amount includes an estimated $4.8 million in capitalized costs related to tenant improvements and fixtures for the new corporate headquarters. In February 2016, the Company signed a lease for the new corporate headquarters in Dallas. We can give no assurance that the relocation will be completed as planned or within the expected timeframe. In addition, the relocation may involve significant additional costs to us and the expected benefits of the move may not be fully realized due to associated disruption to our operations and personnel.

We have a limited operating history as a public company and our past experience may not be sufficient to allow us to successfully operate as a public company going forward.
Prior to our September 2012 IPO, we had not been publicly traded since 2007. We cannot assure you that our past experience is sufficient to allow us to successfully operate as a public company, including compliance with the timely disclosure requirements of the SEC and the corporate governance requirements of the Sarbanes-Oxley Act of 2002. As a public company, we are required to develop and implement control systems and procedures in order to satisfy our periodic and current reporting requirements under applicable SEC regulations and NYSE listing standards, and this transition could place a significant strain on our management systems, infrastructure and other resources. As a result, we may not be able to operate successfully as a public company going forward.

If we fail to maintain an effective system of internal control over financial reporting and disclosure controls, we may not be able to accurately and timely report our financial results.

Effective internal control over financial reporting and disclosure controls are necessary for us to provide reliable financial reports and effectively prevent fraud and to operate successfully as a public company. If we cannot provide reliable financial reports or prevent fraud, our reputation and operating results would be harmed. We are required to perform system and process evaluation and testing of our internal control over financial reporting to allow management to report on, and our independent registered public accounting firm to attest to, the effectiveness of our internal control over financial reporting, as required by Section 404 of the Sarbanes-Oxley Act of 2002. As a result of material weaknesses or significant deficiencies that may be identified in our internal control over financial reporting, we may also identify certain deficiencies in some of our disclosure controls and procedures that we believe require remediation. If we or our independent registered public accounting firm discover weaknesses, we will make efforts to improve our internal control over financial reporting and disclosure controls. However, there is no assurance that we will be successful. Any failure to maintain effective controls or timely effect any necessary

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improvement of our internal control over financial reporting and disclosure controls could harm operating results or cause us to fail to meet our reporting obligations, which could affect the listing of our common stock on the NYSE. Ineffective internal control over financial reporting and disclosure controls could also cause investors to lose confidence in our reported financial information, which would likely have a negative effect on the per share trading price of our common stock.
We may become subject to litigation, which could materially and adversely affect us.

In the ordinary course of business, we may become subject to litigation, including claims relating to our operations, security offerings and otherwise. Some of these claims may result in significant defense costs and potentially significant judgments against us, some of which are not, or cannot be, insured against. We generally intend to vigorously defend ourselves. However, we cannot be certain of the ultimate outcomes of any claims that may arise in the future. Resolution of these types of matters against us may result in our having to pay significant fines, judgments, or settlements, which, if uninsured, or if the fines, judgments, and settlements exceed insured levels, could adversely impact our earnings and cash flows, thereby materially and adversely affecting us. Certain litigation or the resolution of certain litigation may affect the availability or cost of some of our insurance coverage, which could materially and adversely impact us, expose us to increased risks that would be uninsured, and materially and adversely impact our ability to attract directors and officers.

The costs of compliance with or liabilities related to environmental laws may materially and adversely affect us.

The properties we own or have owned in the past may subject us to known and unknown environmental liabilities. Under various federal, state and local laws and regulations relating to the environment, as a current or former owner or operator of real property, we may be liable for costs and damages resulting from the presence or discharge of hazardous or toxic substances, waste or petroleum products at, on, in, under or migrating from such property, including costs to investigate, clean up such contamination and liability for harm to natural resources. We may face liability regardless of:
our knowledge of the contamination;
the timing of the contamination;
the cause of the contamination; or
the party responsible for the contamination of the property.

There may be environmental liabilities associated with our properties of which we are unaware. We obtain Phase I environmental site assessments on all properties we finance or acquire. The Phase I environmental site assessments are limited in scope and therefore may not reveal all environmental conditions affecting a property. Therefore, there could be undiscovered environmental liabilities on the properties we own. Some of our properties use, or may have used in the past, underground tanks for the storage of petroleum-based products or waste products that could create a potential for release of hazardous substances or penalties if tanks do not comply with legal standards. If environmental contamination exists on our properties, we could be subject to strict, joint and/or several liability for the contamination by virtue of our ownership interest. Some of our properties may contain ACM. Strict environmental laws govern the presence, maintenance and removal of ACM and such laws may impose fines and penalties for failure to comply with these requirements or expose us to third-party liability (e.g., liability for personal injury associated with exposure to asbestos). Strict environmental laws also apply to other activities that can occur on a property, such as air emissions and water discharges, and such laws may impose fines and penalties for violations.
The presence of hazardous substances on a property may adversely affect our ability to sell, lease or improve the property or to borrow using the property as collateral. In addition, environmental laws may create liens on contaminated properties in favor of the government for damages and costs it incurs to address such contamination. Moreover, if contamination is discovered on our properties, environmental laws may impose restrictions on the manner in which they may be used or businesses may be operated, and these restrictions may require substantial expenditures.
In addition, although our leases generally require our tenants to operate in compliance with all applicable laws and to indemnify us against any environmental liabilities arising from a tenant’s activities on the property, we could be subject to strict liability by virtue of our ownership interest. We cannot be sure that our tenants will, or will be

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able to, satisfy their indemnification obligations, if any, under our leases. Furthermore, the discovery of environmental liabilities on any of our properties could lead to significant remediation costs or to other liabilities or obligations attributable to the tenant of that property, which may affect such tenant’s ability to make payments to us, including rental payments and, where applicable, indemnification payments.
Our environmental liabilities may include property damage, personal injury, investigation and clean-up costs. These costs could be substantial. Although we may obtain insurance for environmental liability for certain properties that are deemed to warrant coverage, our insurance may be insufficient to address any particular environmental situation and we may be unable to continue to obtain insurance for environmental matters, at a reasonable cost or at all, in the future. If our environmental liability insurance is inadequate, we may become subject to material losses for environmental liabilities. Our ability to receive the benefits of any environmental liability insurance policy will depend on the financial stability of our insurance company and the position it takes with respect to our insurance policies. If we were to become subject to significant environmental liabilities, we could be materially and adversely affected.
Most of the environmental risks discussed above refer to properties that we own or may acquire in the future. However, each of the risks identified also applies to the owners (and potentially, the lessees) of the properties that secure each of the loans we have made and any loans we may acquire or make in the future. Therefore, the existence of environmental conditions could diminish the value of each of the loans and the abilities of the borrowers to repay the loans and could materially and adversely affect us.
Our properties may contain or develop harmful mold, which could lead to liability for adverse health effects and costs of remediation.
When excessive moisture accumulates in buildings or on building materials, mold growth may occur, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. Some molds may produce airborne toxins or irritants. Concern about indoor exposure to mold has been increasing, as exposure to mold may cause a variety of adverse health effects and symptoms, including allergic or other reactions. As a result, should our tenants or their employees or customers be exposed to mold at any of our properties we could be required to undertake a costly remediation program to contain or remove the mold from the affected property. In addition, exposure to mold by our tenants or others could subject us to liability if property damage or health concerns arise. If we were to become subject to significant mold-related liabilities, we could be materially and adversely affected.
Insurance on our properties may not adequately cover all losses and uninsured losses could materially and adversely affect us.
Our tenants are required to maintain liability and property insurance coverage for the properties they lease from us pursuant to triple-net leases. Pursuant to such leases, our tenants are required to name us (and any of our lenders that have a mortgage on the property leased by the tenant) as additional insureds on their liability policies and additional named insured and/or loss payee (or mortgagee, in the case of our lenders) on their property policies. All tenants are required to maintain casualty coverage and most carry limits at 100% of replacement cost. Depending on the location of the property, losses of a catastrophic nature, such as those caused by earthquakes and floods, may be covered by insurance policies that are held by our tenant with limitations such as large deductibles or co-payments that a tenant may not be able to meet. In addition, losses of a catastrophic nature, such as those caused by wind/hail, hurricanes, terrorism or acts of war, may be uninsurable or not economically insurable. In the event there is damage to our properties that is not covered by insurance and such properties are subject to recourse indebtedness, we will continue to be liable for the indebtedness, even if these properties are irreparably damaged.
Inflation, changes in building codes and ordinances, environmental considerations, and other factors, including terrorism or acts of war, may make any insurance proceeds we receive insufficient to repair or replace a property if it is damaged or destroyed. In that situation, the insurance proceeds received may not be adequate to restore our economic position with respect to the affected real property. Furthermore, in the event we experience a substantial or comprehensive loss of one of our properties, we may not be able to rebuild such property to its existing specifications without significant capital expenditures which may exceed any amounts received pursuant to insurance policies, as reconstruction or improvement of such a property would likely require significant upgrades to meet zoning and building code requirements. The loss of our capital investment in or anticipated future returns from our properties due to material uninsured losses could materially and adversely affect us.

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Compliance with the ADA and fire, safety and other regulations may require us to make unanticipated expenditures that materially and adversely affect us.
Our properties are subject to the ADA. Under the ADA, all public accommodations must meet federal requirements related to access and use by disabled persons. Compliance with the ADA requirements could require removal of access barriers and non-compliance could result in imposition of fines by the U.S. government or an award of damages to private litigants, or both. While our tenants are obligated by law to comply with the ADA and typically obligated under our leases and financing agreements to cover costs associated with compliance, if required changes involve greater expenditures than anticipated or if the changes must be made on a more accelerated basis than anticipated, the ability of our tenants to cover costs could be adversely affected. We could be required to expend our own funds to comply with the provisions of the ADA, which could materially and adversely affect us.
In addition, we are required to operate our properties in compliance with fire and safety regulations, building codes and other land use regulations, as they may be adopted by governmental agencies and bodies and become applicable to our properties. We may be required to make substantial capital expenditures to comply with those requirements and may be required to obtain approvals from various authorities with respect to our properties, including prior to acquiring a property or when undertaking renovations of any of our existing properties. There can be no assurance that existing laws and regulatory policies will not adversely affect us or the timing or cost of any future acquisitions or renovations, or that additional regulations will not be adopted that increase such delays or result in additional costs. Additionally, failure to comply with any of these requirements could result in the imposition of fines by governmental authorities or awards of damages to private litigants. While we intend to only acquire properties that we believe are currently in substantial compliance with all regulatory requirements, these requirements may change and new requirements may be imposed which would require significant unanticipated expenditures by us and could materially and adversely affect us.
As a result of acquiring C corporations in carry-over basis transactions, we may inherit material tax liabilities and other tax attributes from such acquired corporations, and we may be required to distribute earnings and profits.
From time to time, we have and may continue to acquire C corporations in transactions in which the basis of the corporations’ assets in our hands is determined by reference to the basis of the assets in the hands of the acquired corporations, or carry-over basis transactions.
If we acquire any asset from a corporation that is or has been a C corporation in a carry-over basis transaction, and we subsequently recognize gain on the disposition of the asset during the five-year period beginning on the date on which we acquired the asset, then we will be required to pay tax at the highest regular corporate tax rate on this gain to the extent of the excess of (1) the fair market value of the asset over (2) our adjusted basis in the asset, in each case determined as of the date on which we acquired the asset. Any taxes we pay as a result of such gain would reduce the amount available for distribution to our stockholders. The imposition of such tax may require us to forgo an otherwise attractive disposition of any assets we acquire from a C corporation in a carry-over basis transaction, and as a result may reduce the liquidity of our portfolio of investments. In addition, in such a carry-over basis transaction, we will succeed to any tax liabilities and earnings and profits of the acquired C corporation. To qualify as a REIT, we must distribute any non-REIT earnings and profits by the close of the taxable year in which such transaction occurs. Any adjustments to the acquired corporation’s income for taxable years ending on or before the date of the transaction, including as a result of an examination of the corporation’s tax returns by the IRS, could affect the calculation of the corporation’s earnings and profits. If the IRS were to determine that we acquired non-REIT earnings and profits from a corporation that we failed to distribute prior to the end of the taxable year in which the carry-over basis transaction occurred, we could avoid disqualification as a REIT by paying a “deficiency dividend.” Under these procedures, we generally would be required to distribute any such non-REIT earnings and profits to our stockholders within 90 days of the determination and pay a statutory interest charge at a specified rate to the IRS. Such a distribution would be in addition to the distribution of REIT taxable income necessary to satisfy the REIT distribution requirement and may require that we borrow funds to make the distribution even if the then-prevailing market conditions are not favorable for borrowings. In addition, payment of the statutory interest charge could materially and adversely affect us.
Changes in accounting standards may materially and adversely affect us.
From time to time the FASB, and the SEC, who create and interpret appropriate accounting standards, may change the financial accounting and reporting standards or their interpretation and application of these standards

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that will govern the preparation of our financial statements. These changes could materially and adversely affect our reported financial condition and results of operations. In some cases, we could be required to apply a new or revised standard retroactively, resulting in restating prior period financial statements. Similarly, these changes could materially and adversely affect our tenants’ reported financial condition or results of operations and affect their preferences regarding leasing real estate.
The SEC is currently considering whether issuers in the U.S. should be required to prepare financial statements in accordance with IFRS instead of GAAP. IFRS is a comprehensive set of accounting standards promulgated by the IASB which are rapidly gaining worldwide acceptance. The SEC currently has not finalized the timeframe it expects that U.S. issuers would first report under the new standards. If IFRS is adopted, the potential issues associated with lease accounting, along with other potential changes associated with the adoption or convergence with IFRS, may materially and adversely affect us.
Additionally, the FASB is considering various changes to GAAP, some of which may be significant, as part of a joint effort with the IASB to converge accounting standards. In particular, FASB has proposed accounting rules that would require companies to capitalize all leases on their balance sheets by recognizing a lessee’s rights and obligations. If the proposal is adopted in its current form, many companies that account for certain leases on an “off balance sheet” basis would be required to account for such leases “on balance sheet.” This change would remove many of the differences in the way companies account for owned property and leased property, and could have a material effect on various aspects of our tenants’ businesses, including their credit quality and the factors they consider in deciding whether to own or lease properties. If the proposal is adopted in its current form, it could cause companies that lease properties to prefer shorter lease terms in an effort to reduce the leasing liability required to be recorded on the balance sheet. The proposal could also make lease renewal options less attractive, because, under certain circumstances, the rule would require a tenant to assume that a renewal right will be exercised and accrue a liability relating to the longer lease term.
In the future, we may choose to acquire properties or portfolios of properties through tax deferred contribution transactions, which could result in stockholder dilution and limit our ability to sell such assets.
In the future we may acquire properties or portfolios of properties through tax deferred contribution transactions in exchange for partnership interests in the Operating Partnership, which may result in stockholder dilution. This acquisition structure may have the effect of, among other things, reducing the amount of tax depreciation we could deduct over the tax life of the acquired properties, and may require that we agree to protect the contributors’ ability to defer recognition of taxable gain through restrictions on our ability to dispose of the acquired properties and/or the allocation of partnership debt to the contributors to maintain their tax bases. These restrictions could limit our ability to sell an asset at a time, or on terms, that would be favorable absent such restrictions.
Risks Related to Our Indebtedness
We have approximately $4.19 billion principal balance of indebtedness outstanding, which may expose us to the risk of default under our debt obligations, limit our ability to obtain additional financing or affect the market price of our common stock or debt securities.
As of December 31, 2015, the total principal balance outstanding on our indebtedness was approximately $4.19 billion, of which $325.0 million outstanding against the Term Loan and $61.8 million of CMBS debt incurs interest at a variable rate. The variable-rate CMBS debt is effectively fixed at approximately 5.14% through 8 amortizing swaps. In addition, we have an unsecured $600.0 million revolving Credit Facility, under which no amounts were drawn as of December 31, 2015. We may also incur significant additional debt to finance future investment activities. Payments of principal and interest on borrowings may leave us with insufficient cash resources to meet our cash needs or make the distributions to our common stockholders necessary to maintain our REIT qualification. Our level of debt and the limitations imposed on us by our debt agreements could have significant adverse consequences, including the following:
our cash flow may be insufficient to meet our required principal and interest payments;
cash interest expense and financial covenants relating to our indebtedness may limit or eliminate our ability to make distributions to our common stockholders;

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we may be unable to borrow additional funds as needed or on favorable terms, which could, among other things, adversely affect our ability to capitalize upon acquisition opportunities or meet operational needs;
we may be unable to refinance our indebtedness at maturity or the refinancing terms may be less favorable than the terms of our original indebtedness;
because a portion of our debt bears interest at variable rates, increases in interest rates could increase our interest expense;
we may be unable to hedge floating rate debt, counterparties may fail to honor their obligations under any hedge agreements we enter into, such agreements may not effectively hedge interest rate fluctuation risk, and, upon the expiration of any hedge agreements we enter into, we would be exposed to then-existing market rates of interest and future interest rate volatility;
we may be forced to dispose of properties, possibly on unfavorable terms or in violation of certain covenants to which we may be subject;
we may default on our obligations and the lenders or mortgagees may foreclose on our properties or our interests in the entities that own the properties that secure their loans and receive an assignment of rents and leases;
we may be restricted from accessing some of our excess cash flow after debt service if certain of our tenants fail to meet certain financial performance metric thresholds;
we may violate restrictive covenants in our loan documents, which would entitle the lenders to accelerate our debt obligations; and
our default under any loan with cross-default provisions could result in a default on other indebtedness.

Changes in our leverage ratios may also negatively impact the market price of our equity or debt securities. Furthermore, foreclosures could create taxable income without accompanying cash proceeds, which could hinder our ability to meet the REIT distribution requirements imposed by the Code.
Current market conditions could adversely affect our ability to refinance existing indebtedness or obtain additional financing for growth on acceptable terms or at all.
Over the last few years, the credit markets have experienced significant price volatility, displacement and liquidity disruptions, including the bankruptcy, insolvency or restructuring of certain financial institutions. These circumstances have materially impacted liquidity in the financial markets, making financing terms for borrowers less attractive, and in certain cases, have resulted in the unavailability of various types of debt financing. As a result, we may be unable to obtain debt financing on favorable terms or at all or fully refinance maturing indebtedness with new indebtedness. Reductions in our available borrowing capacity or inability to obtain credit when required or when business conditions warrant could materially and adversely affect us.
Furthermore, if prevailing interest rates or other factors at the time of refinancing result in higher interest rates upon refinancing, then the interest expense relating to that refinanced indebtedness would increase. Higher interest rates on newly incurred debt may negatively impact us as well. If interest rates increase, our interest costs and overall costs of capital will increase, which could materially and adversely affect us. Total debt service, including scheduled principal maturities and interest, for 2016 and 2017 is $478.2 million and $890.3 million, respectively. Debt service for 2016 also includes $81.5 million for the acceleration of principal payable following an event of default under 4 separate CMBS loans with stated maturities in 2015 and 2017.
Some of our financing arrangements involve balloon payment obligations.
Some of our financings require us to make a lump-sum or “balloon” payment at maturity. Our ability to make any balloon payment is uncertain and may depend on our ability to obtain additional financing or our ability to sell our properties. At the time the balloon payment is due, we may or may not be able to refinance the balloon payment on terms as favorable as the original loan or sell our properties at a price sufficient to make the balloon payment, if at all. If the balloon payment is refinanced at a higher rate, it will reduce or eliminate any income from our properties. Our inability to meet a balloon payment obligation, through refinancing or sale proceeds, or refinancing on less attractive terms could materially and adversely affect us. We have balloon maturities of $264.8 million and $706.5 million in 2016 and 2017, respectively. If we are unable to refinance these maturities or otherwise retire the indebtedness by that time, we could be materially adversely affected, and could be forced to relinquish the related collateral.

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The agreements governing our indebtedness contain restrictions and covenants which may limit our ability to enter into or obtain funding for certain transactions, operate our business or make distributions to our common stockholders.
The agreements governing our indebtedness contain restrictions and covenants that limit or will limit our ability to operate our business. These covenants, as well as any additional covenants to which we may be subject in the future because of additional indebtedness, could cause us to forgo investment opportunities, reduce or eliminate distributions to our common stockholders or obtain financing that is more expensive than financing we could obtain if we were not subject to the covenants. In addition, the agreements may have cross default provisions, which provide that a default under one of our financing agreements would lead to a default on some or all of our debt financing agreements.
If an event of default occurs under certain of our CMBS loans, if the master tenants at the properties that secure the CMBS loans, fail to maintain certain EBITDAR ratios or if an uncured monetary default exists under the master leases, then a portion of or all of the cash which would otherwise be distributed to us may be restricted by the lenders and unavailable to us until the terms are cured or the debt refinanced. If the financial performance of the collateral for our indebtedness under our Spirit Master Funding Program fails to achieve certain financial performance criteria, cash from such collateral may be unavailable to us until the terms are cured or the debt refinanced. Such cash sweep triggering events have occurred previously and may be ongoing from time to time. The occurrence of these events limit the amount of cash available to us for use in our business and could limit or eliminate our ability to make distributions to our common stockholders.
The covenants and other restrictions under our debt agreements affect, among other things, our ability to:
incur indebtedness;
create liens on assets;
sell or substitute assets;
modify certain terms of our leases;
prepay debt with higher interest rates;
manage our cash flows; and
make distributions to equity holders.

Additionally, these restrictions may adversely affect our operating and financial flexibility and may limit our ability to respond to changes in our business or competitive environment, all of which may materially and adversely affect us.

Risks Related to Our Organizational Structure
Our charter and bylaws and Maryland law contain provisions that may delay, defer or prevent a change of control transaction, even if such a change in control may be in the interest of our stockholders, and as a result may depress the market price of our common stock.
Our charter contains certain restrictions on ownership and transfer of our stock. Our charter contains various provisions that are intended to preserve our qualification as a REIT and, subject to certain exceptions, authorize our directors to take such actions as are necessary or appropriate to preserve our qualification as a REIT. For example, our charter prohibits the actual, beneficial or constructive ownership by any person of more than 9.8% in value or number of shares, whichever is more restrictive, of the outstanding shares of our common stock or more than 9.8% in value of the aggregate of the outstanding shares of all classes and series of our stock. Our board of directors, in its sole and absolute discretion, may exempt a person, prospectively or retroactively, from these ownership limits if certain conditions are satisfied. The restrictions on ownership and transfer of our stock may:
discourage a tender offer or other transactions or a change in management or of control that might involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interests; or
result in the transfer of shares acquired in excess of the restrictions to a trust for the benefit of a charitable beneficiary and, as a result, the forfeiture by the acquirer of the benefits of owning the additional shares.

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We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock without stockholder approval. Our board of directors, without stockholder approval, has the power under our charter to amend our charter to increase the aggregate number of shares of stock or the number of shares of stock of any class or series that we are authorized to issue, to authorize us to issue authorized but unissued shares of our common stock or preferred stock and to classify or reclassify any unissued shares of our common stock or preferred stock into one or more classes or series of stock and to set the terms of such newly classified or reclassified shares. As a result, we may issue one or more series or classes of common stock or preferred stock with preferences, dividends, powers and rights, voting or otherwise, that are senior to, or otherwise conflict with, the rights of our common stockholders. Although our board of directors has no such intention at the present time, it could establish a class or series of common stock or preferred stock that could, depending on the terms of such series, delay, defer or prevent a transaction or a change of control that might involve a premium price for our common stock or otherwise be in the best interest of our stockholders.
Certain provisions of Maryland law could inhibit changes in control, which may discourage third parties from conducting a tender offer or seeking other change of control transactions that could involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interest. Certain provisions of the MGCL may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change of control under circumstances that otherwise could provide our common stockholders with the opportunity to realize a premium over the then-prevailing market price of such shares, including:
“business combination” provisions that, subject to certain limitations, prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or of an affiliate of ours or an affiliate or associate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting stock at any time within a two-year period immediately prior to the date in question) or any affiliate of an interested stockholder for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter impose fair price and/or supermajority and stockholder voting requirements on these combinations; and
“control share” provisions that provide that a holder of “control shares” of our Company (defined as shares that, when aggregated with other shares controlled by the stockholder, entitle the stockholder to exercise one of three increasing ranges of voting power in electing directors) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of outstanding “control shares”) has no voting rights with respect to those shares except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.

As permitted by the MGCL, we have elected, by resolution of our board of directors, to opt out of the business combination provisions of the MGCL and, pursuant to a provision in our bylaws, to exempt any acquisition of our stock from the control share provisions of the MGCL. However, our board of directors may by resolution elect to repeal the exemption from the business combination provisions of the MGCL and may by amendment to our bylaws opt into the control share provisions of the MGCL at any time in the future, whether before or after an acquisition of control shares.
Certain provisions of the MGCL permit our board of directors, without stockholder approval and regardless of what is currently provided in our charter or bylaws, to implement certain corporate governance provisions, some of which (for example, a classified board) are not currently applicable to us. These provisions may have the effect of limiting or precluding a third party from making an unsolicited acquisition proposal for us or of delaying, deferring or preventing a change in control of us under circumstances that otherwise could be in the best interests of our stockholders. Our charter contains a provision whereby we elect, at such time as we become eligible to do so, to be subject to the provisions of Title 3, Subtitle 8 of the MGCL relating to the filling of vacancies on our board of directors.
Termination of the employment agreements with certain members of our senior management team could be costly and prevent a change in control of our company.
The employment agreements with certain members of our senior management team provide that if their employment with us terminates under certain circumstances (including in connection with a change in control of our company), we may be required to pay them significant amounts of severance compensation, thereby making

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it costly to terminate their employment. Furthermore, these provisions could delay or prevent a transaction or a change in control of our Company that might involve a premium paid for shares of our common stock or otherwise be in the best interests of our stockholders.
Our board of directors may change our investment and financing policies without stockholder approval and we may become more highly leveraged, which may increase our risk of default under our debt obligations.
Our investment and financing policies are exclusively determined by our board of directors. Accordingly, our stockholders do not control these policies. Further, our organizational documents do not limit the amount or percentage of indebtedness, funded or otherwise, that we may incur. Our board of directors may alter or eliminate our current policy on borrowing at any time without stockholder approval. If this policy changed, we could become more highly leveraged, which could result in an increase in our debt service. Higher leverage also increases the risk of default on our obligations. In addition, a change in our investment policies, including the manner in which we allocate our resources across our portfolio or the types of assets in which we seek to invest, may increase our exposure to interest rate risk, real estate market fluctuations and liquidity risk. Changes to our policies with regards to the foregoing could materially and adversely affect us.
Our rights and the rights of our stockholders to take action against our directors and officers are limited.
As permitted by Maryland law, our charter limits the liability of our directors and officers to us and our stockholders for money damages, except for liability resulting from:
actual receipt of an improper benefit or profit in money, property or services; or
active and deliberate dishonesty by the director or officer that was established by a final judgment as being material to the cause of action adjudicated.

As a result, we and our stockholders have rights against our directors and officers that are more limited than might otherwise exist. Accordingly, in the event that actions taken in good faith by any of our directors or officers impede the performance of our company, your and our ability to recover damages from such director or officer will be limited. In addition, our charter authorizes us to obligate our company, and our bylaws require us, to indemnify our directors and officers for actions taken by them in those and certain other capacities to the maximum extent permitted by Maryland law.
We are a holding company with no direct operations and will rely on funds received from the Operating Partnership to pay liabilities.
We are a holding company and conduct substantially all of our operations through the Operating Partnership. We do not have, apart from an interest in the Operating Partnership, any independent operations. As a result, we rely on distributions from the Operating Partnership to pay any dividends we might declare on shares of our common stock. We also rely on distributions from the Operating Partnership to meet any of our obligations, including any tax liability on taxable income allocated to us from the Operating Partnership. In addition, because we are a holding company, your claims as stockholders will be structurally subordinated to all existing and future liabilities and obligations (whether or not for borrowed money) of the Operating Partnership and its subsidiaries. Therefore, in the event of our bankruptcy, liquidation or reorganization, our assets and those of the Operating Partnership and its subsidiaries will be able to satisfy the claims of our stockholders only after all of our and the Operating Partnership’s and its subsidiaries’ liabilities and obligations have been paid in full.
We own directly or indirectly 100% of the interests in the Operating Partnership. However, in connection with our future acquisition of properties or otherwise, we may issue partnership interests of the Operating Partnership to third parties. Such issuances would reduce our ownership in the Operating Partnership. Because you will not directly own partnership interests of the Operating Partnership, you will not have any voting rights with respect to any such issuances or other partnership level activities of the Operating Partnership.

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Conflicts of interest could arise in the future between the interests of our stockholders and the interests of holders of partnership interests in the Operating Partnership, which may impede business decisions that could benefit our stockholders.
Conflicts of interest could arise in the future as a result of the relationships between us and our affiliates, on the one hand, and the Operating Partnership or any future partner thereof, on the other. Our directors and officers have duties to our company under applicable Maryland law in connection with the management of our company. At the same time, one of our wholly-owned subsidiaries, OP Holdings, as the general partner of the Operating Partnership, has fiduciary duties and obligations to the Operating Partnership and its future limited partners under Delaware law and the partnership agreement of the Operating Partnership in connection with the management of the Operating Partnership. The fiduciary duties and obligations of OP Holdings, as general partner of the Operating Partnership, and its future partners may come into conflict with the duties of the directors and officers of our company.
Under the terms of the partnership agreement of the Operating Partnership, if there is a conflict between the interests of our stockholders on one hand and any future limited partners on the other, we will endeavor in good faith to resolve the conflict in a manner not adverse to either our stockholders or any future limited partners; provided, however, that for so long as we own a controlling interest in the Operating Partnership, any conflict that cannot be resolved in a manner not adverse to either our stockholders or any future limited partners shall be resolved in favor of our stockholders.
The partnership agreement also provides that the general partner will not be liable to the Operating Partnership, its partners or any other person bound by the partnership agreement for monetary damages for losses sustained, liabilities incurred or benefits not derived by the Operating Partnership or any future limited partner, except for liability for the general partner’s intentional harm or gross negligence. Moreover, the partnership agreement provides that the Operating Partnership is required to indemnify the general partner and its members, managers, managing members, officers, employees, agents and designees from and against any and all claims that relate to the operations of the Operating Partnership, except (1) if the act or omission of the person was material to the matter giving rise to the action and either was committed in bad faith or was the result of active or deliberate dishonesty, (2) for any transaction for which the indemnified party received an improper personal benefit, in money, property or services or otherwise in violation or breach of any provision of the partnership agreement or (3) in the case of a criminal proceeding, if the indemnified person had reasonable cause to believe that the act or omission was unlawful.
Risks Related to Taxes and Our Status as a REIT
Failure to qualify as a REIT would materially and adversely affect us and the value of our common stock.
We believe that we have been organized and have operated in a manner that has allowed us to qualify as a REIT for federal income tax purposes commencing with our taxable year ended December 31, 2005, and we intend to continue operating in such a manner. We have not requested and do not plan to request a ruling from the IRS that we qualify as a REIT, and the statements in this Annual Report on Form 10-K/A are not binding on the IRS or any court. Therefore, we cannot assure you that we have qualified as a REIT, or that we will remain qualified as such in the future. If we lose our REIT status, we will face significant tax consequences that would substantially reduce our cash available for distribution to you for each of the years involved because:
we would not be allowed a deduction for distributions to stockholders in computing our taxable income and would be subject to federal income tax at regular corporate rates;
we also could be subject to the federal alternative minimum tax and increased state and local taxes; and
unless we are entitled to relief under applicable statutory provisions, we could not elect to be taxed as a REIT for four taxable years following the year during which we were disqualified.

Any such corporate tax liability could be substantial and would reduce our cash available for, among other things, our operations and distributions to stockholders. In addition, if we fail to qualify as a REIT, we will not be required to make distributions to our stockholders. As a result of all these factors, our failure to qualify as a REIT also could impair our ability to expand our business and raise capital, and could materially and adversely affect the trading price of our common stock.

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Qualification as a REIT involves the application of highly technical and complex Code provisions for which there are only limited judicial and administrative interpretations. The determination of various factual matters and circumstances not entirely within our control may affect our ability to qualify as a REIT. In order to qualify as a REIT, we must satisfy a number of requirements, including requirements regarding the ownership of our stock, requirements regarding the composition of our assets and a requirement that at least 95% of our gross income in any year must be derived from qualifying sources, such as “rents from real property.” Also, we must make distributions to stockholders aggregating annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gains. In addition, legislation, new regulations, administrative interpretations or court decisions may materially and adversely affect our investors, our ability to qualify as a REIT for federal income tax purposes or the desirability of an investment in a REIT relative to other investments.
Even if we qualify as a REIT for federal income tax purposes, we may be subject to some federal, state and local income, property and excise taxes on our income or property and, in certain cases, a 100% penalty tax, in the event we sell property as a dealer. In addition, our TRS will be subject to income tax as regular corporations in the jurisdictions in which they operate.
If the Operating Partnership fails to qualify as a partnership for federal income tax purposes, we would cease to qualify as a REIT and suffer other adverse consequences.
The Operating Partnership is currently treated as a partnership for federal income tax purposes. As a partnership, the Operating Partnership is not subject to federal income tax on its income. Instead, each of its partners, including us, is allocated, and may be required to pay tax with respect to, such partner’s share of its income. We cannot assure you that the IRS will not challenge the status of the Operating Partnership or any other subsidiary partnership or limited liability company in which we own an interest as a disregarded entity or partnership for federal income tax purposes, or that a court would not sustain such a challenge. If the IRS were successful in treating the Operating Partnership or any such other subsidiary partnership or limited liability company as an entity taxable as a corporation for federal income tax purposes, we would fail to meet the gross income tests and certain of the asset tests applicable to REITs and, accordingly, we would likely cease to qualify as a REIT. Also, the failure of the Operating Partnership or any subsidiary partnerships or limited liability company to qualify as a disregarded entity or partnership for applicable income tax purposes could cause it to become subject to federal and state corporate income tax, which would reduce significantly the amount of cash available for debt service and for distribution to its partners or members, including us.
Our ownership of taxable REIT subsidiaries is subject to certain restrictions, and we will be required to pay a 100% penalty tax on certain income or deductions if our transactions with our taxable REIT subsidiaries are not conducted on arm’s length terms.
Our TRS may acquire securities in additional taxable REIT subsidiaries in the future. A taxable REIT subsidiary is a corporation, other than a REIT, in which a REIT directly or indirectly holds stock, and that has made a joint election with such REIT to be treated as a taxable REIT subsidiary. If a taxable REIT subsidiary owns more than 35% of the total voting power or value of the outstanding securities of another corporation, such other corporation will also be treated as a taxable REIT subsidiary. Other than some activities relating to lodging and health care facilities, a taxable REIT subsidiary may generally engage in any business, including the provision of customary or non-customary services to tenants of its parent REIT. A taxable REIT subsidiary is subject to federal income tax as a regular C corporation. In addition, a 100% excise tax will be imposed on certain transactions between a taxable REIT subsidiary and its parent REIT that are not conducted on an arm’s length basis.
A REIT’s ownership of securities of a taxable REIT subsidiary is not subject to the 5% or 10% asset tests applicable to REITs. Not more than 25% of the value of our total assets may be represented by securities (including securities of taxable REIT subsidiaries), other than those securities includable in the 75% asset test, and, for taxable years beginning after December 31, 2017, not more than 20% of the value of our total assets may be represented by securities of taxable REIT subsidiaries. We anticipate that the aggregate value of the stock and securities of any TRS and other nonqualifying assets that we own will be less than 25% (or 20%, as applicable) of the value of our total assets, and we will monitor the value of these investments to ensure compliance with applicable ownership limitations. In addition, we intend to structure our transactions with any TRS that we own to ensure that they are entered into on arm’s length terms to avoid incurring the 100% excise tax described above. There can be no assurance, however, that we will be able to comply with the above limitations or to avoid application of the 100% excise tax discussed above.

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To maintain our REIT status, we may be forced to borrow funds during unfavorable market conditions, and the unavailability of such capital on favorable terms at the desired times, or at all, may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, which could materially and adversely affect us.
To qualify as a REIT, we generally must distribute to our stockholders at least 90% of our REIT taxable income each year, determined without regard to the dividends paid deduction and excluding any net capital gains, and we will be subject to regular corporate income taxes on our undistributed taxable income to the extent that we distribute less than 100% of our REIT taxable income, determined without regard to the dividends paid deduction and including any net capital gains, each year. In addition, we will be subject to a 4% nondeductible excise tax on the amount, if any, by which distributions paid by us in any calendar year are less than the sum of 85% of our ordinary income, 95% of our capital gain net income and 100% of our undistributed income from prior years. In order to maintain our REIT status and avoid the payment of income and excise taxes, we may need to borrow funds to meet the REIT distribution requirements even if the then prevailing market conditions are not favorable for these borrowings. These borrowing needs could result from, among other things, differences in timing between the actual receipt of cash and recognition of income for federal income tax purposes, or the effect of non-deductible capital expenditures, the creation of reserves or required debt or amortization payments. These sources, however, may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of factors, including the market’s perception of our growth potential, our current debt levels, the market price of our common stock, and our current and potential future earnings. We cannot assure you that we will have access to such capital on favorable terms at the desired times, or at all, which may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, and could materially and adversely affect us.
The IRS may treat sale-leaseback transactions as loans, which could jeopardize our REIT status or require us to make an unexpected distribution.
The IRS may take the position that specific sale-leaseback transactions that we treat as leases are not true leases for federal income tax purposes but are, instead, financing arrangements or loans. If a sale-leaseback transaction were so re-characterized, we might fail to satisfy the REIT asset tests, the income tests or distribution requirements and consequently lose our REIT status effective with the year of re-characterization unless we elect to make an additional distribution to maintain our REIT status. The primary risk relates to our loss of previously incurred depreciation expenses, which could affect the calculation of our REIT taxable income and could cause us to fail the REIT distribution test that requires a REIT to distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain. In this circumstance, we may elect to distribute an additional dividend of the increased taxable income so as not to fail the REIT distribution test. This distribution would be paid to all stockholders at the time of declaration rather than the stockholders existing in the taxable year affected by the re-characterization.
Dividends payable by REITs generally do not qualify for the reduced tax rates available for some dividends, which may negatively affect the value of our shares.
Income from “qualified dividends” payable to U.S. stockholders that are individuals, trusts and estates are generally subject to tax at preferential rates. Dividends payable by REITs, however, generally are not eligible for the preferential tax rates applicable to qualified dividend income. Although these rules do not adversely affect the taxation of REITs or dividends payable by REITs, to the extent that the preferential rates continue to apply to regular corporate qualified dividends, investors who are individuals, trusts and estates may perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which could materially and adversely affect the value of the shares of REITs, including the per share trading price of our common stock.
The tax imposed on REITs engaging in “prohibited transactions” may limit our ability to engage in transactions which would be treated as sales for federal income tax purposes.
A REIT’s net income from prohibited transactions is subject to a 100% penalty tax. In general, prohibited transactions are sales or other dispositions of property, other than foreclosure property, held primarily for sale to customers in the ordinary course of business. Although we do not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of our business, unless a sale or disposition qualifies under certain statutory safe harbors, such characterization is a factual determination and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available safe harbors.

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Complying with REIT requirements may affect our profitability and may force us to liquidate or forgo otherwise attractive investments.
To qualify as a REIT, we must continually satisfy tests concerning, among other things, the nature and diversification of our assets, the sources of our income and the amounts we distribute to our stockholders. We may be required to liquidate or forgo otherwise attractive investments in order to satisfy the asset and income tests or to qualify under certain statutory relief provisions. We also may be required to make distributions to stockholders at disadvantageous times or when we do not have funds readily available for distribution. As a result, having to comply with the distribution requirement could cause us to: (1) sell assets in adverse market conditions; (2) borrow on unfavorable terms; or (3) distribute amounts that would otherwise be invested in future acquisitions, capital expenditures or repayment of debt. Accordingly, satisfying the REIT requirements could materially and adversely affect us. Moreover, if we are compelled to liquidate our investments to meet any of these asset, income or distribution tests, or to repay obligations to our lenders, we may be unable to comply with one or more of the requirements applicable to REITs or may be subject to a 100% tax on any resulting gain if such sales constitute prohibited transactions.
Legislative or other actions affecting REITs could have a negative effect on us.
The rules dealing with federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Department of the Treasury. Changes to the tax laws, with or without retroactive application, could materially and adversely affect our investors or us. We cannot predict how changes in the tax laws might affect our investors or us. New legislation, Treasury Regulations, administrative interpretations or court decisions could significantly and negatively affect our ability to qualify as a REIT or the federal income tax consequences of such qualification.

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Item 1B. Unresolved Staff Comments

None.

Item 2.    Properties

Our Real Estate Investment Portfolio

As of December 31, 2015, our investment in real estate and loans totaled approximately $8.30 billion, representing investments in 2,629 properties. Of this amount, 98.7% consisted of our investment in real estate, representing ownership of 2,485 properties, and the remaining 1.3% consisted primarily of commercial mortgage loans receivable secured by 144 real properties. Over 86.0% of our leases (based on Normalized Rental Revenue) as of December 31, 2015 are triple-net, under which the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Due to the triple-net structure of our leases, we do not expect to incur significant capital expenditures relating to our triple-net leased properties, and the potential impact of inflation on our operating expenses is reduced.

Property Portfolio Information
Our diverse real estate portfolio at December 31, 2015 consisted of 2,485 owned properties:
leased to 438 tenants;
located in 49 states as well as in the U.S. Virgin Islands, with only 5 states each contributing 5% or more of our rental revenue;
operating in 28 different industries;
with an occupancy rate of 98.6%; and
with a weighted average remaining lease term of 10.7 years.
Property Portfolio Diversification
The following tables present the diversity of our properties owned at December 31, 2015. The portfolio metrics are calculated based on the percentage of Normalized Revenue or Normalized Rental Revenue. Total revenues and total rental revenues used in the calculations are normalized to exclude revenues contributed by properties sold during the given period.

36


Diversification By Tenant
Tenant concentration represents the tenant's quarterly contribution to Normalized Revenue during the period. The following table lists the top ten tenants of our owned real estate properties as of December 31, 2015:
Tenant (2)
Number of Properties
 
Total Square Feet
(in thousands)
 
Percent of Normalized Revenue (1)
Shopko
139

 
9,058

 
9.1
%
Walgreens
63

 
925

 
3.3

84 Properties, LLC
108

 
3,388

 
2.9

Cajun Global, LLC (Church's Chicken)
199

 
280

 
2.2

Alimentation Couche-Tard, Inc. (Circle K)
84

 
253

 
1.9

Academy, LTD (Academy Sports + Outdoors)
6

 
2,758

 
1.8

CVS Caremark Corporation
37

 
416

 
1.5

Carmike Cinemas, Inc.
13

 
615

 
1.3

CarMax, Inc.
8

 
356

 
1.3

Regal Entertainment Group
13

 
541

 
1.2

Other
1,779

 
33,795

 
73.5

Vacant
36

 
2,170

 

Total
2,485

 
54,555

 
100.0
%
(1) Total revenues for the quarter ended December 31, 2015, excluding revenue contributed from properties sold during the period.
(2) Tenants represent legal entities ultimately responsible for obligations under the lease agreements. Other tenants may operate certain of the same business concepts or brands set forth above, but represent distinct tenant credits.


37


Diversification By Industry
The following table sets forth information regarding the diversification of our owned real estate properties among different industries as of December 31, 2015:
Industry
Number of Properties
 
Total Square Feet
(in thousands)
 
Percent of Normalized Rental Revenue (1)
General Merchandise
179

 
10,643

 
11.4
%
Restaurants - Casual Dining
367

 
2,339

 
9.7

Restaurants - Quick Service
552

 
1,231

 
7.2

Convenience Stores
250

 
863

 
6.5

Movie Theatres
49

 
2,430

 
6.4

Grocery
69

 
3,267

 
6.0

Drug Stores / Pharmacies
125

 
1,637

 
6.0

Building Materials
171

 
5,634

 
5.5

Medical / Other Office
111

 
1,228

 
4.0

Sporting Goods
25

 
3,894

 
3.7

Health and Fitness
35

 
1,425

 
3.5

Automotive Parts and Service
151

 
1,043

 
3.0

Home Furnishings
32

 
1,914

 
2.7

Education
48

 
879

 
2.7

Apparel
13

 
2,184

 
2.5

Entertainment
19

 
948

 
2.4

Automotive Dealers
25

 
715

 
2.2

Home Improvement
12

 
1,487

 
2.0

Consumer Electronics
13

 
981

 
1.5

Specialty Retail
22

 
735

 
1.5

Distribution
12

 
935

 
1.5

Manufacturing
18

 
2,467

 
1.3

Dollar Stores
84

 
890

 
1.3

Car Washes
27

 
154

 
1.2

Pet Supplies and Service
4

 
1,016

 
1.0
%
Wholesale Clubs
4

 
393

 
*

Office Supplies
19

 
441

 
*

Financial Services
4

 
243

 
*

Miscellaneous
9

 
369

 
*

Vacant
36

 
2,170

 

Total
2,485

 
54,555

 
100.0
%
* Less than 1%
(1) Total rental revenues during the month ended December 31, 2015, excluding rental revenues contributed from properties sold during the period.
 

38


Diversification By Asset Type
The following table sets forth information regarding the diversification of our owned real estate properties among different asset types as of December 31, 2015:
Asset Type
Number of Properties
 
Total Square Feet
(in thousands)
 
Percent of Normalized Rental Revenue (1)
Retail
2,291

 
42,572

 
86.7
%
Industrial
71

 
9,711

 
7.4

Office
123

 
2,272

 
5.9

Total
2,485

 
54,555

 
100.0
%
(1) Total rental revenues during the month ended December 31, 2015, excluding rental revenues contributed from properties sold during the period.

Diversification By Geography
The following table sets forth information regarding the geographic diversification of our owned real estate properties as of December 31, 2015:
Location
Number of Properties
 
Total Square Feet
(in thousands)
 
Percent of Normalized Rental Revenue (1)
Texas
286

 
6,217

 
11.6
%
Illinois
120

 
3,558

 
6.3

California
62

 
1,667

 
5.9

Georgia
174

 
3,146

 
5.8

Ohio
139

 
2,625

 
5.0

Florida
136

 
1,426

 
4.7

Wisconsin
56

 
3,894

 
4.2

Tennessee
122

 
1,704

 
3.2

Minnesota
49

 
1,717

 
2.8

Missouri
82

 
1,372

 
2.8

North Carolina
70

 
1,390

 
2.7

Indiana
78

 
1,346

 
2.6

Michigan
89

 
1,691

 
2.6

Virginia
72

 
1,569

 
2.5

South Carolina
46

 
991

 
2.5

Alabama
102

 
886

 
2.4

Arizona
55

 
922

 
2.2

Pennsylvania
67

 
1,506

 
2.0

Colorado
35

 
910

 
1.9

New York
51

 
957

 
1.8

Kansas
40

 
969

 
1.7

New Mexico
40

 
563

 
1.6

Kentucky
63

 
900

 
1.4

Nevada
6

 
1,039

 
1.4

Washington
24

 
759

 
1.3

Oregon
17

 
528

 
1.3

Oklahoma
57

 
523

 
1.3

Massachusetts
6

 
1,222

 
1.2

Iowa
37

 
636

 
1.1


39


Location
Number of Properties
 
Total Square Feet
(in thousands)
 
Percent of Normalized Rental Revenue (1)
Nebraska
18

 
811

 
1.0

Arkansas
40

 
696

 
1.0

Mississippi
41

 
391

 
1.0

Utah
10

 
901

 
*

Louisiana
28

 
296

 
*

Idaho
13

 
617

 
*

New Hampshire
16

 
640

 
*

Maryland
24

 
371

 
*

Montana
8

 
531

 
*

New Jersey
15

 
568

 
*

West Virginia
28

 
535

 
*

South Dakota
9

 
395

 
*

North Dakota
6

 
288

 
*

Connecticut
3

 
306

 
*

Maine
26

 
79

 
*

Wyoming
9

 
186

 
*

Rhode Island
3

 
95

 
*

Delaware
3

 
86

 
*

Vermont
2

 
42

 
*

Virgin Islands
1

 
38

 
*

Alaska
1

 
50

 
*

Total
2,485

 
54,555

 
100.0
%
* Less than 1%
(1) Total rental revenues during the month ended December 31, 2015, excluding rental revenues contributed from properties sold during the period.

40


Lease Expirations
The following table sets forth a summary schedule of expiration dates for leases in place as of December 31, 2015. As of December 31, 2015, the weighted average remaining non-cancelable initial term of our leases (based on total rental revenue) was 10.7 years. The information set forth in the table assumes that tenants do not exercise renewal options and or any early termination rights:
Leases Expiring In:
Number of Properties
 
Normalized Rental Revenue Annualized
(in thousands)
(1)
 
Total Square Feet
(in thousands)
 
Percent of Expiring Annual Rental Revenue
2016
49

 
$
24,444

 
2,447

 
3.8
%
2017
63

 
21,276

 
2,012

 
3.3

2018
74

 
23,388

 
2,041

 
3.7

2019
109

 
22,572

 
1,957

 
3.5

2020
93

 
27,780

 
2,250

 
4.3

2021
162

 
36,480

 
4,050

 
5.7

2022
100

 
24,828

 
1,916

 
3.9

2023
93

 
35,004

 
3,380

 
5.5

2024
69

 
21,648

 
1,373

 
3.4

2025
81

 
36,156

 
2,115

 
5.6

2026 and thereafter
1,556

 
366,456

 
28,844

 
57.3

Vacant
36

 

 
2,170

 

Total owned properties
2,485

 
$
640,032

 
54,555

 
100.0
%
(1) Total rental revenues for the month ended December 31, 2015 for properties owned at December 31, 2015 multiplied by twelve.

Item 3.     Legal Proceedings

From time-to-time, we may be subject to certain claims and lawsuits in the ordinary course of business, the outcome of which cannot be determined at this time. In the opinion of management, any liability we might incur upon the resolution of these claims and lawsuits will not, in the aggregate, have a material adverse effect on our consolidated financial position or results of operations.

Item 4.    Mine Safety Disclosure

None.

41


PART II

Item 5.    Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information for Common Stock, Holders of Record and Dividend Policy

Our common stock is traded on the NYSE under the symbol “SRC.” The following table shows the high and low sales prices per share for our common stock as reported by the NYSE, and dividends declared per share of common stock, for the periods indicated.
 
Price Per Share
of Common Stock
 
Dividends
 
High
 
Low
 
Declared
2015
 
 
 
 
 
First quarter
$
12.99

 
$
11.66

 
$
0.17000

Second quarter
12.40

 
9.67

 
0.17000

Third quarter
10.55

 
9.04

 
0.17000

Fourth quarter
10.40

 
9.33

 
0.17500

Total
 
 
 
 
$
0.68500

 
 
 
 
 
 
2014
 
 
 
 
 
First quarter
$
11.43

 
$
9.83

 
$
0.16625

Second quarter
11.49

 
10.62

 
0.16625

Third quarter
12.02

 
10.92

 
0.16625

Fourth quarter
12.02

 
11.06

 
0.17000

Total
 
 
 
 
$
0.66875

 
The closing sale price per share of our common stock on February 19, 2016, as reported by the NYSE, was $11.09. As of February 19, 2016, there were approximately 3,200 stockholders of record of our common stock. Because many of our shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.
We intend to pay regular quarterly dividends to our stockholders, although all future distributions will be declared and paid at the discretion of the board of directors and will depend upon cash generated by operating activities, our financial condition, capital requirements, annual distribution requirements under the REIT provisions of the Code and such other factors as the board of directors deems relevant.
Recent Sales of Unregistered Securities; Use of Proceeds From Registered Securities
None.
Issuer Purchases of Equity Securities
We did not repurchase equity securities during the fourth quarter of 2015.

Equity Compensation Plan Information

Our equity compensation plan information required by this item will be included in the Proxy Statement to be filed relating to our 2016 Annual Meeting of Stockholders and is incorporated herein by reference.

42


Performance Graph

The information below shall not be deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C, other than as provided in Item 201 of Regulation S-K, or to the liabilities of Section 18 of the Exchange Act, except to the extent we specifically request that such information be treated as soliciting material or specifically incorporate it by reference into a filing under the Securities Act or the Exchange Act.

The following graph shows our cumulative total stockholder return for the period beginning with the initial listing of our common stock on the NYSE on September 20, 2012 and ending on December 31, 2015, with stock prices retroactively adjusted for the Merger Exchange Ratio. The graph assumes a $100 investment in each of the indices on September 20, 2012 and the reinvestment of all dividends. Our stock price performance shown in the following graph is not indicative of future stock price performance.
a10-kx2015d_chartx30279.jpg
 
Period Ended
Index:
9/20/2012

12/31/2012

12/31/2013

12/31/2014

12/31/2015

Spirit Realty Capital, Inc.
$
100

$
121

$
136

$
175

$
158

S&P 500
$
100

$
98

$
130

$
148

$
150

NAREIT US Equity REIT Index
$
100

$
105

$
105

$
135

$
139


Item 6.    Selected Financial Data

As discussed in the Explanatory Note to this Form 10-K/A and in Note 2 to the consolidated financial statements included in Part II, Item 8 of this Form 10-K/A, we are restating our audited consolidated financial statements and related disclosures for the year ended December 31, 2015. The following tables set forth, on a historical basis, selected financial and operating data for the Company. The following data should be read in conjunction with our

43


financial statements and notes thereto and Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in this Annual Report on Form 10-K/A.


Years Ended December 31,

2015 (1)
 
2014 (1)
 
2013 (1)
 
2012
 
2011
 
(Dollars in thousands, except share and per share data)
 
(Restated)
 
(Restated)
 
(Restated)
 
 
 
 
Operating Data:
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
Rentals
$
634,151

 
$
574,456

 
$
404,402

 
$
266,567

 
$
255,672

Interest income on loans receivable
6,948

 
7,239

 
5,928

 
5,696

 
6,772

Earned income from direct financing leases
3,024

 
3,343

 
1,572

 

 

Tenant reimbursement income
15,952

 
13,085

 
5,637

 

 

Other income and interest from real estate transactions
7,260

 
4,748

 
1,928

 
852

 
786

Total revenues
667,335

 
602,871

 
419,467

 
273,115

 
263,230

Expenses:
 
 
 
 
 
 
 
 
 
General and administrative
47,730

 
42,637

 
35,146

 
36,252

 
27,854

Restructuring charges
7,056

 

 

 

 

Finance restructuring costs

 
13,022

 
717

 

 

Merger costs

 

 
56,644

 

 

Property costs
27,715

 
23,383

 
11,760

 
5,176

 
4,693

Real estate acquisition costs
2,739

 
3,631

 
1,718

 
1,054

 
553

Interest
222,901

 
220,070

 
179,267

 
156,220

 
169,343

Depreciation and amortization
260,633

 
247,966

 
164,054

 
104,984

 
103,179

Impairments (recoveries)
70,695

 
37,598

 
(185
)
 
8,918

 
5,646

Total expenses
639,469

 
588,307

 
449,121

 
312,604

 
311,268

Income (loss) from continuing operations before other expense and income tax expense
27,866

 
14,564

 
(29,654
)
 
(39,489
)
 
(48,038
)
Other expense:
 
 
 
 
 
 
 
 
 
Loss on debt extinguishment
(3,162
)
 
(64,750
)
 
(2,405
)
 
(32,522
)
 

Total other expense
(3,162
)
 
(64,750
)
 
(2,405
)
 
(32,522
)
 

Income (loss) from continuing operations before income tax (expense) benefit
24,704

 
(50,186
)
 
(32,059
)
 
(72,011
)
 
(48,038
)
Income tax (expense) benefit
(601
)
 
(673
)
 
(1,113
)
 
(504
)
 
60

Income (loss) from continuing operations
24,103

 
(50,859
)
 
(33,172
)
 
(72,515
)
 
(47,978
)
Discontinued operations: (2)
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
98

 
3,368

 
(4,530
)
 
(369
)
 
(13,149
)
Gain (loss) on disposition of assets
590

 
325

 
36,086

 
(3,349
)
 
(2,736
)
Income (loss) from discontinued operations
688

 
3,693

 
31,556

 
(3,718
)
 
(15,885
)
Income (loss) before gain on disposition of assets
24,791

 
(47,166
)
 
(1,616
)
 
(76,233
)
 
(63,863
)
Gain on disposition of assets
68,421

 
10,221

 

 

 

Net income (loss)
93,212

 
(36,945
)
 
(1,616
)
 
(76,233
)
 
(63,863
)
Less: preferred dividends

 

 

 
(63
)
 
(16
)
Net income (loss) attributable to common stockholders
$
93,212

 
$
(36,945
)
 
$
(1,616
)
 
$
(76,296
)
 
$
(63,879
)
Net income (loss) per share of common stock—basic:
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.21

 
$
(0.11
)
 
$
(0.14
)
 
$
(0.92
)
 
$
(0.97
)
Discontinued operations

 
0.01

 
0.13

 
(0.05
)
 
(0.33
)
Net income (loss) per share attributable to common stockholders—basic
$
0.21

 
$
(0.10
)
 
$
(0.01
)
 
$
(0.97
)
 
$
(1.30
)
Net income (loss) per share of common stock—diluted:
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.21

 
$
(0.11
)
 
$
(0.14
)
 
$
(0.92
)
 
$
(0.97
)

44


Discontinued operations

 
0.01

 
0.13

 
(0.05
)
 
(0.33
)
Net income (loss) per share attributable to common stockholders—diluted
$
0.21

 
$
(0.10
)
 
$
(0.01
)
 
$
(0.97
)
 
$
(1.30
)
Weighted average shares of common stock outstanding:
 
 
 
 
 
 
 
 
 
Basic common shares (3)
432,222,953

 
386,809,746

 
255,020,565

 
78,625,102

 
49,265,701

Diluted common shares (3)
432,545,625

 
386,809,746

 
255,020,565

 
78,625,102

 
49,265,701

Dividends declared per common share issued (4)
$
0.68500

 
$
0.66875

 
$
0.65843

 
$
0.17480

 
$

 
 
 
 
 
 
 
 
 
 
(1) As a result of the Merger completed on July 17, 2013, Operating Data includes the results of operations from the acquired properties for a full year in 2015 and 2014 and for less than half a year in 2013.
(2) Includes gains, losses and results of operations from all property dispositions and from properties classified as held for sale at the end of the period for all periods prior to 2014. During 2015 and 2014, only those properties classified as held for sale as of December 31, 2013 are reported as discontinued operations and will continue to be reported as such until they are disposed.
(3) Historical weighted average number of shares of common stock outstanding (basic and diluted) have been adjusted for the Merger Exchange Ratio. No potentially dilutive securities were included as their effect would be anti-dilutive on results from continuing operations.
(4) Dividends declared per common share issued for the years ended December 31, 2013 and 2012 have been adjusted for the Merger.

 
Years Ended December 31,
 
2015 (1)
 
2014 (1)
 
2013 (1)
 
2012
 
2011
 
(Dollars in thousands)
 
(Restated)
 
(Restated)
 
(Restated)
 
 
 
 
Balance Sheet Data (end of period):
 
 
 
 
 
 
 
 
 
Gross investments, including related lease intangibles
$
8,302,688

 
$
8,043,497

 
$
7,235,732

 
$
3,654,925

 
$
3,582,870

Net investments
7,425,719

 
7,316,694

 
6,743,439

 
3,119,608

 
3,147,109

Cash and cash equivalents
21,790

 
176,181

 
66,588

 
73,568

 
49,536

Total assets (3)
7,891,039

 
7,964,230

 
7,207,775

 
3,245,938

 
3,225,628

Total debt, net (3)
4,092,787

 
4,323,302

 
3,758,241

 
1,893,139

 
2,621,213

Total liabilities (3)
4,429,165

 
4,652,568

 
4,093,034

 
1,992,495

 
2,699,268

Total stockholders' equity (2)
3,461,874

 
3,311,662

 
3,114,741

 
1,253,443

 
526,360

 
 
 
 
 
 
 
 
 
 
Other Data:
 
 
 
 
 
 
 
 
 
FFO (4)
$
354,686

 
$
238,105

 
$
139,487

 
$
52,830

 
$
69,766

AFFO (4)
$
378,050

 
$
322,400

 
$
208,853

 
$
119,248

 
$
99,574

Number of properties in investment portfolio
2,629

 
2,509

 
2,186

 
1,207

 
1,153

Owned properties occupancy at period end (based on number of properties)
99
%
 
98
%
 
99
%
 
99
%
 
98
%
(1) As a result of the Merger completed on July 17, 2013, Balance Sheet Data and Other Data include the impact of the acquired properties for the years ended December 31, 2015, 2014 and 2013.
(2) Stockholders’ equity for the year ended December 31, 2012 includes the issuance of 33.35 million shares of our common stock in connection with the IPO.
(3) During 2015, we elected to early adopt ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, in which capitalized deferred financing costs, previously recorded in deferred costs and other assets on the consolidated balance sheets, are presented as a direct deduction from the carrying amount of the debt liability to which these costs relate, and this presentation is retrospectively applied to prior periods. Capitalized deferred financing costs incurred in connection with the 2013 Credit Facility and 2015 Credit Facility continue to be presented in deferred costs and other assets, net on the consolidated balance sheets as amounts can be drawn and repaid periodically, which is in accordance with ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements.
(4) We calculate FFO in accordance with the standards established by the NAREIT. FFO represents net income (loss) attributable to common stockholders (computed in accordance with GAAP), excluding real estate-related depreciation and amortization, impairment charges and net losses (gains) from property dispositions. FFO is a supplemental non-GAAP financial measure. We use FFO as a supplemental performance measure because we believe that FFO is beneficial to investors as a starting point in

45


measuring our operational performance. Specifically, in excluding real estate-related depreciation and amortization, gains and losses from property dispositions and impairment charges, which do not relate to or are not indicative of operating performance, FFO provides a performance measure that, when compared year-over-year, captures trends in occupancy rates, rental rates and operating costs. We also believe that, as a widely recognized measure of the performance of equity REITs, FFO will be used by investors as a basis to compare our operating performance with that of other equity REITs. However, because FFO excludes depreciation and amortization and does not capture the changes in the value of our properties that result from use or market conditions, all of which have real economic effects and could materially impact our results from operations, the utility of FFO as a measure of our performance is limited. In addition, other equity REITs may not calculate FFO as we do, and, accordingly, our FFO may not be comparable to such other equity REITs’ FFO. Accordingly, FFO should be considered only as a supplement to net income (loss) attributable to common stockholders as a measure of our performance.
AFFO is a non-GAAP financial measure of operating performance used by many companies in the REIT industry. Accordingly, AFFO should be considered only as a supplement to net income (loss) attributable to common stockholders as a measure of our performance. We adjust FFO to eliminate the impact of certain items that we believe are not indicative of our core operating performance, including merger, finance and other restructuring costs, default interest on non-recourse mortgage indebtedness, debt extinguishment gains (losses), transaction costs incurred in connection with the acquisition of real estate investments subject to existing leases and certain non-cash items. These certain non-cash items include non-cash revenues (comprised of straight-line rents, amortization of above and below market rent on our leases, amortization of lease incentives, amortization of net premium (discount) on loans receivable and amortization of capitalized lease transaction costs), non-cash interest expense (comprised of amortization of deferred financing costs and amortization of net debt discount/premium) and non-cash compensation expense (stock-based compensation expense). In addition, other equity REITs may not calculate AFFO as we do, and, accordingly, our AFFO may not be comparable to such other equity REITs' AFFO. AFFO does not represent cash generated from operating activities determined in accordance with GAAP, is not necessarily indicative of cash available to fund cash needs and should not be considered as an alternative to net income determined in accordance with GAAP as a performance measure. The following table sets forth a reconciliation of our FFO and AFFO to net income (loss) (computed in accordance with GAAP) for the periods presented.

46


 
Years Ended December 31,
 
2015
 
2014
 
2013
 
2012
 
2011
 
(Dollars in thousands)
 
(Restated)
 
(Restated)
 
(Restated)
 
 
 
 
Net income (loss) attributable to common stockholders (1)
$
93,212

 
$
(36,945
)
 
$
(1,616
)
 
$
(76,296
)
 
$
(63,879
)
Add/(less):
 
 
 
 
 
 
 
 
 
Portfolio depreciation and amortization
 
 
 
 
 
 
 
 
 
Continuing operations
260,257

 
247,587

 
163,874

 
104,929

 
103,086

Discontinued operations

 

 
3,545

 
7,116

 
8,691

Portfolio impairments
 
 
 
 
 
 
 
 
 
Continuing operations
70,197

 
37,592

 
183

 
9,098

 
2,546

Discontinued operations
34

 
417

 
9,587

 
4,634

 
16,586

Realized (gain) loss on sales of real estate (2)
(69,014
)
 
(10,546
)
 
(36,086
)
 
3,349

 
2,736

Total adjustments
261,474

 
275,050

 
141,103

 
129,126

 
133,645

 
 
 
 
 
 
 
 
 
 
FFO
$
354,686

 
$
238,105

 
$
139,487

 
$
52,830

 
$
69,766

Add/(less):
 
 
 
 
 
 
 
 
 
Loss (gain) on debt extinguishment
 
 
 
 
 
 
 
 
 
Continuing operations
3,162

 
64,750

 
2,405

 
32,522

 

Discontinued operations

 

 
(1,028
)
 

 

Restructuring charges
7,056

 

 

 

 

Loss on derivative instruments related to term note extinguishment

 

 

 
8,688

 
1,025

Expenses incurred to secure lenders’ consents to the IPO

 

 

 
4,743

 
374

Expenses incurred to amend term note

 

 

 

 
7,226

Litigation

 

 

 

 
151

Cole II Merger related costs (3)

 

 
66,700

 

 

Master Trust Exchange Costs

 
13,022

 
717

 

 

Real estate acquisition costs
2,739

 
3,631

 
1,718

 
1,054

 
553

Non-cash interest expense
10,367

 
5,175

 
8,840

 
16,495

 
22,704

Non-cash revenues
(20,930
)
 
(16,732
)
 
(18,755
)
 
(3,015
)
 
(2,225
)
Accrued interest and fees on defaulted loans
7,649

 
3,103

 

 

 

Non-cash compensation expense
13,321

 
11,346

 
8,769

 
5,931

 

Total adjustments to FFO
23,364

 
84,295

 
69,366

 
66,418

 
29,808

 
 
 
 
 
 
 
 
 
 
AFFO
$
378,050

 
$
322,400

 
$
208,853

 
$
119,248

 
$
99,574

 
 
 
 
 
 
 
 
 
 
FFO per share of common stock
 
 
 
 
 
 
 
 
 
Diluted (4) (5)
$
0.82

 
$
0.61

 
$
0.54

 
$
0.57

 
$
1.42

AFFO per share of common stock
 
 
 
 
 
 
 
 
 
Diluted (4) (6)
$
0.87

 
$
0.83

 
$
0.81

 
$
1.14

 
$
2.02

Weighted average shares of common stock outstanding:
 
 
 
 
 
 
 
 
 
Basic
432,222,953

 
386,809,746

 
255,020,565

 
78,625,102

 
49,265,701

Diluted
432,545,625

 
387,585,580

 
255,210,757

 
112,509,283

 
49,265,701

(1) Amount is net of distributions paid to preferred stockholders for the years ended December 31, 2012 and 2011.
(2) Includes amounts related to discontinued operations.
(3) Includes $10.1 million of interest expense charges related to the Merger.
(4) Assumes the issuance of potentially issuable shares unless the result would be anti-dilutive.
(5) FFO per share for the years ended December 31, 2015, 2014 and 2013 deducts dividends paid to participating stockholders of $696, $1,099 and $1,291, respectively, in its computation. FFO per share for the year ended December 31, 2012 adds back cash and non-cash interest savings under the "if converted method" of $11,578 for assumed conversion of the term note in the computation of diluted FFO per share.
(6) AFFO per share for the years ended December 31, 2015, 2014 and 2013 deducts dividends paid to participating stockholders of $696, $1,099 and $1,291, respectively, in its computation. AFFO per share for the year ended December 31, 2012 adds back cash interest savings under the "if converted method" of $9,020 for assumed conversion of the term note in the computation of diluted AFFO per share.

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Adjusted Debt, Adjusted EBITDA and Annualized Adjusted EBITDA
 
December 31,
 
2015
 
2014 (6)
 
(in thousands)
Revolving Credit Facilities
$

 
$
15,114

Term Loan, net
322,902

 

Mortgages and notes payable, net
3,079,787

 
3,629,998

Convertible Notes, net
690,098

 
678,190

 
4,092,787

 
4,323,302

Add/(less):
 
 
 
Preferred stock

 

Unamortized debt (premium) discount, net
52,203

 
51,586

Unamortized deferred financing costs
41,577

 
46,332

Cash and cash equivalents
(21,790
)
 
(176,181
)
Cash reserves on deposit with lenders as additional security classified as other assets
(24,660
)
 
(46,481
)
Total adjustments
47,330

 
(124,744
)
Adjusted Debt (1)
$
4,140,117

 
$
4,198,558

 
 
 
 
 
Three Months 
 Ended December 31,
 
2015
 
2014
 
(Dollars in thousands)
 
(Restated)
 
(Restated)
Net income attributable to common stockholders
$
6,301

 
$
31,328

Add/(less): (2)
 
 
 
Interest
54,147

 
56,144

Depreciation and amortization
65,173

 
63,380

Income tax (benefit) expense
(106
)
 
87

Total adjustments
119,214

 
119,611

EBITDA
$
125,515

 
$
150,939

Add/(less): (2)
 
 
 
Restructuring charges
6,956

 

Real estate acquisition costs
617

 
1,259

Impairments (recoveries)
13,691

 
(5,268
)
Realized gain on sales of real estate
(2,131
)
 
(9,135
)
Loss on debt extinguishment
5,651

 
254

Total adjustments to EBITDA
24,784

 
(12,890
)
Adjusted EBITDA (3)
$
150,299

 
$
138,049

Annualized Adjusted EBITDA (4)
$
601,196

 
$
552,196

 
 
 
 
Adjusted Debt / Annualized Adjusted EBITDA (5)
6.9

 
7.6

(1) Adjusted Debt represents interest bearing debt (reported in accordance with GAAP) adjusted to exclude unamortized debt discount/premium and deferred financing costs, as further reduced by cash and cash equivalents and cash reserves on deposit with lenders as additional security. By excluding unamortized debt discount/premium and deferred financing costs, cash and cash equivalents, and cash reserves on deposit with lenders as additional security, the result provides an estimate of the contractual amount of borrowed capital to be repaid, net of cash available to repay it. We believe this calculation constitutes a beneficial supplemental non-GAAP financial disclosure to investors in understanding our financial condition.
(2) Adjustments include all amounts charged to continuing and discontinued operations.
(3) Adjusted EBITDA represents EBITDA modified to include other adjustments to GAAP net income (loss) attributable to common stockholders for restructuring charges, real estate acquisition costs, impairment losses, gains/losses from the sale of real estate and debt transactions and other items that we do not consider to be indicative of our on-going operating performance. We focus

48


our business plans to enable us to sustain increasing shareholder value. Accordingly, we believe that excluding these items, which are not key drivers of our investment decisions and may cause short-term fluctuations in net income, provides a useful supplemental measure to investors and analysts in assessing the net earnings contribution of our real estate portfolio. Because these measures do not represent net income (loss) that is computed in accordance with GAAP, they should not be considered alternatives to net income (loss) or as an indicator of financial performance. A reconciliation of net income (loss) attributable to common stockholders (computed in accordance with GAAP) to EBITDA and Adjusted EBITDA is included in the financial information in the above table.
(4) Adjusted EBITDA of the current quarter multiplied by four.
(5) Adjusted Debt to Annualized Adjusted EBITDA is a supplemental non-GAAP financial measure we use to evaluate the level of borrowed capital being used to increase the potential return of our real estate investments, and a proxy for a measure we believe is used by many lenders and ratings agencies to evaluate our ability to repay and service our debt obligations over time. We believe the ratio is a beneficial disclosure to investors as a supplemental means of evaluating our ability to meet obligations senior to those of our equity holders. Our computation of this ratio may differ from the methodology used by other equity REITs, and therefore, may not be comparable to such other REITs.
(6) Certain reclassifications were made to the prior period to conform to the current period presentation.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Restatement
As discussed in the Explanatory Note to this Form 10-K/A and in Note 2 to the consolidated financial statements included in Part II, Item 8 of this Form 10-K/A, we are restating our audited consolidated financial statements and related disclosures for the year ended December 31, 2015. The following discussion and analysis of our financial condition and results of operations incorporates the restated amounts. For this reason, the data set forth in this Item 7 may not be comparable to the discussion and data in our previously filed Annual Report on Form 10-K for the year ended December 31, 2015.
Overview

We are a self-administered and self-managed REIT with in-house capabilities including acquisition, portfolio management, asset management, credit research, real estate research, legal, finance and accounting and capital markets. We primarily invest in single-tenant, operationally essential real estate throughout the U.S., which are generally acquired through strategic sale-leaseback transactions and subsequently leased on a long-term, triple-net basis to high-quality tenants with business operations within predominantly retail, but also office and industrial property types. Single-tenant, operationally essential real estate consists of properties that are generally free-standing, commercial real estate facilities where our tenants conduct activities that are essential to the generation of their sales and profits. In support of our primary business of owning and leasing real estate, we have also strategically originated or acquired long-term, commercial mortgage and other loans to provide a range of financing solutions to our tenants.
We generate our revenue primarily by leasing our properties to our tenants. As of December 31, 2015, our undepreciated investment in real estate and loans totaled approximately $8.30 billion, representing investments in 2,629 properties, including properties securing our mortgage loans. Of this amount, 98.7% consisted of our investment in real estate, representing ownership of 2,485 properties, and the remaining 1.3% consisted of commercial mortgage and other loans receivable primarily secured by the remaining 144 real properties or other related assets.
Our operations are carried out through the Operating Partnership. OP Holdings, one of our wholly-owned subsidiaries, is the sole general partner and owns 1.0% of the Operating Partnership. We and one of our wholly-owned subsidiaries are the only limited partners, and together own the remaining 99.0% of the Operating Partnership. Although the Operating Partnership is wholly-owned by us, in the future, we may issue partnership interests in the Operating Partnership to third parties in exchange for property owned by such third parties. In general, any partnership interests in the Operating Partnership issued to third parties would be exchangeable for cash or, at our election, shares of our common stock at specified ratios set when such partnership interests in the Operating Partnership are issued.

We have elected to be taxed as a REIT for federal income tax purposes commencing with our taxable year ended December 31, 2005. We believe that we have been organized and have operated in a manner that has allowed us to qualify as a REIT for federal income tax purposes commencing with such taxable year, and we intend to continue operating in such a manner.
As of December 31, 2015, our owned properties were approximately 98.6% occupied (based on number of properties), and our leases had a weighted average non-cancelable remaining lease term (based on total rental revenue) of

49


approximately 10.7 years. Our leases are generally originated with long lease terms, typically non-cancelable initial terms of 15 to 20 years and tenant renewal options for additional years. As of December 31, 2015, approximately 88% of our single-tenant properties (based on Normalized Rental Revenue) provided for increases in future annual base contractual rent.




2015 Highlights

For the year ended December 31, 2015:
Generated revenues of $667.3 million, a 10.7% increase over revenues reported during the year ended December 31, 2014.
Generated AFFO of $0.87 per diluted share, FFO of $0.82 per diluted share, and net income of $0.21 per share.
Closed 97 real estate transactions totaling $889.2 million, which added 232 properties to our portfolio, earning an initial weighted average cash yield of 7.68% under leases with an average term of 16.4 years.
Sold 110 properties generating gross proceeds of $546.9 million, with a weighted average capitalization rate of 7.22%, including 34 Shopko properties for approximately $300.7 million, resulting in an overall gain on sale of $69.0 million, including $0.6 million reflected in discontinued operations.
Reduced Shopko concentration to 9.1% of Normalized Revenue from 14.0% at December 31, 2014.
Strengthened our balance sheet and acquisition capacity:
Issued 23.0 million shares of common stock in a follow-on offering at $11.85 per share, including the underwriter’s option to purchase additional shares, raising net proceeds of $268.7 million.
Sold 6.6 million shares of common stock under our ATM program, at a weighted average share price of $12.07, generating aggregate net proceeds of $78.5 million.
Entered into a new $600.0 million unsecured Credit Agreement and terminated our $400.0 million secured revolving credit facility.
Entered into a new $325.0 million Term Loan Agreement and increased the Term Loan to $370.0 million during the fourth quarter of 2015.
Extinguished $536.6 million of high coupon debt that had a 5.73% weighted average rate.
Factors that May Influence Our Operating Results

Acquisitions
Our principal line of business is acquiring commercial real estate properties and leasing these properties to our tenants. Our ability to grow revenue and produce superior risk adjusted returns will principally depend on our ability to acquire additional properties that meet our investment criteria at a yield sufficiently in excess of our cost of capital. We primarily focus on opportunities to acquire attractive commercial real estate by providing capital to small and middle-market companies that we conclude have stable and proven operating histories and attractive credit characteristics, but lack the access to capital that large companies often have. Small and middle-market companies are often willing to enter into leases with structures and terms that we consider appealing (such as master leases and leases that require ongoing tenant financial reporting) and that we believe increase the security of rental payments.
In the year ended December 31, 2015, we acquired 232 properties for a gross investment of $889.2 million in 97 real estate transactions, including follow-on investments, with a weighted average initial cash yield of 7.68% and a weighted average remaining lease term of 16.4 years. Of the 232 properties acquired during 2015, 78.1% of the gross investments were direct sale leasebacks, and 96.0% of the gross investments were retail. During the year ended December 31, 2014, we acquired 361 properties for a gross investment of $971.7 million in 82 real estate transactions, including follow-on investments, with a weighted average initial cash yield of 7.55% and a weighted average remaining lease term of 15.7 years.

Operationally Essential Real Estate with Long-Term Leases

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We seek to own properties that are operationally essential to our tenants, thereby reducing the risk that our tenant would choose not to renew an expiring lease or reject a lease in bankruptcy. In addition, we seek to enter into leases with relatively long terms, typically with initial terms of 15 to 20 years and tenant renewal options for additional terms with attractive rent escalation provisions. As of December 31, 2015, our leases had a weighted average remaining lease term of approximately 10.7 years (based on rental revenue) compared to approximately 10.8 years as of December 31, 2014. Approximately 18.6% of our leases (based on rental revenue) as of December 31, 2015 will expire prior to January 1, 2021.

Portfolio Diversification

Our strategy emphasizes a portfolio that (1) derives no more than 10% of its annual rent from any single tenant and no more than 1.0% of its annual rent from any single property, (2) is leased to tenants operating in various industries and (3) is located across the U.S. without significant geographic concentration.

As of December 31, 2015, Shopko represents our most significant tenant. Following the 2014 restructuring of the Shopko master lease and defeasance of the related secured indebtedness, we have continued our objective to reduce the tenant concentration of Shopko. During the year ended December 31, 2015, we sold 34 Shopko properties having an investment value of $287.1 million. These sales, coupled with our increased rental revenue from real estate investments of $889.2 million during the past 12 months, have reduced our current Shopko tenant concentration to 9.1% for the three months ended December 31, 2015 compared to 14.0% for the corresponding period in 2014.

84 Properties, LLC, with a 2.9% tenant concentration as of December 31, 2015, represents our third most significant tenant. As of December 31, 2015, there were 108 properties under a master lease subject to senior mortgage debt with $68.5 million of principal outstanding, which reflects a partial principal repayment of $68.7 million in the fourth quarter 2015. The master lease agreement includes a purchase option, which upon 180 days prior written notice, 84 Properties, LLC can elect to purchase all of the properties from us prior to the end of the 10th, 15th and 20th years of the lease. The purchase option does not allow for a purchase of less than all of the properties. The option purchase price is equal to 100% of our gross purchase price of approximately $200.6 million in May 2007, plus any subsequent improvements and other capitalized costs incurred in connection with the properties (as defined in the master lease agreement). 84 Properties, LLC will be eligible to execute its first purchase option in May 2017 and, if it elects to exercise it, 84 Properties, LLC will need to provide written notice in December 2016 of their intent to purchase the properties.

We believe that our experience, in-depth market knowledge and extensive network of long-standing relationships in the real estate industry will continue to provide us access to an ongoing pipeline of attractive acquisitions. However, because we primarily use external financing to fund acquisitions, periods of volatility in the credit and capital markets that may negatively affect the amounts, sources and cost of capital available to us could force us to limit our acquisition activity. Additionally, to the extent that we access capital at a higher cost (reflected in higher interest rates for debt financing or lower stock price for equity financing), our financial results could be adversely affected.

Our Leases
Rent Escalators
Generally, our single-tenant leases contain contractual provisions increasing the rental revenue over the term of the lease at specified dates by: (1) a fixed amount or (2) the lesser of (a) 1 to 1.25 times any increase in CPI over a specified period or (b) a fixed percentage, typically 1% to 2% per year. The percentage of our single-tenant properties (based on Normalized Rental Revenue) containing rent escalators decreased slightly to approximately 88% as of December 31, 2015 compared to approximately 89% as of December 31, 2014.

Master Lease Structure

Where appropriate, we seek to enter into master leases, pursuant to which we lease multiple properties to a single tenant on an “all or none” basis. We seek to use the master lease structure to prevent a tenant from unilaterally giving up underperforming properties while retaining well-performing properties. We had 124 active master leases with properties ranging from 2 to 189 and a weighted average non-cancelable remaining lease term (based on Normalized Rental Revenue) of 13.6 years as of December 31, 2015 compared to 105 active master leases with properties ranging

51


from 2 to 191 and a weighted average non-cancelable remaining lease term (based on Normalized Rental Revenue) of 13.6 years as of December 31, 2014.

Master lease revenue contributed approximately 46% of our Normalized Rental Revenue during the year ended December 31, 2015 compared to approximately 45% for the same period in 2014. One master lease, consisting of 81 and 112 properties, contributed 7.7% and 12.3% of our Normalized Revenue during the three months ended December 31, 2015 and 2014, respectively. Our smallest master lease, consisting of 2 properties, contributed less than 1% to our Normalized Revenue in each of the years ended December 31, 2015 and 2014, respectively. As of December 31, 2015, the majority of our master leases include between two and eight properties.

Triple-Net Leases

Our leases are predominantly triple-net, which require the tenant to pay all property operating expenses such as real estate taxes, insurance premiums and repair and maintenance costs. As a result of our Merger, we acquired a limited number of single and double-net leases where we initially incur property expenses for which we are ultimately reimbursed by the tenant, subject to certain caps and limitations as provided in the leases. We occasionally enter into leases, or acquire properties with existing leases, pursuant to which we retain responsibility for the costs of structural repair, maintenance and certain other property costs. Although such leases have not historically resulted in significant costs to us, an increase in costs related to these responsibilities could negatively impact our operating results. Similarly, an increase in the vacancy rate of our portfolio would increase our costs, as we would be responsible for expenses that our tenants are currently required to pay. As of December 31, 2015, approximately 86.0% of our properties (based on Normalized Rental Revenue) are subject to triple-net leases compared to approximately 85.5% as of December 31, 2014.

Impact of Inflation

Our leases typically contain provisions designed to mitigate the adverse impact of inflation on our results of operations. Since tenants are typically required to pay all property operating expenses, increases in property-level expenses at our leased properties generally do not adversely affect us. However, increased operating expenses at vacant properties and the limited number of properties that are not subject to full triple-net leases could cause us to incur additional operating expenses, which could increase our exposure to inflation. Additionally, our leases generally provide for rent escalators designed to mitigate the effects of inflation over a lease’s term. However, since some of our leases do not contain rent escalators and many that do limit the amount by which rent may increase, any increase in our rental revenue may not keep up with the rate of inflation.

Asset Management

The stability of the rental revenue generated by our properties depends principally on our and our tenants’ ability to 1) pay rent and our ability to collect rent due, 2) renew expiring leases or re-lease space upon expiration or other termination, 3) lease or dispose of currently vacant properties, and 4) maintain or increase rental rates. Each of these could be negatively impacted by adverse economic conditions, particularly those that affect the markets in which our properties are located, downturns in our tenants’ industries, increased competition for our tenants at our property locations, or the bankruptcy of one or more of our tenants. We seek to manage these risks by using our developed underwriting and risk management processes to structure and manage our portfolio.

On September 8, 2015, Haggen Holdings, LLC and a number of its affiliates, including Haggen Operations Holdings, LLC, (collectively, the "Debtors") filed petitions for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. At the time of the filing, Haggen Operations Holdings, LLC leased 20 properties on a triple net basis from a subsidiary of ours under a master lease with initial monthly rents of $1.4 million and an initial lease expiration date of February 28, 2035. Haggen Holdings, LLC is the guarantor of the tenant’s obligations under that master lease. Our subsidiary and the debtors entered into a settlement agreement whereby our subsidiary consented to the partial assumption and partial rejection of the master lease permitting (a) the assumption of nine stores subject to the lease and their assignment to three unaffiliated grocery operators with winning bids in an auction of the respective leaseholds, (b) the rejection of the leasehold with respect to six of the stores and their return to our possession, and (c) the assumption and continued operation by the tenant of five of the stores. Under the settlement agreement, our subsidiary received an unsecured stipulated damages claim for $21.0 million against each of Haggen Operations Holdings, LLC and Haggen Holding, LLC, as well as certain agreed upon fees, expenses and cure payments in the bankruptcy. The court approved the settlement agreement in an order entered

52


November 25, 2015. The bankruptcy proceeding remains ongoing, and there is no guaranty that the claims will be paid or otherwise satisfied in full.

Active Management and Monitoring of Risks Related to Our Investments

We seek to measure tenant financial distress risk and lease renewal risk through various processes. Many of our tenants are required to provide corporate-level and or unit-level financial information, which includes balance sheet, income statement and cash flow statement data on a quarterly and/or annual basis, and approximately 63.8% of our leases as of December 31, 2015 require the tenant to provide property-level performance information, which includes income statement data on a quarterly and/or annual basis. To assist in our determination of a tenant’s credit quality, we license a product from Moody’s Analytics that provides an estimated default frequency and a “shadow rating,” and we evaluate a lease’s property-level rent coverage ratio. We also review current market data and our historical recovery rates on re-leased properties and property dispositions. Our underwriting and risk management processes are designed to structure new investments and manage existing investments to address and mitigate tenant credit quality risks and preserve the long-term return on our invested capital. We continuously monitor our underperforming and non-performing properties for potential re-lease or disposition which may trigger impairment charges when the expected future cash flows from these properties are less than their net book value. Since our inception, our occupancy has never been below 96.1% (based on number of properties), despite the economic downturn of 2008 through 2010. The percentage of our properties (based on number of properties) that were occupied increased slightly to approximately 98.6% as of December 31, 2015 from approximately 98.4% as of December 31, 2014.

We monitor and manage the diversification of our real estate investment portfolio in order to reduce the risks associated with adverse developments affecting a particular tenant, property, industry or region. During the three months ended December 31, 2015 and 2014, we reduced our tenant concentrations, with no tenant exceeding 4.0% of our Normalized Revenue, and no one single property contributing more than 1.5% of our Normalized Revenue during the three months ended December 31, 2015 compared to 1.6% during the three months ended December 31, 2014, in each case excluding Shopko. We lease 139 properties to Shopko, 137 of which are under three master leases that had a weighted average non-cancelable remaining lease term of approximately 13.7 years and 14.7 years as of December 31, 2015 and 2014, respectively. Because a significant portion of our revenue is derived from rental revenue received from Shopko, defaults, breaches or delays in rent payments by Shopko may materially and adversely affect us.

In June 2014, we released 112 Shopko properties (relating to a single master lease) from the security liens under a master loan agreement through the defeasance of an aggregate loan principal balance of approximately $488.7 million. In December 2014, we amended one of the master leases concerning these 112 properties to permit us to sell properties or sub-portfolios leased thereunder and extended the weighted average lease term by approximately five years to 15.9 years. The total annual rent of $74.7 million under the master lease remained unchanged by the amendment; however, future sales of Shopko properties would reduce the individual rents thereunder. In connection with the amendment to the master lease, we made a one-time payment of $18.8 million to Shopko which is amortized as a reduction to rental revenue over the remaining lease term. Any below market rent intangibles related to the properties for which the lease term was extended were written off as of December 31, 2014, resulting in a $9.8 million reduction to total impairment charges in our consolidated results of operations. We also agreed to pay to Shopko $50,000 for each property to which we assign our rights under the amended master lease, with such payment due at the time of the respective assignment. During the year ended December 31, 2015, we sold 34 Shopko properties for gross sales proceeds of $300.7 million and relet four additional properties to a new tenant.

Capital Recycling

We continuously evaluate opportunities for the potential disposition of properties in our portfolio when we believe such disposition is appropriate in view of our business objectives, considering criteria including, but not limited to, tenant concentration, tenant credit quality, unit financial performance, local market conditions and lease rates, associated indebtedness, asset location, and tenant operation type (e.g., industry, sector, or concept/brand), as well as potential uses of proceeds and tax considerations. As part of this strategy, we attempt at times to enter into 1031 Exchanges, when possible, to defer some or all of the taxable gains on the dispositions, if any, for federal and state income tax purposes.

The timing of any potential dispositions will depend on market conditions and other factors, including but not limited to, our capital needs and ability to defer some or all of the taxable gains on the sales. We can provide no assurance that we will dispose of any additional properties or that future acquisitions and/or dispositions, if any, will qualify as

53


1031 Exchanges. Furthermore, we can provide no assurance that we will deploy the proceeds from future dispositions in a manner that produces comparable or better yields.

Capital Funding

Our principal demands for funds are for property acquisitions, payment of principal and interest on our outstanding indebtedness, operating and property maintenance expenses and distributions to our stockholders. Generally, cash needs for payments of principal and interest, operating and property maintenance expenses and distributions to stockholders will be generated from cash flows from operations, which are primarily driven by the rental income received from our leased properties, interest income earned on loans receivable and interest income on our cash balances. We generally temporarily fund the acquisition of real estate utilizing our Revolving Credit Facilities, followed by permanent financing through asset level financing or by issuing debt or equity securities.
Debt Capital Structure

As of December 31, 2015, we had an approximately $4.19 billion principal balance outstanding consisting primarily of $3.11 billion of non-recourse mortgage indebtedness, $747.5 million of unsecured Convertible Notes, $325.0 million under our Term Loan and the borrowing capacity of $591.7 million and $45.0 million under our unsecured 2015 Credit Facility and Term Loan, respectively, and a $40.0 million Line of Credit, which expires in March 2016 (each described in “Liquidity and Capital Resources - Description of Certain Debt” below). These Revolving Credit Facilities and Term Loan provide for financial flexibility to help fund future acquisitions and for general corporate purposes. Our non-recourse mortgage indebtedness is comprised of $1.36 billion of fixed-rate CMBS, including $81.5 million from acceleration of defaulted loans, $61.8 million of variable-rate CMBS and $1.69 billion in securitized net-lease mortgage notes under our Spirit Master Funding Program. Approximately $1.88 billion of our outstanding principal indebtedness is fully or partially amortizing, providing for an ongoing reduction in principal prior to maturity. Prior to January 1, 2019, contractual amortization payments are scheduled to reduce our outstanding principal amount of indebtedness by $96.6 million, and we have $1.54 billion of balloon payments due at maturity under a number of different loans, which includes $81.5 million, including $8.2 million of capitalized interest, for the acceleration of principal payable following an event of default under 4 separate CMBS loans.

Interest Costs

As of December 31, 2015, the weighted average stated interest rate on our fixed and variable-rate debt under our CMBS and Master Trust Notes, excluding the amortization of deferred financing costs and debt discounts, was approximately 5.38%. The weighted average stated rate of our unsecured Convertible Notes as of December 31, 2015 was 3.28%. Our fixed-rate debt structure provides us with a stable and predictable cash requirement related to our debt service. The stated rate of our unsecured variable-rate Term Loan as of December 31, 2015 was 1.69%. The variable-rate CMBS loans consist of eight mortgage notes. We entered into interest rate swaps that effectively fixed the interest rates at approximately 5.14% on all of the variable-rate CMBS debt. We amortize on a non-cash basis the deferred financing costs and debt discounts/premiums associated with our fixed-rate debt to interest expense using the effective interest rate method over the terms of the related notes. For the year ended December 31, 2015, non-cash interest expense recognized on our Revolving Credit Facilities, mortgages and notes payable, Convertible Notes and Term Loan totaled approximately $10.4 million. Any changes to our debt structure, including borrowings under our 2015 Credit Facility or debt financing associated with property acquisitions, could materially influence our operating results depending on the terms of any such indebtedness. A significant amount of our debt provides for scheduled principal payments. As principal is repaid, our interest expense decreases. Changing interest rates will increase or decrease the interest expense we incur on unhedged variable interest rate debt and may impact our ability to refinance maturing debt.

Critical Accounting Policies and Estimates

Our accounting policies are determined in accordance with GAAP. The preparation of our financial statements requires us to make estimates and assumptions that are subjective in nature and, as a result, our actual results could differ materially from our estimates. Estimates and assumptions include, among other things, subjective judgments regarding the fair values and useful lives of our properties for depreciation and lease classification purposes, the collectability of receivables and asset impairment analysis. Set forth below are the more critical accounting policies that require management judgment and estimates in the preparation of our consolidated financial statements.


54


Real Estate Investments
Revenue Recognition
We lease real estate to our tenants under long-term, triple-net leases that are primarily classified as operating leases. Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Under certain leases, tenant reimbursement revenue, which is comprised of additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, is recognized as revenue in the period in which the related expenses are incurred. Tenant reimbursements are recorded on a gross basis, as we are generally the primary obligor with respect to purchasing goods and services from third-party suppliers. Tenant receivables are carried net of the allowances for uncollectible amounts.
Lease origination fees are deferred and amortized over the related lease term as an adjustment to rental revenue. Our leases generally provide for rent escalations throughout the lease terms. For leases that provide for specific contractual escalations, rental revenue is recognized on a straight-line basis so as to produce a constant periodic rent over the term of the lease. Accordingly, accrued rental revenue, calculated as the aggregate difference between the rental revenue recognized on a straight-line basis and scheduled rents, represents unbilled rent receivables that we will receive only if the tenants make all rent payments required through the expiration of the initial term of the leases. The accrued rental revenue representing this straight-line adjustment is subject to an evaluation for collectability, and we record a provision for losses against rental revenues if collectability of these future rents is not reasonably assured.
Leases that have contingent rent escalators indexed to future increases in the CPI may adjust over a one-year period or over multiple-year periods. Generally, these escalators increase rent at the lesser of (1) 1 to 1.25 times any increase in the CPI over a specified period or (2) a fixed percentage. Because of the volatility and uncertainty with respect to future changes in the CPI, our inability to determine the extent to which any specific future change in the CPI is probable at each rent adjustment date during the entire term of these leases and our view that the multiplier does not represent a significant leverage factor, rental revenue from leases with this type of escalator are recognized only after the changes in the rental rates have occurred.
Some of our leases also provide for contingent rent based on a percentage of the tenant’s gross sales. For contingent rentals that are based on a percentage of the tenant’s gross sales, we recognize contingent rental revenue when the change in the factor on which the contingent lease payment is based actually occurs.
We suspend revenue recognition if the collectability of amounts due pursuant to a lease is not reasonably assured or if the tenant’s monthly lease payments become more than 60 days past due, whichever is earlier.
Lease termination fees are recognized when there is a signed termination agreement and all of the conditions of the agreement have been met and are included in other income and interest from real estate transactions on our consolidated statements of operations.
Purchase Accounting and Acquisition of Real Estate; Property Held for Sale
When acquiring a property for investment purposes, we allocate the purchase price (including acquisition and closing costs) to land, building, improvements and equipment based on their relative fair values. For properties acquired with in-place leases, we allocate the purchase price of real estate to the tangible and intangible assets and liabilities acquired based on their estimated fair values and acquisition costs are expensed as incurred. In making estimates of fair values for this purpose, we use a number of sources, including independent appraisals and information obtained about each property as a result of our pre-acquisition due diligence and our marketing and leasing activities. Property classified as held for sale is recorded at the lower of its carrying value or its fair value less anticipated selling costs.
Lease Intangibles
Lease intangibles, if any, acquired in conjunction with the purchase of real estate represent the value of in-place leases and above- or below-market leases. For real estate acquired subject to existing lease agreements, in-place lease intangibles are valued based on our estimates of costs related to tenant acquisition and the carrying costs that would be incurred during the time it would take to locate a tenant if the property were vacant, considering current market conditions and costs to execute similar leases at the time of the acquisition. 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

55


the leases at the time of acquisition of the real estate and our estimate of current market lease rates for the property, measured over a period equal to the remaining initial term of the lease.
In-place lease intangibles are amortized on a straight-line basis over the remaining initial term of the related lease and included in depreciation and amortization expense. Above-market lease intangibles are amortized over the remaining initial terms of the respective leases as a decrease in rental revenue. Below market lease intangibles are generally amortized as an increase to rental revenue over the remaining initial term of the respective leases, but may be amortized over the renewal periods if we believe it is likely the tenant will exercise the renewal option. Should a lease terminate early, the unamortized portion of any related lease intangible is immediately recognized in impairment loss in our consolidated statements of operations.

Impairment
We review our real estate investments and related lease intangibles periodically for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We consider factors such as expected future undiscounted cash flows, estimated residual value, market trends (such as the effects of leasing demand and competition) and other factors in making this assessment. An asset is considered impaired if its carrying value exceeds its estimated undiscounted cash flows and the impairment is calculated as the amount by which the carrying value of the asset exceeds its estimated fair value. Estimating future cash flows and fair values are highly subjective and such estimates could differ materially from actual results. Key assumptions used in estimating future cash flows and fair values include, but are not limited to, revenue growth rates, interest rates, discount rates, capitalization rates, lease renewal probabilities, tenant vacancy rates and other factors.
Provision for Doubtful Accounts
We review our rent receivables for collectability on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable with respect to any tenant is in doubt, a provision for uncollectible amounts will be established or a write-off of the specific receivable will be made. Uncollected accounts receivable are written off against the allowance when all possible means of collection have been exhausted. For accrued rental revenues related to the straight-line method of reporting rental revenue, we establish a provision for losses based on our estimate of uncollectible receivables and our assessment of the risks inherent in our portfolio, giving consideration to historical experience and industry default rates for long-term receivables.
Loans Receivable
In support of our primary business of owning and leasing real estate, we have also strategically originated or acquired long-term, commercial mortgage loans receivable. Mortgage loans are secured by single-tenant, operationally essential real estate. The loans are carried at cost, including related unamortized premiums.
Revenue Recognition
Interest income on mortgage loans is recognized using the effective interest method applied on a loan-by-loan basis. Direct costs associated with originating loans are offset against any related fees received and the balance, along with any premium or discount, is deferred and amortized as an adjustment to interest income over the terms of the related loans using the effective interest method. A loan is placed on non-accrual status when the loan has become 60 days past due or earlier if we believe full recovery of the contractually specified payments of principal and interest is doubtful. While on non-accrual status, interest income is recognized only when received.
Impairment and Provision for Loan Losses
We periodically evaluate the collectability of our loans receivable, including accrued interest, by analyzing the underlying property-level economics and trends, collateral value and quality, and other relevant factors in determining the adequacy of our allowance for loan losses. A loan is determined to be impaired when, in management's judgment based on current information and events, it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement. Specific allowances for loan losses are provided for impaired loans on an individual loan basis in the amount by which the carrying value exceeds the estimated fair value of the underlying collateral less

56


disposition costs. Delinquent loans receivable are written off against the allowance when all possible means of collection have been exhausted.
Accounting for Derivative Financial Instruments and Hedging Activities
We use derivative instruments such as interest rate swaps and caps for purposes of reducing exposures to fluctuations in interest rates associated with certain of our financing transactions. We may incur additional variable-rate debt in the future, including amounts borrowed under the Term Loan and amounts that we may borrow under the 2015 Credit Facility, and we may choose to seek to hedge the interest rate risk ascribed with any such debt. At the inception of a hedge transaction, we enter into a contractual arrangement with the hedge counterparty and formally document the relationship between the derivative instrument and the financing transaction being hedged, as well as our risk management objective and strategy for undertaking the hedge transaction. At inception and at least quarterly thereafter, a formal assessment is performed to determine whether the derivative instrument has been highly effective in offsetting changes in cash flows of the related financing transaction and whether it is expected to be highly effective in the future.
The fair value of the derivative instrument is recorded on the balance sheet as either an asset or liability. For derivatives designated as cash flow hedges, the effective portions of the corresponding change in fair value of the derivatives are recorded in accumulated other comprehensive loss within stockholders’ equity. Changes in fair value reported in other comprehensive loss are reclassified to operations in the period in which operations are affected by the underlying hedged transaction. Any ineffective portions of the change in fair value are recognized immediately in general and administrative expense. The amounts paid or received on the hedge are recognized as adjustments to interest expense.
Income Taxes
Our REIT Status
We have elected to be taxed as a REIT for federal income tax purposes commencing with our taxable year ended December 31, 2005. We believe that we have been organized and have operated in a manner that has allowed us to qualify as a REIT for federal income tax purposes commencing with such taxable year, and we intend to continue operating in such a manner. To maintain our qualification as a REIT, we are required to annually distribute to our stockholders at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, and meet the various other requirements imposed by the Code relating to such matters as operating results, asset holdings, distribution levels and diversity of stock ownership. Provided that we qualify for taxation as a REIT, we are generally not subject to corporate level federal income tax on the earnings distributed to our stockholders that we derive from our REIT qualifying activities. We are still subject to state and local income and franchise taxes and to federal income and excise tax on our undistributed income. If we fail to qualify as a REIT in any taxable year and are unable to avail ourselves of certain savings provisions set forth in the Code, all of our taxable income would be subject to federal income tax at regular corporate rates, including any applicable alternative minimum tax. Unless entitled to relief under specific statutory provisions, we would be ineligible to elect to be treated as a REIT for the four taxable years following the year for which we lose our qualification. It is not possible to state whether in all circumstances we would be entitled to this statutory relief.
Our TRS
We have elected, together with certain of our subsidiaries, to treat such subsidiaries as our TRS for federal income tax purposes. A taxable REIT subsidiary generally may provide both customary and non-customary services to tenants of its parent REIT and engage in other activities that the parent REIT may not engage in directly without adversely affecting its qualification as a REIT. Currently, our TRS do not provide any services to our tenants or conduct other material activities. However, one or more TRS of ours may in the future provide services to certain of our tenants. We may form additional taxable REIT subsidiaries in the future, and we may contribute some or all of our interests in certain wholly-owned subsidiaries or their assets to a TRS of ours. Any income earned by our TRS will not be included in our taxable income for purposes of the 75% or 95% gross income tests, except to the extent such income is distributed to us as a dividend, in which case such dividend income will qualify under the 95%, but not the 75%, gross income test. Because a taxable REIT subsidiary is subject to federal income tax, and state and local income tax (where applicable), as a regular C corporation, the income earned by our TRS generally will be subject to an additional level of tax as compared to the income earned by our other subsidiaries. Historically, we have not actively pursued or engaged in material activities that would require the use of our TRS.
Updates to REIT Rules

57


The PATH Act was enacted on December 18, 2015 and contains several provisions pertaining to REIT qualification and taxation. Below is a summary of those provisions which apply to our current operations:
For taxable years beginning before January 1, 2018, no more than 25% of the value of our assets may consist of stock or securities of one or more taxable REIT subsidiaries. For taxable years beginning after December 31, 2017, the PATH Act reduces this limit to 20%. We do not anticipate this provision to have a material impact on our investments in taxable REIT subsidiaries.
For taxable years beginning after December 31, 2015, certain obligations secured by a mortgage on both real property and personal property will be treated as a qualifying real estate asset and give rise to qualifying income for purposes of the 75% gross income test if the fair market value of such personal property does not exceed 15% of the total fair market value of all such property. We do not anticipate this provision to have a material impact on our ability to meet the 75% gross income test.
For taxable years beginning after December 31, 2015, a 100% excise tax is imposed on “redetermined TRS service income,” which is income of a taxable REIT subsidiary attributable to services provided to, or on behalf of its associated REIT and which would otherwise be increased on distribution, apportionment, or allocation under Section 482 of the Code. We do not anticipate this provision to have a material impact on how we currently utilize our taxable REIT subsidiaries nor any tax arising out of such utilization.
For taxable years beginning after December 31, 2015, the PATH Act expands the amount of property that a REIT may sell within the prohibited transactions safe harbor, in certain cases, from 10% of their total asset basis to 20%. However, REITs can only qualify for the safe harbor at the 20% or less level in a taxable year if the three-year average sales are 10% or less of their total asset basis. We do not anticipate this provision to have a material impact on our ability to meet the prohibited transactions safe harbor.
Additionally, if we acquire any asset from a corporation that is or has been a C corporation in a carry-over basis transaction, such as our Shopko acquisition in 2006, and we subsequently recognize gain on the disposition of the asset during the applicable recognition period beginning on the date on which we acquired the asset, then we will be required to pay tax at the highest regular corporate tax rate on this gain to the extent of the excess of the fair market value of the asset over our adjusted basis in the asset, in each case determined as of the date on which we acquired the asset. Previously, the applicable recognition period was generally ten years but had been reduced to a shorter period for certain taxable years. The PATH Act was signed into effect which made permanent a five-year recognition period, effective for taxable years beginning after December 31, 2014. As a result, the sale of our Shopko assets will not be subject to this built-in gains tax.

Share-Based Compensation
Under our Incentive Award Plan, we may grant equity incentive awards to eligible employees, directors and other service providers. Awards under the Incentive Award Plan may be in the form of stock options, restricted stock, dividend equivalents, restricted stock units, stock appreciation rights, performance awards, stock payment awards, performance share awards, LTIP units and other incentive awards. If an award under the Incentive Award Plan is forfeited, expires or is settled for cash, any shares subject to such award may, to the extent of such forfeiture, expiration or cash settlement, be used again for new grants under the Incentive Award Plan. Awards granted under the Incentive Award Plan may require service-based vesting over a period of years subsequent to the grant date and resulting equity-based compensation expense, measured at the fair value of the award on the date of grant, will be recognized as an expense in our consolidated financial statements over the vesting period.


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Results of Operations

Comparison of the Years Ended December 31, 2015 and 2014

The following discussion includes the results of our continuing operations as summarized in the table below:
 
Years Ended December 31,
 
2015
 
2014
 
 Change
 
 % Change
 
 (in thousands)
 
 
 
(Restated)
 
(Restated)
 
 
 
 
Revenues:
 
 
 
 
 
 
 
Rentals
$
634,151

 
$
574,456

 
$
59,695

 
10.4
 %
Interest income on loans receivable
6,948

 
7,239

 
(291
)
 
(4.0
)%
Earned income from direct financing leases
3,024

 
3,343

 
(319
)
 
(9.5
)%
Tenant reimbursement income
15,952

 
13,085

 
2,867

 
21.9
 %
Other income and interest from real estate transactions
7,260

 
4,748

 
2,512

 
52.9
 %
Total revenues
667,335

 
602,871

 
64,464

 
10.7
 %
Expenses:
 
 
 
 
 
 
 
General and administrative
47,730

 
42,637

 
5,093

 
11.9
 %
Restructuring charges
7,056

 

 
7,056

 
NM

Finance restructuring costs

 
13,022

 
(13,022
)
 
(100.0
)%
Property costs
27,715

 
23,383

 
4,332

 
18.5
 %
Real estate acquisition costs
2,739

 
3,631

 
(892
)
 
(24.6
)%
Interest
222,901

 
220,070

 
2,831

 
1.3
 %
Depreciation and amortization
260,633

 
247,966

 
12,667

 
5.1
 %
Impairment
70,695

 
37,598

 
33,097

 
88.0
 %
Total expenses
639,469

 
588,307

 
51,162

 
8.7
 %
Income from continuing operations before other expense and income tax expense
27,866

 
14,564

 
13,302

 
91.3
 %
Other expense:
 
 
 
 
 
 
 
Loss on debt extinguishment
(3,162
)
 
(64,750
)
 
61,588

 
95.1
 %
Total other expense
(3,162
)
 
(64,750
)
 
61,588

 
95.1
 %
Income (loss) from continuing operations before income tax expense
24,704

 
(50,186
)
 
74,890

 
NM

Income tax expense
(601
)
 
(673
)
 
72

 
10.7
 %
Income (loss) from continuing operations
$
24,103

 
$
(50,859
)
 
$
74,962

 
NM

 
 
 
 
 
 
 
 
Gain on disposition of assets
$
68,421

 
$
10,221

 
$
58,200

 
NM

NM - Percentages over 100% are not displayed.

Revenues

For the year ended December 31, 2015, 95.5% of our total revenues were generated from long-term leases of our owned properties. The year over year increase of 10.7% in total revenue was due primarily to an increase in base rental revenue resulting from real estate acquisitions subsequent to December 31, 2014.

Rentals

The year-over-year increase in rental revenue was primarily attributable to the acquisition of 232 properties with a gross investment in real estate of $889.2 million during the year ended December 31, 2015. This increase was partially

59


offset by the sale of 110 properties during the same period having a real estate investment value of $541.0 million. During the year ended December 31, 2015 and 2014, non-cash rentals were $23.4 million and $19.3 million, respectively, representing approximately 3.7% and 3.4% of total rental revenue from continuing operations, respectively. Contractual rent escalations subsequent to December 31, 2014 also contributed to the increase.

As of December 31, 2015, 98.6% of our owned properties were occupied (based on number of properties). The majority of our nonperforming properties were in the restaurant, grocery and manufacturing industries. As of December 31, 2015 and 2014, respectively, 36 and 37 of our properties, representing approximately 1.4% and 1.6% of our owned properties, were vacant and not generating rent. Of the 36 vacant properties, 12 were held for sale as of December 31, 2015.
Tenant reimbursement income

We have a number of leases that require our tenants to reimburse us for certain property costs we incur. Tenant reimbursement income is driven by the tenant reimbursable property costs described below.
Other income and interest on real estate transactions
The net change is primarily attributable to lease settlement fees in 2015 of $5.8 million related to three tenants compared to income of $2.7 million from a legal settlement associated with the resolution of a dispute with a tenant during 2014.

Expenses

General and administrative

The year-over-year increase in general and administrative expenses is primarily due to higher compensation and related benefits of $4.8 million, which includes $1.7 million related to non-cash stock compensation. The increase in compensation and related benefits is primarily attributable to the acceleration of cash and non-cash stock compensation of approximately $2.2 million related to the departure of certain executive officers during the year ended December 31, 2015. The balance of the increase in compensation and related benefits is primarily attributable to an increase in employee headcount and salaries between the comparable periods.
Restructuring charges

During the three months ended December 31, 2015, we made the strategic decision to relocate the Company's headquarters from Scottsdale, Arizona to Dallas, Texas. As a result, during the year ended December 31, 2015, the Company incurred $7.1 million of restructuring charges. Comprising the majority of this amount were estimated employee separation costs, which were based on the anticipated separation date of June 30, 2016 and recognized on the date the employee elected to separate in December 2015. Employee separation costs primarily consist of severance payments, retention bonuses and pro-rated 2016 annual bonuses. Costs associated with employees electing to relocate to Dallas are recognized as the liability is incurred. These costs include a transition bonus and reimbursements for certain relocation costs, including home sale costs, lease breakage penalties, moving costs and a miscellaneous allowance. Other restructuring charges, including placement fees and third party consulting fees, will be recognized when incurred. The Company currently anticipates to incur total costs of approximately $20.0 million related to this relocation. This amount includes an estimated $4.8 million in capitalized costs related to tenant improvements and fixtures for the new corporate headquarters. In February 2016, the Company signed a lease for the new corporate headquarters in Dallas. We anticipate we will begin occupying the new corporate headquarters in the summer of 2016 with the move finalized by the end of 2016. There were no such costs incurred during the year ended December 31, 2014.

Finance restructuring costs

In connection with the Exchange Offer, we incurred costs of approximately $13.0 million during the year ended December 31, 2014, which included legal, accounting and financial advisory services, and other third-party expenses. No such costs were incurred during the year ended December 31, 2015.


60


Property costs

For the year ended December 31, 2015, property costs were $27.7 million (including $16.0 million of tenant reimbursables) compared to $23.4 million (including $13.1 million of tenant reimbursables) for the same period in 2014. The increase in property costs is primarily attributable to increases in operating costs, such as utilities and property taxes at certain vacant properties, and general operating costs at various properties that allow for reimbursement of such costs. The increase in tenant reimbursables represents the corresponding increase in general reimbursable operating costs.
Interest

Year-over-year interest was relatively unchanged. The higher Convertible Notes interest during the current period was due to the timing of our $747.5 million May 2014 offering. Total cash interest was reduced due to the retirement of high interest rate mortgage notes and maintaining a lower average outstanding principal balance under our Revolving Credit Facilities. During 2015, we extinguished $536.6 million of mortgage notes with a weighted average interest rate of 5.73%, and our average principal balance drawn on our Revolving Credit Facilities was $48.0 million during 2015 compared to $81.3 million during 2014. The reduction in cash interest was offset by an increase in interest incurred on our Term Loan, which closed in November 2015, and the timing of the $510.0 million Master Trust 2014 Notes offering, with a weighted average interest rate of 4.30%, in December 2014.

Non-cash interest increased $5.2 million resulting primarily from the amortization of capitalized deferred financing costs associated with the Master Trust 2014 Notes offering as well as the debt discount associated with our Convertible Notes offering.

The following table summarizes our interest expense on related borrowings from continuing operations:
 
Years Ended December 31,
 
2015
 
2014
 
 (in thousands)
Interest expense – Revolving Credit Facilities (1)
$
2,698

 
$
3,597

Interest expense - Term Loan
888

 

Interest expense – mortgages and notes payable
184,439

 
196,246

Interest expense – Convertible Notes
24,509

 
15,046

Interest expense – other

 
6

Non-cash interest expense:
 
 
 
Amortization of deferred financing costs
7,937

 
5,899

Amortization of net losses related to interest rate swaps
108

 
125

Amortization of debt (premium)/discount, net
2,322

 
(849
)
Total interest expense
$
222,901

 
$
220,070

(1) Includes non-utilization fees of approximately $1.6 million and $1.2 million for the years ended December 31, 2015 and 2014, respectively.

61


Depreciation and amortization
Depreciation and amortization expense relates primarily to depreciation on the commercial buildings and improvements we own and to amortization of the related lease intangibles. The year-over-year increase is primarily due to the acquisition of 232 properties, representing a gross investment in real estate of $889.2 million, during the year ended December 31, 2015. The increase was partially offset by dispositions of 110 properties during 2015 with a real estate investment value of $541.0 million.
The following table summarizes our depreciation and amortization expense from continuing operations:
 
Years Ended December 31,
 
2015
 
2014
 
 (in thousands)
Depreciation of real estate assets
$
210,395

 
$
194,383

Other depreciation
375

 
379

Amortization of lease intangibles
49,863

 
53,204

Total depreciation and amortization
$
260,633

 
$
247,966


Impairments

During the year ended December 31, 2015, we incurred impairment losses of $55.4 million primarily from 22 vacant or underperforming properties within the education, restaurant-casual dining and sporting goods industries. In addition, 29 properties held for sale during the period incurred impairment losses of $15.0 million. The balance of the impairment loss included an allowance for loan loss on an unsecured note. During the year ended December 31, 2014, we recorded impairment losses of $37.6 million. These charges included $20.2 million on the impairment of 21 properties that were held for sale, including two multi-tenant properties, and $22.7 million of impairment on twelve properties which were underperforming. Of the twelve underperforming properties, seven were in the manufacturing industry relating to one original tenant, three were in the quick service restaurant industry, one in the home furnishings industry and one in the pharmaceutical industry. In addition during the year ended December 31, 2014, lease intangible write-offs resulted in a net credit to impairment of $4.8 million primarily due to the write-off of below market rent intangible liabilities following the amendment to the Shopko master lease.

The following summarizes our impairment loss from continuing operations:
 
Years Ended December 31,
 
2015
 
2014
 
 (in thousands)
 
(Restated)
 
(Restated)
Real estate and intangible asset impairment
$
68,531

 
$
41,890

Write-off of lease intangibles due to lease terminations, net
1,666

 
(4,820
)
Loans receivable impairment
324

 

Total impairments from real estate investment net assets
70,521

 
37,070

Other impairment
174

 
528

Total impairment loss
$
70,695

 
$
37,598

Other expense

During the year ended December 31, 2015, we recognized a loss on debt extinguishment of $3.2 million. The loss included approximately $8.1 million in defeasance costs and fees paid for the retirement of $536.6 million of debt. This amount was partially offset by an agreed upon reduction in principal to a portion of a defaulted CMBS note that exceeded the proceeds from the sale of four properties that secured the loan. During the year ended December 31, 2014, we recorded a loss on debt extinguishment of $64.8 million. The loss on debt extinguishment was related to the retirement of certain senior mortgage notes payable with an aggregate principal balance of $583.8 million. The loss on debt extinguishment was primarily the result of costs incurred related to the Shopko defeasance.


62


Gain on disposition of assets

During the year ended December 31, 2015, we recorded gains totaling $68.4 million from continuing operations on the disposition of certain real estate assets. These gains are primarily attributable to a $58.7 million gain from the sale of 34 Shopko properties. The Shopko property sales are consistent with management's strategic decision to reduce our Shopko tenant concentration while maximizing our investment value. Additionally, we sold or disposed of 76 other properties, including 31 vacant properties and 5 multi-tenant properties. During 2014, we disposed of 32 properties, and recorded gains totaling $10.2 million from continuing operations. An additional $0.3 million in gains were recorded in discontinued operations from the sale of six properties during 2014.

Results of Operations
Comparison of the Years Ended December 31, 2014 and 2013
The following discussion includes the results of our continuing operations as summarized in the table below:
 
Years Ended December 31,
 
2014
 
2013
 
 Change
 
 % Change
 
 (in thousands)
 
 
 
(Restated)
 
(Restated)
 
 
 
 
Revenues:
 
 
 
 
 
 
 
Rentals
$
574,456

 
$
404,402

 
$
170,054

 
42.1
 %
Interest income on loans receivable
7,239

 
5,928

 
1,311

 
22.1
 %
Earned income from direct financing leases
3,343

 
1,572

 
1,771

 
NM

Tenant reimbursement income
13,085

 
5,637

 
7,448

 
NM

Other income and interest from real estate transactions
4,748

 
1,928

 
2,820

 
NM

Total revenues
602,871

 
419,467

 
183,404

 
43.7
 %
Expenses:
 
 
 
 
 
 
 
General and administrative
42,637

 
35,146

 
7,491

 
21.3
 %
Finance restructuring costs
13,022

 
717

 
12,305

 
NM

Merger costs

 
56,644

 
(56,644
)
 
NM

Property costs
23,383

 
11,760

 
11,623

 
98.8
 %
Real estate acquisition costs
3,631

 
1,718

 
1,913

 
NM

Interest
220,070

 
179,267

 
40,803

 
22.8
 %
Depreciation and amortization
247,966

 
164,054

 
83,912

 
51.1
 %
Impairment (recoveries)
37,598

 
(185
)
 
37,783

 
NM

Total expenses
588,307

 
449,121

 
139,186

 
31.0
 %
Income (loss) from continuing operations before other expense and income tax expense
14,564

 
(29,654
)
 
44,218

 
NM

Other expense:
 
 
 
 
 
 
 
Loss on debt extinguishment
(64,750
)
 
(2,405
)
 
(62,345
)
 
NM

Total other expense
(64,750
)
 
(2,405
)
 
(62,345
)
 
NM

Loss from continuing operations before income tax expense
(50,186
)
 
(32,059
)
 
(18,127
)
 
(56.5
)%
Income tax expense
(673
)
 
(1,113
)
 
440

 
39.5
 %
Loss from continuing operations
$
(50,859
)
 
$
(33,172
)
 
$
(17,687
)
 
(53.3
)%
 
 
 
 
 
 
 
 
Gain on disposition of assets
$
10,221

 
$

 
$
10,221

 
NM

NM - Percentages over 100% are not displayed.

63


Revenues

For the year ended December 31, 2014, 95.8% of our total revenues were generated from long-term leases of our owned properties. As more fully described below, the year-over-year increase in total revenue was due primarily to $136.7 million of additional revenue provided by the properties acquired in the Merger. The remaining increase is attributable to an increase in base rental revenue resulting from $971.7 million of non-Merger real estate investments acquired subsequent to December 31, 2013 and contractual rent increases, net of $117.0 million of real estate investment value related to properties sold in 2014.

Rentals

The year-over-year increase in rental revenue was primarily attributable to $123.1 million of rental income generated from properties acquired in the Merger. Additionally, the acquisition of 361 properties with a gross investment value of $971.7 million and contractual rent increases on our existing leases further contributed to the increase. During the third quarter of 2013, we recognized $10.9 million of previously unrecognized straight-line rent due primarily to our determination that the risk of loss associated with a specific tenant had decreased due to the tenant’s sustained improvement in financial performance. This change of estimate during the prior period partially offset the increase in rental revenues attributable to our 2014 property acquisition activity noted above.

Rental revenue attributable to the amortization of non-cash rent for the years ended December 31, 2014 and 2013 was $19.3 million and $20.1 million, respectively, representing approximately 3.4% and 5.0% of total rental revenue from continuing operations for the years ended December 31, 2014 and 2013, respectively.

As of December 31, 2014, 98.4% of our owned properties were occupied (based on number of properties). The majority of our non-performing leases were in the restaurant and manufacturing industries. At December 31, 2014 and 2013, 37 and 21 of our properties, representing approximately 1.6% and 1.0%, respectively, of our owned properties, were vacant and not generating rent. The increase in the number of vacant properties is primarily attributable to the bankruptcy of two tenants under two master leases comprising 17 properties within the restaurant and manufacturing industries. Eight of our vacant properties were held for sale as of December 31, 2014.
Interest income on loans receivable and other income
The year-over-year increase in interest income on loans receivable and other income was attributable to $3.3 million of additional income from loans receivable acquired in the Merger, which was partially offset by the decrease in income as a result of the prepayment of six notes totaling $11.4 million during 2013, as well as scheduled maturities and a reduction in interest amortization subsequent to December 31, 2013.
In connection with the Merger, we acquired a number of properties accounted for as direct financing leases which generated earned income of $3.3 million for the year ended December 31, 2014. During the year ended December 31, 2013, these properties were in our portfolio for less than half a year and generated earned income of $1.6 million.
Tenant reimbursement income recorded for the year ended December 31, 2014 of $13.1 million is offset by expenses recorded under property costs related to certain non-triple net properties acquired in the Merger. During the year ended December 31, 2013, tenant reimbursement income of $5.6 million was recognized on certain properties acquired in the Merger for less than half a year.
Other income and interest from real estate transactions contributed $4.7 million and $1.9 million for the years ended December 31, 2014 and 2013, respectively. The increase is primarily attributable to income of $2.7 million from a legal settlement associated with the resolution of a dispute with a tenant during 2014. During the same period in 2013, $0.9 million was attributable to a lease termination fee received from a tenant.

64


Expenses

General and administrative

During the year ended December 31, 2014, we incurred higher compensation and related benefits of $5.8 million due primarily to higher non-cash stock compensation of $2.7 million and higher wages and employee benefits of $2.2 million due to hiring additional personnel subsequent to the Merger and servicing our expanded portfolio. Professional fees for accounting, tax, consulting and other outside services increased $1.2 million during 2014, primarily due to higher costs incurred for compliance and consulting fees resulting from the integration of the net assets acquired in the Merger. These increases in 2014 were partially offset by lower corporate legal costs and a reduction in the use of temporary employment services.

Finance restructuring costs

In connection with the Exchange Offer, we incurred costs of approximately $13.0 million during the year ended December 31, 2014, which included legal, accounting and financial advisory services, and other third-party expenses. We incurred $0.7 million of such costs during the same period during the fourth quarter of 2013.

Merger costs

During the year ended December 31, 2013, we incurred Merger related costs of approximately $56.6 million. These costs included legal, accounting and financial advisory services, debt financing related costs, and other third-party expenses. Merger related costs represent costs incurred specifically to consummate the Merger transaction and no such costs were incurred during the same period in 2014. Costs incurred to integrate the net assets acquired in the Merger are reflected in general and administrative expenses.
Property costs
Of the year-over-year increase in property costs, $10.8 million is attributable to the year-over-year reimbursable costs incurred on non-triple-net leases acquired in the Merger during the second half of 2013. The remaining increase is mostly attributable to higher insurance premiums, legal fees, and repair and maintenance costs associated with managing the expanded portfolio.
Interest
The year-over-year increase in interest expense was primarily due to the assumption of debt of $1.8 billion in connection with our Merger on July 17, 2013. Additionally, interest expense increased as a result of our $747.5 million second quarter 2014 Convertible Notes offering and the $330.0 million Master Trust 2013 notes offering in December 2013.These increases were offset by the extinguishment of $583.8 million aggregate principal amount of senior mortgage indebtedness with a weighted average contractual interest rate of 6.41% during the year ended December 31, 2014.

The following table summarizes our interest expense on related borrowings from continuing operations:
 
Years Ended December 31,
 
2014
 
2013
 
(in thousands)
Interest expense – Revolving Credit Facilities (1)
$
3,597

 
$
3,037

Interest expense – mortgages and notes payable
196,246

 
157,903

Interest expense – Convertible Notes
15,046

 

Interest expense – other
6

 
475

Non-cash interest expense:
 
 
 
Amortization of deferred financing costs (2)
5,899

 
13,188

Amortization of net losses related to interest rate swaps
125

 
11

Amortization of debt (premium)/discount, net
(849
)
 
4,653

Total interest expense
$
220,070

 
$
179,267


65


(1) Includes non-utilization fees of approximately $1.2 million and $0.7 million for the years ended December 31, 2014 and 2013, respectively.
(2) Includes $9.5 million arising from financing commitments related to the Merger for the year ended December 31, 2013.

Depreciation and amortization
Depreciation and amortization expense relates primarily to depreciation on the commercial buildings and improvements we own and to amortization of the related lease intangibles. Of the year-over-year total increase, a significant portion relates to depreciation and amortization on assets acquired in the Merger, with the remainder related to $971.7 million of gross investment in real estate throughout 2014.
The following table summarizes our depreciation and amortization expense from continuing operations:

 
Years Ended December 31,
 
2014
 
2013
 
(in thousands)
Depreciation of real estate assets
$
194,383

 
$
130,285

Other depreciation
379

 
180

Amortization of lease intangibles
53,204

 
33,589

Total depreciation and amortization
$
247,966

 
$
164,054


Impairments

During the year ended December 31, 2014, we recorded impairment losses of $37.6 million. These charges included $20.2 million on the impairment of 19 properties that were held for sale, including two multi-tenant properties, and $22.7 million of impairment losses on twelve properties which were underperforming. Of the twelve underperforming properties, seven were in the manufacturing industry relating to one original tenant, three were in the quick service restaurant industry, one in the home furnishings industry and one in the pharmaceutical industry. In addition during the year ended December 31, 2014, lease intangible write-offs resulted in a net credit to impairment of $4.8 million primarily due to the write-off of below market rent intangible liabilities following the amendment to the Shopko master lease. Beginning January 1, 2014, as a result of our adoption of ASU 2014-08, impairment losses incurred on properties classified as held for sale are prospectively reported in continuing operations. Impairment losses incurred on properties that were held for sale at or prior to December 31, 2013, are and will continue to be reflected in discontinued operations during those periods. We strategically seek to identify non-performing properties that we may re-lease or dispose of in an effort to improve our returns. The disposition or re-leasing of non-performing or underperforming properties may trigger impairment charges when the expected future cash flows from the properties for sale or re-lease are less than their net book value.

The following summarizes our impairment loss (recovery) from continuing operations:
 
Years Ended December 31,
 
2014
 
2013
 
(in thousands)
 
(Restated)
 
(Restated)
Real estate and intangible asset impairment
$
41,890

 
$
182

Write-off of lease intangibles due to lease terminations, net
(4,820
)
 

Loan receivable impairment recovery

 
(367
)
Total impairments from real estate investment net assets
37,070

 
(185
)
Other impairment
528

 

Total impairment loss (recovery)
$
37,598

 
$
(185
)

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Other expense

During the year ended December 31, 2014, we recorded a loss on debt extinguishment of $64.8 million, which is recorded in other expense. The loss on debt extinguishment was related to the retirement of certain senior mortgage notes payable with an aggregate principal balance of $583.8 million. The loss on debt extinguishment was primarily the result of costs incurred related to the Shopko defeasance. During the year ended December 31, 2013, we recognized a loss on debt extinguishment of $2.4 million.

Income tax expense

The year-over-year decrease in income tax expense was primarily attributable to the deferred state tax expense recognized in 2013 from our Merger and the state built-in gain tax recognized in 2013 related to one property sale.

Discontinued operations
As a result of our adoption of ASU 2014-08, the properties that were reported as held for sale as of December 31, 2013, will continue to be reported under the prior standards and will be presented in discontinued operations until they are disposed of. The presentation of prior periods reflect accounting treatment under the previous standard in which gains, losses and operations from all property dispositions during a period or from properties classified as held for sale at the end of the period, were reclassified to and reported as part of “discontinued operations.”
We recognized income from discontinued operations of $3.7 million and $31.6 million for the years ended December 31, 2014 and 2013, respectively. For 2014, $2.9 million of the income was attributable to the receipt of a lease termination fee related to a property that was sold. The 2013 income included a $35.5 million gain attributable to the sale of a multi-tenant property. Non-cash impairment charges included in income from discontinued operations for the years ended December 31, 2014 and 2013 were $0.4 million and $9.6 million, respectively.

Gain on disposition of assets
During 2014, we disposed of 32 properties and recorded gains totaling $10.2 million from continuing operations. An additional $0.3 million in gains were recorded in discontinued operations from the sale of six properties during 2014. No such gains or losses were recorded during the year ended December 31, 2013.

Liquidity and Capital Resources

Short-term Liquidity and Capital Resources
On a short-term basis, our principal demands for funds will be for operating expenses, including financing of acquisitions, distributions to stockholders and interest and principal on current and any future debt financings. We expect to fund our operating expenses and other short-term liquidity requirements, capital expenditures, payment of principal and interest on our outstanding indebtedness, property improvements, re-leasing costs and cash distributions to common stockholders, primarily through cash provided by operating activities and borrowings under the 2015 Credit Facility and Term Loan. On March 31, 2015, the Operating Partnership entered into the Credit Agreement, establishing a $600.0 million unsecured credit facility and terminated its $400.0 million 2013 Credit Facility previously in place. On November 3, 2015, the Operating Partnership entered into the Term Loan Agreement that provides for a $325.0 million senior unsecured term facility that was upsized to $370.0 million on December 3, 2015. Our 2015 Credit Facility and Term Loan increases our capacity to fund acquisitions, while continuing to meet our short-term working capital requirements. As of December 31, 2015, $591.7 million and $45.0 million of borrowing capacity was available under the 2015 Credit Facility and Term Loan, respectively. In addition, we have $40.0 million of borrowing capacity available under our Line of Credit as of December 31, 2015, which is set to expire in March 2016.

We have a shelf registration statement on file with the SEC under which we may issue secured or unsecured indebtedness and equity financing through the instruments and on the terms most attractive to us at such time. During 2015, we sold an aggregate total of 6.6 million shares under our ATM Program for net proceeds of $78.5 million after payment of commissions and other issuance costs of $1.3 million. The net proceeds were contributed to the Operating Partnership to fund acquisitions, repay borrowings under the Revolving Credit Facilities and for general corporate purposes. As of December 31, 2015, $103.6 million in gross proceeds capacity remained available under the ATM Program. In addition, during April 2015, we completed an underwritten public offering of 23.0 million shares of our common stock and raised net proceeds of $268.7 million. The net proceeds from the offering were used to repay the

67


outstanding balances under the 2015 Credit Facility and Line of Credit. The remaining net proceeds were used to fund acquisitions and for general corporate purposes (including additional repayments of borrowings outstanding from time to time under the Revolving Credit Facilities). Further, in February 2016, our Board of Directors approved a stock repurchase program, which authorizes us to purchase up to $200.0 million of our common stock in the open market or through private transactions from time to time over the next 18 months. Purchase activity will be dependent on various factors, including our capital position, operating results, funds generated by asset sales, dividends that may be required by those sales, and investment options that may be available, including acquiring new properties or retiring debt. The stock repurchase program does not obligate the Company to repurchase any specific number of shares and may be suspended at any time at its discretion. We intend to fund any repurchases with the net proceeds from asset sales, cash flow from operations, existing cash on the balance sheet and other sources.

Long-term Liquidity and Capital Resources

We plan to meet our long-term capital needs, including long-term financing of property acquisitions, by issuing registered debt or equity securities, obtaining asset level financing and occasionally by issuing fixed rate secured notes and bonds. We may continue to issue common stock when we believe that our share price is at a level that allows for the proceeds of any offering to be accretively invested into additional properties. In addition, we may issue common stock to permanently finance properties that were financed by our 2015 Credit Facility or other indebtedness. In the future, some of our property acquisitions could be made by issuing partnership interests of our Operating Partnership in exchange for property owned by third parties. These partnership interests would be exchangeable for cash or, at our election, shares of our common stock.

We continually evaluate alternative financing and believe that we can obtain financing on reasonable terms. However, we cannot assure you that we will have access to the capital markets at times and on terms that are acceptable to us. We expect that our primary uses of capital will be for property and other asset acquisitions and the payment of tenant improvements, operating expenses, including debt service payments on any outstanding indebtedness, and distributions to our stockholders.

Description of Certain Debt

Spirit Master Funding Program

The Spirit Master Funding Program is an asset-backed securitization platform in which we raise capital through the issuance of non-recourse net lease mortgage notes collateralized by commercial real estate, net leases and mortgage loans. The Spirit Master Funding Program allows us to issue notes that are secured by the assets of the special purpose entity note issuers that are pledged to the indenture trustee for the benefit of the noteholders and managed by the Operating Partnership as property manager. These Collateral Pools consist primarily of commercial real estate properties, the issuers’ rights in the leases of such properties and commercial mortgage loans secured by commercial real estate properties. In general, monthly rental and mortgage receipts with respect to the leases and mortgage loans are deposited with the indenture trustee who will first utilize these funds to satisfy the debt service requirements on the notes and any fees and costs associated with the administration of the Spirit Master Funding Program. The remaining funds are remitted to the issuers monthly on the note payment date.

In addition, upon satisfaction of certain conditions, the issuers may, from time to time, sell or exchange real estate properties or mortgage loans from the Collateral Pools. Proceeds from the sale of assets within the Collateral Pools are held on deposit by the indenture trustee until a qualifying substitution is made or the amounts are distributed as an early repayment of principal. At December 31, 2015, $12.1 million was held on deposit and classified as restricted cash within deferred costs and other assets, net in our consolidated balance sheet included in this Annual Report on Form 10-K/A.

The Spirit Master Funding Program consists of two separate securitization trusts that have one or multiple bankruptcy-remote, special purpose entities as issuers of the Master Trust 2013 and Master Trust 2014 notes. Each issuer is an indirect wholly-owned subsidiary of ours. All outstanding series of Master Trust Notes were rated investment grade as of December 31, 2015.

Master Trust 2013


68


In December 2013, an indirect wholly-owned subsidiary of ours issued $330.0 million aggregate principal amount of net-lease mortgage notes comprised of $125.0 million of 3.89% interest only notes expected to be repaid in December 2018 and $205.0 million of 5.27% amortizing notes expected to be repaid in December 2023.




Master Trust 2014

In May 2014, we completed our Exchange Offer to exchange the outstanding principal balance of three series of existing net-lease mortgage notes for three series of newly issued Master Trust 2014 notes. The terms of the new notes remain generally similar to the old notes including the interest rate and anticipated final repayment dates; however, the new notes generally amortize more slowly than the old notes and have a legal final payment date that is 17 years later than the old notes (although the anticipated repayment date remains the same). The revisions to Master Trust 2014, in connection with the issuance of the new notes, generally provide the Operating Partnership more administrative flexibility as property manager and special servicer. In addition, there is no requirement that the new notes be insured by third party financial guaranty insurance as were the old notes and we no longer pay the associated insurance premium which approximated $0.2 million per month during the applicable periods of 2014. The Exchange Offer was accounted for as a debt modification and the related costs of $13.0 million and $0.7 million for the years ended December 31, 2014 and 2013, respectively, are classified as finance restructuring costs in our consolidated statements of operations included in this Annual Report on Form 10-K/A.

In November 2014, the existing issuers under Master Trust 2014 and two additional indirect wholly-owned subsidiaries of ours, collectively as co-issuers, completed the issuance of $510.0 million aggregate principal amount of net-lease mortgage notes comprised of $150.0 million of 3.50% interest only notes expected to be repaid in January 2020 and $360.0 million of 4.63% amortizing notes (interest only through November 2017) expected to be repaid in January 2030.
The Master Trust Notes are summarized below:
 
Stated
Rates
(1)
 
Remaining Term
 
December 31,
2015
 
December 31,
2014
 
 
 
(in Years)
 
(in Thousands)
Series 2014-1 Class A1
5.1
%
 
4.5
 
$
65,027

 
$
75,489

Series 2014-1 Class A2
5.4
%
 
4.6
 
253,300

 
253,300

Series 2014-2
5.8
%
 
5.2
 
229,674

 
232,867

Series 2014-3
5.7
%
 
6.2
 
312,276

 
312,705

Series 2014-4 Class A1
3.5
%
 
4.1
 
150,000

 
150,000

Series 2014-4 Class A2
4.6
%
 
14.1
 
360,000

 
360,000

Total Master Trust 2014 notes
5.1
%
 
7.5
 
1,370,277

 
1,384,361

Series 2013-1 Class A
3.9
%
 
3.0
 
125,000

 
125,000

Series 2013-2 Class A
5.3
%
 
8.0
 
196,817

 
201,019

Total Master Trust 2013 notes
4.7
%
 
6.0
 
321,817

 
326,019

Total Master Trust Notes
 
 
 
 
1,692,094

 
1,710,380

Debt discount, net
 
 
 
 
(22,909
)
 
(26,903
)
Deferred financing costs, net
 
 
 
 
(19,345
)
 
(22,113
)
Total Master Trust Notes, net
 
 
 
 
$
1,649,840

 
$
1,661,364

(1) Represents the individual series stated interest rate as of December 31, 2015 and the weighted average stated rate of the total Master Trust Notes, based on the collective series outstanding principal balances as of December 31, 2015.

As of December 31, 2015, the Master Trust 2014 notes were secured by 942 owned and financed properties issued by 5 indirect wholly-owned subsidiaries of the Corporation. The notes issued under Master Trust 2014 are cross-collateralized by the assets of all issuers within this trust. As of December 31, 2015, the Master Trust 2013 notes were secured by 312 owned and financed properties issued by a single indirect wholly-owned subsidiary of the Corporation.


69


Convertible Notes
The Convertible Notes are comprised of two series of notes with an aggregate principal amount of $747.5 million at both December 31, 2015 and December 31, 2014. Interest on the Convertible Notes is payable semiannually in arrears on May 15 and November 15 of each year. The 2019 Notes, aggregate principal amount $402.5 million, accrue interest at 2.875% and are scheduled to mature on May 15, 2019. The 2021 Notes, aggregate principal amount $345.0 million, accrue interest at 3.75% and are scheduled to mature on May 15, 2021. As of December 31, 2015, the carrying amount of the Convertible Notes was $690.1 million, which is net of discounts (for the value of the embedded conversion feature) and unamortized deferred financing costs.
Holders may convert notes of either series prior to November 15, 2018, in the case of the 2019 Notes, or November 15, 2020, in the case of the 2021 Notes, only under the following circumstances: (1) if the closing price of our common stock for each of at least 20 trading days (whether or not consecutive) during the last 30 consecutive trading days in the quarter is greater than or equal to 130% of the conversion price for the Convertible Notes; (2) during the five business day period after any 10 consecutive trading day period in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last closing price of our common stock and the conversion rate for the Convertible Notes; (3) if we call any or all of the Convertible Notes for redemption prior to the redemption date; or (4) upon the occurrence of specified corporate events as described in the Convertible Notes prospectus supplement. On or after November 15, 2018, in the case of the 2019 Notes, or November 15, 2020, in the case of the 2021 Notes, until the close of business on the second scheduled trading day immediately preceding the maturity date of the Convertible Notes, holders may convert the Convertible Notes of the applicable series at any time, regardless of the foregoing circumstances. Upon conversion, we will pay or deliver cash, shares of common stock or a combination of cash and shares of common stock, at our election.

The initial conversion rate for the Convertible Notes is 76.3636 shares of common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $13.10 per share of common stock). The conversion rate for each series of the Convertible Notes is subject to adjustment for some events, including dividends paid in excess of threshold amounts stipulated in the agreement, but will not be adjusted for any accrued and unpaid interest. If we undergo a fundamental change (as defined in the Convertible Notes supplemental indentures), holders may require us to repurchase all or any portion of their notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest.

2015 Credit Facility

On March 31, 2015, the Operating Partnership entered into the Credit Agreement that established a new $600.0 million unsecured credit facility and terminated its secured $400.0 million 2013 Credit Facility. The 2015 Credit Facility was subsequently amended in November and matures on March 31, 2019 (extendable at the Operating Partnership's option to March 31, 2020, subject to satisfaction of certain requirements). The 2015 Credit Facility includes an accordion feature to increase the committed facility size to up to $1.0 billion, subject to satisfying certain requirements and obtaining additional lender commitments. The 2015 Credit Facility includes a $50.0 million sublimit for swingline loans and up to $60.0 million available for issuances of letters of credit. Swingline loans and letters of credit reduce availability under the 2015 Credit Facility on a dollar-for-dollar basis. The amendment provided the release of the subsidiary guarantors that were parties thereto and conforms certain of the terms and covenants to those in the Term Loan Agreement.

At the election of the Operating Partnership, the 2015 Credit Facility initially bears interest at our current leverage grid pricing equal to either LIBOR plus 1.40% to 1.90% per annum, or a specified base rate plus 0.40% to 0.90% per annum. In each case, the applicable rates depend on our leverage ratio. Per the amendment, the Operating Partnership’s election to change the grid pricing from leverage based to credit rating based pricing will initially require at least two credit ratings of BBB- or better from S&P or Fitch or Baa3 or better from Moody’s. No assurance can be provided that the Corporation will obtain such credit ratings. If the Corporation obtains such credit ratings, the 2015 Credit Facility will bear interest at a rate equal to LIBOR plus 0.875% to 1.55% per annum based on the credit rating for the Corporation.

The Operating Partnership is initially required to pay a fee on the unused portion of the 2015 Credit Facility at a rate equal to either 0.15% or 0.25% per annum, based on percentage thresholds for the average daily amount by which the aggregate amount of the revolving credit commitment exceeds the aggregate principal amount of advances during a fiscal quarter. If the Corporation converts to credit rating based pricing, the Operating Partnership will instead be

70


required to pay a facility fee in an amount equal to the aggregate revolving credit commitments (whether or not utilized) multiplied by a rate equal to 0.125% to 0.30% per annum, depending on the credit rating for the Corporation.
The Operating Partnership may voluntarily prepay the 2015 Credit Facility, in whole or in part, at any time, without premium or penalty, but subject to applicable LIBOR breakage fees, if any. Payment of the 2015 Credit Facility is unconditionally guaranteed by the Corporation and material subsidiaries that meet certain conditions (as defined in the Credit Agreement). As of December 31, 2015, there were no subsidiaries that met this requirement.

As of December 31, 2015, no borrowings were outstanding, $8.3 million of letters of credit were issued and $591.7 million of borrowing capacity was available under the 2015 Credit Facility. Amounts available for borrowing under the 2015 Credit Facility remain subject to compliance with certain customary restrictive covenants including:

Maximum leverage ratio (defined as consolidated total indebtedness plus the Corporation’s pro rata share of indebtedness of unconsolidated affiliates, net of certain cash and cash equivalents, to total asset value) of 0.60:1.00;
Minimum fixed charge coverage ratio (defined as consolidated EBITDA plus the Corporation’s pro rata share of EBITDA of unconsolidated affiliates to fixed charges) of 1.50:1.00;
Maximum secured indebtedness leverage ratio (defined as consolidated secured indebtedness plus the Corporation’s pro rata share of secured indebtedness of unconsolidated affiliates, net of certain cash and cash equivalents, to total asset value) of 0.50:1:00;
Minimum unsecured interest coverage ratio (defined as consolidated net operating income from unencumbered properties to unsecured cash interest expense) of 1.75:1.00;
Maximum unencumbered leverage ratio (defined as consolidated unsecured indebtedness plus the Corporation’s pro rata share of unsecured indebtedness of unconsolidated affiliates, net of certain cash and cash equivalents, to total unencumbered asset value) of 0.60:1:00; and
Minimum tangible net worth of at least $3.01 billion plus 75% of the net proceeds of equity issuances by the Corporation or the Operating Partnership after December 31, 2014.

In addition to these covenants, the Credit Agreement also includes other customary affirmative and negative covenants, such as (i) limitation on liens and negative pledges; (ii) transactions with affiliates; (iii) limitation on mergers, consolidations and sales of all or substantially all assets; (iv) maintenance of status as a REIT and listing on any national securities exchange; and (v) material modifications to organizational documents.

As of December 31, 2015, the Corporation and the Operating Partnership were in compliance with these covenants.
2013 Credit Facility

On March 31, 2015, the 2013 Credit Facility was terminated and its outstanding borrowings of $130.0 million were repaid with funds drawn on the 2015 Credit Facility. Properties securing this facility became unencumbered upon the termination.
Line of Credit
As of December 31, 2015, the Line of Credit was undrawn and $40.0 million of borrowing capacity was available. The Line of Credit expires in March 2016.
Term Loan
On November 3, 2015, we entered into a Term Loan Agreement among the Operating Partnership as borrower, the Corporation as guarantor and the lenders that are parties thereto. The Term Loan Agreement provides for a $325.0 million senior unsecured term facility that has an initial maturity date of November 2, 2018, which may be extended at our option pursuant to two one-year extension options, subject to the satisfaction of certain conditions and payment of an extension fee. In addition, an accordion feature allows the facility to be increased to up to $600.0 million, subject to obtaining additional lender commitments. In December 2015, upon obtaining additional lender commitments, we increased the term facility from $325.0 million to $370.0 million. Borrowings may be repaid without premium or penalty, and may be reborrowed within 30 days up to the then available loan commitment. Borrowings bear interest at either prime or LIBOR plus a margin, at the Operating Partnership’s option. During the quarter ended December 31, 2015, the Term Loan bore interest at LIBOR plus 1.45%. Proceeds from the borrowing were primarily used to pay off amounts then outstanding under the 2015 Credit Facility and partially defease a certain CMBS loan balance.


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Borrowings under the Term Loan bear interest at either LIBOR plus 1.35% to 1.80% per annum or a specified base rate plus 0.35% to 0.80% per annum. The applicable margin is determined based upon the Corporation’s leverage ratio. If the Corporation obtains at least two credit ratings on its senior unsecured long-term indebtedness of BBB- from S&P or Fitch, Inc. or Baa3 from Moody's, the Corporation may make an irrevocable election to have the margin based upon its credit ratings, in which case borrowings under the Term Loan will bear interest at either LIBOR plus 0.90% to 1.75% per annum or a specified base rate plus 0.0% to 0.75% per annum, in each case depending on the Corporation’s credit ratings. No assurance can be provided that the Corporation will obtain such credit ratings.

The Operating Partnership may voluntarily prepay the Term Loan, in whole or in part, at any time, without premium or penalty, but subject to applicable LIBOR breakage fees. Payment of the Term Loan is unconditionally guaranteed by the Corporation and, under certain circumstances, by one or more material subsidiaries (as defined in the Term Loan Agreement) of the Corporation. The obligations of the Operating Partnership and any guarantor under the Term Loan are full recourse to the Corporation and each guarantor.

As of December 31, 2015, $325.0 million of borrowings were outstanding and $45.0 million of borrowing capacity was available under the Term Loan. Amounts available for borrowing under the Term Loan remain subject to compliance with certain customary restrictive covenants including:

Maximum leverage ratio (defined as consolidated total indebtedness plus the Corporation’s pro rata share of indebtedness of unconsolidated affiliates, net of certain cash and cash equivalents, to total asset value) of 0.60:1.00, which may be increased to 0.65:1.00 for four consecutive quarters after certain material acquisitions;
Minimum fixed charge coverage ratio (defined as consolidated EBITDA plus the Corporation’s pro rata share of EBITDA of unconsolidated affiliates to fixed charges) of 1.50:1.00;
Maximum secured indebtedness leverage ratio (defined as consolidated secured indebtedness plus the Corporation’s pro rata share of secured indebtedness of unconsolidated affiliates, net of certain cash and cash equivalents to total asset value) of 0.50:1:00;
Minimum unsecured interest coverage ratio (defined as consolidated net operating income from unencumbered properties to unsecured interest expense) of 1.75:1.00;
Maximum unencumbered leverage ratio (defined as consolidated unsecured indebtedness plus the Corporation’s pro rata share of unsecured indebtedness of unconsolidated affiliates, net of certain cash and cash equivalents, to total unencumbered asset value) of 0.60:1:00, which may be increased to 0.65:1.00 for four consecutive quarters after certain material acquisitions; and
Minimum tangible net worth of at least $3.01 billion plus 75% of the net proceeds of equity issuances by the Corporation or the Operating Partnership after December 31, 2014.

In addition, the Term Loan Agreement includes other customary affirmative and negative covenants, including (i) limitation on liens and negative pledges; (ii) transactions with affiliates; (iii) limitation on mergers, consolidations and sales of all or substantially all assets; (iv) maintenance of status as a REIT and listing on a national securities exchange; and (v) material modifications to organizational documents. The ability to borrow under the Term Loan Agreement is subject to continued compliance with all of the covenants described above.

As of December 31, 2015, the Corporation and the Operating Partnership were in compliance with these financial covenants.
CMBS

We may use long-term, fixed-rate debt to finance our properties on a “match-funded” basis. In such events, we generally seek to use asset level financing that bears annual interest less than the annual rent on the related lease(s) and that matures prior to the expiration of such lease(s). In general, the obligor of our asset level debt is a special purpose entity that holds the real estate and other collateral securing the indebtedness. Each special purpose entity is a bankruptcy remote separate legal entity, and is the sole owner of its assets and solely responsible for its liabilities other than typical non-recurring covenants.

As of December 31, 2015, we had 160 loans with approximately $1.42 billion of outstanding principal balances under our fixed and variable-rate CMBS loans, with a weighted average contractual interest rate of 5.78% and a weighted average maturity of 2.7 years. Approximately one-third of this debt is partially amortizing and requires a balloon payment at maturity. These balances include four separate fixed-rate CMBS loans that are in default due to the underperformance of the ten properties that secure them. As of December 31, 2015, the aggregate principal balance under the defaulted CMBS loans was $81.5 million, including $8.2 million of default interest added to principal, and is discussed further

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below. Excluding these four loans, the outstanding principal obligations under our CMBS fixed and variable-rate loans as of December 31, 2015 was $1.34 billion.

The table below shows the outstanding principal obligations of these CMBS fixed and variable-rate loans as of December 31, 2015 and the year in which the loans mature (dollars in thousands). The information displayed in the table excludes amounts and interest rates related to the defaulted loans and the ten properties securing them.
Year of Maturity
Number of Loans
 
Number of Properties
 
Stated Interest Rate Range (1)
 
Weighted Average Stated Rate
 
Scheduled Principal (2)
 
Balloon
 
Total
2016
37

 
97

 
5.28%-6.59%
 
6.08
%
 
$
1,240

 
$
183,284

 
$
184,524

2017
89

 
224

 
5.51%-6.62%
 
5.80
%
 
4,712

 
706,455

 
711,167

2018
12

 
93

 
3.90%-5.14%
 
4.72
%
 
671

 
119,537

 
120,208

2019
12

 
16

 
3.90%-4.61%
 
4.04
%
 

 
49,500

 
49,500

2020

 

 
 

 

 

 

Thereafter
6

 
100

 
4.67%-6.00%
 
5.35
%
 
34,717

 
240,380

 
275,097

Total
156

 
530

 

 
5.58
%
 
41,340

 
1,299,156

 
1,340,496

(1) The interest rate for variable-rate loans reflects the current hedged fixed rate.
(2) Excluding loans maturing in 2016, the scheduled principal will amortize subsequent to December 31, 2015 until the maturity date of the loans.

CMBS Liquidity Matters

During the second quarter of 2015, we posted two letters of credit aggregating approximately $18.0 million to replace reserves previously held in a lender-controlled/managed account for a certain CMBS loan. The reserve balance included an $8.0 million Additional Collateral Deposit requirement following an amended loan agreement in 2012. The remaining balance consisted primarily of Excess Cash reserves held as additional deposited collateral when certain financial performance covenants of the tenant were not achieved beginning in September 2013. During 2015, certain loan covenants permitting the borrower to terminate the cash sweep trigger event period were achieved and the long-term debt of the Corporation was rated at or above "BB" by S&P. As a result, the servicer allows future Excess Cash to be disbursed to us and the letter of credit pertaining to the Excess Cash reserves was canceled. Furthermore, following the termination of the cash sweep triggering event, the Corporation no longer must guarantee Excess Cash of approximately $15.0 million as previously required.

As of December 31, 2015, we are in default on four separate CMBS loans due to the underperformance of the properties securing these loans. The wholly-owned special purpose entities subject to these mortgage loans are separate legal entities and the sole owner of their assets and responsible for their liabilities. The aggregate outstanding principal balance of these loans, including capitalized interest, totaled $81.5 million. We believe the value of these properties is less than the related debt. As a result, we have notified the lenders of each special purpose entity that we anticipate either surrendering these properties to the lenders or selling them in certain instances in exchange for relieving the indebtedness, including any accrued interest, encumbering them. In February 2016, two properties within the education industry with a net book value of $19.9 million were sold. Under the direction of the lender, net sales proceeds of $14.9 million and $0.7 million of restricted cash was applied to reduce $13.6 million of principal and all of the accrued interest outstanding as of December 31, 2015.


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The following table provides key elements of the defaulted mortgage loans (dollars in thousands):
Industry
Properties
 
Net Book Value
 
Monthly Base Rent
 
Pre-Default Outstanding Principal
 
Capitalized Interest (1)
 
Total Debt Outstanding
 
Restricted Cash (2)
 
Stated Rate
 
Default Rate
 
Accrued Interest (1)
Drug Stores / Pharmacies
1

 
$
1,003

 
$

 
$
1,197

 
$
173

 
$
1,370

 
$
73

 
5.67
%
 
9.67
%
 
$
12

Home Furnishings
1

 
3,250

 
36

 
12,357

 
2,245

 
14,602

 

 
6.88
%
 
10.88
%
 
44

Manufacturing
5

 
21,813

 
50

 
34,434

 
5,786

 
40,220

 
10,073

 
5.85
%
 
9.85
%
 
297

Education
3

 
21,074

 

 
25,284

 

 
25,284

 
2,205

 
5.26
%
 
10.26
%
 
2,024


10

 
$
47,140

 
$
86

 
$
73,272

 
$
8,204

 
$
81,476

 
$
12,351

 
5.82
%
(3) 
10.16
%
(3) 
$
2,377

(1) Interest capitalized to principal that remains unpaid.
(2) Represents restricted cash controlled by the lender that may be applied to reduce the outstanding principal balance.
(3) Weighted average interest rate.

Debt Maturities
Future principal payments due on our various types of debt outstanding as of December 31, 2015 (in thousands):
 
Total
 
2016
 
2017
 
2018
 
2019
 
2020
 
Thereafter
Term Loan
$
325,000

 
$

 
$

 
$
325,000

 
$

 
$

 
$

Master Trust Notes
1,692,094

 
19,388

 
21,893

 
163,262

 
40,420

 
448,202

 
998,929

CMBS - fixed-rate (1)
1,360,215

 
272,536

 
711,904

 
61,632

 
53,405

 
4,100

 
256,638

CMBS - variable-rate
61,758

 

 

 
61,758

 

 

 

Convertible Notes
747,500

 

 

 

 
402,500

 

 
345,000

 
$
4,186,567

 
$
291,924

 
$
733,797

 
$
611,652

 
$
496,325

 
$
452,302

 
$
1,600,567

(1) The CMBS - fixed-rate payment balance in 2016 includes $81.5 million, including $8.2 million of capitalized interest, for the acceleration of principal payable following an event of default under 4 separate CMBS loans with stated maturities in 2015 and 2017.
Contractual Obligations
The following table provides information with respect to our commitments as well as potential acquisitions under contract as of December 31, 2015, the table does not reflect available debt extensions (in thousands):
 
 
Payment due by period
 
 
 
 
 
 
 
 
 
 
More than
 
 
 
 
Less than 1
 
1-3 years
 
3-5 years
 
5 years
Contractual Obligations
 
Total
 
Year (2016)
 
(2017-2018)
 
(2019-2020)
 
(after 2020)
Debt - Principal
 
$
4,186,567

 
$
291,924

 
$
1,345,449

 
$
948,627

 
$
1,600,567

Debt - Interest (1)
 
856,563

 
186,301

 
289,988

 
199,065

 
181,209

Acquisitions Under Contract (2)
 
34,485

 
34,485

 

 

 

Capital Improvements
 
3,922

 
3,922

 

 

 

Operating Lease Obligations
 
23,799

 
1,813

 
3,845

 
3,965

 
14,176

Total
 
$
5,105,336

 
$
518,445

 
$
1,639,282

 
$
1,151,657

 
$
1,795,952

(1) Excludes interest on defaulted mortgage loans.
(2) Contracts contain standard cancellation clauses contingent on results of due diligence.
(3) Debt - Interest has been calculated based on outstanding balances as of December 31, 2015 through their respective maturity dates and includes the impact of interest rates swaps executed to fix floating rate indebtedness and excludes unamortized non-cash deferred financing costs of $41.6 million, unamortized debt discount of $52.2 million and any interest due on defaulted mortgage loans, including $2.4 million accrued as of December 31, 2015.
Distribution Policy
Distributions from our current or accumulated earnings and profits are generally classified as ordinary income, whereas distributions in excess of our current and accumulated earnings and profits, to the extent of a stockholder’s federal

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income tax basis in our common stock, are generally classified as a return of capital. Distributions in excess of a stockholder’s federal income tax basis in our common stock are generally characterized as capital gain.
We are required to distribute 90% of our taxable income (subject to certain adjustments and excluding net capital gain) on an annual basis to maintain qualification as a REIT for federal income tax purposes and are required to pay federal income tax at regular corporate rates to the extent we distribute less than 100% of our taxable income (including capital gains).
We intend to make distributions that will enable us to meet the distribution requirements applicable to REITs and to eliminate or minimize our obligation to pay corporate-level federal income and excise taxes.

Any distributions will be at the sole discretion of our board of directors, and their form, timing and amount, if any, will depend upon a number of factors, including our actual and projected results of operations, FFO, liquidity, cash flows and financial condition, the revenue we actually receive from our properties, our operating expenses, our debt service requirements, our capital expenditures, prohibitions and other limitations under our financing arrangements, our REIT taxable income, the annual REIT distribution requirements, applicable law and such other factors as our board of directors deems relevant.

Cash Flows

Comparison of Years Ended December 31, 2015 and 2014

The following table presents a summary of our cash flows for the years ended December 31, 2015 and 2014 (in thousands):
 
Years Ended
 
December 31,
 
2015
 
2014
 
Change
Net cash provided by operating activities
$
371,986

 
$
218,571

 
$
153,415

Net cash used in investing activities
(385,696
)
 
(878,030
)
 
492,334

Net cash (used in) provided by financing activities
(140,681
)
 
769,052

 
(909,733
)
Net (decrease) increase in cash and cash equivalents
$
(154,391
)
 
$
109,593

 
$
(263,984
)

As of December 31, 2015, we had $21.8 million of cash and cash equivalents as compared to $176.2 million as of December 31, 2014.
Operating Activities
Our cash flows from operating activities are primarily dependent upon the occupancy level of our portfolio, the rental rates specified in our leases, the collectability of rent and the level of our operating expenses and other general and administrative costs.
The increase in net cash provided by operating activities was primarily attributable to an increase in cash revenue of $56.5 million, a decrease in debt extinguishment costs of $51.5 million, net changes in operating assets and liabilities of $35.8 million and prior year restructuring charges related to our Exchange Offer of $13.0 million.

The increase in revenue was primarily attributable to the acquisition of 232 properties, representing a gross investment in real estate during the year ended December 31, 2015 totaling $889.2 million partially offset by the disposition of 110 properties during the same period with a real estate investment value of $541.0 million.

Investing Activities
Cash used in investing activities is generally used to fund property acquisitions, for investments in loans receivable and, to a limited extent, for capital expenditures. Cash provided by investing activities generally relates to the disposition of real estate and other assets.
Net cash used in investing activities during 2015 included $876.0 million to fund the acquisition of 232 properties (114 of which were acquired through a $276.1 million non-cash 1031 Exchange) and capitalized real estate expenditures of $10.3 million partially offset by cash proceeds of $496.6 million from the disposition of 110 properties (44 of which were disposed of through a $315.9 million non-cash 1031 Exchange). Net cash used in investing activities also included

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investment in loans receivable of $4.0 million partially offset by the release of sales proceeds from restricted cash accounts of $41.0 million and collections of principal on loans receivable and real estate assets under direct financing leases totaling $6.8 million.

During the same period in 2014, net cash used in investing activities included $958.0 million to fund the acquisition of 361 properties (16 of which were acquired through a $26.7 million non-cash 1031 Exchange) and capitalized real estate expenditures of $5.1 million partially offset by cash proceeds of $110.2 million from the disposition of 38 properties (2 of which were disposed of through a $5.9 million non-cash 1031 Exchange). Net cash used in investing activities also included transfers of sales proceeds to restricted cash accounts of $52.0 million partially offset by collections of principal on loans receivable and real estate assets under direct financing leases totaling $6.1 million.

Financing Activities
Generally, our net cash (used in) provided by financing activities is impacted by our net borrowings and common stock offerings, including sales of our common stock under our ATM Program, common stock offerings, borrowings under our Revolving Credit Facilities and Term Loan, and issuances of net-lease mortgage notes under our Spirit Master Funding Program.

Net cash used in financing activities during 2015 was primarily attributable to repayment of our indebtedness of $512.5 million, the payment of dividends to equity owners of $292.3 million, both of which were paid primarily through sources from our operating cash flows, and net repayments under our Revolving Credit Facilities of $15.2 million. These amounts were partially offset by the issuance and sale of 23.0 million shares of our common stock in an underwritten public offering and the sale of 6.6 million shares of our common stock under our ATM Program for aggregate net proceeds of $347.2 million and borrowings under our Term Loan of $325.0 million.

Net cash provided by financing activities during 2014 was attributable to our concurrent Convertible Notes and common stock offerings, sales of our common stock under our ATM Program and the net-lease mortgage notes issuance under our Spirit Master Funding Program in November 2014. Collectively these transactions raised approximately $1.7 billion in gross proceeds, net of common stock offering costs. The capital raised was used mostly to extinguish $583.8 million of our indebtedness, repay the amounts drawn against the 2013 Credit Facility and to fund certain acquisitions. Our net borrowings and proceeds from the issuance of common stock during the period were partially offset by $255.8 million for the payment of dividends to equity owners, which was paid primarily through sources from our operating cash flows.

Comparison of Years Ended December 31, 2014 and 2013
The following table presents a summary of our cash flows for the years ended December 31, 2014 and 2013 (in thousands):
 
Years Ended
 
December 31,
 
2014
 
2013
 
Change
Net cash provided by operating activities
$
218,571

 
$
138,104

 
$
80,467

Net cash used in investing activities
(878,030
)
 
(159,593
)
 
(718,437
)
Net cash provided by financing activities
769,052

 
14,509

 
754,543

Net increase (decrease) in cash and cash equivalents
$
109,593

 
$
(6,980
)
 
$
116,573

As of December 31, 2014, we had $176.2 million of cash and cash equivalents as compared to $66.6 million as of December 31, 2013.
Operating Activities
The increase in net cash provided by operating activities was primarily attributable to an increase in cash revenue of $181.1 million and $56.6 million of Merger costs paid in 2013 partially offset by increases in cash paid for interest of $54.1 million and cash paid for the extinguishment of certain debt of $59.2 million, $12.3 million of finance restructuring costs related to our Exchange Offer and $10.9 million in higher property costs. The balance of the cash flow change is attributable to changes in operating assets and liabilities.
The increase to both revenue and cash paid for interest during the year ended December 31, 2014 is partly attributable to our Merger in the third quarter of 2013. As a result of the Merger, we added 747 properties and 69 secured mortgage

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loans to our portfolio and assumed $1.5 billion of mortgages and notes payable. Exclusive of the Merger, during the year ended December 31, 2014, we invested $971.7 million in real estate, which further contributed to our increased operating revenue and issued $747.5 million of Convertible Notes during the second quarter of 2014 and $330.0 million of 2013 Notes in the fourth quarter of 2013, which increased the amount of cash paid for interest during the current period.
Investing Activities
The increase in net cash used in investing activities during 2014 included $936.4 million to fund the acquisition of 361 properties and transfers of sales proceeds to restricted cash accounts of $52.0 million, partially offset by cash proceeds of $104.3 million from the disposition of 38 properties and collections of principal on loans receivable and real estate assets under direct financing leases totaling $6.1 million.
During the same period in 2013, net cash used in investing activities included $401.4 million to fund the acquisition of 194 properties, partially offset by cash proceeds of $205.8 million from the disposition of 21 properties, which includes $115.3 million from the sale of two multi-tenant properties acquired in the Merger, collections of principal on loans receivable totaling $15.3 million and transfers of sales proceeds from restricted cash accounts of $13.4 million. We also acquired $7.3 million of cash in connection with the Merger.

Financing Activities
Net cash provided by financing activities during the year ended December 31, 2014 was attributable to our concurrent Convertible Notes and common stock offerings, sales of our common stock under our ATM Program and the net-lease mortgage notes issuance under our Spirit Master Funding Program in November 2014. Collectively, these transactions raised approximately $1.7 billion in gross proceeds, net of common stock offering costs. The capital raised was used mostly to extinguish $583.8 million of our indebtedness, repay the amounts drawn against the 2013 Credit Facility and to fund certain acquisitions. Our net borrowings and proceeds from the issuance of common stock during the period were offset mostly by $255.8 million for the payment of dividends to equity owners, which was paid primarily through sources from our operating cash flows.
During the same period in 2013, financing activities can be attributed primarily to our Merger, which included net new borrowing proceeds of $203.7 million reduced by debt issuance costs, lender consent fees and escrow deposit requirements totaling $50.7 million and $136.1 million of dividends paid to our stockholders. The net new borrowing proceeds were used primarily to fund new acquisitions, pay Merger-related costs, and other general corporate expenses.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk
We are exposed to financial market risks, especially interest rate risk. Interest rates and other factors, such as occupancy, rental rates and the financial condition of our tenants, influence our performance more so than does inflation. Changes in interest rates do not necessarily correlate with inflation rates or changes in inflation rates. As described above, we generally offer leases that provide for payments of base rent with scheduled increases, based on a fixed amount or the lesser of a multiple of the increase in the CPI over a specified period term or fixed percentage and, to a lesser extent, contingent rent based on a percentage of the tenant’s gross sales to help mitigate the effect of inflation. Because the properties in our portfolio are generally leased to tenants under triple-net leases, where the tenant is responsible for property operating costs and expenses, our exposure to rising property operating costs due to inflation is mitigated.
Interest rates are highly sensitive to many factors, including governmental monetary policies, domestic and global economic and political conditions, and other factors which are beyond our control. Our operating results will depend heavily on the difference between the revenue from our assets and the interest expense incurred on our borrowings. We may incur additional variable rate debt in the future, including amounts that we may borrow under our Revolving Credit Facilities and Term Loan. In addition, decreases in interest rates may lead to additional competition for the acquisition of real estate due to a reduction in desirable alternative income-producing investments. Increased competition for the acquisition of real estate may lead to a decrease in the yields on real estate we have targeted for acquisition. In such circumstances, if we are not able to offset the decrease in yields by obtaining lower interest costs on our borrowings, our results of operations will be adversely affected. Significant increases in interest rates may also have an adverse impact on our earnings if we are unable to acquire real estate with rental rates high enough to offset the increase in interest rates on our borrowings.

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In the event interest rates rise significantly or there is an economic downturn, defaults may increase and result in credit losses, which may adversely affect our liquidity and operating results. In a decreasing interest rate environment, borrowers are generally more likely to prepay their loans in order to obtain financing at lower interest rates. However, the vast majority of our mortgage notes payable have prepayment clauses that make refinancing during a decreasing interest rate environment uneconomical. Investments in our mortgage loans receivable, however, have significant prepayment protection in the form of yield maintenance provisions, which provide us with substantial yield protection in a decreasing interest rate environment with respect to this portion of our investment portfolio.

The objective of our interest rate risk management policy is to match fund fixed-rate assets with fixed-rate liabilities. As of December 31, 2015, our assets were primarily long-term, fixed-rate leases (though most have scheduled rental increases during the terms of the leases). As of December 31, 2015, approximately $3.80 billion of our indebtedness consisted of long-term, fixed-rate obligations, consisting primarily of our Master Trust Notes, fixed-rate CMBS loans and Convertible Notes. As of December 31, 2015, the weighted average stated interest rate of fixed-rate obligations, excluding amortization of deferred financing costs and debt discounts/premiums, was approximately 4.99%. As of December 31, 2015, approximately $386.8 million of our indebtedness consisted of variable-rate obligations, consisting of our Term Loan and our hedged variable-rate CMBS loans. As of December 31, 2015, the weighted average stated interest rate of our variable-rate obligations, excluding amortization of deferred financing costs and debt discounts/premiums, was approximately 2.01%. If one-month LIBOR as of December 31, 2015 increased by 100 basis points, or 1.0%, the resulting increase in annual interest expense with respect to the $325.0 million outstanding under the Term Loan would impact our future earnings and cash flows by $3.3 million.
We intend to continue our practice of employing interest rate derivative contracts, such as interest rate swaps and futures, to reduce our exposure, on specific transactions or on a portfolio basis, to changes in cash flows as a result of interest rate changes. We do not intend to enter into derivative contracts for speculative or trading purposes. We generally intend to utilize derivative instruments to hedge interest rate risk on our liabilities and not use derivatives for other purposes, such as hedging asset-related risks. Hedging transactions, however, may generate income which is not qualified income for purposes of maintaining our REIT status. We intend to structure any hedging transactions in a manner that does not jeopardize our status as a REIT.
Even with hedging strategies in place, there can be no assurance that our results of operations will remain unaffected as a result of changes in interest rates. In addition, hedging transactions using derivative instruments involve additional risks such as counterparty credit risk and basis risk. Basis risk in a hedging contract occurs when the index upon which the contract is based is more or less variable than the index upon which the hedged asset or liability is based, thereby making the hedge less effective. We address basis risk by matching, to a reasonable extent, the contract index to the index upon which the hedged asset or liability is based. Our interest rate risk management policy addresses counterparty credit risk (the risk of nonperformance by counterparties) by requiring that we deal only with major financial institutions that we deem credit worthy.
The estimated fair values of our Revolving Credit Facilities, Term Loan, fixed-rate and variable-rate mortgages and notes payable and Convertible Notes have been derived based on market quotes for comparable instruments or discounted cash flow analysis using estimates of the amount and timing of future cash flows, market rates and credit spreads.
The following table discloses the fair value information for these financial instruments as of December 31, 2015 (in thousands):
 
Carrying
Value
 
Estimated
Fair Value
Term Loan, net (1)
$
322,902

 
$
338,366

Mortgages and notes payable, net (1)
3,079,787

 
3,220,239

Convertible Notes, net (1)
690,098

 
713,095

(1) The carrying value of the debt instruments are net of unamortized deferred financing costs and certain debt discounts/premiums.


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Item 8. Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of
Spirit Realty Capital, Inc.

We have audited Spirit Realty Capital, Inc.’s internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). Spirit Realty Capital, Inc.’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our report dated February 26, 2016, we expressed an unqualified opinion that Spirit Realty Capital, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on the COSO criteria. Management has subsequently determined that a deficiency in controls existed over the review of the accounting for real estate dispositions; specifically, the allocation of a portion of the Company’s goodwill to the carrying amount of assets sold or held for sale when determining the gain or loss on sale to be recognized for sold assets or the amount, if any, of impairment losses to be recognized for assets held for sale. Management has further concluded that such deficiency represented a material weakness as of December 31, 2015. As a result, management has revised its assessment, as presented in the accompanying Management’s Report on Internal Control Over Financial Reporting, to conclude that Spirit Realty Capital, Inc.’s internal control over financial reporting was not effective as of December 31, 2015. Accordingly, our present opinion on the effectiveness of Spirit Realty Capital, Inc.’s internal control over financial reporting as of December 31, 2015, as expressed herein, is different from that expressed in our previous report.
A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. The following material weakness has been identified and included in management’s assessment. Management has identified a material weakness in controls related to the Company’s allocation of goodwill related to the disposal of assets and allocation of goodwill to assets held for sale in determining

79


impairment charges. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Spirit Realty Capital, Inc. as of December 31, 2015 and 2014, and the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2015. This material weakness was considered in determining the nature, timing and extent of audit tests applied in our audit of the 2015 consolidated financial statements, and this report does not affect our report dated February 26, 2016, except for the effects of the restatement described in Note 2, as to which the date is October 31, 2016, which expressed an unqualified opinion on those financial statements.
In our opinion, because of the effect of the material weakness described above on the achievement of the objectives of the control criteria, Spirit Realty Capital, Inc. has not maintained effective internal control over financial reporting as of December 31, 2015, based on the COSO criteria.




/s/ Ernst & Young LLP

Phoenix, Arizona
February 26, 2016 except for the effect of the material weakness described in the sixth paragraph above,
as to which the date is October 31, 2016




80


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


The Board of Directors and Stockholders of
Spirit Realty Capital, Inc.

We have audited the accompanying consolidated balance sheets of Spirit Realty Capital, Inc. as of December 31, 2015 and 2014, and the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2015. Our audits also included the financial statement schedules listed in the Index at Item 15(a). These financial statements and schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Spirit Realty Capital, Inc. at December 31, 2015 and 2014, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2015, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.
As discussed in Note 3 to the consolidated financial statements, in the first quarter of 2015 the Company changed its presentation of debt issuance costs as a result of the adoption of the amendments to the FASB Accounting Standards Codification resulting from Accounting Standards Update No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. Also, as discussed in Note 13 to the consolidated financial statements, in the first quarter of 2014 the Company changed its reporting of discontinued operations as a result of the adoption of the amendments to the FASB Accounting Standards Codification resulting from Accounting Standards Update No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.
As discussed in Note 2, the consolidated financial statements as of and for the year ended December 31, 2015, have been restated to allocate goodwill to the carrying amount of assets sold or assets held for sale which met the definition of a business under U.S. generally accepted accounting principles, in order to determine gain or loss on disposition of assets or impairment losses recognized on assets held for sale.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Spirit Realty Capital, Inc.’s internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 26, 2016, except for the effects of the material weakness described in the sixth paragraph of that report, as to which the date is October 31, 2016, expressed an adverse opinion thereon.



/s/ Ernst & Young LLP

Phoenix, Arizona
February 26, 2016 except for the effects of the restatement described in Note 2,
as to which the date is October 31, 2016


81


SPIRIT REALTY CAPITAL, INC.
Consolidated Balance Sheets (As Restated, see Note 2)
(In Thousands, Except Share and Per Share Data)

 
December 31,
2015
 
December 31,
2014
 
(Restated)
 
(Restated)
Assets



Investments:



Real estate investments:



Land and improvements
$
2,710,888


$
2,614,630

Buildings and improvements
4,816,481


4,579,166

Total real estate investments
7,527,369


7,193,796

Less: accumulated depreciation
(860,954
)

(752,210
)

6,666,415


6,441,586

Loans receivable, net
104,003


109,425

Intangible lease assets, net
526,718


590,073

Real estate assets under direct financing leases, net
44,324


56,564

Real estate assets held for sale, net
84,259


119,046

Net investments
7,425,719


7,316,694

Cash and cash equivalents
21,790


176,181

Deferred costs and other assets, net
179,180


185,507

Goodwill
264,350


285,848

Total assets
$
7,891,039


$
7,964,230





Liabilities and stockholders’ equity



Liabilities:



Revolving Credit Facilities
$


$
15,114

Term Loan, net
322,902



Mortgages and notes payable, net
3,079,787


3,629,998

Convertible Notes, net
690,098


678,190

Total debt, net
4,092,787


4,323,302

Intangible lease liabilities, net
193,903


205,968

Accounts payable, accrued expenses and other liabilities
142,475


123,298

Total liabilities
4,429,165


4,652,568

Commitments and contingencies (see Note 10)





Stockholders’ equity:



Common stock, $0.01 par value, 750,000,000 shares authorized: 441,819,964 shares and 411,350,440 shares issued and outstanding at December 31, 2015 and December 31, 2014, respectively
4,418


4,113

Capital in excess of par value
4,721,323


4,361,320

Accumulated deficit
(1,262,839
)

(1,052,688
)
Accumulated other comprehensive loss
(1,028
)

(1,083
)
Total stockholders’ equity
3,461,874


3,311,662

Total liabilities and stockholders’ equity
$
7,891,039


$
7,964,230

See accompanying notes.


82


SPIRIT REALTY CAPITAL, INC.
Consolidated Statements of Operations (As Restated, see Note 2)
(In Thousands, Except Share and Per Share Data)



 
Years Ended December 31,
 
2015
 
2014
 
2013
 
(Restated)
 
(Restated)
 
(Restated)
Revenues:
 
 
 
 
 
Rentals
$
634,151

 
$
574,456

 
$
404,402

Interest income on loans receivable
6,948

 
7,239

 
5,928

Earned income from direct financing leases
3,024

 
3,343

 
1,572

Tenant reimbursement income
15,952

 
13,085

 
5,637

Other income and interest from real estate transactions
7,260

 
4,748

 
1,928

Total revenues
667,335

 
602,871

 
419,467

Expenses:
 
 
 
 
 
General and administrative
47,730

 
42,637

 
35,146

Restructuring charges
7,056

 

 

Finance restructuring costs

 
13,022

 
717

Merger costs

 

 
56,644

Property costs
27,715

 
23,383

 
11,760

Real estate acquisition costs
2,739

 
3,631

 
1,718

Interest
222,901

 
220,070

 
179,267

Depreciation and amortization
260,633

 
247,966

 
164,054

Impairments (recoveries)
70,695

 
37,598

 
(185
)
Total expenses
639,469

 
588,307

 
449,121

Income (loss) from continuing operations before other expense and income tax expense
27,866

 
14,564

 
(29,654
)
Other expense:
 
 
 
 
 
Loss on debt extinguishment
(3,162
)
 
(64,750
)
 
(2,405
)
Total other expense
(3,162
)
 
(64,750
)
 
(2,405
)
Income (loss) from continuing operations before income tax expense
24,704

 
(50,186
)
 
(32,059
)
Income tax expense
(601
)
 
(673
)
 
(1,113
)
Income (loss) from continuing operations
24,103

 
(50,859
)
 
(33,172
)
Discontinued operations:
 
 
 
 
 
Income (loss) from discontinued operations
98

 
3,368

 
(4,530
)
Gain on disposition of assets
590

 
325

 
36,086

Income from discontinued operations
688

 
3,693

 
31,556

Income (loss) before gain on disposition of assets
24,791

 
(47,166
)
 
(1,616
)
Gain on disposition of assets
68,421

 
10,221

 

Net income (loss) attributable to common stockholders
$
93,212

 
$
(36,945
)
 
$
(1,616
)
Net income (loss) per share of common stock—basic:
 
 
 
 
 
Continuing operations
$
0.21

 
$
(0.11
)
 
$
(0.14
)
Discontinued operations

 
0.01

 
0.13

Net income (loss) per share attributable to common stockholders—basic
$
0.21

 
$
(0.10
)
 
$
(0.01
)
Net income (loss) per share of common stock—diluted:
 
 
 
 
 
Continuing operations
$
0.21

 
$
(0.11
)
 
$
(0.14
)
Discontinued operations

 
0.01

 
0.13

Net income (loss) per share attributable to common stockholders—diluted
$
0.21

 
$
(0.10
)
 
$
(0.01
)
Weighted average shares of common stock outstanding:
 
 
 
 
 
Basic
432,222,953

 
386,809,746

 
255,020,565

Diluted
432,545,625

 
386,809,746

 
255,020,565

See accompanying notes.

83


SPIRIT REALTY CAPITAL, INC.
Consolidated Statements of Comprehensive Income (Loss) (As Restated, see Note 2)
(In Thousands)

 
Years Ended December 31,
 
2015
 
2014
 
2013
 
(Restated)
 
(Restated)
 
(Restated)
Net income (loss) attributable to common stockholders
$
93,212

 
$
(36,945
)
 
$
(1,616
)
Other comprehensive income (loss):
 
 
 
 
 
Change in net unrealized losses on cash flow hedges
(1,190
)
 
(1,760
)
 
(314
)
Net cash flow hedge losses reclassified to operations
1,245

 
1,315

 
447

Total comprehensive income (loss)
$
93,267

 
$
(37,390
)
 
$
(1,483
)
See accompanying notes.


84


SPIRIT REALTY CAPITAL, INC.
Consolidated Statements of Stockholders’ Equity (As Restated, see Note 2)
(In Thousands, Except Share Data)

 
Common Stock
 
Accumulated
Deficit
 
 
 
Total
Stockholders’
Equity
 
Shares
 
Par 
Value
 
Capital in
Excess of
Par Value
 
 
AOCL
 
Balances, December 31, 2012
161,625,144

 
$
1,616

 
$
1,827,632

 
$
(575,034
)
 
$
(771
)
 
$
1,253,443

Common shares issued in connection with merger
208,570,007

 
2,086

 
2,023,426

 

 

 
2,025,512

Net loss (Restated)

 

 

 
(1,616
)
 

 
(1,616
)
Other comprehensive income

 

 

 

 
133

 
133

Dividends declared on common stock

 

 

 
(169,395
)
 

 
(169,395
)
Repurchase of shares of common stock
(206,762
)
 
(2
)
 

 
(1,940
)
 

 
(1,942
)
Stock-based compensation, net
375,414

 
4

 
8,765

 
(163
)
 

 
8,606

Balances, December 31, 2013 (Restated)
370,363,803

 
3,704

 
3,859,823

 
(748,148
)
 
(638
)
 
3,114,741

Net loss (Restated)

 

 

 
(36,945
)
 

 
(36,945
)
Other comprehensive loss

 

 

 

 
(445
)
 
(445
)
Dividends declared on common stock

 

 

 
(264,113
)
 

 
(264,113
)
Repurchase of shares of common stock
(266,837
)
 
(3
)
 

 
(2,917
)
 

 
(2,920
)
Issuance of shares of common stock, net
40,808,577

 
408

 
434,576

 

 

 
434,984

Embedded conversion premium of Convertible Notes, net

 

 
55,131

 

 

 
55,131

Exercise of stock options
20,000

 

 
183

 

 

 
183

Stock-based compensation, net
424,897

 
4

 
11,607

 
(565
)
 

 
11,046

Balances, December 31, 2014 (Restated)
411,350,440

 
4,113

 
4,361,320

 
(1,052,688
)
 
(1,083
)
 
3,311,662

Net income (Restated)

 

 

 
93,212

 

 
93,212

Other comprehensive income

 

 

 

 
55

 
55

Dividends declared on common stock

 

 

 
(298,531
)
 

 
(298,531
)
Repurchase of shares of common stock
(426,158
)
 
(4
)
 

 
(4,268
)
 

 
(4,272
)
Issuance of shares of common stock, net
29,610,100

 
296

 
346,915

 

 

 
347,211

Exercise of stock options
5,000

 

 
46

 

 

 
46

Stock-based compensation, net
1,280,582

 
13

 
13,042

 
(564
)
 

 
12,491

Balances, December 31, 2015 (Restated)
441,819,964

 
$
4,418

 
$
4,721,323

 
$
(1,262,839
)
 
$
(1,028
)
 
$
3,461,874

See accompanying notes.

85

SPIRIT REALTY CAPITAL, INC.
Consolidated Statements of Cash Flows (As Restated/Revised, see Note 2)
(In Thousands)


 
Years Ended December 31,
 
2015
 
2014
 
2013
 
(Restated)
 
(Restated)
 
(Restated)
Operating activities
 
 
 
 
 
Net income (loss) attributable to common stockholders
$
93,212

 
$
(36,945
)
 
$
(1,616
)
Adjustments to reconcile net income (loss) attributable to common stockholders to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
260,633

 
247,966

 
167,599

Impairments
70,729

 
38,015

 
9,402

Amortization of deferred financing costs
7,937

 
5,899

 
13,188

Derivative net settlements, amortization and terminations
(132
)
 
(114
)
 
(665
)
Amortization of debt discounts (premium)
2,322

 
(849
)
 
4,653

Stock-based compensation expense
13,321

 
11,346

 
8,769

Loss on debt extinguishment, net
3,162

 
64,750

 
1,377

Debt extinguishment costs
(8,112
)
 
(59,576
)
 

Gains on dispositions of real estate and other assets, net
(69,011
)
 
(10,546
)
 
(36,334
)
Non-cash revenue
(20,930
)
 
(16,732
)
 
(18,755
)
Other
151

 
(1,355
)
 
(53
)
Changes in operating assets and liabilities:
 
 
 
 
 
Deferred costs and other assets, net
(604
)
 
(25,466
)
 
(7,255
)
Accounts payable, accrued expenses and other liabilities
13,382

 
2,178

 
(2,206
)
Accrued restructuring charges
5,926

 

 

Net cash provided by operating activities
371,986

 
218,571

 
138,104

Investing activities
 
 
 
 
 
Acquisitions of real estate
(875,983
)
 
(958,038
)
 
(408,436
)
Capitalized real estate expenditures
(10,269
)
 
(5,087
)
 
(13,169
)
Investments in loans receivable
(4,020
)
 

 

Collections of principal on loans receivable and real estate assets under direct financing leases
6,822

 
6,085

 
15,260

Proceeds from dispositions of real estate and other assets
496,646

 
110,185

 
246,783

Cash acquired in connection with merger

 

 
7,347

Transfers of net sales proceeds (to) from restricted accounts pursuant to 1031 Exchanges
(39,869
)
 
20,784

 
(20,784
)
Transfers of net sales proceeds from (to) Master Trust Release
40,977

 
(51,959
)
 
13,406

Net cash used in investing activities
(385,696
)
 
(878,030
)
 
(159,593
)

86

SPIRIT REALTY CAPITAL, INC.
Consolidated Statements of Cash Flows (As Restated/Revised, see Note 2)
(In Thousands)


 
Years Ended December 31,
 
2015
 
2014
 
2013
 
(Restated)
 
(Restated)
 
(Restated)
Financing activities
 
 
 
 
 
Borrowings under Revolving Credit Facilities
798,000

 
875,722

 
386,705

Repayments under Revolving Credit Facilities
(813,181
)
 
(895,661
)
 
(351,585
)
Repayment of line of credit previously belonging to Cole II

 

 
(324,111
)
Borrowings under mortgages and notes payable

 
518,846

 
620,290

Repayments under mortgages and notes payable
(512,486
)
 
(610,973
)
 
(127,572
)
Borrowings under Convertible Notes

 
747,500

 

Borrowings under Term Loan
325,000

 

 

Deferred financing costs
(6,150
)
 
(30,772
)
 
(34,399
)
Proceeds from issuance of common stock, net of offering costs
347,211

 
434,984

 
(518
)
Offering costs paid on equity component of Convertible Notes

 
(1,609
)
 

Purchase of shares of common stock
(4,272
)
 
(2,920
)
 
(1,942
)
Consent fees paid to lenders

 

 
(5,449
)
Proceeds from exercise of stock options
46

 
183

 

Dividends paid/distributions to equity owners
(292,262
)
 
(255,771
)
 
(136,091
)
Transfers to (from) reserve/escrow deposits with lenders
17,413

 
(10,477
)
 
(10,819
)
Net cash (used in) provided by financing activities
(140,681
)
 
769,052

 
14,509

Net (decrease) increase in cash and cash equivalents
(154,391
)
 
109,593

 
(6,980
)
Cash and cash equivalents, beginning of period
176,181

 
66,588

 
73,568

Cash and cash equivalents, end of period
$
21,790

 
$
176,181

 
$
66,588

See accompanying notes.

87


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements
December 31, 2015


Note 1. Organization
Company Organization and Operations
The Company operates as a self-administered and self-managed REIT that seeks to generate and deliver sustainable and attractive returns for stockholders by investing primarily in and managing a portfolio of single-tenant, operationally essential real estate throughout the U.S. that is generally leased on a long-term, triple-net basis to tenants operating within predominantly retail, but also office and industrial property types. Single tenant, operationally essential real estate generally refers to free-standing, commercial real estate facilities where tenants conduct activities that are essential to the generation of their sales and profits.

The Company began operations through a predecessor legal entity in 2003. The Company became a public company in December 2004 and was subsequently taken private in August 2007 by a consortium of private investors. On September 25, 2012, the Company completed an IPO of 33.35 million shares of common stock (including shares issued on October 1, 2012 pursuant to the underwriters’ option to purchase additional shares).

On July 17, 2013, the Company completed the acquisition of Cole II through a transaction in which the Company's prior legal entity merged into the Cole II legal entity, and the Company's board of directors (including two additional members designated by Cole II) and executive team managed the surviving entity, which was renamed Spirit Realty Capital, Inc. As a result, Cole II was the "legal acquirer" in the Merger for certain legal and regulatory matters and the Corporation was deemed the "accounting acquirer" in the Merger for accounting and financial reporting purposes including the accompanying consolidated financial statements.
The Company’s operations are generally carried out through the Operating Partnership. OP Holdings, one of the Corporation's wholly-owned subsidiaries, is the sole general partner and owns 1.0% of the Operating Partnership. The Corporation and a wholly-owned subsidiary are the only limited partners and together own the remaining 99.0% of the Operating Partnership.

Note 2. Restatement
The restatement of the Company's audited consolidated financial statements results from the Company's subsequent accounting for goodwill resulting from the Cole II Merger. Previously, the Company did not allocate goodwill to the disposal of real estate assets or held for sale real estate assets that met the definition of a business under GAAP, as required by ASC 350 “Intangibles - Goodwill and Other” in order to determine gain on disposition of assets or impairments, if any, respectively.
For the disposal of real estate assets that constituted a business, goodwill and gain on disposition of assets both should have been reduced by the proportionate amount of goodwill allocated to each disposed real estate asset. The amount of goodwill allocated is derived as the proportionate fair value of the real estate considered to be a business under GAAP at the time of sale to the fair value of the Company’s reporting unit. As a result, the restated consolidated balance sheet includes a reduction to goodwill of $27.1 million at December 31, 2015 and the restated consolidated statement of operations includes a reduction to gain on disposition of assets of $20.6 million for the year ended December 31, 2015. The restated consolidated balance sheet includes a reduction to goodwill of $5.6 million at December 31, 2014 and the restated consolidated statement of operations includes a reduction to gain on disposition of assets of $3.2 million and $0.8 million for the years ended December 31, 2014 and 2013, respectively.
Further, in evaluating the impairment on held for sale real estate assets considered to be a business under GAAP, the proportionate amount of goodwill attributable to the real estate asset held for sale should be considered in determining the amount of impairment, if any. The amount of goodwill attributed is derived as the proportionate fair value of the real estate asset considered to be a business under GAAP held for sale at measurement date to the fair value of the Company’s reporting unit. As a result, the restated consolidated balance sheet includes a reduction to real estate assets held for sale, net of $0.9 million at December 31, 2015 and the restated consolidated statement of operations includes an increase to impairments of $1.0 million for the year ended December 31, 2015. The restated consolidated balance sheet includes a reduction to real estate assets held for sale, net of $0.9 million at December 31, 2014 and

88


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015


the restated consolidated statement of operations includes an increase to impairments of $1.6 million for the year ended December 31, 2014 and an increase to loss from discontinued operations of $2.5 million for the year ended December 31, 2013.
As part of its restatement, the Company also identified one other immaterial error affecting the consolidated financial statements as of and for the year ended December 31, 2014. The Company recorded an increase to goodwill of $1.6 million in the restated consolidated balance sheet as of December 31, 2014 and recorded a decrease of $1.6 million to general and administrative expense in the restated consolidated statement of operations for the year ended December 31, 2014 to correct the presentation of account receivable balances acquired in the Cole II Merger as an increase to goodwill from the merger instead of a bad debt expense included in general and administrative expense based on facts that existed at the acquisition date.
The consolidated financial statements included in this Form 10-K/A have been restated as of December 31, 2015, 2014 and 2013 and for the years then ended to reflect the adjustments described above. The following statements present the effect of the restatement on (i) the Company's consolidated balance sheets at December 31, 2015 and December 31, 2014, (ii) the Company's consolidated statements of operations for the years ended December 31, 2015, 2014 and 2013 and (iii) the Company's consolidated statements of cash flows for the years ended December 31, 2015, 2014 and 2013. The Company did not present a summary of the effect of the restatement on the consolidated statement of stockholders' equity for any of the above referenced periods because the impact to stockholders' equity is reflected below in the restated consolidated balance sheets. The Company did not present a summary of the effect of the restatement on the consolidated statements of comprehensive income (loss) for any of the above referenced periods because the impact to net income (loss) is reflected below in the restated consolidated statements of operations and the restatement adjustments did not affect any other component of comprehensive income (loss).




















89


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated balance sheet as previously reported, restatement adjustments and the consolidated balance sheet as restated at December 31, 2015 (in thousands, except per share data):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Assets
 
 
 
 
 
Investments:
 
 
 
 
 
Real estate investments:
 
 
 
 
 
Land and improvements
$
2,710,888

 
$

 
$
2,710,888

Buildings and improvements
4,816,481

 

 
4,816,481

Total real estate investments
7,527,369

 

 
7,527,369

Less: accumulated depreciation
(860,954
)
 

 
(860,954
)
 
6,666,415

 

 
6,666,415

Loans receivable, net
104,003

 

 
104,003

Intangible lease assets, net
526,718

 

 
526,718

Real estate assets under direct financing leases, net
44,324

 

 
44,324

Real estate assets held for sale, net
85,145

 
(886
)
 
84,259

Net investments
7,426,605

 
(886
)
 
7,425,719

Cash and cash equivalents
21,790

 

 
21,790

Deferred costs and other assets, net
179,180

 

 
179,180

Goodwill
291,421

 
(27,071
)
 
264,350

Total assets
$
7,918,996

 
$
(27,957
)
 
$
7,891,039

Liabilities and stockholders’ equity
 
 
 
 
 
Liabilities:
 
 
 
 
 
Revolving Credit Facilities
$

 
$

 
$

Term Loan, net
322,902

 

 
322,902

Mortgages and notes payable, net
3,079,787

 

 
3,079,787

Convertible Notes, net
690,098

 

 
690,098

Total debt, net
4,092,787

 

 
4,092,787

Intangible lease liabilities, net
193,903

 

 
193,903

Accounts payable, accrued expenses and other liabilities
142,475

 

 
142,475

Total liabilities
4,429,165

 

 
4,429,165

Commitments and contingencies (see Note 10)


 


 


Stockholders’ equity:
 
 
 
 
 
Common stock, $0.01 par value
4,418

 

 
4,418

Capital in excess of par value
4,721,323

 

 
4,721,323

Accumulated deficit
(1,234,882
)
 
(27,957
)
 
(1,262,839
)
Accumulated other comprehensive loss
(1,028
)
 

 
(1,028
)
Total stockholders’ equity
3,489,831

 
(27,957
)
 
3,461,874

Total liabilities and stockholders’ equity
$
7,918,996

 
$
(27,957
)
 
$
7,891,039






90


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated balance sheet as previously reported, restatement adjustments and the consolidated balance sheet as restated at December 31, 2014 (in thousands except per share data):
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Assets
 
 
 
 
 
 
Investments:
 
 
 
 
 
 
Real estate investments:
 
 
 
 
 
 
Land and improvements
 
$
2,614,630

 
$

 
$
2,614,630

Buildings and improvements
 
4,579,166

 

 
4,579,166

Total real estate investments
 
7,193,796

 

 
7,193,796

Less: accumulated depreciation
 
(752,210
)
 

 
(752,210
)
 
 
6,441,586

 

 
6,441,586

Loans receivable, net
 
109,425

 

 
109,425

Intangible lease assets, net
 
590,073

 

 
590,073

Real estate assets under direct financing leases, net
 
56,564

 

 
56,564

Real estate assets held for sale, net
 
119,912

 
(866
)
 
119,046

Net investments
 
7,317,560

 
(866
)
 
7,316,694

Cash and cash equivalents
 
176,181

 

 
176,181

Deferred costs and other assets, net
 
185,507

 

 
185,507

Goodwill
 
291,421

 
(5,573
)
 
285,848

Total assets
 
$
7,970,669

 
$
(6,439
)
 
$
7,964,230

Liabilities and stockholders’ equity
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
Revolving Credit Facilities
 
$
15,114

 
$

 
$
15,114

Term Loan, net
 

 

 

Mortgages and notes payable, net
 
3,629,998

 

 
3,629,998

Convertible Notes, net
 
678,190

 

 
678,190

Total debt, net
 
4,323,302

 

 
4,323,302

Intangible lease liabilities, net
 
205,968

 

 
205,968

Accounts payable, accrued expenses and other liabilities
 
123,298

 

 
123,298

Total liabilities
 
4,652,568

 

 
4,652,568

Commitments and contingencies (see Note 10)
 


 


 


Stockholders’ equity:
 
 
 
 
 
 
Common stock, $0.01 par value
 
4,113

 

 
4,113

Capital in excess of par value
 
4,361,320

 

 
4,361,320

Accumulated deficit
 
(1,046,249
)
 
(6,439
)
 
(1,052,688
)
Accumulated other comprehensive loss
 
(1,083
)
 

 
(1,083
)
Total stockholders’ equity
 
3,318,101

 
(6,439
)
 
3,311,662

Total liabilities and stockholders’ equity
 
$
7,970,669

 
$
(6,439
)
 
$
7,964,230





91


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated statement of operations as previously reported, restatement adjustments and the consolidated statement of operations as restated for the year ended December 31, 2015 (in thousands, except share and per share data):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Revenues:
 
 
 
 
 
Rentals
$
634,151

 
$

 
$
634,151

Interest income on loans receivable
6,948

 

 
6,948

Earned income from direct financing leases
3,024

 

 
3,024

Tenant reimbursement income
15,952

 

 
15,952

Other income and interest from real estate transactions
7,260

 

 
7,260

Total revenues
667,335

 

 
667,335

Expenses:
 
 
 
 
 
General and administrative
47,730

 

 
47,730

Restructuring charges
7,056

 

 
7,056

Property costs
27,715

 

 
27,715

Real estate acquisition costs
2,739

 

 
2,739

Interest
222,901

 

 
222,901

Depreciation and amortization
260,633

 

 
260,633

Impairments
69,734

 
961

 
70,695

Total expenses
638,508

 
961

 
639,469

Income from continuing operations before other expense and income tax expense
28,827

 
(961
)
 
27,866

Other expense:
 
 
 
 
 
Loss on debt extinguishment
(3,162
)
 

 
(3,162
)
Total other expense
(3,162
)
 

 
(3,162
)
Income from continuing operations before income tax expense
25,665

 
(961
)
 
24,704

Income tax expense
(601
)
 

 
(601
)
Income from continuing operations
25,064

 
(961
)
 
24,103

Discontinued operations:
 
 
 
 
 
Income from discontinued operations
98

 

 
98

Gain on disposition of assets
590

 

 
590

Income from discontinued operations
688

 

 
688

Income before gain on disposition of assets
25,752

 
(961
)
 
24,791

Gain on disposition of assets
88,978

 
(20,557
)
 
68,421

Net income attributable to common stockholders
$
114,730

 
$
(21,518
)
 
$
93,212

Net income per share of common stock—basic:
 
 
 
 
 
Continuing operations
$
0.26

 
$
(0.05
)
 
$
0.21

Discontinued operations

 

 

Net income per share attributable to common stockholders—basic
$
0.26

 
$
(0.05
)
 
$
0.21

Net income per share of common stock—diluted:
 
 
 
 
 
Continuing operations
$
0.26

 
$
(0.05
)
 
$
0.21

Discontinued operations

 

 

Net income per share attributable to common stockholders—diluted
$
0.26

 
$
(0.05
)
 
$
0.21

Weighted average shares of common stock outstanding:
 
 
 
 
 
Basic
432,222,953

 

 
432,222,953

Diluted
432,545,625

 

 
432,545,625


92


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated statement of operations as previously reported, restatement adjustments and the consolidated statement of operations as restated for the year ended December 31, 2014 (in thousands, except share and per share data):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Revenues:
 
 
 
 
 
Rentals
$
574,456

 
$

 
$
574,456

Interest income on loans receivable
7,239

 

 
7,239

Earned income from direct financing leases
3,343

 

 
3,343

Tenant reimbursement income
13,085

 

 
13,085

Other income and interest from real estate transactions
4,748

 

 
4,748

Total revenues
602,871

 

 
602,871

Expenses:
 
 
 
 
 
General and administrative
44,252

 
(1,615
)
 
42,637

Finance restructuring costs
13,022

 

 
13,022

Property costs
23,383

 

 
23,383

Real estate acquisition costs
3,631

 

 
3,631

Interest
220,070

 

 
220,070

Depreciation and amortization
247,966

 

 
247,966

Impairments
36,019

 
1,579

 
37,598

Total expenses
588,343

 
(36
)
 
588,307

Income from continuing operations before other expense and income tax expense
14,528

 
36

 
14,564

Other expense:
 
 
 
 
 
Loss on debt extinguishment
(64,750
)
 

 
(64,750
)
Total other expense
(64,750
)
 

 
(64,750
)
Loss from continuing operations before income tax expense
(50,222
)
 
36

 
(50,186
)
Income tax expense
(673
)
 

 
(673
)
Loss from continuing operations
(50,895
)
 
36

 
(50,859
)
Discontinued operations:
 
 
 
 
 
Income from discontinued operations
3,368

 

 
3,368

Gain on disposition of assets
488

 
(163
)
 
325

Income from discontinued operations
3,856

 
(163
)
 
3,693

Loss before gain on disposition of assets
(47,039
)
 
(127
)
 
(47,166
)
Gain on disposition of assets
13,240

 
(3,019
)
 
10,221

Net loss attributable to common stockholders
$
(33,799
)
 
$
(3,146
)
 
$
(36,945
)
Net (loss) income per share of common stock—basic:
 
 
 
 
 
Continuing operations
$
(0.10
)
 
$
(0.01
)
 
$
(0.11
)
Discontinued operations
0.01

 

 
0.01

Net loss per share attributable to common stockholders—basic
$
(0.09
)
 
$
(0.01
)
 
$
(0.10
)
Net (loss) income per share of common stock—diluted:
 
 
 
 
 
Continuing operations
$
(0.10
)
 
$
(0.01
)
 
$
(0.11
)
Discontinued operations
0.01

 

 
0.01

Net loss per share attributable to common stockholders—diluted
$
(0.09
)
 
$
(0.01
)
 
$
(0.10
)
Weighted average shares of common stock outstanding:
 
 
 
 
 
Basic
386,809,746

 
 
 
386,809,746

Diluted
386,809,746

 
 
 
386,809,746


93


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated statement of operations as previously reported, restatement adjustments and the consolidated statement of operations as restated for the year ended December 31, 2013 (in thousands, except share and per share data):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Revenues:
 
 
 
 
 
Rentals
$
404,402

 
$

 
$
404,402

Interest income on loans receivable
5,928

 

 
5,928

Earned income from direct financing leases
1,572

 

 
1,572

Tenant reimbursement income
5,637

 

 
5,637

Other income and interest from real estate transactions
1,928

 

 
1,928

Total revenues
419,467

 

 
419,467

Expenses:
 
 
 
 
 
General and administrative
35,146

 

 
35,146

Finance restructuring costs
717

 

 
717

Merger costs
56,644

 

 
56,644

Property costs
11,760

 

 
11,760

Real estate acquisition costs
1,718

 

 
1,718

Interest
179,267

 

 
179,267

Depreciation and amortization
164,054

 

 
164,054

Recoveries
(185
)
 

 
(185
)
Total expenses
449,121

 

 
449,121

Loss from continuing operations before other expense and income tax expense
(29,654
)
 

 
(29,654
)
Other expense:
 
 
 
 
 
Loss on debt extinguishment
(2,405
)
 

 
(2,405
)
Total other expense
(2,405
)
 

 
(2,405
)
Loss from continuing operations before income tax expense
(32,059
)
 

 
(32,059
)
Income tax expense
(1,113
)
 

 
(1,113
)
Loss from continuing operations
(33,172
)
 

 
(33,172
)
Discontinued operations:
 
 
 
 
 
Loss from discontinued operations
(2,077
)
 
(2,453
)
 
(4,530
)
Gain on disposition of assets
36,926

 
(840
)
 
36,086

Income from discontinued operations
34,849

 
(3,293
)
 
31,556

Income (loss) before gain on disposition of assets
1,677

 
(3,293
)
 
(1,616
)
Gain on disposition of assets

 

 

Net income (loss) attributable to common stockholders
$
1,677

 
$
(3,293
)
 
$
(1,616
)
Net (loss) income per share of common stock—basic:
 
 
 
 
 
Continuing operations
$
(0.14
)
 
$

 
$
(0.14
)
Discontinued operations
0.14

 
(0.01
)
 
0.13

Net income (loss) per share attributable to common stockholders—basic
$
0.00

 
$
(0.01
)
 
$
(0.01
)
Net (loss) income per share of common stock—diluted:
 
 
 
 
 
Continuing operations
$
(0.14
)
 
$

 
$
(0.14
)
Discontinued operations
0.14

 
(0.01
)
 
0.13

Net income (loss) per share attributable to common stockholders—diluted
$
0.00

 
$
(0.01
)
 
$
(0.01
)
Weighted average shares of common stock outstanding:
 
 
 
 
 
Basic
255,020,565

 
 
 
255,020,565

Diluted
255,020,565

 
 
 
255,020,565


94


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated statement of cash flows as previously reported, restatement adjustments and the consolidated statement of cash flows as restated for the year ended December 31, 2015 (in thousands):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Operating activities
 
 
 
 
 
Net income attributable to common stockholders
$
114,730

 
$
(21,518
)
 
$
93,212

Adjustments to reconcile net income attributable to common stockholders to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
260,633

 

 
260,633

Impairments
69,768

 
961

 
70,729

Amortization of deferred financing costs
7,937

 

 
7,937

Derivative net settlements, amortization and terminations
(132
)
 

 
(132
)
Amortization of debt discounts
2,322

 

 
2,322

Stock-based compensation expense
13,321

 

 
13,321

Loss on debt extinguishment, net
3,162

 

 
3,162

Debt extinguishment costs
(8,112
)
 

 
(8,112
)
Gains on dispositions of real estate and other assets, net
(89,568
)
 
20,557

 
(69,011
)
Non-cash revenue
(20,930
)
 

 
(20,930
)
Other
151

 

 
151

Changes in operating assets and liabilities:
 
 
 
 
 
Deferred costs and other assets, net
(604
)
 

 
(604
)
Accounts payable, accrued expenses and other liabilities
13,382

 

 
13,382

Accrued restructuring charges
5,926

 

 
5,926

Net cash provided by operating activities
371,986

 

 
371,986

Investing activities
 
 
 
 
 
Acquisitions of real estate
(875,983
)
 

 
(875,983
)
Capitalized real estate expenditures
(10,269
)
 

 
(10,269
)
Investments in loans receivable
(4,020
)
 

 
(4,020
)
Collections of principal on loans receivable and real estate assets under direct financing leases
6,822

 

 
6,822

Proceeds from dispositions of real estate and other assets
496,646

 

 
496,646

Transfers of net sales proceeds to restricted accounts pursuant to 1031 Exchanges
(39,869
)
 

 
(39,869
)
Transfers of net sales proceeds from Master Trust Release
40,977

 

 
40,977

Net cash used in investing activities
(385,696
)
 

 
(385,696
)
Financing activities
 
 
 
 
 
Borrowings under Revolving Credit Facilities
798,000

 

 
798,000

Repayments under Revolving Credit Facilities
(813,181
)
 

 
(813,181
)
Repayments under mortgages and notes payable
(512,486
)
 

 
(512,486
)
Borrowings under Term Loan
325,000

 

 
325,000

Deferred financing costs
(6,150
)
 

 
(6,150
)
Proceeds from issuance of common stock, net of offering costs
347,211

 

 
347,211

Purchase of shares of common stock
(4,272
)
 

 
(4,272
)
Proceeds from exercise of stock options
46

 

 
46

Dividends paid/distributions to equity owners
(292,262
)
 

 
(292,262
)
Transfers to reserve/escrow deposits with lenders
17,413

 

 
17,413

Net cash used in financing activities
(140,681
)
 

 
(140,681
)
Net decrease in cash and cash equivalents
(154,391
)
 

 
(154,391
)
Cash and cash equivalents, beginning of period
176,181

 

 
176,181

Cash and cash equivalents, end of period
$
21,790

 
$

 
$
21,790




95


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated statement of cash flows as previously reported, restatement adjustments and the consolidated statement of cash flows as restated for the year ended December 31, 2014 (in thousands):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Operating activities
 
 
 
 
 
Net loss attributable to common stockholders
$
(33,799
)
 
$
(3,146
)
 
$
(36,945
)
Adjustments to reconcile net loss attributable to common stockholders to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
247,966

 

 
247,966

Impairments
36,436

 
1,579

 
38,015

Amortization of deferred financing costs
5,899

 

 
5,899

Derivative net settlements, amortization and terminations
(114
)
 

 
(114
)
Amortization of debt premium
(849
)
 

 
(849
)
Stock-based compensation expense
11,346

 

 
11,346

Loss on debt extinguishment, net
64,750

 

 
64,750

Debt extinguishment costs
(59,576
)
 

 
(59,576
)
Gains on dispositions of real estate and other assets, net
(13,728
)
 
3,182

 
(10,546
)
Non-cash revenue
(16,732
)
 

 
(16,732
)
Other
260

 
(1,615
)
 
(1,355
)
Changes in operating assets and liabilities:
 
 
 
 
 
Deferred costs and other assets, net
(25,466
)
 

 
(25,466
)
Accounts payable, accrued expenses and other liabilities
2,178

 

 
2,178

Net cash provided by operating activities
218,571

 

 
218,571

Investing activities
 
 
 
 
 
Acquisitions of real estate
(958,038
)
 

 
(958,038
)
Capitalized real estate expenditures
(5,087
)
 

 
(5,087
)
Collections of principal on loans receivable and real estate assets under direct financing leases
6,085

 

 
6,085

Proceeds from dispositions of real estate and other assets
110,185

 

 
110,185

Transfers of net sales proceeds from restricted accounts pursuant to 1031 Exchanges
20,784

 

 
20,784

Transfers of net sales proceeds to Master Trust Release
(51,959
)
 

 
(51,959
)
Net cash used in investing activities
(878,030
)
 

 
(878,030
)
Financing activities
 
 
 
 
 
Borrowings under Revolving Credit Facilities
875,722

 

 
875,722

Repayments under Revolving Credit Facilities
(895,661
)
 

 
(895,661
)
Borrowings under mortgages and notes payable
518,846

 

 
518,846

Repayments under mortgages and notes payable
(610,973
)
 

 
(610,973
)
Borrowings under Convertible Notes
747,500

 

 
747,500

Deferred financing costs
(30,772
)
 

 
(30,772
)
Proceeds from issuance of common stock, net of offering costs
434,984

 

 
434,984

Offering costs paid on equity component of Convertible Notes
(1,609
)
 

 
(1,609
)
Purchase of shares of common stock
(2,920
)
 

 
(2,920
)
Proceeds from exercise of stock options
183

 

 
183

Dividends paid/distributions to equity owners
(255,771
)
 

 
(255,771
)
Transfers from reserve/escrow deposits with lenders
(10,477
)
 

 
(10,477
)
Net cash provided by financing activities
769,052

 

 
769,052

Net increase in cash and cash equivalents
109,593

 

 
109,593

Cash and cash equivalents, beginning of period
66,588

 

 
66,588

Cash and cash equivalents, end of period
$
176,181

 
$

 
$
176,181



96


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents the consolidated statement of cash flows as previously reported, restatement adjustments and the consolidated statement of cash flows as restated for the year ended December 31, 2013 (in thousands):
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
Operating activities
 
 
 
 
 
Net income (loss) attributable to common stockholders
$
1,677

 
$
(3,293
)
 
$
(1,616
)
Adjustments to reconcile net income (loss) attributable to common stockholders to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
167,599

 

 
167,599

Impairments
6,949

 
2,453

 
9,402

Amortization of deferred financing costs
13,188

 

 
13,188

Derivative net settlements, amortization and terminations
(665
)
 

 
(665
)
Amortization of debt discounts
4,653

 

 
4,653

Stock-based compensation expense
8,769

 

 
8,769

Loss on debt extinguishment, net
1,377

 

 
1,377

Gains on dispositions of real estate and other assets, net
(37,174
)
 
840

 
(36,334
)
Non-cash revenue
(18,755
)
 

 
(18,755
)
Other
(53
)
 

 
(53
)
Changes in operating assets and liabilities:
 
 
 
 
 
Deferred costs and other assets, net
(7,255
)
 

 
(7,255
)
Accounts payable, accrued expenses and other liabilities
(2,206
)
 

 
(2,206
)
Net cash provided by operating activities
138,104

 

 
138,104

Investing activities
 
 
 
 
 
Acquisitions of real estate
(408,436
)
 

 
(408,436
)
Capitalized real estate expenditures
(13,169
)
 

 
(13,169
)
Collections of principal on loans receivable and real estate assets under direct financing leases
15,260

 

 
15,260

Proceeds from dispositions of real estate and other assets
246,783

 

 
246,783

Cash acquired in connection with merger
7,347

 

 
7,347

Transfers of net sales proceeds to restricted accounts pursuant to 1031 Exchanges
(20,784
)
 

 
(20,784
)
Transfers of net sales proceeds from Master Trust Release
13,406

 

 
13,406

Net cash used in investing activities
(159,593
)
 

 
(159,593
)
Financing activities
 
 
 
 
 
Borrowings under Revolving Credit Facilities
386,705

 

 
386,705

Repayments under Revolving Credit Facilities
(351,585
)
 

 
(351,585
)
Repayment of line of credit previously belonging to Cole II
(324,111
)
 

 
(324,111
)
Borrowings under mortgages and notes payable
620,290

 

 
620,290

Repayments under mortgages and notes payable
(127,572
)
 

 
(127,572
)
Deferred financing costs
(34,399
)
 

 
(34,399
)
Proceeds from issuance of common stock, net of offering costs
(518
)
 

 
(518
)
Purchase of shares of common stock
(1,942
)
 

 
(1,942
)
Consent fees paid to lenders
(5,449
)
 

 
(5,449
)
Dividends paid/distributions to equity owners
(136,091
)
 

 
(136,091
)
Transfers from reserve/escrow deposits with lenders
(10,819
)
 

 
(10,819
)
Net cash provided by financing activities
14,509

 

 
14,509

Net decrease in cash and cash equivalents
(6,980
)
 

 
(6,980
)
Cash and cash equivalents, beginning of period
73,568

 

 
73,568

Cash and cash equivalents, end of period
$
66,588

 
$

 
$
66,588



97


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Note 3. Summary of Significant Accounting Policies
Basis of Accounting and Principles of Consolidation
The accompanying consolidated financial statements of the Company have been prepared on the accrual basis of accounting, in accordance with GAAP. The consolidated financial statements include the accounts of the Corporation and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Properties that were reported as held for sale as of December 31, 2013, will continue to be presented in discontinued operations until they are disposed of.
The Company has formed numerous special purpose entities to acquire and hold real estate encumbered by indebtedness (see Note 6). As a result, the majority of the Company’s consolidated assets are held in these wholly- owned special purpose entities. Each special purpose entity is a separate legal entity and is the sole owner of its assets and responsible for its liabilities. The assets of these special purpose entities are not available to pay, or otherwise satisfy obligations to, the creditors of any affiliate or owner of another entity unless the special purpose entities have expressly agreed and are permitted under their governing documents. As of December 31, 2015 and 2014, net assets totaling $4.57 billion and $5.68 billion, respectively, were held, and net liabilities totaling $3.19 billion and $3.77 billion, respectively, were owed by these special purpose entities and are included in the accompanying consolidated balance sheets.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes its estimates are reasonable, actual results could differ from those estimates.
Segment Reporting
The Company views its operations as one segment, which consists of net leasing operations. The Company has no other reportable segments.
Real Estate Investments
Carrying Value of Real Estate Investments
The Company’s real estate properties are recorded at cost and depreciated using the straight-line method over the estimated remaining useful lives of the properties, which generally range from 20 to 50 years for buildings and improvements and are 15 years for land improvements. Portfolio assets classified as “held for sale” are not depreciated. Properties classified as “held for sale” are recorded at the lower of their carrying value or their fair value, less anticipated selling costs.
Purchase Accounting and Acquisition of Real Estate
When acquiring a property for investment purposes, the Company allocates the purchase price (including acquisition and closing costs) to land, building, improvements, and equipment based on their relative fair values. For properties acquired with in-place leases, the Company allocates the purchase price of real estate to the tangible and intangible assets and liabilities acquired based on their estimated fair values, and acquisition costs are expensed as incurred. In making estimates of fair values for this purpose, the Company uses a number of sources, including independent appraisals and information obtained about each property as a result of its pre-acquisition due diligence and its marketing and leasing activities.
Lease Intangibles
Lease intangibles, if any, acquired in conjunction with the purchase of real estate represent the value of in-place leases and above- or below-market leases. For real estate acquired subject to existing lease agreements, in-place lease intangibles are valued based on the Company’s estimates of costs related to tenant acquisition and the carrying costs that would be incurred during the time it would take to locate a tenant if the property were vacant, considering current

98


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

market conditions and costs to execute similar leases at the time of the acquisition. 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 of the real estate and the Company’s estimate of current market lease rates for the property, measured over a period equal to the remaining initial term of the lease.
In-place lease intangibles are amortized on a straight-line basis over the remaining initial term of the related lease and included in depreciation and amortization expense. Above-market lease intangibles are amortized over the remaining initial terms of the respective leases as a decrease in rental revenue. Below market lease intangibles are generally amortized as an increase to rental revenue over the remaining initial term of the respective leases, but may be amortized over the renewal periods if the Company believes it is likely the tenant will exercise the renewal option. Should a lease terminate early, the unamortized portion of any related lease intangible is immediately recognized in impairment loss in the Company’s consolidated statements of operations.
Investment in Direct Financing Leases
For real estate property leases classified as direct financing leases, the building portion of the lease is accounted for as a direct financing lease, while the land portion is accounted for as operating leases when certain criteria are met. For direct financing leases, the Company records an asset which represents the net investment that is determined by using the aggregate of the total amount of future minimum lease payments, the estimated residual value of the leased property and deferred incremental direct costs less unearned income. Income is recognized over the life of the lease to approximate a level rate of return on the net investment. Residual values, which are reviewed quarterly, represent the estimated amount the Company expects to receive at lease termination from the disposition of the leased property. Actual residual values realized could differ from these estimates. The Company evaluates the collectability of future minimum lease payments on each direct financing lease primarily through the evaluation of payment history and the underlying creditworthiness of the tenant. There were no amounts past due as of December 31, 2015. The Company’s direct financing leases are evaluated individually for the purpose of determining if an allowance is needed. Any write-down of an estimated residual value is recognized as an impairment loss in the current period and earned income adjusted prospectively. The Company's direct financing leases were acquired in connection with the Merger. There were $4.8 million in impairment losses related to two direct financing leases during the year ended December 31, 2015.
Goodwill
Goodwill arises from business combinations and represents the excess of the cost of an acquired entity over the net fair value amounts that were assigned to the identifiable assets acquired and the liabilities assumed. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. The Company did not record any impairment on its existing goodwill for the years ended December 31, 2015, 2014 and 2013.
When the Company classifies a real estate asset that constitutes a business under GAAP as held for sale, the proportionate amount of goodwill attributable to the real estate asset should be considered in determining the amount of impairment, if any. The portion of goodwill attributed is derived from the proportionate fair value of the real estate asset considered to be a business to the fair value of the Company’s reporting unit. Goodwill of $2.0 million and $3.1 million relates to real estate assets held for sale as of December 31, 2015 and 2014, respectively.
When the Company disposes of a real estate asset that constitutes a business under GAAP, a portion of goodwill is allocated to the carrying value of the real estate asset considered to be a business to determine the gain/loss on the disposal. The portion of goodwill allocated is derived from the proportionate fair value of the business to the fair value of the Company’s reporting unit. Goodwill derecognized during the years ended December 31, 2015, 2014 and 2013 from real estate assets not previously classified as held for sale was $12.7 million, $2.3 million and $0.4 million, respectively.




99


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table presents a reconciliation of the Company’s goodwill from January 1, 2013 to December 31, 2015 (in thousands):
 
Consolidated
Balance as of January 1, 2013
$

Cole II Merger
291,421

Goodwill allocated to disposition of real estate assets
(3,293
)
Balance as of December 31, 2013 (Restated)
288,128

Goodwill allocated to disposition of real estate assets
(2,280
)
Balance as of December 31, 2014 (Restated)
285,848

Goodwill allocated to disposition of real estate assets
(21,498
)
Balance as of December 31, 2015 (Restated)
$
264,350

Impairment
The Company reviews its real estate investments and related lease intangibles periodically for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company considers factors such as expected future undiscounted cash flows, estimated residual value, market trends (such as the effects of leasing demand and competition) and other factors in making this assessment. An asset is considered impaired if its carrying value exceeds its estimated undiscounted cash flows and the impairment is calculated as the amount by which the carrying value of the asset exceeds its estimated fair value. Estimating future cash flows and fair values are highly subjective and such estimates could differ materially from actual results. Key assumptions used in estimating future cash flows and fair values include, but are not limited to, revenue growth rates, interest rates, discount rates, capitalization rates, lease renewal probabilities, tenant vacancy rates and other factors.
Revenue Recognition
The Company primarily leases real estate to its tenants under long-term, triple-net leases that are classified as operating leases. Lease origination fees are deferred and amortized over the related lease term as an adjustment to rental revenue. Under a triple-net lease, the tenant is typically responsible for all improvements and is contractually obligated to pay all property operating expenses, such as real estate taxes, insurance premiums and repair and maintenance costs. Under certain leases, tenant reimbursement revenue, which is comprised of additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, is recognized as revenue in the period in which the related expenses are incurred. Tenant reimbursements are recorded on a gross basis, as the Company is generally the primary obligor with respect to purchasing goods and services from third-party suppliers. Tenant receivables are carried net of the allowances for uncollectible amounts.
The Company’s leases generally provide for rent escalations throughout the lease terms. For leases that provide for specific contractual escalations, rental revenue is recognized on a straight-line basis so as to produce a constant periodic rent over the term of the lease. Accordingly, accrued rental revenue, calculated as the aggregate difference between the rental revenue recognized on a straight-line basis and scheduled rents, represents unbilled rent receivables that the Company will receive only if the tenants make all rent payments required through the expiration of the initial term of the leases. The accrued rental revenue representing this straight-line adjustment is subject to an evaluation for collectability, and the Company records a provision for losses against rental revenues if collectability of these future rents is not reasonably assured. Leases that have contingent rent escalators indexed to future increases in the CPI may adjust over a one-year period or over multiple-year periods. Generally, these escalators increase rent at the lesser of (a) 1 to 1.25 times the increase in the CPI over a specified period or (b) a fixed percentage. Because of the volatility and uncertainty with respect to future changes in the CPI, the Company’s inability to determine the extent to which any specific future change in the CPI is probable at each rent adjustment date during the entire term of these leases and the Company’s view that the multiplier does not represent a significant leverage factor, rental revenue from leases with this type of escalator are recognized only after the changes in the rental rates have occurred.

100


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Some of the Company’s leases also provide for contingent rent based on a percentage of the tenant’s gross sales. For contingent rentals that are based on a percentage of the tenant’s gross sales, the Company recognizes contingent rental revenue when the change in the factor on which the contingent lease payment is based actually occurs.
The Company suspends revenue recognition if the collectability of amounts due pursuant to a lease is not reasonably assured or if the tenant’s monthly lease payments become more than 60 days past due, whichever is earlier.
Lease termination fees are included in “other income and interest from real estate transactions” on the Company’s consolidated statements of operations and are recognized when there is a signed termination agreement and all of the conditions of the agreement have been met. The Company recorded lease termination fees of $5.8 million, $3.4 million and $0.9 million during the years ended December 31, 2015, 2014 and 2013, respectively.
Allowance for Doubtful Accounts
The Company reviews its rent and other tenant receivables for collectability on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates, and economic conditions in the area in which the tenant operates. In the event that the collectability of a receivable with respect to any tenant is in doubt, a provision for uncollectible amounts will be established or a direct write-off of the specific receivable will be made. The Company provided for reserves for uncollectible amounts totaling $11.5 million and $8.4 million at December 31, 2015 and 2014, respectively, against accounts receivable balances of $26.3 million and $20.5 million, respectively. Receivables are recorded within deferred cost and other assets, net in the accompanying consolidated balance sheets.
For deferred rental revenues related to the straight-line method of reporting rental revenue, the collectibility review includes management’s estimates of amounts that will not be realized and an assessment of the risks inherent in the portfolio, giving consideration to historical experience and industry default rates for long-term receivables. The Company established a reserve for losses of $12.2 million and $10.9 million at December 31, 2015 and 2014, respectively, against deferred rental revenue receivables of $68.0 million and $48.3 million, respectively. Deferred rental revenue receivables are recorded within deferred costs and other assets, net in the accompanying consolidated balance sheets.
Loans Receivable
Loans receivable consists of mortgage loans, net of premium, and notes receivables.
Impairment and Allowance for Loan Losses
The Company periodically evaluates the collectability of its loans receivable, including accrued interest, by analyzing the underlying property-level economics and trends, collateral value and quality, and other relevant factors in determining the adequacy of its allowance for loan losses. A loan is determined to be impaired when, in management’s judgment based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Specific allowances for loan losses are provided for impaired loans on an individual loan basis in the amount by which the carrying value exceeds the estimated fair value of the underlying collateral less disposition costs. Delinquent loans receivable are written off against the allowance when all possible means of collection have been exhausted. As of December 31, 2015, there was an allowance for loan losses on an unsecured note receivable of $0.3 million compared to no allowance for loan losses as of December 31, 2014.
A loan is placed on nonaccrual status when the loan has become 60 days past due, or earlier if management determines that full recovery of the contractually specified payments of principal and interest is doubtful. While on nonaccrual status, interest income is recognized only when received. As of December 31, 2015, one note receivable with a balance of $0.3 million was on non-accrual status and no mortgage loans were on non-accrual status compared to no mortgage loans or note receivables on nonaccrual status as of December 31, 2014.

101


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Cash and Cash Equivalents
Cash and cash equivalents include cash and highly liquid investment securities with maturities at acquisition of three months or less. The Company invests cash primarily in money market funds of major financial institutions with fund investments consisting of highly-rated money market instruments and other short-term instruments.
Restricted Cash and Escrow Deposits
Restricted cash and deposits in escrow, classified within deferred costs and other assets, net in the accompanying consolidated balance sheets consisted of the following (in thousands):
 
December 31, 2015
 
December 31, 2014
Collateral deposits (1)
$
14,475

 
$
29,483

Tenant improvements, repairs, and leasing commissions (2)
8,362

 
13,427

Master Trust Release (3)
12,091

 
53,069

1031 Exchange proceeds, net
39,869

 

Loan impounds (4)
1,025

 
794

Other (5)
1,823

 
3,571

 
$
77,645

 
$
100,344

(1) Funds held in reserve by lenders which can be applied at their discretion to the repayment of debt (any funds remaining on deposit after the debt is paid in full are released to the borrower).
(2) Deposits held as additional collateral support by lenders to fund improvements, repairs and leasing commissions incurred to secure a new tenant.
(3) Proceeds from the sale of assets pledged as collateral under the Spirit Master Funding Program, which are held on deposit until a qualifying substitution is made or the funds are applied as prepayment of principal.
(4) Funds held in lender controlled accounts generally used to meet future debt service or certain property operating expenses.
(5) Funds held in lender controlled accounts released after scheduled debt service requirements are met.
Accounting for Derivative Financial Instruments and Hedging Activities
The Company utilizes derivative instruments such as interest rate swaps and caps for purposes of hedging exposures to fluctuations in interest rates associated with certain of its financing transactions. At the inception of a hedge transaction, the Company enters into a contractual arrangement with the hedge counterparty and formally documents the relationship between the derivative instrument and the financing transaction being hedged, as well as its risk management objective and strategy for undertaking the hedge transaction. At inception and at least quarterly thereafter, a formal assessment is performed to determine whether the derivative instrument has been highly effective in offsetting changes in cash flows of the related financing transaction and whether it is expected to be highly effective in the future.

The fair value of the derivative instrument is recorded on the balance sheet as either an asset or liability. For derivatives designated as cash flow hedges, the effective portions of the corresponding change in fair value of the derivatives are recorded in AOCL within stockholders’ equity. Changes in fair value reported in other comprehensive income (loss) are reclassified to operations in the period in which operations are affected by the underlying hedged transaction. Any ineffective portions of the change in fair value are recognized immediately in general and administrative expense. The amounts paid or received on the hedge are recognized as adjustments to interest expense (see Note 7).

Income Taxes

The Company has elected to be taxed as a REIT under the Code. As a REIT, the Company generally will not be subject to federal income tax provided it continues to satisfy certain tests concerning the Company’s sources of income, the nature of its assets, the amounts distributed to its stockholders, and the ownership of Company stock. Management believes the Company has qualified and will continue to qualify as a REIT and therefore, no provision has been made for federal income taxes in the accompanying consolidated financial statements. Even if the Company qualifies for

102


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

taxation as a REIT, it may be subject to state and local income and franchise taxes, and to federal income tax and excise tax on its undistributed income.
Franchise taxes are included in general and administrative expenses on the accompanying consolidated statements of operations. Taxable income from non-REIT activities managed through any of the Company’s taxable REIT subsidiaries is subject to federal, state, and local taxes, which are not material.

Earnings Per Share

The Company’s unvested restricted common stock, which contains nonforfeitable rights to receive dividends, are considered participating securities requiring the two-class method of computing earnings per share. Under the two class method, earnings attributable to unvested restricted shares are deducted from income (loss) from continuing operations in the computation of net income (loss) attributable to common stockholders. Under the two-class method, earnings per common share are computed by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, undistributed earnings are allocated to both common shares and participating securities based on their respective weighted average shares outstanding during the period. Under the terms of the Incentive Award Plan and the related restricted stock awards (see Note 15), losses are not allocated to participating securities including undistributed losses as a result of dividends declared exceeding net income. The Company uses income or loss from continuing operations as the basis for determining whether potential common shares are dilutive or antidilutive and undistributed net income or loss as the basis for determining whether undistributed earnings are allocable to participating securities.

Fair Value Measurements
The fair value measurement framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. The fair value hierarchy is based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels:
Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities.
Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. These types of inputs include the Company's own assumptions.

Unaudited Interim Information

The restated consolidated quarterly financial data in Note 18 is unaudited. In the opinion of management, this financial information reflects all adjustments necessary for a fair presentation of the respective interim periods. All such adjustments are of a normal recurring nature.
Presentation of Treasury Stock

During the years ended December 31, 2014 and 2013, the Company repurchased a total of 266,837 and 206,762 shares of its common stock for a cost of $2.9 million and $1.9 million, respectively. The Company has historically presented share repurchases as treasury stock (thereby reducing stockholders’ equity) in the consolidated balance sheets and consolidated statements of stockholders’ equity. However, the Company is incorporated in Maryland and under Maryland law, there is no concept of treasury stock. Therefore, shares repurchased should be considered retired and constitute authorized but unissued shares rather than treasury stock as previously presented. As a result, during the year ended December 31, 2015, the Company has corrected the classification error and amounts previously reported as treasury stock of $4.9 million and $1.9 million at December 31, 2014 and 2013, respectively, are presented as a reduction to common stock and accumulated deficit in the consolidated balance sheets and consolidated

103


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

statements of stockholders' equity. In addition, the number of shares previously disclosed as issued have been reduced by the number of shares repurchased of 473,599 and 206,762 at December 31, 2014 and 2013, respectively. This change does not affect previously disclosed shares outstanding, total stockholders’ equity or earnings per share computations.
Reclassifications
Certain reclassifications have been made to prior period balances to conform to the current period presentation.

New Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the FASB or the SEC that are adopted by the Company as of the specified effective date. Unless otherwise discussed, these new accounting pronouncements entail technical corrections to existing guidance or affect guidance related to specialized industries or entities and therefore will have minimal, if any, impact on the Company's financial position or results of operations upon adoption.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers: Topic 606. This new guidance establishes a principles-based approach for accounting for revenue from contracts with customers. Lease contracts covered by Topic 840, Leases, are excluded from the scope of this new guidance. This new standard is effective for annual reporting periods beginning after December 15, 2016 and early adoption is not permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements.
In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires that deferred financing costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts or premiums. The amendments in this ASU are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company early adopted the provisions of ASU 2015-03 beginning with the period ended March 31, 2015, and has applied the provisions retrospectively. For capitalized deferred financing costs that have been incurred relating to the 2013 Credit Facility and 2015 Credit Facility, the Company continues to present these costs in deferred costs and other assets, net on the accompanying consolidated balance sheets as amounts can be drawn and repaid periodically, which is in accordance with ASU 2015-15. As of December 31, 2014, unamortized deferred financing costs of approximately $46.3 million were previously presented in deferred costs and other assets, net on the consolidated balance sheet and are now included as a reduction of debt.

In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which defers the effective date of ASU 2014-09, Revenue from Contracts with Customers, for all entities by one year. With the deferral, ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017 with early application permitted for annual reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

Also in August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which clarifies the treatment of debt issuance costs from line-of-credit arrangements after adoption of ASU 2015-03. ASU 2015-15 clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company has applied the provisions of ASU 2015-15 to the capitalized deferred financing costs related to its 2013 Credit Facility and 2015 Credit Facility.

In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes, which applies to the classification of deferred tax assets and liabilities. ASU 2015-17 simplifies the presentation of deferred taxes by requiring entities to classify deferred tax assets and liabilities as noncurrent within a classified balance sheet. Under the previous practice, entities were required to separate deferred income tax assets and liabilities into current and noncurrent amounts in a classified balance sheet. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016 and interim periods within those fiscal years. Early application is permitted, and the amendments in this ASU can be applied either prospectively or retrospectively. The Company's deferred tax

104


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

liability is recorded within accounts payable, accrued expenses and other liabilities in the accompanying consolidated balance sheets, and as such, the early adoption of ASU 2015-17 did not have an impact on the presentation of the Company's deferred tax liability.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing guidance for lease accounting, Leases (Topic 840). ASU 2016-02 requires lessees to recognize leases on their balance sheets, and leaves lessor accounting largely unchanged. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early application is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The Company is currently evaluating the impact of this new standard on its consolidated financial statements.

Note 4. Merger with Cole II

On July 17, 2013, the Company and Cole II merged, with Cole II continuing as the surviving legal entity and adopting the name Spirit Realty Capital, Inc. The Cole operating partnership also merged with and into the Operating Partnership, with the Operating Partnership continuing as the surviving partnership. After consideration of all applicable factors pursuant to the business combination accounting rules, the Merger resulted in a reverse merger in which (a) Cole II was deemed the "legal acquirer" because Cole II issued its common stock to the Spirit Realty Capital stockholders and (b) the Company was the "accounting acquirer." The Company’s prevailing influence over the post-Merger Spirit Realty Capital, including a majority of its Board of Directors remaining and its surviving senior management, was a key factor in the Company obtaining control and being deemed the accounting acquirer. With the Merger, the Company added 747 properties and 69 secured mortgage loans to its portfolio.

Pro Forma Information

The following unaudited pro forma information presents the Company's operating results as though the Merger had been consummated on January 1, 2013. The pro forma information does not necessarily reflect the actual results of operations had the Merger been consummated at the beginning of the period indicated nor is it necessarily indicative of future results. Additionally, the unaudited pro forma information does not include the impact of all the potential synergies that may be achieved from the Merger or any strategies that management may consider in order to continue to efficiently manage the on-going operations of the Company. The actual results for the year ended December 31, 2013 include total revenues and net income attributable to common stockholders from the acquired properties of $116.4 million and $20.2 million, respectively, from the close of the Merger (July 17, 2013) through December 31, 2013. The following table reflects the pro forma information (in thousands):
 
 
Year Ended
 
 
December 31,
2013
Total revenues
 
$
556,647

Income from continuing operations
 
64,018


The Company's pro forma information for the year ended December 31, 2013 includes $69.7 million of Merger adjustments to operations directly attributable to the Merger consisting primarily of legal, accounting and financial advisory services, debt financing related costs, and other third-party expenses.
Note 5. Investments
Real Estate Investments
As of December 31, 2015, the Company’s gross investment in real estate properties and loans totaled approximately $8.30 billion, representing investments in 2,629 properties, including 144 properties securing mortgage loans. The gross investment is comprised of land, buildings, lease intangible assets and lease intangible liabilities, as adjusted for any impairment, and the carrying amount of loans receivable, real estate assets held under direct financing leases and real estate assets held for sale. The portfolio is geographically dispersed throughout 49 states with only one state, Texas, with a real estate investment of 12.0% accounting for more than 10.0% of the total dollar amount of the Company’s real estate investment portfolio.
The properties that the Company owns are leased to tenants under long-term operating leases that typically include one or more renewal options. The leases are generally triple-net, which provides that the tenant is responsible for the payment of all property operating expenses, including property taxes, maintenance and repairs, and insurance costs. Therefore, the Company is generally not responsible for repairs or other capital expenditures related to its properties, unless the property is not subject to a triple-net lease agreement or becomes vacant. Generally, the Company's single-tenant leases contain contractual provisions increasing the rental revenue over the term of the lease at specified dates by: (1) a fixed amount or (2) increases in CPI over a specified period (typically subject to ceilings) or (b) a fixed percentage.

During the years ended December 31, 2015 and 2014, the Company had the following real estate and loan activity, net of accumulated depreciation and amortization, as restated:
 
Number of Properties
 
Dollar Amount of Investments
 
Owned (4)
 
Financed
 
Total
 
Owned
 
Financed
 
Total
 
 
 
 
 
 

 
(In Thousands)
Gross balance, December 31, 2013
2,041

 
145

 
2,186

 
$
7,118,011

 
$
117,721

 
$
7,235,732

Acquisitions/improvements (1) (3)
361

 

 
361

 
973,653

 

 
973,653

Dispositions of real estate (2) (3)
(38
)
 

 
(38
)
 
(117,042
)
 

 
(117,042
)
Principal payments and payoffs

 

 

 

 
(5,771
)
 
(5,771
)
Impairments

 

 

 
(37,487
)
 

 
(37,487
)
Write-off of gross lease intangibles

 

 

 
(2,748
)
 

 
(2,748
)
Loan premium amortization and other

 

 

 
(315
)
 
(2,525
)
 
(2,840
)
Gross balance, December 31, 2014
2,364

 
145

 
2,509

 
7,934,072

 
109,425

 
8,043,497

Acquisitions/improvements (1) (3)
232

 

 
232

 
886,252

 
4,020

 
890,272

Dispositions of real estate (2) (3)
(110
)
 

 
(110
)
 
(543,935
)
 

 
(543,935
)
Principal payments and payoffs

 
(1
)
 
(1
)
 

 
(6,650
)
 
(6,650
)
Impairments

 

 

 
(70,231
)
 
(324
)
 
(70,555
)
Write-off of gross lease intangibles

 

 

 
(7,302
)
 

 
(7,302
)
Loan premium amortization and other
(1
)
 

 
(1
)
 
(171
)
 
(2,468
)
 
(2,639
)
Gross balance, December 31, 2015
2,485

 
144

 
2,629

 
$
8,198,685

 
$
104,003

 
$
8,302,688

Accumulated depreciation and amortization
 
 
 
 
 
 
(1,072,118
)
 

 
(1,072,118
)
Other non-real estate assets held for sale
 
 
 
 
 
 
1,246

 

 
1,246

Net balance, December 31, 2015
 
 
 
 
 
 
$
7,127,813

 
$
104,003

 
$
7,231,816

(1) 
Includes investments of $9.2 million and $3.1 million, respectively, in revenue producing capitalized expenditures, as well as $1.0 million and $2.0 million, respectively, of non-revenue producing capitalized maintenance expenditures for the years ended December 31, 2015 and 2014. Capitalized maintenance expenditures are not included in the Company's investment in real estate disclosed elsewhere.
(2) 
The total accumulated depreciation and amortization associated with dispositions of real estate was $109.1 million and $17.3 million, respectively, for the years ended December 31, 2015 and 2014.

105


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

(3) 
During the years ended December 31, 2015 and 2014, pursuant to 1031 Exchanges, the Company sold 44 and 2 properties, respectively, for $315.9 million and $5.9 million, respectively, of which $276.1 million and $26.7 million, respectively, of this amount was used to partially fund 114 and 16 property acquisitions, respectively.
(4) 
At December 31, 2015 and 2014, 36 and 37, respectively, of the Company’s properties were vacant and in the Company’s possession; of these vacant properties, twelve and eight, respectively, were held for sale.
Scheduled minimum future contractual rent to be received under the remaining non-cancelable term of the operating leases (including realized rent increases occurring after January 1, 2016) are as follows (in thousands):
 
December 31,
2015
2016
$
607,749

2017
592,927

2018
579,113

2019
561,435

2020
539,294

Thereafter
4,043,687

Total future minimum rentals
$
6,924,205


Because lease renewal periods are exercisable at the option of the lessee, the preceding table presents future minimum lease payments due during the initial lease term only. In addition, the future minimum rentals do not include any contingent rentals based on a percentage of the lessees’ gross sales or lease escalations based on future changes in the CPI or other stipulated reference rate.

Certain of the Company’s leases contain purchase options. Most of these options are at or above fair market value at the time the option is exercisable, and none of these purchase options represent bargain purchase options.
Loans Receivable
The following table details loans receivable, net of premium and allowance for loan losses (in thousands):
 
December 31,
2015
 
December 31,
2014
Mortgage loans - principal
$
90,096

 
$
96,594

Mortgage loans - premium
9,986

 
12,452

    Mortgages loans, net
100,082

 
109,046

Other note receivables - principal
4,245

 
379

Allowance for loan losses
(324
)
 

     Other note receivables, net
3,921

 
379

Total loans receivable, net
$
104,003

 
$
109,425

As of December 31, 2015 and 2014, the Company held a total of 78 and 79, respectively, first-priority mortgage loans (representing loans to seven and eight borrowers, respectively). These mortgage loans are secured by single-tenant commercial properties and generally have fixed interest rates over the term of the loans. There are two other notes receivable, one $3.9 million note is secured by tenant assets and stock and the other is unsecured.

106


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015


Lease Intangibles, Net
The following table details lease intangible assets and liabilities, net of accumulated amortization (in thousands):
 
December 31,
2015
 
December 31,
2014
In-place leases
$
649,182

 
$
676,665

Above-market leases
98,056

 
100,568

Less: accumulated amortization
(220,520
)
 
(187,160
)
Intangible lease assets, net
$
526,718

 
$
590,073

 
 
 
 
Below-market leases
$
238,039

 
$
237,593

Less: accumulated amortization
(44,136
)
 
(31,625
)
Intangible lease liabilities, net
$
193,903

 
$
205,968

The amounts amortized as a net increase to rental revenue for capitalized above- and below-market leases was $5.8 million, $6.1 million and $2.4 million for the years ended December 31, 2015, 2014 and 2013, respectively. The value of in-place leases amortized and included in depreciation and amortization expense was $49.9 million, $53.2 million and $33.6 million for the years ended December 31, 2015, 2014 and 2013, respectively.
Based on the balance of intangible assets and liabilities at December 31, 2015, the net aggregate amortization expense for the next five years and thereafter is expected to be as follows (in thousands):
2016
$
38,941

2017
38,189

2018
34,856

2019
32,496

2020
30,147

Thereafter
158,186

Total
$
332,815

Real Estate Assets Under Direct Financing Leases
The components of real estate investments held under direct financing leases were as follows (in thousands):
 
December 31,
2015
 
December 31, 2014
Minimum lease payments receivable
$
12,702

 
$
15,897

Estimated residual value of leased assets
43,789

 
55,858

Unearned income
(12,167
)
 
(15,191
)
Real estate assets under direct financing leases, net
$
44,324

 
$
56,564


107


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Real Estate Assets Held for Sale
The following table shows the activity in real estate assets held for sale for the years ended December 31, 2015 and 2014, as restated:
 
Number of Properties
 
Carrying Value
 
Continuing Operations
 
Discontinued Operations
 
Total
 
Continuing Operations
 
Discontinued Operations
 
Total
 
 
 
 
 
 
 
(In Thousands)
Balance, December 31, 2013

 
11

 
11

 
$

 
$
19,611

 
$
19,611

Transfers from real estate investments
36

 

 
36

 
154,338

 
(276
)
 
154,062

Sales
(17
)
 
(6
)
 
(23
)
 
(44,286
)
 
(10,341
)
 
(54,627
)
Balance, December 31, 2014
19

 
5

 
24

 
110,052

 
8,994

 
119,046

Transfers from real estate investments
60

 

 
60

 
192,345

 
(34
)
 
192,311

Sales
(46
)
 
(2
)
 
(48
)
 
(222,623
)
 
(4,475
)
 
(227,098
)
Balance, December 31, 2015
33

 
3

 
36

 
$
79,774

 
$
4,485

 
$
84,259


Properties included in discontinued operations as of December 31, 2015 are collateral assets under the 2014 Master Trust securitization. The following table is a reconciliation of the major classes of assets and liabilities from discontinued operations included in real estate assets held for sale on the accompanying consolidated balance sheets (in thousands):
 
December 31,
2015
 
December 31, 2014
Assets
 
 
 
Land and improvements
$
2,922

 
$
5,351

Buildings and improvements
2,916

 
5,798

Total real estate investments
5,838

 
11,149

Less: accumulated depreciation
(1,202
)
 
(2,167
)
Intangible lease assets, net
297

 
460

Total assets
$
4,933

 
$
9,442

 
 
 
 
Liabilities
 
 
 
Intangible lease liabilities, net
$
448

 
$
448

Total liabilities
$
448

 
$
448

 
 
 
 
Net assets
$
4,485

 
$
8,994


108


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Impairments
The following table summarizes total impairment losses recognized in continuing and discontinued operations on the accompanying consolidated statements of operations, as restated (in thousands): 
 
Years Ended December 31,
 
2015
 
2014
 
2013
Real estate and intangible asset impairment
$
68,565

 
$
42,307

 
$
9,282

Write-off of lease intangibles due to lease terminations, net
1,666

 
(4,820
)
 
487

Loans receivable impairment/(recovery)
324

 

 
(367
)
Total impairments from real estate investment net assets
70,555

 
37,487

 
9,402

Other impairment
174

 
528

 

Total impairment loss in continuing and discontinued operations
$
70,729

 
$
38,015

 
$
9,402


Note 6. Debt

The Company's debt is summarized below:
 
2015
Weighted Average Effective
Interest Rates
(1)
 
2015
Weighted Average Stated Rates
(2)
 
2015
Weighted Average Maturity
(3)
 
December 31, 2015
 
December 31, 2014
 
 
 
 
 
 
 
(In Thousands)
Revolving Credit Facilities

 

 
3.2

 
$

 
$
15,181

Term Loan
1.94
%
 
1.69
%
 
2.8

 
325,000

 

Master Trust Notes
5.59
%
 
5.03
%
 
7.2

 
1,692,094

 
1,710,380

CMBS - fixed-rate
5.36
%
 
5.88
%
 
2.7

 
1,360,215

 
1,836,181

CMBS - variable-rate (4)
3.17
%
 
3.65
%
 
3.0

 
61,758

 
110,685

Convertible Notes
5.32
%
 
3.28
%
 
4.3

 
747,500

 
747,500

Unsecured fixed rate promissory note

 

 

 

 
1,293

Total debt
5.24
%
 
4.72
%
 
4.8

 
4,186,567

 
4,421,220

Debt discount, net
 
 
 
 
 
 
(52,203
)
 
(51,586
)
Deferred financing costs, net (5)
 
 
 
 
 
 
(41,577
)
 
(46,332
)
Total debt, net
 
 
 
 
 
 
$
4,092,787

 
$
4,323,302

(1) The effective interest rates include amortization of debt discount/premium, amortization of deferred financing costs and non-utilization fees, where applicable, calculated for the three months ended December 31, 2015.
(2) Represents the weighted average stated interest rate based on the outstanding principal balance as of December 31, 2015.
(3) Represents the weighted average maturity based on the outstanding principal balance as of December 31, 2015.
(4) Variable-rate notes are predominantly hedged with interest rate swaps (see Note 7).
(5) The Company early adopted ASU 2015-03 requiring deferred financing costs to be presented as a direct deduction from the carrying amount of the related indebtedness. The Company records deferred financing costs for its 2013 Credit Facility and 2015 Credit Facility in deferred costs and other assets, net on its consolidated balance sheets, which is in accordance with ASU 2015-15.
Revolving Credit Facilities
2015 Credit Facility

On March 31, 2015, the Operating Partnership entered into the Credit Agreement that established a new $600.0 million unsecured credit facility and terminated its secured $400.0 million 2013 Credit Facility. The 2015 Credit Facility matures on March 31, 2019 (extendable at the Operating Partnership's option to March 31, 2020, subject to satisfaction of certain requirements) and includes an accordion feature to increase the committed facility size to up to $1.0 billion, subject to satisfying certain requirements and obtaining additional lender commitments. The 2015 Credit Facility includes a $50.0 million sublimit for swingline loans and up to $60.0 million available for issuances of letters of credit. Swingline loans and letters of credit reduce availability under the 2015 Credit Facility on a dollar-for-dollar basis. On

109


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

November 3, 2015, the Company entered into a first amendment to the Credit Agreement. The amendment conforms certain of the terms and covenants to those in the Term Loan Agreement, including limiting the requirement of subsidiary guaranties to material subsidiaries (as defined) meeting certain conditions. At December 31, 2015, there were no subsidiaries meeting this requirement.

During the quarter ended December 31, 2015, the 2015 Credit Facility bore interest at LIBOR plus 1.55% based on the Company's leverage and incurred non-utilization fees of 0.25% per annum. Per the amendment, the Operating Partnership’s election to change the grid pricing from leverage based to credit rating based pricing will initially require at least two credit ratings of BBB- or better from S&P or Fitch or Baa3 or better from Moody’s. Upon such an event, the 2015 Credit Facility will bear interest at a rate equal to LIBOR plus 0.875% to 1.55% per annum and requires a facility fee in an amount equal to the aggregate revolving credit commitments (whether or not utilized) multiplied by a rate equal to 0.125% to 0.30% per annum, depending on the credit rating for the Corporation.

The Operating Partnership may voluntarily prepay the 2015 Credit Facility, in whole or in part, at any time, without premium or penalty, but subject to applicable LIBOR breakage fees, if any. Payment of the 2015 Credit Facility is unconditionally guaranteed by the Corporation and material subsidiaries that meet certain conditions (as defined in the Credit Agreement). The 2015 Credit Facility is full recourse to the Operating Partnership and the aforementioned guarantors.

As a result of entering into the 2015 Credit Facility, the Company incurred origination costs of $3.9 million. These deferred financing costs are being amortized to interest expense over the remaining initial term of the 2015 Credit Facility. As of December 31, 2015, the unamortized deferred financing costs relating to the 2015 Credit Facility were $3.2 million and recorded in deferred costs and other assets, net on the accompanying consolidated balance sheets.
As of December 31, 2015, no borrowings were outstanding, $8.3 million of letters of credit were issued and $591.7 million of borrowing capacity was available under the 2015 Credit Facility. The Operating Partnership's ability to borrow under the 2015 Credit Facility is subject to ongoing compliance with a number of customary financial covenants and other customary affirmative and negative covenants. As of December 31, 2015, the Corporation and the Operating Partnership were in compliance with these financial covenants.
2013 Credit Facility
On March 31, 2015, the secured 2013 Credit Facility was terminated and its outstanding borrowings were repaid with proceeds from the 2015 Credit Facility. Properties securing this facility became unencumbered upon its termination. The 2013 Credit Facility's borrowing margin was LIBOR plus 2.50% based on the Company's leverage, with an unused fee of 0.35%. Upon terminating the 2013 Credit Facility, the Company recognized debt extinguishment costs of $2.0 million, resulting from the write-off of unamortized deferred financing costs.
Line of Credit
A special purpose entity indirectly owned by the Corporation has access to a $40.0 million secured revolving line of credit. Request for advances under the Line of Credit expire on March 27, 2016, and each advance under the Line of Credit has a 24-month term. As of December 31, 2015, the Line of Credit was undrawn and had $40.0 million of borrowing capacity available. The ability to borrow under the Line of Credit is subject to the Operating Partnership and special purpose entity's ongoing compliance with a number of customary financial covenants. As of December 31, 2015, the Operating Partnership and, if applicable, the special purpose entity were in compliance with these financial covenants.

Term Loan

On November 3, 2015, the Company entered into a Term Loan Agreement among the Operating Partnership, as borrower, the Company as guarantor and the lenders that are parties thereto. The Term Loan Agreement provides for a $325.0 million senior unsecured term facility that has an initial maturity date of November 2, 2018, which may be extended at the Company's option pursuant to two one-year extension options, subject to the satisfaction of certain conditions and payment of an extension fee. In addition, an accordion feature allows the facility to be increased to up to $600.0 million, subject to obtaining additional lender commitments. During the fourth quarter of 2015, upon obtaining

110


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

additional lender commitments, the Company increased the term facility from $325.0 million to $370.0 million. Borrowings may be repaid without premium or penalty, and may be reborrowed within 30 days up to the then available loan commitment. Borrowings bear interest at either prime or LIBOR plus a margin, at the Operating Partnership’s option. During the quarter ended December 31, 2015, the Term Loan bore interest at LIBOR plus 1.45%.

Initially, borrowings under the Term Loan bear interest at either LIBOR plus 1.35% to 1.80% per annum or a specified base rate plus 0.35% to 0.80% per annum. Initially, the applicable margin is determined based upon the Corporation’s leverage ratio. If the Corporation obtains at least two credit ratings on its senior unsecured long-term indebtedness of BBB- from S&P or Fitch, Inc. or Baa3 from Moody's, the Corporation may make an irrevocable election to have the margin based upon its credit ratings, in which case borrowings under the Term Loan will bear interest at either LIBOR plus 0.90% to 1.75% per annum or a specified base rate plus 0.0% to 0.75% per annum, in each case depending on the Corporation’s credit ratings.

The Operating Partnership may voluntarily prepay the Term Loan, in whole or in part, at any time, without premium or penalty, but subject to applicable LIBOR breakage fees. Payment of the Term Loan is unconditionally guaranteed by the Corporation and, under certain circumstances, by one or more material subsidiaries (as defined in the Term Loan Agreement) of the Corporation. The obligations of the Corporation and any guarantor under the Term Loan are full recourse to the Corporation and each guarantor.

As a result of entering into the Term Loan, the Company incurred origination costs of $2.2 million. These deferred financing costs are being amortized to interest expense over the remaining initial term of the Term Loan. As of December 31, 2015, the unamortized deferred financing costs relating to the Term Loan were $2.1 million and recorded net against the principal balance of the Term Loan on the accompanying consolidated balance sheets.
As of December 31, 2015, $325.0 million of borrowings were outstanding and $45.0 million of borrowing capacity was available under the Term Loan. The Operating Partnership's ability to borrow under the Term Loan is subject to ongoing compliance with a number of customary financial covenants and other customary affirmative and negative covenants. The Corporation has unconditionally guaranteed all obligations of the Operating Partnership under the Term Loan Agreement. As of December 31, 2015, the Corporation and the Operating Partnership were in compliance with these financial covenants.

Master Trust Notes

The Company has access to an asset-backed securitization platform, the Spirit Master Funding Program, to raise capital through the issuance of non-recourse net-lease mortgage notes collateralized by commercial real estate, net-leases and mortgage loans. The Spirit Master Funding Program consists of two separate securitization trusts, Master Trust 2013 and Master Trust 2014, each of which have one or multiple bankruptcy-remote, special purpose entities as issuers or co-issuers of the notes. Each issuer is an indirect wholly-owned special purpose entity of the Corporation.

Master Trust 2013

In December 2013, an indirect wholly-owned subsidiary of the Company issued $330.0 million aggregate principal amount of investment grade rated net-lease mortgage notes comprised of $125.0 million of 3.89% interest only notes expected to be repaid in December 2018 and $205.0 million of 5.27% amortizing notes expected to be repaid in December 2023.

Master Trust 2014

In May 2014, the Company completed its offer to exchange the outstanding principal balance of three series of existing net-lease mortgage notes for three series of newly issued 2014 Notes. The terms of the new notes remain generally similar to the old notes including the interest rate and anticipated final repayment dates; however, the new notes generally amortize more slowly than the old notes and have a legal final payment date that is 17 years later than the old notes (although the anticipated repayment date remains the same). The Exchange Offer was accounted for as a debt modification and the related costs of $13.0 million and $0.7 million for the years ended December 31, 2014 and

111


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

2013, respectively, are classified as finance restructuring costs in the accompanying consolidated statements of operations.

In November 2014, the existing issuers under Master Trust 2014 and two additional indirect wholly-owned subsidiaries of the Company, collectively as co-issuers, completed the issuance of $510.0 million aggregate principal amount of net-lease mortgage notes comprised of $150.0 million of 3.50% interest only notes expected to be repaid in January 2020 and $360.0 million of 4.63% amortizing notes (interest only through November 2017) expected to be repaid in January 2030.

The Master Trust Notes are summarized below:
 
Stated
Rates
(1)
 
Maturity
 
December 31,
2015
 
December 31,
2014
 
 
 
(in Years)
 
(in Thousands)
Series 2014-1 Class A1
5.1
%
 
4.5
 
$
65,027

 
$
75,489

Series 2014-1 Class A2
5.4
%
 
4.6
 
253,300

 
253,300

Series 2014-2
5.8
%
 
5.2
 
229,674

 
232,867

Series 2014-3
5.7
%
 
6.2
 
312,276

 
312,705

Series 2014-4 Class A1
3.5
%
 
4.1
 
150,000

 
150,000

Series 2014-4 Class A2
4.6
%
 
14.1
 
360,000

 
360,000

Total Master Trust 2014 notes
5.1
%
 
7.5
 
1,370,277

 
1,384,361

Series 2013-1 Class A
3.9
%
 
3.0
 
125,000

 
125,000

Series 2013-2 Class A
5.3
%
 
8.0
 
196,817

 
201,019

Total Master Trust 2013 notes
4.7
%
 
6.0
 
321,817

 
326,019

Total Master Trust Notes
 
 
 
 
1,692,094

 
1,710,380

Debt discount, net
 
 
 
 
(22,909
)
 
(26,903
)
Deferred financing costs, net
 
 
 
 
(19,345
)
 
(22,113
)
Total Master Trust Notes, net
 
 
 
 
$
1,649,840

 
$
1,661,364

(1) Represents the individual series stated interest rate as of December 31, 2015 and the weighted average stated rate of the total Master Trust Notes, based on the collective series outstanding principal balances as of December 31, 2015.

As of December 31, 2015, the Master Trust 2014 notes were secured by 942 owned and financed properties issued by 5 indirect wholly-owned subsidiaries of the Corporation. The notes issued under Master Trust 2014 are cross-collateralized by the assets of all issuers within this trust. As of December 31, 2015, the Master Trust 2013 notes were secured by 312 owned and financed properties issued by a single indirect wholly-owned subsidiary of the Corporation.
CMBS
As of December 31, 2015, indirectly wholly-owned special purpose entity subsidiaries of the Corporation were borrowers under 148 fixed and 8 variable-rate non-recourse loans, excluding the defaulted loans, which have been securitized into CMBS and are secured by the borrowers' respective leased properties and related assets. The stated interest rates as of December 31, 2015 for these fixed-rate notes ranged from 3.90% to 6.62% with a weighted average stated rate of 5.88%, and the weighted average stated interest rate for the variable-rate notes was 3.65%. As of December 31, 2015, these fixed and variable-rate loans were secured by 447 and 83 properties, respectively. The Company entered into interest rate swaps that effectively fixed the interest rates at approximately 5.14% on the variable-rate loans (see Note 7). As of December 31, 2015 and December 31, 2014, the unamortized deferred financing costs associated with the CMBS loans were $5.5 million and $6.4 million, respectively, and recorded net against the principal balance of the mortgages and notes payable on the accompanying consolidated balance sheets. The deferred financing costs are being amortized to interest expense over the term of the respective loans.

112


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

As of December 31, 2015, certain borrowers were in default under the loan agreements relating to four separate CMBS fixed-rate loans where 10 properties securing the respective loans were no longer generating sufficient revenue to pay the scheduled debt service. The default interest rate on these loans was between 9.67% and 10.88%. Each defaulted borrower is a bankruptcy remote special purpose entity and the sole owner of the collateral securing the loan obligations. As of December 31, 2015, the aggregate principal balance under the defaulted CMBS loans was $81.5 million, which includes $8.2 million of interest added to principal. In addition, approximately $12.4 million of lender controlled restricted cash is being held in connection with these loans that may be applied to reduce amounts owed. During the year ended December 31, 2015, defaulted loan balances aggregating $25.4 million, which included $0.4 million of capitalized interest, were retired upon the disposition of 5 properties and the application of $3.6 million of lender reserves securing these defaulted loans. One of the properties disposed was surrendered to the lender pursuant to a consensual foreclosure and release of the debt. The remaining four properties were sold by the Company to third parties pursuant to an amendment to the loan agreement, which provided for a specified reduction in principal balance associated with the sale of those individual properties.
Convertible Notes
In May 20, 2014, the Company issued $402.5 million aggregate principal amount of 2.875% convertible notes due in 2019 and $345.0 million aggregate principal amount of 3.75% convertible notes due in 2021. Interest on the Convertible Notes is payable semiannually in arrears on May 15 and November 15 of each year. The 2019 Notes will mature on May 15, 2019 and the 2021 Notes will mature on May 15, 2021.
The Convertible Notes are convertible only during certain periods and, subject to certain circumstances, into cash, shares of the Company's common stock, or a combination thereof. The initial conversion rate applicable to each series is 76.3636 per $1,000 principal note (equivalent to an initial conversion price of $13.10 per share of common stock, representing a 22.5% premium above the public offering price of the common stock offered concurrently at the time the Convertible Notes were issued). Earlier conversion may be triggered if shares of the Corporation's common stock trades higher than the established thresholds, if the Convertible Notes trade below established thresholds, or certain corporate events occur.
In connection with the issuance of the Convertible Notes, the Company recorded a discount of $56.7 million, which represents the estimated value of the embedded conversion feature for each of the Convertible Notes. The discount is being amortized to interest expense using the effective interest method over the term of each of the 2019 Notes and 2021 Notes. As of December 31, 2015 and December 31, 2014, the unamortized discount was $42.7 million and $51.5 million, respectively. The discount is shown net against the aggregate outstanding principal balance of the Convertible Notes on the accompanying consolidated balance sheets. The equity component of the conversion feature is recorded in capital in excess of par value in the accompanying consolidated balance sheets, net of financing transaction costs.

In connection with the offering, the Company also incurred $19.6 million in deferred financing costs. This amount has been allocated on a pro-rata basis to each of the Convertible Notes and is being amortized to interest expense over the term of each note. As of December 31, 2015 and December 31, 2014, the unamortized deferred financing costs relating to the Convertible Notes was $14.7 million and $17.8 million, respectively, and recorded net against the Convertible Notes principal balance on the accompanying consolidated balance sheets.

113


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015


Debt Extinguishment

During the year ended December 31, 2015, the Company extinguished a total of $536.6 million aggregate principal amount of indebtedness with a weighted average contractual interest rate of 5.73% and terminated the 2013 Credit Facility. As a result of these transactions, the Company recognized a net loss on debt extinguishment of approximately $3.2 million. The net loss included approximately $8.1 million in defeasance costs and fees paid for the retirement of debt partially offset by an agreed upon reduction in principal to a portion of a defaulted CMBS note that exceeded the proceeds from the sale of four properties that secured the loan.

Net proceeds raised from the concurrent registered offerings of Convertible Notes and common stock (see Note 9) in May 2014 were partially used to retire the senior mortgage notes payable encumbering the Shopko properties with an aggregate principal balance of $488.7 million, redeem $18.0 million of net-lease mortgage notes that were not tendered in connection with the Exchange Offer and repay all amounts then drawn against the 2013 Credit Facility. During the year ended December 31, 2014, the Company extinguished a total of $583.8 million aggregate principal amount of senior mortgage indebtedness with a weighted average contractual interest rate of 6.41%. As a result of these transactions, the Company recognized a loss on debt extinguishment during the year ended December 31, 2014 of approximately $64.8 million primarily from costs incurred related to the defeasance of the Shopko indebtedness.
Debt Maturities
As of December 31, 2015, scheduled debt maturities of the Company’s Revolving Credit Facilities, Term Loan, mortgages and notes payable and Convertible Notes, including balloon payments, are as follows (in thousands):
 
Scheduled
Principal
 
Balloon
Payment
 
Total
2016 (1)
$
27,164

 
$
264,760

 
$
291,924

2017
27,343

 
706,454

 
733,797

2018
42,115

 
569,537

 
611,652

2019
44,325

 
452,000

 
496,325

2020
39,096

 
413,206

 
452,302

Thereafter
249,792

 
1,350,775

 
1,600,567

Total
$
429,835

 
$
3,756,732

 
$
4,186,567

(1) The balloon payment balance in 2016 includes $81.5 million, including $8.2 million of capitalized interest, for the acceleration of principal payable following an event of default under 4 separate non-recourse CMBS loans with stated maturities in 2015 and 2017 of $25.3 million and $56.2 million, respectively.

114


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Interest Expense
The following table is a summary of the components of interest expense related to the Company's borrowings (in thousands):
 
Years Ended December 31,
 
2015
 
2014
 
2013
Interest expense – Revolving Credit Facilities (1)
$
2,698

 
$
3,597

 
$
3,037

Interest expense - Term Loan
888



 

Interest expense – mortgages and notes payable
184,439

 
196,246

 
157,903

Interest expense – Convertible Notes
24,509

 
15,046

 

Interest expense – other

 
6

 
475

Non-cash interest expense:
 
 
 
 
 
Amortization of deferred financing costs (2)
7,937

 
5,899

 
13,188

Amortization of net losses related to interest rate swaps
108

 
125

 
11

Amortization of debt (premium)/discount, net
2,322

 
(849
)
 
4,653

Total interest expense
$
222,901

 
$
220,070

 
$
179,267

(1) Includes non-utilization fees of approximately $1.6 million, $1.2 million and $0.7 million for the years ended December 31, 2015, 2014 and 2013, respectively.
(2) The year ended December 31, 2013 includes $9.5 million arising from financing commitments related to the Merger.
Note 7. Derivative and Hedging Activities
The Company uses interest rate derivative contracts to manage its exposure to changes in interest rates on its variable rate debt. These derivatives are considered cash flow hedges and are recorded on a gross basis at fair value. Assessments of hedge effectiveness are performed quarterly using regression analysis and the measurement of hedge ineffectiveness is based on the hypothetical derivative method. The Company is exposed to credit risk in the event of non-performance by its derivative counterparties. The Company evaluates counterparty credit risk through monitoring the creditworthiness of counterparties, which includes review of debt ratings and financial performance. To mitigate its credit risk, the Company enters into agreements with counterparties it considers credit-worthy, such as large financial institutions with favorable credit ratings. As of December 31, 2015 and 2014, there were no termination events or events of default related to the interest rate swaps.
The following table summarizes the notional amount and fair value of the Company’s derivative instruments (dollars in thousands):
 
 
 
 
 
 
 
 
 
 
 
 
Fair Value of Liability
Derivatives Designated as Hedging Instruments
 
Balance Sheet Location
 
Notional
Amount
 
Fixed Interest
Rate
 
Effective
Date
 
Maturity
Date
 
December 31,
2015
 
December 31,
2014
Interest Rate Swaps (1)
 
Accounts payable, accrued expenses and other liabilities
 
$
10,741

 
4.62
%
 
06/28/12
 
07/06/17
 
$

 
$
(46
)
Interest Rate Swaps (1)
 
Accounts payable, accrued expenses and other liabilities
 
$
6,505

 
5.75
%
 
07/17/13
 
03/01/16
 

 
(180
)
Interest Rate Swaps (1)
 
Accounts payable, accrued expenses and other liabilities
 
$
32,400

 
3.15
%
 
07/17/13
 
09/05/15
 

 
(93
)
Interest Rate Swaps (2)
 
Accounts payable, accrued expenses and other liabilities
 
$
61,758

 
5.14
%
 
01/02/14
 
12/13/18
 
(934
)
 
(803
)
 
 
 
 
 
 
 
 
 
 
 
 
$
(934
)
 
$
(1,122
)
(1) During 2015, the Company terminated certain interest rate swap agreements upon the repayment of three CMBS variable rate loans. The Company paid $0.2 million to terminate these swaps and recognized a loss of $0.1 million, which is included in general and administrative expenses.
(2) Represents a tranche of eight individual interest rate swap agreements with notional amounts ranging from $7.6 million to $7.9 million. The swap agreements contain the same payment terms, stated interest rate, effective date, and maturity date.

115


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following tables provide information about the amounts recorded in AOCL, as well as the (loss) or gain recorded in operations, when reclassified out of AOCL or recognized in earnings immediately, for the years ended December 31, 2015, 2014, and 2013, respectively (in thousands):
 
 
Amount of Loss Recognized
in AOCL on Derivative
(Effective Portion)
 
 
Years Ended December 31,
Derivatives in Cash Flow Hedging Relationships
 
2015
 
2014
 
2013
Interest rate swaps
 
$
(1,190
)
 
$
(1,760
)
 
$
(314
)
 
 
 
 
 
 
 
 
 
Amount of Loss Reclassified from
AOCL into Operations
(Effective Portion)
 
 
Years Ended December 31,
Location of Loss Reclassified from AOCL into Operations
 
2015
 
2014
 
2013
Interest expense
 
$
(1,169
)
 
$
(1,315
)
 
$
(425
)
General and administrative expense
 

 

 
(22
)
 
 
 
 
 
 
 
 
 
Amount of (Loss) or Gain Recognized in Operations on Derivative
(Ineffective Portion)
 
 
Years Ended December 31,
Location of (Loss) or Gain Recognized in Operations on Derivatives
 
2015
 
2014
 
2013
General and administrative expense (1)
 
$
(78
)
 
$

 
$
10

(1) The year ended December 31, 2015 includes a loss of $76 thousand that was reclassified from accumulated other comprehensive loss in the balance sheet resulting from hedged transactions that were no longer probable of occurring as the swaps were terminated prior to their respective maturity dates.
In December 2013, the Company terminated certain interest rate swap agreements upon the repayment of four variable rate debt obligations. The Company paid $0.4 million to terminate these swaps and recognized a gain of $0.1 million, which is included in general and administrative expenses. Approximately $0.7 million of the remaining balance in AOCL is estimated to be reclassified as an increase to interest expense during the next twelve months. The Company does not enter into derivative contracts for speculative or trading purposes.
Note 8. Income Taxes

The Company’s total income tax expense was as follows (in thousands):
 
Years Ended December 31,
 
2015
 
2014
 
2013
REIT state income tax
$
601

 
$
673

 
$
723

REIT state built-in gain tax expense

 

 
390

Total income tax expense
$
601

 
$
673

 
$
1,113


The Company’s deferred income tax expense and its ending balance in deferred tax assets and liabilities, which are recorded within accounts payable, accrued expenses and other liabilities in the accompanying consolidated balance sheets, were immaterial at December 31, 2015, 2014 and 2013.
To the extent that the Company acquires property that has been owned by a C corporation in a transaction in which the tax basis of the property carries over, and the Company recognizes a gain on the disposition of such property during the subsequent recognition period, it will be required to pay tax at the highest regular corporate tax rate to the

116


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

extent of such built-in gain. During 2013, the Company sold a property that was subject to state built-in gain tax of $0.4 million.

The Company has net operating loss carryforwards for income tax purposes totaling $66.1 million, $63.9 million and $63.9 million at December 31, 2015, 2014 and 2013, respectively. These losses, which begin to expire in 2016 through 2034, are available to reduce future taxable income or distribution requirements, subject to certain ownership change limitations.
The Company files federal, state and local income tax returns. All federal tax returns for years prior to 2012 are no longer subject to examination. Additionally, state tax returns for years prior to 2011 are generally no longer subject to examination. The Company’s policy is to recognize interest related to any underpayment of income taxes as interest expense and to recognize any penalties as operating expenses. There was no accrual for interest or penalties at December 31, 2015, 2014 and 2013. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open years based on an assessment of many factors, including past experience and interpretations of tax law applied to the facts of each matter.
For the years ended December 31, 2015, 2014 and 2013, common stock dividends were characterized for tax as follows (per share):
 
Post-Merger (1)
 
Pre-Merger (2)
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
Year Ended December 31, 2013
 
For the Period January 1, 2013 - July 17, 2013
Ordinary income
$
0.42

 
$

 
$
0.29

 
$
0.12

Return of capital
0.26

 
0.58

 

 
0.66

Capital gain

 

 
0.32

 

Total
$
0.68

 
$
0.58

 
$
0.61

 
$
0.78

(1) Cole II was the surviving legal entity in the Merger, and for federal income tax purposes, the dividends reflected as post-Merger include dividends paid by Cole II prior to the Merger and those paid by the combined company subsequent to the Merger. The capital gain includes $0.25 per share of Code Section 1250 capital gain.
(2) Pre-Merger dividends per share reflect amounts declared by the Company prior to the Merger and are not adjusted for the Merger Exchange Ratio.

The PATH Act was enacted in December 2015, and included numerous law changes applicable to REITs. The provisions have various effective dates beginning as early as 2016. The Company expects that the changes will not materially impact its operations, but will continue to monitor as regulatory guidance is issued.

Note 9. Stockholders’ Equity

Issuance of Common Stock

In May 2014, the Company approved an amendment to its charter to increase the number of shares of stock that it has the authority to issue from 490.0 million to 770.0 million. As of December 31, 2015, the Company has authority to issue 770.0 million shares of stock, consisting of 750.0 million shares of common stock, $0.01 par value per share, and 20.0 million shares of preferred stock, $0.01 par value per share. As of December 31, 2015 and 2014, there were no outstanding shares of preferred stock.

Concurrent with the registered offering of Convertible Notes in May 2014, the Company completed a registered offering of 26.45 million shares of the Company’s common stock, par value $0.01 per share, pursuant to an underwriting agreement dated May 14, 2014 (including shares issued pursuant to the underwriters’ option to purchase additional shares).


117


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

In April 2015, the Company completed an underwritten public offering of 23.0 million shares of its common stock, at $11.85 per share, including 3.0 million shares sold pursuant to the underwriter’s option to purchase additional shares. Gross proceeds raised were approximately $272.6 million; net proceeds were approximately $268.7 million after deducting underwriter discounts and offering costs paid by the Company. The net proceeds from the offering were used to repay the outstanding balances under the 2015 Credit Facility and Line of Credit. The remaining net proceeds were used to fund acquisitions and for general corporate purposes (including additional repayments of borrowings outstanding from time to time under the Revolving Credit Facilities).

ATM Program

In April 2014, the Corporation commenced a continuous equity offering under which the Corporation may sell up to an aggregate of $350.0 million of shares of its common stock from time to time through broker-dealers in the ATM Program. The Corporation may sell the shares in amounts and at times to be determined by the Corporation, but has no obligation to sell any of the shares in the ATM Program.

Since inception of the ATM Program through December 31, 2015, the Corporation sold an aggregate total of 21.0 million shares of its common stock, at a weighted average share price of $11.75, for aggregate gross proceeds of $246.4 million and aggregate net proceeds of $242.3 million after payment of commissions and other issuance costs of $4.1 million.

During the year ended December 31, 2015, the Corporation sold 6.6 million shares of its common stock, at a weighted average share price of $12.07, for aggregate gross proceeds of $79.8 million and aggregate net proceeds of $78.5 million after payment of commissions and other issuance costs of $1.3 million. The net proceeds were used to fund acquisitions, repay borrowings under the Revolving Credit Facilities and for general corporate purposes. As of December 31, 2015, $103.6 million in gross proceeds capacity remained available under the ATM Program.

Dividends Declared
In fiscal years 2015 and 2014, the Company's board of directors declared the following dividends:
Declaration Date
 
Dividend Per Share
 
Record Date
 
Total Amount (1)
 
Payment Date
 
 
 
 
 
 
(in Thousands)
 
 
2015
 
 
 
 
 
 
 
 
March 16, 2015
 
$
0.17000

 
March 31, 2015
 
$
71,123

 
April 15, 2015
June 15, 2015
 
0.17000

 
June 30, 2015
 
75,054

 
July 15, 2015
September 15, 2015
 
0.17000

 
September 30, 2015
 
75,039

 
October 15, 2015
December 15, 2015
 
0.17500

 
December 31, 2015
 
77,315

 
January 15, 2016
Total
 
$
0.68500

 
 
 
$
298,531

 
 
 
 
 
 
 
 
 
 
 
2014
 
 
 
 
 
 
 
 
March 18, 2014
 
$
0.16625

 
March 31, 2014
 
$
61,628

 
April 15, 2014
June 16, 2014
 
0.16625

 
June 30, 2014
 
66,299

 
July 15, 2014
September 16, 2014
 
0.16625

 
September 30, 2014
 
66,259

 
October 15, 2014
December 15, 2014
 
0.17000

 
December 31, 2014
 
69,927

 
January 15, 2015
Total
 
$
0.66875

 
 
 
$
264,113

 
 
(1) Net of estimated forfeitures of approximately $12,000 and $16,000 during the years ended December 31, 2015 and December 31, 2014, respectively, for dividends declared on employee restricted stock awards that are reported in general and administrative on the accompanying consolidated statements of operations.
The dividends declared in December were paid in January and were included in accounts payable, accrued expenses and other liabilities in the consolidated balance sheets.


118


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Note 10. Commitments and Contingencies
The Company is periodically subject to claims or litigation in the ordinary course of business, including claims generated from business conducted by tenants on real estate owned by the Company. In these instances, the Company is typically indemnified by the tenant against any losses that might be suffered, and the Company and/or the tenant are insured against such claims.

On September 8, 2015, Haggen Holdings, LLC and a number of its affiliates, including Haggen Operations Holdings, LLC, (collectively, the "Debtors") filed petitions for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. At the time of the filing, Haggen Operations Holdings, LLC leased 20 properties on a triple net basis from a subsidiary of the Company under a master lease with initial monthly rents of $1.4 million and an initial lease expiration date of February 28, 2035. Haggen Holdings, LLC is the guarantor of the tenant’s obligations under that master lease. A subsidiary of the Company and the debtors entered into a settlement agreement whereby the subsidiary consented to the partial assumption and partial rejection of the master lease permitting (a) the assumption of nine stores subject to the lease and their assignment to three unaffiliated grocery operators with winning bids in an auction of the respective leaseholds, (b) the rejection of the leasehold with respect to six of the stores and their return to the Company's possession, and (c) the assumption and continued operation by the tenant of five of the stores. Under the settlement agreement, the subsidiary of the Company received an unsecured stipulated damages claim for $21.0 million against each of Haggen Operations Holdings, LLC and Haggen Holding, LLC, as well as certain agreed upon fees, expenses and cure payments in the bankruptcy. The court approved the settlement agreement in an order entered November 25, 2015. The bankruptcy proceeding remains ongoing, and there is no guaranty that the claims will be paid or otherwise satisfied in full.
At December 31, 2015, there were no outstanding claims against the Company that are expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows.
At December 31, 2015, the Company had commitments totaling $38.4 million, of which $34.5 million relates to future acquisitions with the remainder to fund improvements on properties the Company currently owns. Commitments related to acquisitions contain standard cancellation clauses contingent on the results of due diligence. Of the $38.4 million of total commitments, $38.3 million is expected to be funded during fiscal year 2016. In addition, the Company is contingently liable for $5.7 million of debt owed by one of its tenants and is indemnified by that tenant for any payments the Company may be required to make on such debt.
The Company estimates future costs for known environmental remediation requirements when it is probable that the Company has incurred a liability and the related costs can be reasonably estimated. The Company considers various factors when estimating its environmental liabilities, and adjustments are made when additional information becomes available that affects the estimated costs to study or remediate any environmental issues. When only a wide range of estimated amounts can be reasonably established and no other amount within the range is better than another, the low end of the range is recorded in the consolidated financial statements.
The Company leases its current corporate office space and certain operating equipment under non-cancelable agreements from unrelated third parties. Total rental expense included in general and administrative expense amounted to $0.7 million, $0.7 million and $0.5 million for the years ended December 31, 2015, 2014 and 2013, respectively. The Company is also a lessee under eight long-term, non-cancelable ground leases under which it is obligated to pay monthly rent. Total rental expense included in property costs amounted to $1.2 million for each of the years ended December 31, 2015, 2014 and 2013, respectively. Ground leases are subleased to unrelated third parties, and the corresponding rental revenue is recorded in rentals on the accompanying consolidated statements of operations.

119


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The Company’s minimum aggregate rental commitments under all non-cancelable operating leases as of December 31, 2015 are as follows (in thousands):
 
Ground Leases
 
Office and Equipment Leases
 
Total
2016
$
1,215

 
$
598

 
$
1,813

2017
1,281

 
605

 
1,886

2018
1,343

 
616

 
1,959

2019
1,353

 
622

 
1,975

2020
1,356

 
634

 
1,990

Thereafter
12,316

 
1,860

 
14,176

Total
$
18,864

 
$
4,935

 
$
23,799

Note 11. Fair Value Measurements
Recurring Fair Value Measurements
The Company’s liabilities that are required to be measured at fair value in the accompanying consolidated financial statements are summarized below. The following table sets forth the Company’s financial liabilities that were accounted for at fair value on a recurring basis (in thousands):
 
 
 
Fair Value Hierarchy Level
 
Fair Value
 
Level 1
 
Level 2
 
Level 3
December 31, 2015
 
 
 
 
 
 
 
Derivatives:
 
 
 
 
 
 
 
Interest rate swaps financial liabilities
$
(934
)
 
$

 
$
(934
)
 
$

December 31, 2014
 
 
 
 
 
 
 
Derivatives:
 
 
 
 
 
 
 
Interest rate swaps financial liabilities
$
(1,122
)
 
$

 
$
(1,122
)
 
$

The interest rate swaps are measured using a market approach, using prices obtained from a nationally recognized pricing service and pricing models with market observable inputs such as interest rates and volatilities. These measurements are classified as Level 2 of the fair value hierarchy.

120


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Nonrecurring Fair Value Measurements
Fair value measurement of an asset on a nonrecurring basis occurs when events or changes in circumstances related to an asset indicate that the carrying amount of the asset is no longer recoverable. The following table sets forth the Company’s assets that were accounted for at fair value on a nonrecurring basis as of December 31, 2015 and 2014 (in thousands):
 
 
 
 
 
Fair Value Hierarchy Level
 
Impairment
Charges
(Restated)
Description
Fair Value
 
Dispositions
 
Level 1
 
Level 2
 
Level 3
 
December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
Long-lived assets held and used
$
60,298

 
$
(3,207
)
 
$

 
$

 
$
63,505

 
$
(51,002
)
Lease intangible assets
3,843

 

 

 

 
3,843

 
(3,825
)
Other assets

 

 

 

 

 
(324
)
Long-lived assets held for sale
15,957

 
(33,563
)
 

 

 
49,520

 
(15,578
)
 
 
 
 
 
 
 
 
 
 
 
$
(70,729
)
December 31, 2014
 
 
 
 
 
 
 
 
 
 
 
Long-lived assets held and used
$
37,278

 
$

 
$

 
$

 
$
37,278

 
$
(20,679
)
Lease intangible assets
10,013

 

 

 

 
10,013

 
4,317

Long-lived assets held for sale
65,958

 
(26,721
)
 

 

 
92,679

 
(21,653
)
 
 
 
 
 
 
 
 
 
 
 
$
(38,015
)
The fair values of impaired real estate and intangible assets were determined by using the following information, depending on availability, in order of preference: signed purchase and sale agreements or letters of intent; recently quoted bid or ask prices, or market prices for comparable properties; estimates of cash flow, which consider, among other things, contractual and forecasted rental revenues, leasing assumptions, and expenses based upon market conditions; and expectations for the use of the real estate. Based on these inputs, the Company determined that its valuation of the impaired real estate and intangible assets falls within Level 3 of the fair value hierarchy.
Estimated Fair Value of Financial Instruments
Financial assets and liabilities for which the carrying values approximate their fair values include cash and cash equivalents, restricted cash and escrow deposits, and accounts receivable and payable. Generally, these assets and liabilities are short-term in duration and are recorded at cost, which approximates fair value, on the accompanying consolidated balance sheets.
In addition to the disclosures for assets and liabilities required to be measured at fair value at the balance sheet date, companies are required to disclose the estimated fair values of all financial instruments, even if they are not carried at their fair values. The fair values of financial instruments are estimates based upon market conditions and perceived risks at December 31, 2015 and 2014. These estimates require management’s judgment and may not be indicative of the future fair values of the assets and liabilities.

121


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The estimated fair values of the loans receivable, Revolving Credit Facilities, Term Loan, Convertible Notes and the fixed-rate mortgages and notes payable have been derived based on market quotes for comparable instruments or discounted cash flow analyses using estimates of the amount and timing of future cash flows, market rates and credit spreads. The loans receivable, Revolving Credit Facilities, Term Loan, Convertible Notes and the mortgages and notes payable were measured using a market approach from nationally recognized financial institutions with market observable inputs such as interest rates and credit analytics. These measurements are classified as Level 2 of the fair value hierarchy. The following table discloses fair value information for these financial instruments (in thousands): 
 
December 31, 2015
 
December 31, 2014
 
Carrying
Value
 
Estimated
Fair Value
 
Carrying
Value
 
Estimated
Fair Value
Loans receivable, net
$
104,003

 
$
110,019

 
$
109,425

 
$
115,747

Revolving Credit Facilities, net (1)

 

 
15,114

 
15,254

Term Loan, net (2)
322,902


338,366

 

 

Convertible Notes, net (2)
690,098

 
713,095

 
678,190

 
729,231

Mortgages and notes payable, net (2)
3,079,787

 
3,220,239

 
3,629,998

 
3,899,950

(1) As of December 31, 2014, only amounts under the Line of Credit were outstanding and net of unamortized deferred financing costs.
(2) The carrying value of the debt instruments are net of unamortized deferred financing costs and certain debt discounts/premiums.
Note 12. Significant Credit and Revenue Concentration
As of December 31, 2015 and 2014, the Company’s real estate investments are operated by 438 and 454 tenants, respectively, that operate within retail, office and industrial property types across various industries throughout the U.S. Shopko operates in the general merchandise industry and is the Company’s largest tenant as a percentage of Normalized Revenue. Total rental revenues from properties leased to Shopko for the three months ended December 31, 2015 and 2014, contributed 9.1% and 14.0% of the Company's Normalized Revenue from continuing operations, respectively. No other tenant contributed 4% or more of the Company’s Normalized Revenue during any of the periods presented. As of December 31, 2015 and 2014, the Company's net investment in Shopko properties represents approximately 6.9% and 10.7%, respectively, of the Company's total assets and the Company's real estate investment in Shopko represents approximately 9.0% and 13.1%, respectively, of the Company’s total real estate investment portfolio.


122


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Note 13. Discontinued Operations

Effective January 1, 2014, the Company adopted ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, under which only disposals representing a strategic shift in operations of the Company and that have (or will have) a major effect on the Company’s operations and financial results are to be presented as discontinued operations. Properties that were reported as held for sale as of December 31, 2013, will be presented in discontinued operations until the properties are disposed of. As a result, net gains or losses from the disposition of these properties, as well as the current and prior period operations, will continue to be reclassified to discontinued operations. The following sets forth the results of discontinued operations, as restated (dollars in thousands):
 
Years Ended December 31,
 
2015
 
2014
 
2013
Revenues:
 
 
 
 
 
Rent
$
447

 
$
1,206

 
$
8,304

Non-cash rent

 
(80
)
 
21

Other
17

 
2,972

 
433

Total revenues
464

 
4,098

 
8,758

Expenses:
 
 
 
 
 
General and administrative
4

 
15

 
9

Property costs
328

 
298

 
1,009

Interest

 

 
241

Depreciation and amortization

 

 
3,545

Impairments
34

 
417

 
9,587

Total expenses
366

 
730

 
14,391

Gain (loss) from discontinued operations before other income
98

 
3,368

 
(5,633
)
Other income:
 
 
 
 
 
Gain on debt extinguishment

 

 
1,028

Other

 

 
75

Total other income

 

 
1,103

Income (loss) from discontinued operations
98

 
3,368

 
(4,530
)
Gain on disposition of assets
590

 
325

 
36,086

Total discontinued operations
$
688

 
$
3,693

 
$
31,556

Number of properties disposed of during period
2

 
6

 
22


Note 14. Supplemental Cash Flow Information
The following table presents the supplemental cash flow disclosures (in thousands):
 
 
Years Ended December 31,
 
 
2015
 
2014
 
2013
Supplemental Disclosures of Non-Cash Investing and Financing Activities:
 
 
 
 
 
 
Reduction of debt through sale of certain real estate properties
 
$
30,555

 
$
5,001

 
$
149,156

Net real estate and other collateral assets surrendered to lender
 
7,384

 

 
6,921

Reduction of debt in exchange for collateral assets
 
7,904

 

 
7,949

Debt assumed through real estate property acquisition
 

 
10,528

 

Accrued interest capitalized to principal (1)
 
6,035

 
2,598

 

Accrued performance share dividend rights
 
564

 
565

 
163

Financing of a tenant lease settlement
 

 

 
650

Net assets acquired in Merger in exchange for common stock
 

 

 
1,734,315

Common stock registered in exchange for net assets acquired
 

 

 
2,025,737

Supplemental Cash Flow Disclosures:
 
 
 
 
 
 
Interest paid
 
$
206,115

 
$
209,032

 
$
154,919

Taxes paid, net of refunds
 
1,919

 
2,416

 
1,549

(1) Accrued and overdue interest on certain CMBS notes that have been intentionally placed in default.
Note 15. Incentive Award Plan and Employee Benefit Plan
Incentive Award Plan
Under the Incentive Award Plan, the Company may grant equity incentive awards to eligible employees, directors and other service providers. Awards under the Incentive Award Plan may be in the form of stock options, restricted stock, dividend equivalents, restricted stock units, stock appreciation rights, performance awards, stock payment awards, performance share awards, LTIP units and other incentive awards. If an award under the Incentive Award Plan is forfeited, expires or is settled for cash, any shares subject to such award may, to the extent of such forfeiture, expiration or cash settlement, be used again for new grants under the Incentive Award Plan. As of December 31, 2015, 1.2 million shares remained available for award under the Incentive Award Plan.
During the years ended December 31, 2015 and 2014, portions of awards of restricted common stock granted to certain of the Company’s officers and other employees vested. The vesting of these shares, granted pursuant to the Incentive Award Plan, resulted in federal and state income tax liabilities for the recipients. As permitted by the terms of the Incentive Award Plan and the award grants, certain executive officers and employees elected to surrender 0.4 million and 0.3 million shares of common stock, respectively, valued at $4.3 million and $2.9 million, respectively, solely to pay the associated minimum statutory tax withholdings during the years ended December 31, 2015 and 2014. Shares repurchased are considered retired under Maryland law and the cost of the stock repurchased is recorded as a reduction to common stock and accumulated deficit on the consolidated balance sheets.
Restricted Shares of Common Stock
During the year ended December 31, 2015, the Company granted 0.5 million restricted shares under the Incentive Award Plan to certain executive officers, employees and members of the Board of Directors. The fair value of the restricted stock grants was determined based on the Company's closing stock price on the date of grant. The Company recorded $5.7 million in deferred compensation associated with these grants, which will be recognized in expense over the requisite service period.

123


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

The following table summarizes restricted share activity under the Incentive Award Plan:
 
2015
 
2014
 
Number of Shares
 
Weighted Average Price (1)
(per share)
 
Number of Shares
 
Weighted Average Price (1)
(per share)
Outstanding non-vested shares, beginning of year
1,299,807

 
$
9.12

 
1,777,652

 
$
8.41

Shares granted
495,688

 
11.87

 
372,974

 
10.85

Shares vested
(1,005,088
)
 
8.77

 
(846,102
)
 
8.37

Shares forfeited
(19,404
)
 
11.53

 
(4,717
)
 
10.60

Outstanding non-vested shares, end of year
771,003

 
$
11.29

 
1,299,807

 
$
9.12

(1) Grant date fair value.
Historical staff turnover rates are used by the Company to estimate the forfeiture rate for its non-vested shares. Accordingly, changes in actual forfeiture rates will affect stock-based compensation expense during the applicable period.
Performance Share Awards

Since August 2013, performance share awards have been granted to executive officers upon approval from the Board of Directors or committee thereof. These awards are granted at a target number of units and represent shares that are potentially issuable in the future. The performance share awards vest based on the Company’s stock price and dividend performance, TSR, at the end of, generally, three-year periods relative to a group of industry peers. Potential shares of the Corporation's common stock that each participant is eligible to receive is based on the initial target number of shares granted multiplied by a percentage range between 0% and 250%. Grant date fair value of the performance share awards was calculated using the Monte Carlo simulation model, which incorporated stock price correlation, projected dividend yields and other variables over the time horizons matching the performance periods. Stock-based compensation expense associated with unvested performance share awards is recognized on a straight-line basis over the minimum required service period.

In addition, final shares issued under each performance share award entitle its holder to a cash payment equal to the aggregate declared dividends with record dates during the performance period, beginning on the grant date and ending the day before the awards are released. The projected shares to be awarded are not considered issued under the Incentive Award Plan until the performance period has ended and the actual number of shares to be released is determined. The performance shares and dividend rights are subject to forfeiture in the event of a non-qualifying termination of a participant prior to the performance period end date.

124


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015


The following table summarizes performance share award activity under the Incentive Award Plan:
 
2015
 
2014
 
Number of Target Shares
 
Weighted Average Fair Value
(per share)
 
Number of Target Shares
 
Weighted Average Fair Value
(per share)
Outstanding non-vested awards, beginning of year
610,797

 
$
13.49

 
367,914

 
$
13.45

Grants at target (1)
279,199

 
14.78

 
242,883

 
13.56

Earned above performance target (2)
387,027

 
13.45

 

 

Vested (3)
(804,298
)
 
13.46

 

 

Outstanding non-vested awards, end of year
472,725

 
$
14.28

 
610,797

 
$
13.49

(1) The performance period for the 2015 performance awards began January 1, 2015 and continues through December 31, 2017, and the performance period for the 2014 performance awards began January 1, 2014 and continues through December 31, 2016.
(2) Represents shares that were earned in excess of target for the grants whose performance period ended on December 31, 2015.
(3) The number of shares that vested in 2015 includes 134,932 shares released at target in connection with a qualifying termination of a participant. Dividend rights of $1.1 million associated with all shares released were paid in cash during 2015.
Approximately $0.2 million and $0.7 million in dividend rights have been accrued as of December 31, 2015 and 2014, respectively. For outstanding non-vested awards at December 31, 2015, no shares would have been released based on the Corporation's TSR relative to the specified peer groups through that date.
Stock-based Compensation Expense
For the years ended December 31, 2015, 2014 and 2013, the Company recognized $13.3 million, $11.3 million and $8.8 million, respectively, in stock-based compensation expense, which is included in general and administrative expenses in the accompanying consolidated statements of operations.
As of December 31, 2015, the remaining unamortized stock-based compensation expense totaled $8.7 million, including $5.1 million related to restricted stock awards and $3.6 million related to performance share awards, which is recognized as the greater of the amount amortized on a straight-line basis over the service period of each applicable award or the amount vested over the vesting periods.
401(k) Plan
The Company has a 401(k) Plan, which is available to full-time employees who have completed at least three months of service with the Company. Currently, the Company provides a matching contribution in cash, up to a maximum of 4% of compensation, which vests immediately.
Note 16. Income (Loss) Per Share
The table below is a reconciliation of the numerator and denominator used in the computation of basic and diluted net income (loss) per share computed using the two-class method, as restated (dollars in thousands):
 
Years Ended December 31,
 
2015
 
2014
 
2013
Basic and diluted income (loss):
 
 
 
 
 
Income (loss) from continuing operations
$
24,103

 
$
(50,859
)
 
$
(33,172
)
Gain on disposition of assets
68,421

 
10,221

 

Less: income attributable to unvested restricted stock
(696
)
 
(1,099
)
 
(1,291
)
Income (loss) used in basic and diluted loss per share from continuing operations
91,828

 
(41,737
)
 
(34,463
)
Income from discontinued operations
688

 
3,693

 
31,556

Net income (loss) attributable to common stockholders used in basic and diluted income (loss) per share
$
92,516

 
$
(38,044
)
 
$
(2,907
)
 
 
 
 
 
 
Basic weighted average shares of common stock outstanding:
 
 
 
 
 
Weighted average shares of common stock outstanding
433,361,726

 
388,604,270

 
257,153,935

Less: unvested weighted average shares of restricted stock
(1,138,773
)
 
(1,794,524
)
 
(2,133,370
)
Weighted average number of shares outstanding used in basic income (loss) per share
432,222,953

 
386,809,746

 
255,020,565

Net income (loss) per share attributable to common stockholders-basic
$
0.21

 
$
(0.10
)
 
$
(0.01
)
 
 
 
 
 
 
Diluted weighted average shares of common stock (1)
 
 
 
 
 
Stock options
3,384

 

 

Unvested performance shares
319,288

 

 

Weighted average number of shares of common stock used in diluted income (loss) per share
432,545,625

 
386,809,746

 
255,020,565

Net income (loss) per share attributable to common stockholders-diluted
$
0.21

 
$
(0.10
)
 
$
(0.01
)
 
 
 
 
 
 
Potentially dilutive shares of common stock (2)
 
 
 
 
 
Unvested shares of restricted stock
339,541

 
731,444

 
704,306

Unvested performance shares

 
770,688

 
189,530

Stock options

 
5,146

 
662

Total
339,541

 
1,507,278

 
894,498

(1) Assumes the most dilutive issuance of potentially issuable shares between the two-class and treasury stock method unless the result would be antidilutive.
(2) Due to a loss from continuing operations for 2014 and 2013, no potentially dilutive securities were included in computing loss per share of common stock during those periods as their effect would be anti-dilutive.
The Corporation intends to satisfy its exchange obligation for the principal amount of the Convertible Notes to the note holders entirely in cash, therefore, the "if-converted" method does not apply and the treasury stock method is being used. As the Corporation's stock price is below the conversion price, there are no potentially dilutive shares associated with the Convertible Notes.

Note 17. Costs Associated With Restructuring Activities

On November 16, 2015, the Company’s Board of Directors approved the strategic decision to relocate its headquarters from Scottsdale, Arizona to Dallas, Texas. The Company anticipates that it will begin occupying temporary office space

125


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

in the new headquarters in the spring of 2016 and that the move will be finalized by the end of 2016. As a result of moving its corporate headquarters, the Company will incur various restructuring charges, including employee separation and relocation costs. The restructuring charges incurred for the year ended December 31, 2015 totaled $7.1 million and are included within restructuring charges on the accompanying consolidated statements of operations. The Company currently anticipates to incur total costs of approximately $20.0 million relating to this relocation. This amount includes an estimated $4.8 million in capitalized costs related to tenant improvements and fixtures for the new corporate headquarters. In February 2016, the Company signed a lease for the new corporate headquarters in Dallas.

Employee separation costs include severance payments, retention bonuses and pro-rated annual bonuses. Estimated separation costs were generally based on the anticipated separation date of June 30, 2016 and were recognized in December 2015, the date the employee elected to separate. Estimated separation costs are subject to change as individual separation dates may vary. Employee relocation costs include a transition bonus and reimbursement for certain moving costs, which will be recognized as the service is provided and the related liability is incurred.

The fair value of the liability for the Scottsdale office lease termination will be recognized on the earlier of the sublease date (if entered into) or the cease-use date. Other costs incurred as a direct result of the restructuring plan, such as placement fees and consulting fees, are expensed as incurred.

The following table presents a reconciliation of the liability attributable to restructuring costs incurred as of December 31, 2015, which are recorded within accounts payable, accrued expenses and other liabilities in the accompanying consolidated balance sheets (in thousands):
 
Employee Separation/Relocation Costs
 
Other Restructuring Costs
 
Total
Beginning balance, as of December 31, 2014
$

 
$

 
$

Accruals
6,045

 
1,011

 
7,056

Payments
(291
)
 
(839
)
 
(1,130
)
Ending balance, as of December 31, 2015
$
5,754

 
$
172

 
$
5,926



126


SPIRIT REALTY CAPITAL, INC.
Notes to Consolidated Financial Statements - (continued)
December 31, 2015

Note 18. Consolidated Quarterly Financial Data

The following table sets forth certain unaudited consolidated financial information for each of the four quarters included in the years ended December 31, 2015 and 2014 (in thousands, except share and per share data):
 
First
 
Second
 
Third
 
Fourth
 
 
 
Quarter
 
Quarter
 
Quarter
 
Quarter
 
Year
2015
 (Unaudited) (Restated)
Total revenues
$
162,287

 
$
167,934

 
$
168,425

 
$
168,689

 
$
667,335

Depreciation and amortization
66,296

 
64,671

 
64,493

 
65,173

 
260,633

Interest
57,914

 
56,167

 
54,673

 
54,147

 
222,901

Other expenses
23,662

 
52,771

 
40,548

 
39,555

 
156,536

(Loss) gain on debt extinguishment
(1,230
)
 
3,377

 
342

 
(5,651
)
 
(3,162
)
Income (loss) from continuing operations
13,185

 
(2,298
)
 
9,053

 
4,163

 
24,103

Income (loss) from discontinued operations
227

 
494

 
(41
)
 
8

 
688

Net income (loss) attributable to common stockholders
22,563

 
49,345

 
15,003

 
6,301

 
93,212

Net income (loss) per share attributable to common stockholders:

 

 

 

 

Basic
$
0.05

 
$
0.11

 
$
0.03

 
$
0.02

 
$
0.21

Diluted
$
0.05

 
$
0.11

 
$
0.03

 
$
0.02

 
$
0.21

Dividends declared per common share
$
0.17000

 
$
0.17000

 
$
0.17000

 
$
0.17500

 
$
0.68500

 
 
 
 
 
 
 
 
 
 
 
First
 
Second
 
Third
 
Fourth
 
 
 
Quarter
 
Quarter
 
Quarter
 
Quarter
 
Year
 
 (Unaudited) (Restated)
2014
 
 
 
 
 
 
 
 
 
Total revenues
$
143,972

 
$
151,789

 
$
152,295

 
$
154,815

 
$
602,871

Depreciation and amortization
60,549

 
61,968

 
62,069

 
63,380

 
247,966

Interest
54,399

 
55,992

 
53,535

 
56,144

 
220,070

Other expenses
19,758

 
58,548

 
30,047

 
12,591

 
120,944

(Loss) gain on debt extinguishment

 
(64,708
)
 
212

 
(254
)
 
(64,750
)
Income (loss) from continuing operations
9,266

 
(89,427
)
 
6,856

 
22,446

 
(50,859
)
Income (loss) from discontinued operations
3,047

 
371

 
528

 
(253
)
 
3,693

Net income (loss) attributable to common stockholders
13,848

 
(90,346
)
 
8,225

 
31,328

 
(36,945
)
Net income (loss) per share attributable to common stockholders:

 

 

 

 

Basic
$
0.04

 
$
(0.24
)
 
$
0.02

 
$
0.08

 
$
(0.10
)
Diluted
$
0.04

 
N/A

 
$
0.02

 
$
0.08

 
N/A

Dividends declared per common share
$
0.16625

 
$
0.16625

 
$
0.16625

 
$
0.17000

 
$
0.66875

Note 19. Subsequent Events

On February 18, 2016, the Company's Board of Directors authorized a stock repurchase program to acquire up to $200.0 million of the Company's common stock in the open market or through private transactions from time to time over the next 18 months.

127


Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.
Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures
Prior to the Original Filing, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness as of December 31, 2015 of the design and operation of our disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2015.
In connection with the restatement discussed in the Explanatory Note to this Form 10-K/A and Note 2 to the consolidated financial statements included in Part II, Item 8 of this Form 10-K/A, management became aware of a material weakness in the Company’s internal control over financial reporting. As a result of this material weakness, described below, the Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2015, the Company’s disclosure controls and procedures were not effective. The Company has undertaken remediation efforts, as discussed below.
In light of the material weakness referred to above, the Company has designed and implemented additional controls, including the performance of additional analyses and procedures, in order to conclude that the consolidated financial statements in this Form 10-K/A for the year ended December 31, 2015 and for each of the quarterly periods within fiscal 2015 are fairly presented, in all material respects, in accordance with GAAP.
Management's Report on Internal Control over Financial Reporting
Management, including the Chief Executive Officer and Chief Financial Officer, are responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Management used the criteria issued by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control - 2013 Integrated Framework to assess the effectiveness of the Company’s internal control over financial reporting. Based on such assessments, at the time the Original Filing was filed on February 26, 2016, the Chief Executive Officer and Chief Financial Officer concluded that our internal control over financial reporting was effective as of December 31, 2015. Subsequent to this evaluation, the Chief Executive Officer and Chief Financial Officer identified a material weakness in our internal control over financial reporting.
The Company failed to design controls over the review of the accounting for real estate dispositions; specifically, the allocation of a portion of the Company's goodwill to the carrying amount of assets sold or held for sale when determining the gain or loss on sale to be recognized for sold assets or the amount, if any, of impairment losses to be recognized for assets held for sale.
The material weakness was identified by Ernst & Young LLP, the Company's independent registered public accounting firm, in October 2016.
Ernst & Young LLP has reissued an audit report on the effectiveness of the Company's internal control over financial reporting as of December 31, 2015, which is included in this Annual Report on Form 10-K/A.
Management's Plans for Remediation
Management became aware of this material weakness in internal control over financial reporting and took immediate actions to remediate the material weakness.
The Company will design controls over the review of the accounting for real estate dispositions; specifically, the allocation of a portion of the Company's goodwill to the carrying amount of assets sold or held for sale when determining the gain or loss on sale to be recognized for sold assets or the amount, if any, of impairment losses to be recognized for assets held for sale.
The Company does not expect to incur material costs to remediate this control and expects to have this material weakness remediated no later than December 31, 2016.

128


Changes in Internal Control over Financial Reporting
Except as noted in the preceding paragraphs, there were no changes to the Company’s internal control over financial reporting (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that occurred during the quarter ended December 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Inherent Limitations on Effectiveness of Controls
Our management, including our Chief Executive Officer and Chief Financial Officer, believes that our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives and are effective at the reasonable assurance level. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
Item 9B. Other Information

On February 23, 2016, we entered into an amendment to the employment agreement of Phillip D. Joseph, Jr., our Chief Financial Officer, Executive Vice President and Treasurer. The amendment provides that Mr. Joseph is eligible to receive an annual discretionary incentive payment under the Company’s annual bonus plan, as may be in effect from time to time, based on a target bonus opportunity equal to 125% (originally 100%), and a maximum bonus opportunity equal to 200% (originally 150%), of his base salary, respectively. Additionally, the amendment increases Mr. Joseph’s base salary to $415,000 (originally $400,000), effective January 1, 2016. Any annual bonus plan incentive payment will be based upon the attainment of one or more pre-established performance criteria set by the Board of Directors (or a committee thereof), in its sole discretion.
We are currently in the midst of a search for a new general counsel. We expect our employment relationship with our current general counsel to terminate on March 4, 2016. We are currently seeking to negotiate a severance agreement with our current general counsel. We cannot assure you that we will be able to reach a separation on mutually agreeable terms.
On February 18, 2016, the Compensation Committee of the Board of Directors of Spirit Realty Capital, Inc. approved a 2016 bonus program applicable to its executive officers, Tom H. Nolan, Phillip D. Joseph, Jr. Gregg A. Seibert and Mark L. Manheimer. Prior to its approval, the Compensation Committee engaged in a review of its incentive compensation program, with the assistance of its independent compensation consultant, Towers Watson.
Under the 2016 Bonus Program, the executives will be eligible to earn cash bonuses based on the Company’s achievement in 2016 of performance goals relating to (i) Adjusted Funds From Operations (a supplemental non-GAAP financial measure defined in this Annual Report on Form 10-K/A); (ii) ratio of debt to EBITDA (a supplemental non-GAAP financial measure meaning earnings of the Company before interest, taxes, depreciation and amortization); (iii) weighted average occupancy levels of Company real estate assets; and (iv) acquisition volume, as well as each executive’s achievement of individual performance goals. In determining each executive’s actual bonus under the 2016 Bonus Program, the goals will be weighted as follows for the applicable executive:

129


Executive
 
AFFO
 
Debt to EBITDA
 
Occupancy
 
Acquisitions
 
Individual Performance
Thomas H. Nolan
 
17.5%
 
17.5%
 
17.5%
 
17.5%
 
30%
Phillip D. Joseph, Jr.
 
17.5%
 
26.25%
 
13.125%
 
13.125%
 
30%
Gregg A. Seibert
 
17.5%
 
8.75%
 
8.75%
 
35%
 
30%
Mark L. Manheimer
 
17.5%
 
8.75%
 
21.875%
 
21.875%
 
30%

Each executive must be employed by the Company through the date on which the Company pays bonuses under the 2016 Bonus Program in order to be eligible to receive a bonus under the program.

130


PART III


Item 10. Directors, Executive Officers and Corporate Governance

The information concerning our directors and executive officers required by Item 10 will be included in the Proxy Statement to be filed relating to our 2016 Annual Meeting of Stockholders and is incorporated herein by reference.

Item 11. Executive Compensation

The information concerning our executive compensation required by Item 11 will be included in the Proxy Statement to be filed relating to our 2016 Annual Meeting of Stockholders and is incorporated herein by reference.


Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information concerning our security ownership of certain beneficial owners and management and related stockholder matters (including equity compensation plan information) required by Item 12 will be included in the Proxy Statement to be filed relating to our 2016 Annual Meeting of Stockholders and is incorporated herein by reference.


Item 13. Certain Relationships and Related Transactions, and Director Independence

The information concerning certain relationships, related transactions and director independence required by Item 13 will be included in the Proxy Statement to be filed relating to our 2016 Annual Meeting of Stockholders and is incorporated herein by reference.

Item 14. Principal Accountant Fees and Services

The information concerning our principal accounting fees and services required by Item 14 will be included in the Proxy Statement to be filed relating to our 2016 Annual Meeting of Stockholders and is incorporated herein by reference.
PART IV
Item 15. Exhibits, Financial Statement Schedules
(a)(1) and (2)    
Financial Statements and Schedules. The following documents are filed as a part of this report (see Item 8):
Reports of Independent Registered Public Accounting Firm.
Consolidated Balance Sheets as of December 31, 2015 and 2014.
Consolidated Statements of Operations for the Years Ended December 31, 2015, 2014 and 2013.
Consolidated Statements of Comprehensive Income (Loss) for the Years December 31, 2015, 2014 and 2013.
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2015, 2014 and 2013.
Consolidated Statements of Cash Flows for the Years Ended December 31, 2015, 2014 and 2013.
Notes to Consolidated Financial Statements.
Schedule III - Real Estate and Accumulated Depreciation.
Schedule IV - Mortgage Loans on Real Estate as of December 31, 2015.


131


All other schedules are omitted since the required information is not present in amounts sufficient to require submission of the schedule or because the information required is included in the financial statements and the notes thereto.

(b)    Exhibits.
Exhibit No.
 
Description
 
 
 
1.1
Equity Distribution Agreement among Spirit Realty Capital, Inc. and the persons named therein, dated April 15, 2014 filed as Exhibit 1.1 to the Company's Form 8-K on April 15, 2014 and incorporated herein by reference.
 
 
 
 
2.1
Agreement and Plan of Merger, dated as of January 22, 2013, as amended by the First Amendment to Agreement and Plan of Merger, dated as of May 8, 2013, by and among Spirit Realty Capital, Inc. (f/k/a Cole Credit Property Trust II, Inc.), a Maryland corporation, Spirit Realty Capital, Inc., a Maryland corporation, Cole Operating Partnership II, LP, a Delaware limited partnership and Spirit Realty, L.P., a Delaware limited partnership. Previously filed by Spirit Realty Capital, Inc. as an exhibit to the Company’s Form 8-K filed with the Securities and Exchange Commission on January 22, 2013 and Exhibit 2.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on May 9, 2013, respectively.
 
 
2.2
Articles of Merger by and between Spirit Realty Capital, Inc. (f/k/a Cole Credit Property Trust II, Inc.), a Maryland corporation, and Spirit Realty Capital, Inc., a Maryland corporation and the Amended and Restated Charter of Spirit Realty Capital, Inc. (f/k/a Cole Credit Property Trust II, Inc.) filed as Exhibit (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 000-51963), filed on July 17, 2013).
 
 
3.1
Articles of Restatement of Spirit Realty Capital, Inc. filed Exhibit 3.1 to the Company's Registration Statement on Form S-3 on November 8, 2013 and incorporated herein by reference.
 
 
3.2
Articles of Amendment of Spirit Realty Capital, Inc. filed as Exhibit 3.1 to the Company's Form 8-K on May 13, 2014 and incorporated herein by reference.
 
 
3.3
Third Amended and Restated Bylaws of Spirit Realty Capital, Inc. filed as Exhibit 10.5 to the Company’s Form 8-K on August 28, 2015 and incorporated herein by reference.
 
 
4.1
Form of Certificate for Common Stock of Spirit Realty Capital, Inc. filed as Exhibit 4.1 to the Registration Statement on Form S-4 on March 29, 2013 and incorporated herein by reference.
 
 
4.2
Second Amended and Restated Master Indenture among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Citibank, N.A., dated May 20, 2014 filed as Exhibit 4.1 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
4.3
Amendment No. 1 to the Second Amended and Restated Master Indenture among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Citibank, N.A., dated November 26, 2014 filed as Exhibit 4.1 to the Company's Form 8-K on December 1, 2014 and incorporated herein by reference.
 
 
4.4
Series 2014-1 Indenture Supplement among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Citibank, N.A., dated May 20, 2014 filed as Exhibit 4.2 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
4.5
Series 2014-2 Indenture Supplement among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Citibank, N.A., dated May 20, 2014 filed as Exhibit 4.3 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
4.6
Series 2014-3 Indenture Supplement among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Citibank, N.A., dated May 20, 2014 filed as Exhibit 4.3 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
4.7
Series 2014-4 Indenture Supplement among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC, Spirit Master Funding VI, LLC, Spirit Master Funding VIII, LLC and Citibank, N.A., dated November 26, 2014 filed as Exhibit 4.2 to the Company's Form 8-K on December 1, 2014 and incorporated herein by reference.
 
 

132


Exhibit No.
 
Description
 
4.8
Master Indenture, between Citibank, N.A. and Spirit Master Funding VII, LLC, dated as of December 23, 2013. Previously filed by Spirit Realty Capital, Inc. as Exhibit 10.21 to the Company's Annual Report on Form 10-K on March 4, 2014 and incorporated herein by reference.
 
 
4.9
Series 2013-1 Supplement, between Citibank, N.A. and Spirit Master Funding VII, LLC, dated as of December 23, 2013, filed as Exhibit 10.22 to the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 4, 2014.
 
 
4.10
Series 2013-2 Supplement, between Citibank, N.A. and Spirit Master Funding VII, LLC, dated as of December 23, 2013, filed as Exhibit 10.23 to Annual Report on Form 10-K on March 4, 2014 and incorporated herein by reference.
 
 
4.11
Indenture, dated May 20, 2014, between the Company and Wilmington Trust, National Association, filed as Exhibit 4.1 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
4.12
First Supplemental Indenture, dated May 20, 2014, by and between Spirit Realty Capital, Inc. and Wilmington Trust, National Association (including the form of 2.875% Convertible Senior Note due 2019) filed as Exhibit 4.2 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
4.13
Second Supplemental Indenture, dated May 20, 2014, by and between Spirit Realty Capital, Inc. and Wilmington Trust, National Association (including the form of 3.75% Convertible Senior Note due 2021) filed as Exhibit 4.3 to the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
10.1
Spirit Realty Capital, Inc. and Spirit Realty, L.P. 2012 Incentive Award Plan filed as Exhibit 10.7 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.2
Form of 2012 Incentive Award Plan Restricted Stock Award Grant Notice and Agreement filed as Exhibit 10.9 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.3
Form of 2012 Incentive Award Plan Stock Payment Award Grant Notice and Agreement filed as Exhibit 10.9 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.4
Form of Performance Share Award Agreement. Previously filed by Spirit Realty Capital, Inc. as an exhibit to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 17, 2013.
 
 
10.5
Credit Agreement, by and among Deutsche Bank Securities Inc., Deutsche Bank AG New York Branch, Spirit Realty, L.P. and various lenders, dated as of July 17, 2013 filed as Exhibit 10.01 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.6
Guaranty, by and among Spirit Realty Capital, Inc., Spirit General OP Holdings, LLC, Deutsche Bank Securities Inc. and various lenders, dated as of July 17, 2013 filed as Exhibit 10.2 to the Company’s Form 8-K filed on July 17, 2013 and incorporated herein by reference.
 
 
10.7
Security Agreement, by and among Spirit Realty Capital, Inc., Spirit General OP Holdings, LLC, Spirit Realty, L.P., Spirit Master Funding IV, LLC, Spirit Master Funding V, LLC, Deutsche Bank Securities Inc. and various lenders, dated as of July 17, 2013 filed as Exhibit 10.3 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.8
Omnibus Collateral Assignment of Material Agreements, Permits and Licenses, by and among Spirit Realty Capital, Inc., Spirit General OP Holdings, LLC, Spirit Realty, L.P., Spirit Master Funding IV, LLC, Spirit Master Funding V, LLC, Deutsche Bank Securities Inc. and various lenders, dated as of July 17, 2013. Previously filed by Spirit Realty Capital, Inc. as an exhibit to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 17, 2013.
 
 
10.9
Loan Agreement, between German American Capital Corporation and Spirit SPE Loan Portfolio 2013-2, LLC, dated as of July 17, 2013 filed as Exhibit 10.4 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.10
Guaranty of Recourse Obligations of Borrower, by Spirit Realty, L.P. in favor of German American Capital Corporation, dated as of July 17, 2013 filed as Exhibit 10.6 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 

133


Exhibit No.
 
Description
 
10.11
Loan Agreement, between Barclays Bank PLC and Spirit SPE Loan Portfolio 2013-3, LLC, dated as of July 17, 2013 filed as Exhibit 10.7 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.12
Guaranty of Recourse Obligations of Borrower by Spirit Realty, L.P. in favor of Barclays Bank PLC, dated as of July 17, 2013 filed as Exhibit 10.8 to the Company’s Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.13
Second Amended and Restated Property Management and Servicing Agreement dated May 20, 2014, by and among Spirit Realty, L.P., Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Midland Loan Services, a division of PNC Bank, National Association filed as Exhibit 1.1 of the Company's Form 8-K on May 20, 2014 and incorporated herein by reference.
 
 
10.14
Amendment No. 1 to the Second Amended and Restated Property Management and Servicing Agreement dated November 26, 2014, by and among Spirit Realty, L.P., Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and Midland Loan Services, a division of PNC Bank, National Association filed as Exhibit 1.2 of the Company's Form 8-K on December 1, 2014 and incorporated herein by reference.

 
 
10.15
Property Management and Servicing Agreement, between Midland Loan Services, Spirit Master Funding VII, LLC and Spirit Realty, L.P., dated as of December 23, 2013 filed as Exhibit 10.24 to its Annual Report on Form 10-K filed on March 4, 2014 and incorporated herein by reference.
 
 
10.16
Defeasance, Assignment, Assumption and Release Agreement dated June 5, 2014 by and among Spirit SPE Portfolio 2006-1, LLC and Spirit SPE Portfolio 2006-2, LLC, U.S. Bank, National Association as Trustee for the Lender, Midland Loan Servicer, a division of PNC Bank, National Association as servicer and U.S. Bank, National Association as Securities Intermediary and Custodian filed as Exhibit 1.1 of the Company's Form 8-K on June 6, 2014 and incorporated herein by reference.
 
 
10.17
First Amended and Restated Agreement of Limited Partnership of Spirit Realty, L.P. on September 12, 2014.
 
 
10.18
Amended and Restated Master Lease between Spirit SPE Portfolio 2006-1, LLC and Spirit SPE Portfolio 2006-2, LLC, and Shopko Stores Operating CO., LLC, dated December 15, 2014 filed as Exhibit 1.2 of the Company's Form 8-K on December 1, 2014 and incorporated herein by reference.

 
 
10.19
Form of Indemnification Agreement of Spirit Realty Capital, Inc. filed as Exhibit 10.1 of the Company's Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.20
Amended and Restated Employment Agreement among Spirit Realty Capital, Inc. and Thomas H. Nolan, Jr., dated as of July 17, 2013 filed as Exhibit 10.2 of the Company's Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.21
Amended and Restated Employment Agreement among Spirit Realty Capital, Inc. and Michael A. Bender, dated as of July 17, 2013 filed as Exhibit 10.3 of the Company's Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.23
Transition and Separation Agreement among Spirit Realty Capital, Inc. and Michael A. Bender dated as of August 27, 2015 and filed as Exhibit 10.4 of the Company's form 8-K on August 28, 2015 and incorporated herein by reference.
 
 
10.25
Director Compensation Program of Spirit Realty Capital, Inc. filed as Exhibit 10.10 of the Company's Form 8-K on July 17, 2013 and incorporated herein by reference.
 
 
10.26
Employment Agreement among Spirit Realty Capital, Inc. and Phillip D. Joseph, Jr., dated as of March 25, 2015 filed as Exhibit 10.1 of the Company's Form 8-K on March 25, 2015 and incorporated herein by reference.
 
 
10.27*
Employment Letter Agreement between Spirit Realty Capital, Inc. and Philip D. Joseph, Jr. dated as of October 14, 2015 filed within as Exhibit 10.27 of the Company's Annual Report on Form 10-K on February 26, 2016.
 
 

134


Exhibit No.
 
Description
 
10.28*
First Amended and Restated Employment Agreement among Spirit Realty Capital, Inc. and Phillip D. Joseph, Jr, dated as of February 23, 2016 filed within as Exhibit 10.28 of the Company's Annual Report on Form 10-K on February 26, 2016.
 
 
10.29
Credit Agreement among Spirit Realty L.P., Wells Fargo Bank, N.A., as the administrative agent, and the various financial institutions as are or may become parties thereto, dated as of March 31, 2015, filed as Exhibit 10.1 to the Company's Form 8-K on March 31, 2015 and incorporated herein by reference.
 
 
10.30
Second Amended and Restated Employment Agreement among Spirit Realty Capital, Inc. and Thomas H. Nolan, Jr., dated as of August 27, 2015 filed as Exhibit 10.1 of the Company's Form 8-K on August 28, 2015 and incorporated herein by reference.
 
 
10.31
Third Amended and Restated Employment Agreement among Spirit Realty Capital, Inc. and Gregg A. Seibert, dated as of August 27, 2015 filed as Exhibit 10.2 of the Company's Form 8-K on August 28, 2015 and incorporated herein by reference.
 
 
10.32
Second Amended and Restated Employment Agreement among Spirit Realty Capital, Inc. and Mark Manheimer, dated as of August 27, 2015 filed as Exhibit 10.3 of the Company's Form 8-K on August 28, 2015 and incorporated herein by reference.
 
 
10.33
Term Loan Agreement among Spirit Realty L.P., various financial institutions, as lenders, and Bank of America, N.A., as the administrative agent, dated as of November 3, 2015, filed as Exhibit 10.1 to the Company's Form 8-K on November 6, 2015 and incorporated herein by reference.
 
 
10.34*
First Amendment to the Credit Agreement among Spirit Realty L.P., various financial institutions, as lenders, and Wells Fargo Bank, N.A., as the administrative agent, dated as of November 3, 2015, filed within as Exhibit 10.34 to the Company's Annual Report Form 10-K on February 26, 2016.
 
 
10.35*
Credit Agreement Guaranty dated as of March 31, 2015 in favor of Wells Fargo Bank National Association, the Administrative Agent for the lenders, and among Spirit Realty, L.P., filed within as Exhibit 10.35 of the Company's Annual Report on Form 10-K on February 26, 2016.
 
 
10.36*
The 2016 executive cash bonus program, was approved by the Compensation Committee of the Board of Directors of Spirit Realty Capital, Inc.on February 18, 2016 and is filed within as Exhibit 10.36 of the Company's Annual Report on Form 10-K on February 26, 2016.
 
 
14.1
Code of Business Conduct and Ethics of Spirit Realty Capital, Inc. filed as Exhibit 14.1 to its Annual Report on Form 10-K on March 5, 2013 and incorporated herein by reference.
 
 
16.1
Deloitte & Touche LLP’s Response Letter to the Securities and Exchange Commission dated as of July 17, 2013 filed as Exhibit 16.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 17, 2013.
 
 
21.1*
List of Subsidiaries of Spirit Realty Capital, Inc. as of December 31, 2015.
 
 
23.1*
Consent of Ernst & Young LLP the Company's Independent Registered Accounting Firm
 
 
31.1*
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
 
31.2*
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
 
32.1*
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 
101.1**
The following financial information from Spirit Realty Capital, Inc.'s Annual Report on Form 10-K/A for the year ended December 31, 2015, formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (loss), (iv) Consolidated Statements of Stockholders' Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to the Consolidated Financial Statements.
*
Filed herewith.

135


**
Pursuant to applicable securities laws and regulations, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act, are deemed not filed for purposes of section 18 of the Exchange Act and otherwise are not subject to liability under these sections.

136


SPIRIT REALTY CAPITAL, INC.
Schedule III Real Estate and
Accumulated Depreciation
(Amounts in thousands)
             
 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which
depreciation in
latest Statement of Operations is
computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 


General Merchandise
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Aberdeen, SD
 
(d)

 
$
3,857

 
$
3,348

 
$

 
$

 
$
3,857

 
$
3,348

 
$
7,205

 
$
(1,352
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Ainsworth, NE
 
(a)

 
360

 
1,829

 

 

 
360

 
1,829

 
2,189

 
(399
)
 
2007
 
12/08/09
 
12 to 47 Years
 
Alamogordo, NM
 
(a)

 
476

 
560

 

 

 
476

 
560

 
1,036

 
(78
)
 
2006
 
07/17/13
 
8 to 40 Years
 
Albany, MO
 
(b)

 
66

 
410

 

 

 
66

 
410

 
476

 
(138
)
 
1990
 
05/31/06
 
15 to 30 Years
 
Albert Lea, MN
 
(d)

 
2,526

 
3,141

 

 

 
2,526

 
3,141

 
5,667

 
(1,638
)
 
1985
 
05/31/06
 
15 to 20 Years
 
Allegan, MI
 
(b)

 
741

 
1,198

 

 

 
741

 
1,198

 
1,939

 
(495
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Anderson, SC
 
8,160

 
4,770

 
6,883

 

 

 
4,770

 
6,883

 
11,653

 
(1,503
)
 
1993
 
07/17/13
 
8 to 21 Years
 
Anderson, SC
 
(a)

 
351

 
966

 

 

 
351

 
966

 
1,317

 
(76
)
 
1992
 
07/17/13
 
10 to 41 Years
 
Appleton, WI
 
(d)

 
4,898

 
5,804

 

 

 
4,898

 
5,804

 
10,702

 
(1,985
)
 
1971
 
05/31/06
 
15 to 30 Years
 
Arcadia, WI
 
(b)

 
673

 
983

 

 

 
673

 
983

 
1,656

 
(507
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Archbold, OH
 
(b)

 
631

 
1,229

 

 

 
631

 
1,229

 
1,860

 
(506
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Attica, IN
 
(b)

 
550

 
1,116

 

 

 
550

 
1,116

 
1,666

 
(468
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Austin, MN
 
(d)

 
4,246

 
4,444

 

 

 
4,246

 
4,444

 
8,690

 
(1,694
)
 
1983
 
05/31/06
 
15 to 30 Years
 
Baton Rouge, LA
 
(a)

 
328

 
996

 

 

 
328

 
996

 
1,324

 
(90
)
 
1999
 
07/17/13
 
10 to 40 Years
 
Bay City, TX
 
(d)

 
1,192

 
3,250

 

 

 
1,192

 
3,250

 
4,442

 
(619
)
 
1990
 
07/17/13
 
3 to 20 Years
 
Beeville, TX
 
(a)

 
101

 
1,814

 

 

 
101

 
1,814

 
1,915

 
(108
)
 
2004
 
07/17/13
 
10 to 45 Years
 
Bellevue, NE
 
(d)

 
3,269

 
3,482

 

 

 
3,269

 
3,482

 
6,751

 
(1,355
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Beloit, WI
 
(d)

 
3,191

 
4,414

 

 

 
3,191

 
4,414

 
7,605

 
(2,260
)
 
1978
 
05/31/06
 
15 to 20 Years
 
Belvidere, IL
 
(d)

 
3,061

 
3,609

 

 

 
3,061

 
3,609

 
6,670

 
(1,406
)
 
1995
 
05/31/06
 
15 to 30 Years
 
Bethany, MO
 
(b)

 
648

 
379

 

 

 
648

 
379

 
1,027

 
(285
)
 
1974
 
05/31/06
 
15 to 20 Years
 
Billings, MT
 
(d)

 
3,035

 
4,509

 
(259
)
 

 
2,776

 
4,509

 
7,285

 
(1,618
)
 
1990
 
05/31/06
 
15 to 30 Years
 
Bloomfield, IN
 
(b)

 
639

 
940

 

 

 
639

 
940

 
1,579

 
(433
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Boise, ID
 
(d)

 
2,036

 
5,555

 

 

 
2,036

 
5,555

 
7,591

 
(1,914
)
 
1989
 
05/31/06
 
15 to 30 Years
 
Borger, TX
 
(d)

 
907

 
3,243

 

 

 
907

 
3,243

 
4,150

 
(520
)
 
1991
 
07/17/13
 
3 to 25 Years
 
Burlington, KS
 
(b)

 
371

 
565

 

 

 
371

 
565

 
936

 
(325
)
 
1990
 
05/31/06
 
15 to 20 Years
 
Calumet City, IL
 
(a)

 
393

 
949

 

 

 
393

 
949

 
1,342

 
(96
)
 
1977
 
07/17/13
 
9 to 32 Years
 
Carrollton, MO
 
(b)

 
352

 
345

 

 

 
352

 
345

 
697

 
(248
)
 
1994
 
07/21/11
 
9 to 20 Years
 
Centerville, TN
 
(b)

 
420

 
776

 

 

 
420

 
776

 
1,196

 
(342
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Charlotte, NC
 
(a)

 
371

 
598

 

 

 
371

 
598

 
969

 
(87
)
 
1957
 
07/17/13
 
8 to 25 Years
 
Chiefland, FL
 
(a)

 
376

 
1,206

 

 

 
376

 
1,206

 
1,582

 
(100
)
 
2007
 
07/17/13
 
10 to 47 Years
 
Clanton, AL
 
(a)

 
350

 
816

 

 

 
350

 
816

 
1,166

 
(69
)
 
2007
 
07/17/13
 
10 to 46 Years

137


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Clare, MI
 
(b)

 
1,219

 
760

 

 

 
1,219

 
760

 
1,979

 
(498
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Clarion, IA
 
(b)

 
365

 
812

 

 

 
365

 
812

 
1,177

 
(341
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Clintonville, WI
 
(b)

 
495

 
1,089

 

 

 
495

 
1,089

 
1,584

 
(568
)
 
1978
 
05/31/06
 
15 to 20 Years
 
De Pere, WI
 
(d)

 
264

 
1,681

 

 

 
264

 
1,681

 
1,945

 
(541
)
 
2000
 
05/31/06
 
15 to 30 Years
 
De Pere, WI
 
(d)

 
1,275

 
2,113

 

 

 
1,275

 
2,113

 
3,388

 
(711
)
 
2005
 
05/31/06
 
15 to 40 Years
 
Delavan, WI
 
(d)

 
1,752

 
4,387

 
(118
)
 

 
1,634

 
4,387

 
6,021

 
(1,584
)
 
1995
 
05/31/06
 
15 to 30 Years
 
Denver, CO
 
(b)

 
7,839

 
9,299

 

 

 
7,839

 
9,299

 
17,138

 
(1,949
)
 
1991
 
07/17/13
 
5 to 17 Years
 
Dixon, IL
 
(d)

 
1,502

 
2,810

 

 

 
1,502

 
2,810

 
4,312

 
(1,081
)
 
1993
 
05/31/06
 
15 to 30 Years
 
Dowagiac, MI
 
(b)

 
762

 
984

 

 

 
762

 
984

 
1,746

 
(441
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Duluth, MN
 
(d)

 
4,722

 
6,955

 

 

 
4,722

 
6,955

 
11,677

 
(2,413
)
 
1993
 
05/31/06
 
15 to 30 Years
 
Dyersville, IA
 
(b)

 
381

 
1,082

 

 

 
381

 
1,082

 
1,463

 
(423
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Escanaba, MI
 
(d)

 
3,030

 
3,321

 

 

 
3,030

 
3,321

 
6,351

 
(1,637
)
 
1971
 
05/31/06
 
15 to 28 Years
 
Essex, MD
 
(a)

 
294

 
1,973

 

 

 
294

 
1,973

 
2,267

 
(121
)
 
1998
 
07/17/13
 
10 to 45 Years
 
Estherville, IA
 
(b)

 
630

 
463

 

 

 
630

 
463

 
1,093

 
(336
)
 
1976
 
05/31/06
 
15 to 20 Years
 
Fairmont, MN
 
(d)

 
2,393

 
3,546

 

 

 
2,393

 
3,546

 
5,939

 
(1,284
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Fairview Heights, IL
 
(d)

 
1,418

 
2,383

 

 

 
1,418

 
2,383

 
3,801

 
(823
)
 
1990
 
07/17/13
 
3 to 10 Years
 
Fergus Falls, MN
 
(b)

 
738

 
1,175

 

 

 
738

 
1,175

 
1,913

 
(584
)
 
1986
 
05/31/06
 
15 to 20 Years
 
Flagstaff, AZ
 
(d)

 
1,474

 
1,321

 

 

 
1,474

 
1,321

 
2,795

 
(11
)
 
2001
 
11/02/15
 
15 to 30 Years
 
Foley, AL
 
(d)

 
1,240

 
2,983

 

 

 
1,240

 
2,983

 
4,223

 
(124
)
 
1994
 
05/08/15
 
9 to 20 Years
 
Fond du Lac, WI
 
(d)

 
4,110

 
5,210

 

 

 
4,110

 
5,210

 
9,320

 
(1,783
)
 
1985
 
05/31/06
 
15 to 30 Years
 
Forrest City, AR
 
(a)

 
331

 
860

 

 

 
331

 
860

 
1,191

 
(67
)
 
2002
 
07/17/13
 
10 to 45 Years
 
Fort Atkinson, WI
 
(d)

 
1,005

 
2,873

 

 

 
1,005

 
2,873

 
3,878

 
(1,043
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Fountain Valley, CA
 
(d)

 
9,470

 
13,326

 

 

 
9,470

 
13,326

 
22,796

 
(591
)
 
1968
 
12/30/14
 
11 to 30 Years
 
Freeport, IL
 
(d)

 
1,941

 
2,431

 

 

 
1,941

 
2,431

 
4,372

 
(1,077
)
 
1994
 
05/31/06
 
15 to 30 Years
 
Gallatin, MO
 
(b)

 
57

 
405

 

 

 
57

 
405

 
462

 
(142
)
 
1990
 
05/31/06
 
15 to 30 Years
 
Glasgow, MT
 
(b)

 
772

 
1,623

 

 

 
772

 
1,623

 
2,395

 
(667
)
 
1998
 
05/31/06
 
15 to 30 Years
 
Glenwood, MN
 
(b)

 
775

 
1,404

 

 

 
775

 
1,404

 
2,179

 
(478
)
 
1996
 
05/31/06
 
15 to 40 Years
 
Gothenburg, NE
 
(a)

 
391

 
1,798

 

 

 
391

 
1,798

 
2,189

 
(392
)
 
2007
 
12/08/09
 
12 to 47 Years
 
Grafton, WI
 
(d)

 
2,952

 
4,206

 

 

 
2,952

 
4,206

 
7,158

 
(1,608
)
 
1989
 
05/31/06
 
15 to 30 Years
 
Grand Island, NE
 
(d)

 
3,401

 
5,497

 

 

 
3,401

 
5,497

 
8,898

 
(2,108
)
 
1983
 
05/31/06
 
15 to 30 Years
 
Green Bay, WI
 
(d)

 
6,155

 
6,298

 

 

 
6,155

 
6,298

 
12,453

 
(2,153
)
 
1979
 
05/31/06
 
15 to 30 Years
 
Green Bay, WI
 
(d)

 
8,698

 
12,160

 

 

 
8,698

 
12,160

 
20,858

 
(5,517
)
 
2000
 
05/31/06
 
15 to 28 Years
 
Green Bay, WI
 
(d)

 
1,269

 
1,937

 

 

 
1,269

 
1,937

 
3,206

 
(655
)
 
2005
 
05/31/06
 
15 to 40 Years
 
Green Bay, WI
 
(d)

 
4,788

 
4,605

 

 

 
4,788

 
4,605

 
9,393

 
(2,308
)
 
1966
 
05/31/06
 
15 to 28 Years
 
Greenfield, OH
 
(b)

 
555

 
1,041

 

 

 
555

 
1,041

 
1,596

 
(439
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Griffin, GA
 
(a)

 
459

 
1,322

 

 

 
459

 
1,322

 
1,781

 
(100
)
 
2007
 
07/17/13
 
10 to 49 Years
 
Grovetown, GA
 
(a)

 
425

 
933

 

 

 
425

 
933

 
1,358

 
(82
)
 
2007
 
07/17/13
 
10 to 45 Years

138


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Harrisonville, MO
 
(a)

 
316

 
466

 

 

 
316

 
466

 
782

 
(71
)
 
1996
 
07/17/13
 
8 to 33 Years
 
Hart, MI
 
(b)

 
565

 
1,377

 

 

 
565

 
1,377

 
1,942

 
(522
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Hartsville, SC
 
(a)

 
536

 
813

 

 

 
536

 
813

 
1,349

 
(113
)
 
2007
 
07/17/13
 
10 to 37 Years
 
Havana, IL
 
(b)

 
526

 
813

 

 

 
526

 
813

 
1,339

 
(360
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Helena, MT
 
(d)

 
3,176

 
5,583

 
(724
)
 

 
2,452

 
5,583

 
8,035

 
(1,945
)
 
1992
 
05/31/06
 
15 to 30 Years
 
Hodgenville, KY
 
(d)

 
709

 
838

 

 

 
709

 
838

 
1,547

 
(403
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Houghton, MI
 
(d)

 
1,963

 
4,025

 

 

 
1,963

 
4,025

 
5,988

 
(1,622
)
 
1994
 
05/31/06
 
15 to 30 Years
 
Hutchinson, MN
 
(d)

 
2,793

 
4,108

 

 

 
2,793

 
4,108

 
6,901

 
(1,474
)
 
1991
 
05/31/06
 
15 to 30 Years
 
Jacksonville, IL
 
(d)

 
3,603

 
3,569

 

 

 
3,603

 
3,569

 
7,172

 
(1,756
)
 
1996
 
05/31/06
 
15 to 30 Years
 
Janesville, WI
 
(d)

 
3,166

 
4,808

 

 

 
3,166

 
4,808

 
7,974

 
(2,329
)
 
1980
 
05/31/06
 
15 to 28 Years
 
Kennewick, WA
 
(d)

 
4,044

 
5,347

 

 

 
4,044

 
5,347

 
9,391

 
(1,970
)
 
1989
 
05/31/06
 
15 to 30 Years
 
Kenosha, WI
 
(d)

 
3,079

 
4,259

 

 

 
3,079

 
4,259

 
7,338

 
(2,174
)
 
1980
 
05/31/06
 
15 to 20 Years
 
Kewaunee, WI
 
(b)

 
872

 
758

 

 

 
872

 
758

 
1,630

 
(458
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Kimberly, WI
 
(d)

 
3,550

 
4,749

 

 

 
3,550

 
4,749

 
8,299

 
(2,243
)
 
1979
 
05/31/06
 
15 to 28 Years
 
Kingsford, MI
 
(d)

 
3,736

 
3,570

 

 

 
3,736

 
3,570

 
7,306

 
(1,805
)
 
1970
 
05/31/06
 
15 to 28 Years
 
La Crosse, WI
 
(d)

 
2,896

 
3,810

 

 

 
2,896

 
3,810

 
6,706

 
(1,881
)
 
1978
 
05/31/06
 
15 to 20 Years
 
Lake Hallie, WI
 
(d)

 
2,627

 
3,965

 

 

 
2,627

 
3,965

 
6,592

 
(1,732
)
 
1982
 
05/31/06
 
15 to 30 Years
 
Lancaster, WI
 
(b)

 
581

 
1,018

 

 

 
581

 
1,018

 
1,599

 
(438
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Lander, WY
 
(b)

 
289

 
589

 

 

 
289

 
589

 
878

 
(318
)
 
1974
 
05/31/06
 
15 to 20 Years
 
Largo, FL
 
(a)

 
758

 
1,025

 

 

 
758

 
1,025

 
1,783

 
(89
)
 
1999
 
07/17/13
 
9 to 36 Years
 
Layton, UT
 
(d)

 
2,950

 
3,408

 

 

 
2,950

 
3,408

 
6,358

 
(1,300
)
 
1988
 
05/31/06
 
15 to 30 Years
 
Lewiston, ID
 
(d)

 
409

 
2,999

 

 

 
409

 
2,999

 
3,408

 
(1,502
)
 
1987
 
05/31/06
 
15 to 20 Years
 
Livingston, TN
 
(d)

 
429

 
822

 

 

 
429

 
822

 
1,251

 
(352
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Logan, UT
 
(d)

 
454

 
3,453

 

 

 
454

 
3,453

 
3,907

 
(1,721
)
 
1989
 
05/31/06
 
15 to 20 Years
 
Madison, SD
 
(b)

 
1,060

 
1,015

 

 

 
1,060

 
1,015

 
2,075

 
(620
)
 
1975
 
05/31/06
 
15 to 20 Years
 
Manistique, MI
 
(b)

 
659

 
1,223

 

 

 
659

 
1,223

 
1,882

 
(514
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Manitowoc, WI
 
(d)

 
2,573

 
4,011

 

 

 
2,573

 
4,011

 
6,584

 
(2,021
)
 
1977
 
05/31/06
 
15 to 28 Years
 
Mankato, MN
 
(d)

 
6,167

 
4,861

 

 

 
6,167

 
4,861

 
11,028

 
(2,356
)
 
1971
 
05/31/06
 
15 to 28 Years
 
Mansfield, TX
 
(a)

 
859

 
599

 

 

 
859

 
599

 
1,458

 
(75
)
 
2007
 
07/17/13
 
10 to 34 Years
 
Marinette, WI
 
(d)

 
1,452

 
3,736

 

 

 
1,452

 
3,736

 
5,188

 
(1,372
)
 
1990
 
05/31/06
 
15 to 30 Years
 
Marion, KY
 
(b)

 
724

 
765

 

 

 
724

 
765

 
1,489

 
(396
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Marquette, MI
 
(d)

 
4,423

 
5,774

 

 

 
4,423

 
5,774

 
10,197

 
(2,809
)
 
1969
 
05/31/06
 
15 to 20 Years
 
Marshall, MN
 
(d)

 
4,152

 
2,872

 

 

 
4,152

 
2,872

 
7,024

 
(1,582
)
 
1972
 
05/31/06
 
15 to 28 Years
 
Marshfield, WI
 
(d)

 
3,272

 
4,406

 

 

 
3,272

 
4,406

 
7,678

 
(2,086
)
 
1968
 
05/31/06
 
15 to 28 Years
 
Mason City, IA
 
(d)

 
2,186

 
3,888

 

 

 
2,186

 
3,888

 
6,074

 
(1,905
)
 
1985
 
05/31/06
 
15 to 28 Years
 
Memphis, MO
 
(b)

 
448

 
313

 

 

 
448

 
313

 
761

 
(218
)
 
1983
 
05/31/06
 
15 to 20 Years
 
Mineral Wells, TX
 
(a)

 
448

 
878

 

 

 
448

 
878

 
1,326

 
(81
)
 
2008
 
07/17/13
 
10 to 42 Years
 
Minerva, OH
 
(b)

 
1,103

 
902

 

 

 
1,103

 
902

 
2,005

 
(523
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Missoula, MT
 
(d)

 
4,123

 
5,253

 

 

 
4,123

 
5,253

 
9,376

 
(2,473
)
 
1987
 
05/31/06
 
15 to 28 Years

139


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Mitchell, IN
 
(b)

 
554

 
791

 

 

 
554

 
791

 
1,345

 
(374
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Mitchell, SD
 
(d)

 
3,918

 
3,126

 

 

 
3,918

 
3,126

 
7,044

 
(1,596
)
 
1973
 
05/31/06
 
15 to 28 Years
 
Monmouth, IL
 
(d)

 
2,037

 
1,166

 

 

 
2,037

 
1,166

 
3,203

 
(818
)
 
1971
 
05/31/06
 
15 to 20 Years
 
Monroe, WI
 
(d)

 
1,526

 
4,027

 

 

 
1,526

 
4,027

 
5,553

 
(1,453
)
 
1994
 
05/31/06
 
15 to 30 Years
 
Monticello, IL
 
(b)

 
641

 
1,172

 

 

 
641

 
1,172

 
1,813

 
(487
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Montpelier, OH
 
(b)

 
557

 
1,130

 

 

 
557

 
1,130

 
1,687

 
(464
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Mount Ayr, IA
 
(b)

 
228

 
666

 

 

 
228

 
666

 
894

 
(251
)
 
1995
 
05/31/06
 
15 to 30 Years
 
Mount Carmel, IL
 
(b)

 
972

 
1,602

 

 

 
972

 
1,602

 
2,574

 
(870
)
 
2000
 
05/31/06
 
15 to 20 Years
 
Murfreesboro, TN
 
(d)

 
3,413

 
6,727

 

 

 
3,413

 
6,727

 
10,140

 
(320
)
 
1985
 
02/25/15
 
9 to 20 Years
 
Navasota, TX
 
(a)

 
322

 
868

 

 

 
322

 
868

 
1,190

 
(80
)
 
2007
 
07/17/13
 
10 to 44 Years
 
Neenah, WI
 
(d)

 
2,944

 
5,595

 
(38
)
 

 
2,906

 
5,595

 
8,501

 
(1,951
)
 
1990
 
05/31/06
 
15 to 30 Years
 
New London, WI
 
1,778

 
1,008

 
2,094

 

 

 
1,008

 
2,094

 
3,102

 
(503
)
 
1991
 
07/17/13
 
3 to 18 Years
 
Newaygo, MI
 
(b)

 
633

 
1,155

 

 

 
633

 
1,155

 
1,788

 
(474
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Norfolk, NE
 
(d)

 
2,701

 
2,912

 

 

 
2,701

 
2,912

 
5,613

 
(1,315
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Oconto, WI
 
(b)

 
496

 
1,176

 

 

 
496

 
1,176

 
1,672

 
(493
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Ogden, UT
 
(d)

 
2,448

 
3,864

 

 

 
2,448

 
3,864

 
6,312

 
(1,401
)
 
1988
 
05/31/06
 
15 to 30 Years
 
Okeechobee, FL
 
(a)

 
409

 
1,298

 

 

 
409

 
1,298

 
1,707

 
(95
)
 
2006
 
07/17/13
 
10 to 47 Years
 
Omaha, NE
 
(d)

 
5,320

 
4,086

 

 

 
5,320

 
4,086

 
9,406

 
(1,537
)
 
1985
 
05/31/06
 
15 to 30 Years
 
Omaha, NE
 
(d)

 
5,477

 
3,986

 

 

 
5,477

 
3,986

 
9,463

 
(1,492
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Onalaska, WI
 
(d)

 
2,468

 
4,392

 

 

 
2,468

 
4,392

 
6,860

 
(1,588
)
 
1989
 
05/31/06
 
15 to 30 Years
 
O'Neill, NE
 
(a)

 
400

 
1,752

 

 

 
400

 
1,752

 
2,152

 
(427
)
 
1972
 
12/08/09
 
12 to 47 Years
 
Osceola, IA
 
(b)

 
322

 
422

 

 

 
322

 
422

 
744

 
(227
)
 
1978
 
05/31/06
 
15 to 20 Years
 
Oshkosh, WI
 
(d)

 
3,594

 
4,384

 

 

 
3,594

 
4,384

 
7,978

 
(1,577
)
 
1984
 
05/31/06
 
15 to 30 Years
 
Peoria, IL
 
4,950

 
2,407

 
5,452

 

 

 
2,407

 
5,452

 
7,859

 
(467
)
 
2006
 
07/17/13
 
2 to 40 Years
 
Perry, IA
 
(b)

 
651

 
1,015

 

 

 
651

 
1,015

 
1,666

 
(463
)
 
1998
 
05/31/06
 
15 to 30 Years
 
Port Washington, WI
 
(d)

 
436

 
1,427

 

 

 
436

 
1,427

 
1,863

 
(484
)
 
1982
 
05/31/06
 
15 to 40 Years
 
Powell, WY
 
(b)

 
1,264

 
859

 

 

 
1,264

 
859

 
2,123

 
(510
)
 
1985
 
05/31/06
 
15 to 20 Years
 
Quincy, IL
 
(d)

 
3,510

 
4,916

 

 

 
3,510

 
4,916

 
8,426

 
(2,401
)
 
1986
 
05/31/06
 
15 to 28 Years
 
Racine, WI
 
(d)

 
3,076

 
5,305

 

 

 
3,076

 
5,305

 
8,381

 
(2,439
)
 
1979
 
05/31/06
 
15 to 20 Years
 
Rawlins, WY
 
(b)

 
430

 
581

 

 

 
430

 
581

 
1,011

 
(350
)
 
1971
 
05/31/06
 
15 to 20 Years
 
Redding, CA
 
(d)

 
7,043

 
5,255

 

 

 
7,043

 
5,255

 
12,298

 
(1,915
)
 
1989
 
05/31/06
 
15 to 30 Years
 
Rensselaer, NY
 
(a)

 
705

 
657

 

 

 
705

 
657

 
1,362

 
(263
)
 
1971
 
07/17/13
 
3 to 13 Years
 
Rice Lake, WI
 
(d)

 
1,535

 
3,407

 

 

 
1,535

 
3,407

 
4,942

 
(1,350
)
 
1995
 
05/31/06
 
15 to 30 Years
 
River Falls, WI
 
(d)

 
1,787

 
4,283

 

 

 
1,787

 
4,283

 
6,070

 
(1,565
)
 
1994
 
05/31/06
 
15 to 30 Years
 
Rochester, MN
 
(d)

 
6,466

 
4,232

 

 

 
6,466

 
4,232

 
10,698

 
(2,180
)
 
1981
 
05/31/06
 
15 to 28 Years
 
Rochester, MN
 
(d)

 
6,189

 
4,511

 

 

 
6,189

 
4,511

 
10,700

 
(2,256
)
 
1981
 
05/31/06
 
15 to 20 Years
 
Rockville, IN
 
(b)

 
628

 
939

 

 

 
628

 
939

 
1,567

 
(425
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Rome, NY
 
(a)

 
436

 
699

 

 

 
436

 
699

 
1,135

 
(90
)
 
1996
 
07/17/13
 
10 to 28 Years

140


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Rothschild, WI
 
(d)

 
2,685

 
4,231

 

 

 
2,685

 
4,231

 
6,916

 
(2,122
)
 
1977
 
05/31/06
 
15 to 23 Years
 
Sandersville, GA
 
(a)

 
503

 
751

 

 

 
503

 
751

 
1,254

 
(75
)
 
2006
 
07/17/13
 
10 to 45 Years
 
Sheboygan, WI
 
(d)

 
2,973

 
4,340

 

 

 
2,973

 
4,340

 
7,313

 
(1,768
)
 
1993
 
05/31/06
 
15 to 30 Years
 
Shreveport, LA
 
(a)

 
374

 
490

 

 

 
374

 
490

 
864

 
(88
)
 
2001
 
07/17/13
 
10 to 31 Years
 
Sioux Falls, SD
 
(d)

 
4,907

 
4,023

 

 

 
4,907

 
4,023

 
8,930

 
(2,028
)
 
1987
 
05/31/06
 
15 to 28 Years
 
Smithville, TN
 
(b)

 
570

 
733

 
(15
)
 

 
555

 
733

 
1,288

 
(364
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Somerville, TN
 
(b)

 
345

 
537

 

 

 
345

 
537

 
882

 
(265
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Spencer, IN
 
1,325

 
971

 
2,483

 

 

 
971

 
2,483

 
3,454

 
(405
)
 
1987
 
07/17/13
 
4 to 22 Years
 
Spokane, WA
 
(d)

 
1,014

 
3,005

 

 

 
1,014

 
3,005

 
4,019

 
(1,280
)
 
1987
 
05/31/06
 
15 to 23 Years
 
St. Cloud, MN
 
(d)

 
3,749

 
4,884

 

 

 
3,749

 
4,884

 
8,633

 
(2,389
)
 
1985
 
05/31/06
 
15 to 20 Years
 
St. Cloud, MN
 
(d)

 
5,033

 
6,589

 

 

 
5,033

 
6,589

 
11,622

 
(2,331
)
 
1991
 
05/31/06
 
15 to 30 Years
 
Stevens Point, WI
 
(d)

 
1,383

 
5,401

 

 

 
1,383

 
5,401

 
6,784

 
(2,340
)
 
1985
 
05/31/06
 
15 to 20 Years
 
Sturgis, SD
 
(b)

 
402

 
717

 

 

 
402

 
717

 
1,119

 
(389
)
 
1984
 
05/31/06
 
15 to 20 Years
 
Sullivan, IL
 
(b)

 
557

 
879

 

 

 
557

 
879

 
1,436

 
(396
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Sweetwater, TX
 
(a)

 
415

 
1,097

 

 

 
415

 
1,097

 
1,512

 
(90
)
 
2006
 
07/17/13
 
10 to 47 Years
 
Thermopolis, WY
 
(a)

 
589

 
1,600

 

 

 
589

 
1,600

 
2,189

 
(358
)
 
2007
 
12/08/09
 
12 to 47 Years
 
Tuscola, IL
 
(b)

 
724

 
897

 

 

 
724

 
897

 
1,621

 
(439
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Union Gap, WA
 
(d)

 
481

 
4,079

 

 

 
481

 
4,079

 
4,560

 
(1,994
)
 
1991
 
05/31/06
 
15 to 23 Years
 
Walla Walla, WA
 
(d)

 
2,283

 
1,955

 

 

 
2,283

 
1,955

 
4,238

 
(770
)
 
1989
 
05/31/06
 
15 to 30 Years
 
Washington, IA
 
(b)

 
719

 
865

 

 

 
719

 
865

 
1,584

 
(503
)
 
1973
 
05/31/06
 
15 to 20 Years
 
Washington, IL
 
(d)

 
1,195

 
1,441

 

 

 
1,195

 
1,441

 
2,636

 
(618
)
 
1989
 
07/17/13
 
2 to 10 Years
 
Watertown, SD
 
(d)

 
3,064

 
3,519

 

 

 
3,064

 
3,519

 
6,583

 
(1,301
)
 
1985
 
05/31/06
 
15 to 30 Years
 
Watertown, WI
 
(d)

 
3,124

 
4,436

 

 

 
3,124

 
4,436

 
7,560

 
(2,150
)
 
1972
 
05/31/06
 
15 to 20 Years
 
Waukon, IA
 
(b)

 
604

 
971

 

 

 
604

 
971

 
1,575

 
(429
)
 
1998
 
05/31/06
 
15 to 30 Years
 
West Valley City, UT
 
(d)

 
2,780

 
4,005

 

 

 
2,780

 
4,005

 
6,785

 
(1,551
)
 
1989
 
05/31/06
 
15 to 30 Years
 
Whiteville, NC
 
(d)

 
1,119

 
1,676

 

 

 
1,119

 
1,676

 
2,795

 
(395
)
 
1988
 
07/17/13
 
7 to 30 Years
 
Wichita, KS
 
(a)

 
236

 
741

 

 

 
236

 
741

 
977

 
(57
)
 
1990
 
07/17/13
 
10 to 42 Years
 
Wilton, NY
 
(a)

 
1,348

 
2,165

 

 

 
1,348

 
2,165

 
3,513

 
(375
)
 
2000
 
07/17/13
 
8 to 27 Years
 
Winona, MN
 
(d)

 
3,413

 
4,436

 

 

 
3,413

 
4,436

 
7,849

 
(2,303
)
 
1986
 
05/31/06
 
15 to 20 Years
 
Wisconsin Rapids, WI
 
(d)

 
3,689

 
4,806

 

 

 
3,689

 
4,806

 
8,495

 
(2,316
)
 
1969
 
05/31/06
 
15 to 28 Years
 
Woodsfield, OH
 
(b)

 
691

 
1,009

 

 

 
691

 
1,009

 
1,700

 
(464
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Worthington, MN
 
(d)

 
2,861

 
3,767

 

 

 
2,861

 
3,767

 
6,628

 
(1,399
)
 
1984
 
05/31/06
 
15 to 30 Years


Restaurants - Casual Dining
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Addison, TX
 
(a)

 
1,615

 
2,476

 

 

 
1,615

 
2,476

 
4,091

 
(881
)
 
1998
 
07/01/05
 
15 to 30 Years

141


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Adrian, MI
 
(d)

 
652

 
1,233

 

 

 
652

 
1,233

 
1,885

 
(55
)
 
1991
 
12/23/14
 
15 to 30 Years
 
Albany, GA
 
(a)

 
1,073

 
1,719

 

 

 
1,073

 
1,719

 
2,792

 
(187
)
 
2003
 
07/17/13
 
12 to 33 Years
 
Albany, GA
 
(d)

 
744

 
1,340

 

 

 
744

 
1,340

 
2,084

 
(60
)
 
1971
 
12/23/14
 
15 to 30 Years
 
Albany, OR
 
(b)

 
913

 
1,951

 

 

 
913

 
1,951

 
2,864

 
(175
)
 
2005
 
07/17/13
 
12 to 35 Years
 
Albuquerque, NM
 
(a)

 
120

 
1,336

 

 

 
120

 
1,336

 
1,456

 
(375
)
 
1999
 
07/01/05
 
30 to 30 Years
 
Albuquerque, NM
 
(a)

 
1,036

 
1,655

 

 

 
1,036

 
1,655

 
2,691

 
(656
)
 
1994
 
07/01/05
 
15 to 30 Years
 
Albuquerque, NM
 
(a)

 
1,473

 
2,947

 

 

 
1,473

 
2,947

 
4,420

 
(403
)
 
2011
 
07/17/13
 
10 to 33 Years
 
Alcoa, TN
 
(a)

 
228

 
219

 

 

 
228

 
219

 
447

 
(101
)
 
1982
 
11/02/07
 
15 to 30 Years
 
Alcoa, TN
 
(a)

 
483

 
318

 

 

 
483

 
318

 
801

 
(151
)
 
1978
 
11/02/07
 
15 to 30 Years
 
Alexandria, VA
 
(a)

 
1,024

 
202

 

 
12

 
1,024

 
214

 
1,238

 
(131
)
 
1979
 
12/19/06
 
11 to 20 Years
 
Alvin, TX
 
(a)

 
256

 
585

 

 

 
256

 
585

 
841

 
(527
)
 
1997
 
12/30/04
 
10 to 15 Years
 
Apple Valley, MN
 
(a)

 
1,119

 
1,055

 

 

 
1,119

 
1,055

 
2,174

 
(419
)
 
1999
 
09/24/04
 
15 to 30 Years
 
Appleton, WI
 
(a)

 
727

 
1,329

 

 
9

 
727

 
1,338

 
2,065

 
(558
)
 
1993
 
12/29/06
 
7 to 30 Years
 
Ardmore, OK
 
(a)

 
1,332

 
1,466

 
(704
)
 
(677
)
 
628

 
789

 
1,417

 
(654
)
 
1986
 
02/26/07
 
14 to 30 Years
 
Arkansas city, KS
 
(a)

 
239

 
975

 

 

 
239

 
975

 
1,214

 
(68
)
 
1987
 
06/04/14
 
15 to 30 Years
 
Arlington, TX
 
(a)

 
2,064

 
2,043

 

 

 
2,064

 
2,043

 
4,107

 
(718
)
 
1995
 
07/01/05
 
15 to 30 Years
 
Ashland, OH
 
(a)

 
294

 
642

 

 

 
294

 
642

 
936

 
(108
)
 
1971
 
03/18/13
 
13 to 20 Years
 
Ashtabula, OH
 
(a)

 
865

 
244

 

 

 
865

 
244

 
1,109

 
(143
)
 
1975
 
02/06/07
 
15 to 30 Years
 
Athens, TN
 
(a)

 
197

 
341

 

 
176

 
197

 
517

 
714

 
(199
)
 
1977
 
11/02/07
 
15 to 30 Years
 
Augusta, GA
 
(b)

 
1,494

 
2,019

 

 

 
1,494

 
2,019

 
3,513

 
(165
)
 
2005
 
07/17/13
 
13 to 40 Years
 
Aurora, CO
 
(b)

 
1,017

 
1,743

 

 

 
1,017

 
1,743

 
2,760

 
(150
)
 
1998
 
07/17/13
 
13 to 35 Years
 
Aurora, CO
 
(b)

 
1,521

 
1,498

 

 

 
1,521

 
1,498

 
3,019

 
(159
)
 
1992
 
07/17/13
 
9 to 32 Years
 
Aurora, CO
 
(d)

 
1,151

 
1,742

 

 

 
1,151

 
1,742

 
2,893

 
(63
)
 
1974
 
12/23/14
 
15 to 40 Years
 
Aurora, CO
 
(d)

 
1,268

 
1,696

 

 

 
1,268

 
1,696

 
2,964

 
(68
)
 
2007
 
02/10/15
 
15 to 30 Years
 
Austell, GA
 
(a)

 
838

 
216

 

 

 
838

 
216

 
1,054

 
(195
)
 
1962
 
02/28/06
 
15 to 20 Years
 
Austintown, OH
 
(a)

 
1,106

 
450

 

 

 
1,106

 
450

 
1,556

 
(205
)
 
1991
 
02/06/07
 
15 to 30 Years
 
Avon, IN
 
(a)

 
899

 
615

 

 

 
899

 
615

 
1,514

 
(44
)
 
2014
 
10/31/14
 
14 to 30 Years
 
Battle Creek, MI
 
(a)

 
423

 
560

 

 

 
423

 
560

 
983

 
(57
)
 
1997
 
12/24/13
 
15 to 30 Years
 
Beachwood, OH
 
(d)

 
1,080

 
1,773

 

 

 
1,080

 
1,773

 
2,853

 
(66
)
 
1977
 
12/23/14
 
15 to 40 Years
 
Beaumont, TX
 
(a)

 
1,435

 
1,541

 

 

 
1,435

 
1,541

 
2,976

 
(612
)
 
1997
 
06/29/07
 
15 to 40 Years
 
Bellflower, CA
 
(a)

 
1,284

 
1,636

 

 

 
1,284

 
1,636

 
2,920

 
(70
)
 
1970
 
12/19/14
 
15 to 30 Years
 
Bellflower, CA
 
(a)

 
1,273

 
1,501

 

 

 
1,273

 
1,501

 
2,774

 
(46
)
 
1981
 
12/19/14
 
15 to 50 Years
 
Benson, AZ
 
(d)

 
313

 
336

 

 

 
313

 
336

 
649

 
(19
)
 
1996
 
03/20/15
 
15 to 20 Years
 
Berkley, MI
 
(a)

 
390

 
540

 

 

 
390

 
540

 
930

 
(31
)
 
1927
 
10/31/14
 
14 to 30 Years
 
Bessemer, AL
 
(a)

 
622

 
983

 

 
64

 
622

 
1,047

 
1,669

 
(131
)
 
2002
 
03/29/13
 
8 to 29 Years
 
Birch Run, MI
 
(d)

 
1,852

 
1,290

 

 

 
1,852

 
1,290

 
3,142

 
(99
)
 
2014
 
12/24/14
 
14 to 30 Years
 
Birmingham, AL
 
(a)

 
321

 
740

 

 
50

 
321

 
790

 
1,111

 
(97
)
 
1977
 
03/29/13
 
8 to 29 Years

142


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Birmingham, AL
 
(a)

 
512

 
983

 

 
65

 
512

 
1,048

 
1,560

 
(131
)
 
2002
 
03/29/13
 
8 to 29 Years
 
Blakely, GA
 
(a)

 
288

 
744

 

 

 
288

 
744

 
1,032

 
(420
)
 
1987
 
06/25/04
 
15 to 20 Years
 
Bloomington, IL
 
(a)

 
393

 
629

 

 

 
393

 
629

 
1,022

 
(56
)
 
1986
 
12/24/13
 
15 to 30 Years
 
Bloomington, IL
 
(d)

 
662

 
1,029

 

 

 
662

 
1,029

 
1,691

 
(47
)
 
1975
 
12/23/14
 
15 to 30 Years
 
Boise, ID
 
(a)

 
809

 
601

 
(400
)
 
(259
)
 
409

 
342

 
751

 
(208
)
 
1998
 
06/25/04
 
15 to 30 Years
 
Bowie, MD
 
(a)

 
333

 
173

 

 
200

 
333

 
373

 
706

 
(183
)
 
1983
 
11/27/06
 
15 to 20 Years
 
Bowie, MD
 
(a)

 
1,501

 
615

 

 

 
1,501

 
615

 
2,116

 
(267
)
 
2004
 
12/31/07
 
15 to 40 Years
 
Bowling Green, KY
 
(a)

 
934

 
3,134

 

 

 
934

 
3,134

 
4,068

 
(295
)
 
1997
 
07/17/13
 
10 to 34 Years
 
Boyne City, MI
 
(d)

 
69

 
938

 

 

 
69

 
938

 
1,007

 
(5
)
 
1997
 
11/09/15
 
15 to 30 Years
 
Bradford, PA
 
(a)

 
368

 
255

 

 

 
368

 
255

 
623

 
(135
)
 
1977
 
02/06/07
 
15 to 30 Years
 
Bradley, IL
 
(d)

 
1,610

 
1,783

 

 

 
1,610

 
1,783

 
3,393

 
(89
)
 
1991
 
12/23/14
 
15 to 30 Years
 
Brandon, FL
 
(d)

 
1,358

 
614

 

 

 
1,358

 
614

 
1,972

 
(64
)
 
2004
 
11/05/14
 
14 to 20 Years
 
Branson, MO
 
(a)

 
1,497

 
1,684

 

 

 
1,497

 
1,684

 
3,181

 
(717
)
 
1994
 
09/23/05
 
15 to 30 Years
 
Bridgeton, MO
 
(a)

 
314

 
1,160

 

 

 
314

 
1,160

 
1,474

 
(89
)
 
1994
 
12/24/13
 
15 to 30 Years
 
Broken Arrow, OK
 
(a)

 
1,636

 
1,620

 

 

 
1,636

 
1,620

 
3,256

 
(116
)
 
2006
 
07/21/14
 
14 to 30 Years
 
Broken Arrow, OK
 
(a)

 
1,081

 
226

 

 

 
1,081

 
226

 
1,307

 
(18
)
 
2006
 
12/24/13
 
15 to 40 Years
 
Brooklyn, OH
 
(d)

 
1,226

 
672

 

 

 
1,226

 
672

 
1,898

 
(280
)
 
2001
 
02/06/07
 
10 to 25 Years
 
Bryan, TX
 
(a)

 
739

 
700

 

 

 
739

 
700

 
1,439

 
(392
)
 
1988
 
12/30/04
 
15 to 20 Years
 
Burlington, IA
 
(a)

 
304

 
588

 

 

 
304

 
588

 
892

 
(254
)
 
1996
 
09/23/05
 
15 to 30 Years
 
Burlington, IA
 
(a)

 
318

 
484

 

 

 
318

 
484

 
802

 
(214
)
 
2006
 
12/04/06
 
15 to 30 Years
 
Burr Ridge, IL
 
(a)

 
759

 
977

 
16

 
1,584

 
775

 
2,561

 
3,336

 
(871
)
 
1997
 
06/25/04
 
15 to 30 Years
 
Calera, AL
 
(a)

 
560

 
912

 

 
84

 
560

 
996

 
1,556

 
(134
)
 
2008
 
03/29/13
 
8 to 29 Years
 
Canfield, OH
 
(a)

 
449

 
644

 
92

 

 
541

 
644

 
1,185

 
(259
)
 
1973
 
02/06/07
 
15 to 30 Years
 
Canton, MI
 
(a)

 
2,071

 
1,224

 

 

 
2,071

 
1,224

 
3,295

 
(604
)
 
1996
 
06/25/04
 
15 to 30 Years
 
Canton, MI
 
(d)

 
914

 
890

 

 

 
914

 
890

 
1,804

 
(22
)
 
2014
 
06/17/15
 
15 to 40 Years
 
Canton, OH
 
(a)

 
1,325

 
781

 

 

 
1,325

 
781

 
2,106

 
(305
)
 
1989
 
02/06/07
 
15 to 30 Years
 
Carmel, IN
 
(a)

 
851

 
646

 

 

 
851

 
646

 
1,497

 
(39
)
 
2014
 
10/31/14
 
14 to 30 Years
 
Carrollton, GA
 
(a)

 
508

 
603

 

 

 
508

 
603

 
1,111

 
(208
)
 
2000
 
02/28/06
 
15 to 40 Years
 
Carrollton, GA
 
(a)

 
985

 
725

 

 

 
985

 
725

 
1,710

 
(92
)
 
1995
 
07/17/13
 
11 to 33 Years
 
Cartersville, GA
 
(a)

 
581

 
730

 

 

 
581

 
730

 
1,311

 
(307
)
 
1997
 
02/28/06
 
15 to 30 Years
 
Cartersville, GA
 
(a)

 
439

 
451

 

 

 
439

 
451

 
890

 
(225
)
 
1990
 
02/28/06
 
15 to 30 Years
 
Casper, WY
 
(a)

 
54

 
762

 

 

 
54

 
762

 
816

 
(245
)
 
1969
 
12/29/06
 
15 to 30 Years
 
Chanhassen, MN
 
(a)

 
1,439

 
784

 

 

 
1,439

 
784

 
2,223

 
(84
)
 
1953
 
05/22/14
 
15 to 30 Years
 
Charleston, IL
 
(a)

 
272

 
220

 

 

 
272

 
220

 
492

 
(208
)
 
1986
 
09/23/05
 
10 to 15 Years
 
Charleston, SC
 
(a)

 
860

 
1,018

 

 

 
860

 
1,018

 
1,878

 
(241
)
 
1988
 
07/17/13
 
8 to 15 Years
 
Chatsworth, GA
 
(a)

 
213

 
558

 

 

 
213

 
558

 
771

 
(207
)
 
1979
 
11/02/07
 
15 to 30 Years
 
Chesapeake, VA
 
(a)

 
1,046

 
334

 

 
75

 
1,046

 
409

 
1,455

 
(329
)
 
1995
 
06/25/04
 
4 to 25 Years
 
Cheyenne, WY
 
(a)

 
277

 
2,041

 

 

 
277

 
2,041

 
2,318

 
(907
)
 
1928
 
12/29/06
 
15 to 20 Years

143


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Chicago, IL
 
(a)

 
1,675

 
1,112

 

 

 
1,675

 
1,112

 
2,787

 
(420
)
 
1999
 
12/29/06
 
15 to 30 Years
 
Cincinnati, OH
 
(a)

 
1,614

 
4,134

 

 

 
1,614

 
4,134

 
5,748

 
(252
)
 
2013
 
01/15/14
 
9 to 40 Years
 
Claremont, CA
 
(a)

 
2,764

 
2,919

 

 

 
2,764

 
2,919

 
5,683

 
(120
)
 
2011
 
12/19/14
 
15 to 40 Years
 
Clarion, PA
 
(a)

 
426

 
653

 

 

 
426

 
653

 
1,079

 
(272
)
 
1976
 
02/06/07
 
15 to 30 Years
 
Clearwater, FL
 
(a)

 
2,226

 
858

 

 

 
2,226

 
858

 
3,084

 
(334
)
 
2004
 
12/31/07
 
15 to 40 Years
 
Cleveland, OH
 
(a)

 
875

 
138

 

 

 
875

 
138

 
1,013

 
(17
)
 
1995
 
12/24/13
 
15 to 30 Years
 
Clinton Township, MI
 
(d)

 
1,377

 
911

 

 

 
1,377

 
911

 
2,288

 
(58
)
 
2003
 
11/05/14
 
14 to 30 Years
 
Clinton, MD
 
(a)

 
300

 
193

 

 
200

 
300

 
393

 
693

 
(150
)
 
1980
 
11/27/06
 
13 to 20 Years
 
Clinton, TN
 
(a)

 
417

 
293

 

 

 
417

 
293

 
710

 
(152
)
 
1994
 
11/02/07
 
15 to 30 Years
 
Clovis, NM
 
(b)

 
861

 
2,172

 

 

 
861

 
2,172

 
3,033

 
(190
)
 
2005
 
07/17/13
 
13 to 40 Years
 
Colby, KS
 
(a)

 
269

 
567

 

 

 
269

 
567

 
836

 
(45
)
 
1987
 
06/04/14
 
15 to 30 Years
 
Colonial Heights, VA
 
(a)

 
1,948

 

 
37

 
1,963

 
1,985

 
1,963

 
3,948

 
(77
)
 
1989
 
10/25/13
 
15 to 40 Years
 
Colonie, NY
 
(a)

 
1,322

 
991

 
(350
)
 
(261
)
 
972

 
730

 
1,702

 
(361
)
 
1994
 
12/31/07
 
15 to 40 Years
 
Colorado Springs, CO
 
(a)

 
674

 
519

 

 

 
674

 
519

 
1,193

 
(88
)
 
1989
 
11/19/12
 
5 to 30 Years
 
Colorado Springs, CO
 
(b)

 
937

 
1,120

 

 

 
937

 
1,120

 
2,057

 
(152
)
 
1998
 
07/17/13
 
8 to 25 Years
 
Colorado Springs, CO
 
(d)

 
1,335

 
1,233

 

 

 
1,335

 
1,233

 
2,568

 
(62
)
 
1982
 
12/23/14
 
15 to 30 Years
 
Columbus, GA
 
(b)

 
1,199

 
1,911

 

 

 
1,199

 
1,911

 
3,110

 
(162
)
 
2005
 
07/17/13
 
13 to 40 Years
 
Columbus, GA
 
(b)

 
2,102

 
1,717

 

 

 
2,102

 
1,717

 
3,819

 
(132
)
 
1993
 
07/17/13
 
13 to 40 Years
 
Columbus, GA
 
(d)

 
876

 
1,243

 

 

 
876

 
1,243

 
2,119

 
(58
)
 
2003
 
12/23/14
 
15 to 30 Years
 
Conroe, TX
 
(a)

 
942

 
3,274

 

 

 
942

 
3,274

 
4,216

 
(318
)
 
1993
 
07/17/13
 
11 to 32 Years
 
Corry, PA
 
(a)

 
411

 
279

 

 

 
411

 
279

 
690

 
(163
)
 
1977
 
02/06/07
 
15 to 30 Years
 
Corydon, IN
 
(a)

 
890

 
1,220

 

 

 
890

 
1,220

 
2,110

 
(198
)
 
1999
 
07/17/13
 
7 to 21 Years
 
Council Bluffs, IA
 
(d)

 
1,070

 
703

 

 

 
1,070

 
703

 
1,773

 
(38
)
 
1995
 
12/23/14
 
15 to 30 Years
 
Creston, IA
 
(a)

 
103

 
180

 

 

 
103

 
180

 
283

 
(179
)
 
1974
 
12/15/05
 
10 to 15 Years
 
Crossville, TN
 
(a)

 
220

 
288

 

 
176

 
220

 
464

 
684

 
(185
)
 
1978
 
11/02/07
 
15 to 30 Years
 
Culpeper, VA
 
(a)

 
367

 
169

 

 

 
367

 
169

 
536

 
(103
)
 
1977
 
12/19/06
 
15 to 20 Years
 
Dallas, TX
 
(a)

 
1,053

 
412

 

 

 
1,053

 
412

 
1,465

 
(228
)
 
1976
 
07/01/05
 
15 to 20 Years
 
Dallas, TX
 
(a)

 
1,366

 
1,699

 
227

 

 
1,593

 
1,699

 
3,292

 
(574
)
 
1997
 
07/01/05
 
15 to 30 Years
 
Dallas, TX
 
(a)

 
2,965

 
9,066

 

 

 
2,965

 
9,066

 
12,031

 
(708
)
 
1998
 
07/17/13
 
11 to 35 Years
 
Danville, VA
 
(a)

 
957

 
2,813

 

 

 
957

 
2,813

 
3,770

 
(210
)
 
2009
 
08/21/13
 
15 to 40 Years
 
Danville, VA
 
(d)

 
469

 
1,263

 

 

 
469

 
1,263

 
1,732

 
(40
)
 
1995
 
12/23/14
 
15 to 40 Years
 
Dawsonville, GA
 
(a)

 
925

 
828

 

 

 
925

 
828

 
1,753

 
(113
)
 
2005
 
07/17/13
 
7 to 27 Years
 
Dayton, OH
 
(a)

 
1,026

 
907

 

 

 
1,026

 
907

 
1,933

 
(383
)
 
2002
 
12/31/07
 
15 to 40 Years
 
Dayton, TN
 
(a)

 
308

 
291

 

 
176

 
308

 
467

 
775

 
(184
)
 
1979
 
11/02/07
 
15 to 30 Years
 
De Witt, IA
 
(a)

 
248

 
333

 

 

 
248

 
333

 
581

 
(213
)
 
1984
 
09/23/05
 
15 to 20 Years
 
Decatur, AL
 
(a)

 
1,157

 
1,725

 

 

 
1,157

 
1,725

 
2,882

 
(213
)
 
2004
 
07/17/13
 
10 to 30 Years
 
Decorah, IA
 
(a)

 
207

 
91

 

 

 
207

 
91

 
298

 
(100
)
 
1985
 
09/23/05
 
10 to 15 Years

144


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
DeKalb, IL
 
(a)

 
1,423

 
1,552

 

 

 
1,423

 
1,552

 
2,975

 
(633
)
 
1996
 
12/29/06
 
15 to 30 Years
 
Dickinson, ND
 
(a)

 
616

 
1,301

 

 

 
616

 
1,301

 
1,917

 
(375
)
 
2003
 
12/29/06
 
15 to 40 Years
 
Dodge City, KS
 
(a)

 
249

 
587

 

 

 
249

 
587

 
836

 
(38
)
 
1985
 
06/04/14
 
15 to 30 Years
 
Dothan, AL
 
(a)

 
924

 
1,235

 

 

 
924

 
1,235

 
2,159

 
(190
)
 
1998
 
07/17/13
 
9 to 24 Years
 
Douglassville, GA
 
(a)

 
712

 
669

 

 

 
712

 
669

 
1,381

 
(222
)
 
2003
 
02/28/06
 
15 to 40 Years
 
Douglassville, GA
 
(a)

 
764

 
941

 

 

 
764

 
941

 
1,705

 
(346
)
 
1990
 
02/28/06
 
15 to 30 Years
 
Douglasville, GA
 
(a)

 
127

 

 

 

 
127

 

 
127

 

 
(f)
 
11/14/14
 
(f)
 
Downey, CA
 
(a)

 
2,329

 
2,526

 

 

 
2,329

 
2,526

 
4,855

 
(93
)
 
1993
 
12/19/14
 
15 to 40 Years
 
Dubuque, IA
 
(a)

 
479

 
298

 

 

 
479

 
298

 
777

 
(328
)
 
1970
 
09/23/05
 
10 to 15 Years
 
Duluth, MN
 
(a)

 
74

 
423

 

 

 
74

 
423

 
497

 
(120
)
 
1915
 
05/24/05
 
15 to 30 Years
 
Durham, NC
 
(d)

 
1,477

 
1,661

 

 

 
1,477

 
1,661

 
3,138

 
(78
)
 
1978
 
12/23/14
 
15 to 30 Years
 
Dyersville, IA
 
(a)

 
267

 
513

 

 

 
267

 
513

 
780

 
(319
)
 
1983
 
09/23/05
 
14 to 20 Years
 
Eagen, MN
 
(a)

 
724

 
1,230

 

 

 
724

 
1,230

 
1,954

 
(83
)
 
1996
 
05/22/14
 
15 to 30 Years
 
Edinboro, PA
 
(a)

 
384

 
350

 

 

 
384

 
350

 
734

 
(181
)
 
1973
 
02/06/07
 
15 to 30 Years
 
Effingham, IL
 
(a)

 
357

 
228

 

 

 
357

 
228

 
585

 
(249
)
 
1973
 
09/23/05
 
10 to 15 Years
 
El Paso, TX
 
(d)

 
1,725

 
1,470

 

 

 
1,725

 
1,470

 
3,195

 
(51
)
 
2014
 
04/15/15
 
15 to 30 Years
 
Elizabethton, TN
 
(a)

 
727

 
482

 

 

 
727

 
482

 
1,209

 
(48
)
 
2006
 
12/24/13
 
15 to 40 Years
 
Elk Rapids, MI
 
(d)

 
227

 
947

 

 

 
227

 
947

 
1,174

 
(6
)
 
1998
 
11/09/15
 
15 to 30 Years
 
Emmitsburg, MD
 
(a)

 
141

 
182

 

 

 
141

 
182

 
323

 
(93
)
 
1981
 
11/27/06
 
15 to 20 Years
 
Emporia, KS
 
(a)

 
657

 
219

 

 

 
657

 
219

 
876

 
(19
)
 
1997
 
06/04/14
 
15 to 30 Years
 
Ephrata, PA
 
(a)

 
685

 
231

 

 

 
685

 
231

 
916

 
(170
)
 
1978
 
01/30/06
 
15 to 20 Years
 
Erie, PA
 
(a)

 
575

 
740

 

 

 
575

 
740

 
1,315

 
(283
)
 
1974
 
02/06/07
 
15 to 30 Years
 
Erie, PA
 
(a)

 
463

 
565

 

 

 
463

 
565

 
1,028

 
(232
)
 
1973
 
02/06/07
 
15 to 30 Years
 
Erie, PA
 
(a)

 
855

 
147

 

 

 
855

 
147

 
1,002

 
(123
)
 
1973
 
02/06/07
 
15 to 30 Years
 
Evansville, IN
 
(a)

 
270

 
231

 

 

 
270

 
231

 
501

 
(65
)
 
2000
 
06/25/04
 
30 to 30 Years
 
Fairborn, OH
 
(a)

 
923

 
468

 

 

 
923

 
468

 
1,391

 
(240
)
 
1998
 
06/25/04
 
15 to 30 Years
 
Fairview Heights, IL
 
(a)

 
1,020

 
826

 

 

 
1,020

 
826

 
1,846

 
(418
)
 
1972
 
12/31/07
 
15 to 30 Years
 
Findlay, OH
 
(d)

 
958

 
1,029

 

 

 
958

 
1,029

 
1,987

 
(51
)
 
1991
 
12/23/14
 
15 to 30 Years
 
Florence, AL
 
(a)

 
794

 
1,742

 

 

 
794

 
1,742

 
2,536

 
(206
)
 
1995
 
07/17/13
 
8 to 27 Years
 
Floyd, GA
 
(a)

 
973

 
415

 

 

 
973

 
415

 
1,388

 
(160
)
 
1993
 
02/28/06
 
15 to 30 Years
 
Fort Smith, AR
 
(a)

 
1,503

 
1,323

 

 

 
1,503

 
1,323

 
2,826

 
(781
)
 
1993
 
09/23/05
 
15 to 20 Years
 
Fort Wayne, IN
 
(a)

 
989

 
2,057

 

 

 
989

 
2,057

 
3,046

 
(663
)
 
2001
 
11/10/05
 
15 to 30 Years
 
Fountain Hills, AZ
 
(a)

 
825

 
561

 

 

 
825

 
561

 
1,386

 
(291
)
 
1995
 
09/24/04
 
15 to 30 Years
 
Fountain, CO
 
(b)

 
861

 
2,226

 

 

 
861

 
2,226

 
3,087

 
(176
)
 
2005
 
07/17/13
 
12 to 38 Years
 
Frederick, MD
 
(a)

 
440

 
236

 

 
5

 
440

 
241

 
681

 
(123
)
 
1977
 
11/27/06
 
11 to 20 Years
 
Fredericksburg, TX
 
1,504

 
511

 
1,516

 

 

 
511

 
1,516

 
2,027

 
(158
)
 
1985
 
07/17/13
 
11 to 30 Years
 
Ft Wayne, IN
 
(a)

 
1,110

 
817

 

 

 
1,110

 
817

 
1,927

 
(384
)
 
2003
 
12/31/07
 
15 to 40 Years

145


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Gadsden, AL
 
(a)

 
626

 
1,439

 
(229
)
 
(506
)
 
397

 
933

 
1,330

 
(265
)
 
2007
 
12/21/07
 
10 to 50 Years
 
Gallipolis, OH
 
(a)

 
375

 
1,295

 

 

 
375

 
1,295

 
1,670

 
(121
)
 
1996
 
10/25/13
 
15 to 30 Years
 
Gallup, NM
 
(b)

 
937

 
2,277

 

 

 
937

 
2,277

 
3,214

 
(190
)
 
2004
 
07/17/13
 
13 to 40 Years
 
Garden City, GA
 
(b)

 
1,184

 
1,465

 

 

 
1,184

 
1,465

 
2,649

 
(130
)
 
1998
 
07/17/13
 
9 to 40 Years
 
Garden City, KS
 
(a)

 
246

 
924

 

 

 
246

 
924

 
1,170

 
(73
)
 
1984
 
12/24/13
 
15 to 30 Years
 
Gardendale, AL
 
(a)

 
438

 
841

 

 
57

 
438

 
898

 
1,336

 
(112
)
 
1996
 
03/29/13
 
8 to 29 Years
 
Gaylord, MI
 
(a)

 
1,003

 
1,478

 

 

 
1,003

 
1,478

 
2,481

 
(99
)
 
2014
 
11/05/14
 
14 to 30 Years
 
Geneva, AL
 
(a)

 
522

 
570

 

 

 
522

 
570

 
1,092

 
(556
)
 
1990
 
06/25/04
 
10 to 15 Years
 
Geneva, NY
 
(a)

 
177

 
139

 

 

 
177

 
139

 
316

 
(146
)
 
1975
 
08/27/09
 
8 to 13 Years
 
Gilbert, AZ
 
(a)

 
643

 
1,669

 

 

 
643

 
1,669

 
2,312

 
(245
)
 
2006
 
10/28/11
 
14 to 39 Years
 
Glendale, AZ
 
(a)

 
1,480

 
1,329

 

 

 
1,480

 
1,329

 
2,809

 
(473
)
 
1996
 
06/25/04
 
15 to 30 Years
 
Glendale, AZ
 
(a)

 
1,236

 
272

 

 

 
1,236

 
272

 
1,508

 
(218
)
 
1995
 
06/25/04
 
15 to 20 Years
 
Golden, CO
 
(a)

 
649

 
334

 

 

 
649

 
334

 
983

 
(35
)
 
1997
 
12/24/13
 
15 to 30 Years
 
Grand Junction, CO
 
(b)

 
1,363

 
1,990

 

 

 
1,363

 
1,990

 
3,353

 
(171
)
 
1995
 
07/17/13
 
10 to 40 Years
 
Grand Rapids, MI
 
(a)

 
986

 
524

 

 

 
986

 
524

 
1,510

 
(40
)
 
1985
 
10/31/14
 
14 to 30 Years
 
Grandview, OH
 
(a)

 
2,164

 
1,165

 

 

 
2,164

 
1,165

 
3,329

 
(217
)
 
1960
 
07/17/13
 
9 to 23 Years
 
Greensboro, NC
 
(a)

 
1,009

 
444

 

 

 
1,009

 
444

 
1,453

 
(270
)
 
2003
 
12/31/07
 
15 to 40 Years
 
Grove City, PA
 
(a)

 
531

 
495

 

 

 
531

 
495

 
1,026

 
(220
)
 
1976
 
02/06/07
 
15 to 30 Years
 
Gurnee, IL
 
(a)

 
586

 
619

 

 

 
586

 
619

 
1,205

 
(342
)
 
1995
 
06/25/04
 
15 to 20 Years
 
Hagerstown, MD
 
(a)

 
546

 
342

 

 
68

 
546

 
410

 
956

 
(190
)
 
1975
 
11/27/06
 
11 to 20 Years
 
Hamilton, NY
 
(a)

 
145

 
152

 

 

 
145

 
152

 
297

 
(102
)
 
1982
 
06/30/09
 
13 to 18 Years
 
Hammond, IN
 
(a)

 
976

 
1,080

 

 

 
976

 
1,080

 
2,056

 
(75
)
 
2014
 
12/24/14
 
14 to 30 Years
 
Harriman, TN
 
(a)

 
314

 
143

 

 
176

 
314

 
319

 
633

 
(145
)
 
1979
 
11/02/07
 
15 to 30 Years
 
Harrisburg, PA
 
(a)

 
762

 
241

 

 
176

 
762

 
417

 
1,179

 
(253
)
 
1977
 
01/30/06
 
15 to 20 Years
 
Harrisburg, PA
 
(a)

 
611

 
239

 

 

 
611

 
239

 
850

 
(229
)
 
1978
 
01/30/06
 
15 to 20 Years
 
Harrisburg, PA
 
(a)

 
423

 
307

 

 

 
423

 
307

 
730

 
(153
)
 
1973
 
01/30/06
 
15 to 20 Years
 
Hermitage, PA
 
(d)

 
604

 
717

 

 

 
604

 
717

 
1,321

 
(299
)
 
1978
 
02/06/07
 
10 to 25 Years
 
Hilliard, OH
 
(a)

 
1,149

 
1,291

 

 

 
1,149

 
1,291

 
2,440

 
(540
)
 
1997
 
09/24/04
 
15 to 30 Years
 
Hiram, GA
 
(a)

 
1,006

 
1,142

 

 

 
1,006

 
1,142

 
2,148

 
(474
)
 
1987
 
02/28/06
 
15 to 30 Years
 
Hiram, GA
 
(a)

 
813

 
716

 

 

 
813

 
716

 
1,529

 
(137
)
 
1999
 
07/17/13
 
6 to 21 Years
 
Hiram, GA
 
(a)

 
1,255

 
1,766

 

 

 
1,255

 
1,766

 
3,021

 
(180
)
 
2003
 
01/16/15
 
9 to 15 Years
 
Hodgkins, IL
 
(a)

 
1,230

 
2,048

 

 

 
1,230

 
2,048

 
3,278

 
(728
)
 
1993
 
12/29/06
 
15 to 30 Years
 
Homewood, AL
 
(a)

 
583

 
839

 

 

 
583

 
839

 
1,422

 
(80
)
 
2002
 
12/05/13
 
15 to 30 Years
 
Houston, TX
 
(a)

 
1,098

 
439

 

 

 
1,098

 
439

 
1,537

 
(308
)
 
1995
 
06/25/04
 
15 to 40 Years
 
Houston, TX
 
(a)

 
1,156

 
352

 
(22
)
 

 
1,134

 
352

 
1,486

 
(256
)
 
1995
 
06/25/04
 
15 to 30 Years
 
Houston, TX
 
(a)

 
585

 
561

 

 

 
585

 
561

 
1,146

 
(526
)
 
1979
 
12/30/04
 
10 to 15 Years
 
Houston, TX
 
(a)

 
2,844

 
1,620

 

 

 
2,844

 
1,620

 
4,464

 
(676
)
 
1994
 
06/29/07
 
15 to 30 Years
 
Houston, TX
 
(a)

 
2,348

 
1,348

 

 

 
2,348

 
1,348

 
3,696

 
(616
)
 
1997
 
06/29/07
 
15 to 30 Years

146


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Huntington Park, CA
 
(a)

 
1,822

 
1,211

 

 

 
1,822

 
1,211

 
3,033

 
(60
)
 
1957
 
12/19/14
 
15 to 30 Years
 
Hutchinson, KS
 
(a)

 
895

 
856

 

 

 
895

 
856

 
1,751

 
(66
)
 
1987
 
06/04/14
 
15 to 30 Years
 
Hyattsville, MD
 
(a)

 
702

 
245

 

 

 
702

 
245

 
947

 
(148
)
 
1985
 
11/27/06
 
15 to 20 Years
 
Independence, IA
 
(a)

 
223

 
473

 

 

 
223

 
473

 
696

 
(463
)
 
1976
 
09/23/05
 
10 to 15 Years
 
Independence, MO
 
(a)

 
1,450

 
1,967

 

 

 
1,450

 
1,967

 
3,417

 
(599
)
 
2002
 
06/29/07
 
15 to 40 Years
 
Indiana, PA
 
(a)

 
331

 
323

 

 

 
331

 
323

 
654

 
(161
)
 
1982
 
02/06/07
 
15 to 30 Years
 
Indianapolis, IN
 
(a)

 
1,971

 
2,295

 

 

 
1,971

 
2,295

 
4,266

 
(577
)
 
2003
 
11/10/05
 
15 to 40 Years
 
Indianapolis, IN
 
(d)

 
703

 
1,223

 

 

 
703

 
1,223

 
1,926

 
(59
)
 
1974
 
12/23/14
 
15 to 30 Years
 
Indianapolis, IN
 
(d)

 
418

 
1,223

 

 

 
418

 
1,223

 
1,641

 
(44
)
 
1992
 
12/23/14
 
15 to 30 Years
 
Indianapolis, IN
 
(a)

 
590

 
633

 

 

 
590

 
633

 
1,223

 
(46
)
 
2014
 
10/31/14
 
14 to 30 Years
 
Jackson, MI
 
(a)

 
599

 
354

 

 

 
599

 
354

 
953

 
(39
)
 
1997
 
12/24/13
 
15 to 30 Years
 
Johnson City, TN
 
1,933

 
1,331

 
2,304

 

 

 
1,331

 
2,304

 
3,635

 
(269
)
 
1996
 
07/17/13
 
12 to 30 Years
 
Johnstown, PA
 
(a)

 
865

 
938

 

 

 
865

 
938

 
1,803

 
(229
)
 
1998
 
07/17/13
 
8 to 20 Years
 
Joliet, IL
 
(a)

 
1,994

 
1,207

 

 

 
1,994

 
1,207

 
3,201

 
(561
)
 
1996
 
12/29/06
 
15 to 30 Years
 
Kansas City, KS
 
(a)

 
796

 
609

 

 

 
796

 
609

 
1,405

 
(54
)
 
2006
 
12/24/13
 
15 to 40 Years
 
Kennesaw, GA
 
(a)

 
907

 
499

 

 

 
907

 
499

 
1,406

 
(216
)
 
2001
 
02/28/06
 
15 to 40 Years
 
Kimball, TN
 
(a)

 
367

 
283

 

 
176

 
367

 
459

 
826

 
(187
)
 
1987
 
11/02/07
 
15 to 30 Years
 
Kingwood, TX
 
(a)

 
936

 
387

 

 

 
936

 
387

 
1,323

 
(268
)
 
1994
 
06/25/04
 
15 to 30 Years
 
Knoxville, TN
 
(a)

 
296

 
343

 

 
176

 
296

 
519

 
815

 
(192
)
 
1978
 
11/02/07
 
15 to 30 Years
 
Knoxville, TN
 
(a)

 
172

 
700

 

 

 
172

 
700

 
872

 
(224
)
 
1991
 
11/02/07
 
15 to 30 Years
 
LaFayette, GA
 
(a)

 
246

 
434

 

 
176

 
246

 
610

 
856

 
(222
)
 
1991
 
11/02/07
 
15 to 30 Years
 
Lake Charles, LA
 
(a)

 
1,619

 
1,349

 

 

 
1,619

 
1,349

 
2,968

 
(213
)
 
1987
 
07/17/13
 
10 to 24 Years
 
Lakeville, MN
 
(a)

 
342

 
439

 

 

 
342

 
439

 
781

 
(156
)
 
1988
 
05/24/05
 
15 to 30 Years
 
Lancaster, PA
 
(a)

 
308

 
161

 

 

 
308

 
161

 
469

 
(103
)
 
1977
 
07/25/06
 
15 to 30 Years
 
Lander, WY
 
(a)

 
57

 
1,010

 

 

 
57

 
1,010

 
1,067

 
(456
)
 
1883
 
12/29/06
 
15 to 20 Years
 
Lanham, MD
 
(a)

 
302

 
193

 

 
200

 
302

 
393

 
695

 
(153
)
 
1980
 
11/27/06
 
13 to 20 Years
 
Lawrence, KS
 
(a)

 
478

 
209

 

 

 
478

 
209

 
687

 
(14
)
 
1974
 
06/04/14
 
15 to 30 Years
 
Lebanon, PA
 
(a)

 
616

 
316

 

 
176

 
616

 
492

 
1,108

 
(263
)
 
1980
 
01/30/06
 
15 to 20 Years
 
Leeds, AL
 
(a)

 
907

 
926

 

 
31

 
907

 
957

 
1,864

 
(643
)
 
2003
 
09/26/06
 
9 to 40 Years
 
Lewis Center, OH
 
(a)

 
626

 
560

 

 

 
626

 
560

 
1,186

 
(245
)
 
1998
 
06/25/04
 
15 to 30 Years
 
Lewiston, ID
 
(d)

 
1,080

 
866

 

 

 
1,080

 
866

 
1,946

 
(49
)
 
1996
 
12/23/14
 
15 to 30 Years
 
Lexington, KY
 
(a)

 
1,267

 
944

 

 

 
1,267

 
944

 
2,211

 
(530
)
 
1996
 
02/26/07
 
14 to 30 Years
 
Lexington, NC
 
(a)

 
910

 
1,059

 

 

 
910

 
1,059

 
1,969

 
(117
)
 
1998
 
10/25/13
 
15 to 30 Years
 
Little Rock, AR
 
(a)

 
699

 
1,700

 
(344
)
 
(592
)
 
355

 
1,108

 
1,463

 
(822
)
 
1972
 
02/26/07
 
14 to 20 Years
 
Little Rock, AR
 
(a)

 
886

 

 

 

 
886

 

 
886

 

 
(f)
 
06/26/14
 
(f)
 
Littleton, CO
 
(b)

 
696

 
1,943

 

 

 
696

 
1,943

 
2,639

 
(154
)
 
1990
 
07/17/13
 
11 to 40 Years
 
Littleton, CO
 
(a)

 
501

 
629

 

 

 
501

 
629

 
1,130

 
(55
)
 
1992
 
12/24/13
 
15 to 30 Years

147


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Longview, WA
 
(b)

 
870

 
2,855

 

 

 
870

 
2,855

 
3,725

 
(216
)
 
2004
 
07/17/13
 
13 to 40 Years
 
Loveland, CO
 
(b)

 
602

 
1,913

 

 

 
602

 
1,913

 
2,515

 
(139
)
 
1997
 
07/17/13
 
12 to 40 Years
 
Lufkin, TX
 
(a)

 
927

 
790

 

 

 
927

 
790

 
1,717

 
(616
)
 
1970
 
02/26/07
 
14 to 20 Years
 
Lynchburg, VA
 
(a)

 
2,033

 
2,013

 

 

 
2,033

 
2,013

 
4,046

 
(216
)
 
2000
 
08/21/13
 
15 to 30 Years
 
Mableton, GA
 
(a)

 
454

 
826

 

 

 
454

 
826

 
1,280

 
(276
)
 
1987
 
02/28/06
 
15 to 30 Years
 
Mableton, GA
 
(a)

 
634

 
578

 

 

 
634

 
578

 
1,212

 
(213
)
 
1981
 
02/28/06
 
15 to 30 Years
 
Macon, GA
 
(b)

 
838

 
1,723

 

 

 
838

 
1,723

 
2,561

 
(142
)
 
1995
 
07/17/13
 
13 to 40 Years
 
Macon, GA
 
(b)

 
874

 
1,712

 

 

 
874

 
1,712

 
2,586

 
(147
)
 
1995
 
07/17/13
 
11 to 40 Years
 
Madill, OK
 
(a)

 
352

 
648

 

 

 
352

 
648

 
1,000

 
(656
)
 
1972
 
06/25/04
 
10 to 15 Years
 
Manchester, IA
 
(a)

 
351

 
495

 

 

 
351

 
495

 
846

 
(483
)
 
1977
 
09/23/05
 
10 to 15 Years
 
Manhattan, KS
 
(a)

 
816

 
388

 

 

 
816

 
388

 
1,204

 
(27
)
 
1987
 
06/04/14
 
15 to 30 Years
 
Maple Grove, MN
 
(a)

 
1,852

 
1,096

 

 

 
1,852

 
1,096

 
2,948

 
(501
)
 
1997
 
09/24/04
 
15 to 30 Years
 
Maquoketa, IA
 
(a)

 
184

 
90

 

 

 
184

 
90

 
274

 
(123
)
 
1973
 
09/23/05
 
10 to 15 Years
 
Marietta, GA
 
(a)

 
797

 
428

 

 

 
797

 
428

 
1,225

 
(221
)
 
1990
 
02/28/06
 
15 to 30 Years
 
Marietta, GA
 
(a)

 
1,221

 
1,533

 

 

 
1,221

 
1,533

 
2,754

 
(155
)
 
2003
 
01/16/15
 
9 to 15 Years
 
Mars, PA
 
(a)

 
946

 
2,221

 

 

 
946

 
2,221

 
3,167

 
(812
)
 
1990
 
06/25/04
 
15 to 30 Years
 
Mason, OH
 
(a)

 
619

 
599

 

 

 
619

 
599

 
1,218

 
(64
)
 
1994
 
12/24/13
 
15 to 30 Years
 
Maumee, OH
 
(a)

 
1,505

 
1,817

 
(754
)
 
(668
)
 
751

 
1,149

 
1,900

 
(641
)
 
1997
 
09/24/04
 
15 to 30 Years
 
Mayfield, KY
 
(a)

 
307

 
596

 

 

 
307

 
596

 
903

 
(300
)
 
1997
 
06/25/04
 
15 to 30 Years
 
McAllen, TX
 
(a)

 
1,819

 
1,188

 

 

 
1,819

 
1,188

 
3,007

 
(598
)
 
1997
 
06/29/07
 
15 to 30 Years
 
Meadville, PA
 
(a)

 
981

 
1,056

 

 

 
981

 
1,056

 
2,037

 
(389
)
 
1983
 
02/06/07
 
15 to 30 Years
 
Meadville, PA
 
(d)

 
652

 
1,284

 

 

 
652

 
1,284

 
1,936

 
(66
)
 
1991
 
12/23/14
 
15 to 30 Years
 
Mechanicsburg, PA
 
(a)

 
801

 
481

 

 

 
801

 
481

 
1,282

 
(293
)
 
1995
 
01/30/06
 
15 to 20 Years
 
Melbourne, FL
 
(a)

 
2,005

 
794

 

 

 
2,005

 
794

 
2,799

 
(381
)
 
1986
 
12/31/07
 
15 to 40 Years
 
Memphis, TN
 
(a)

 
817

 
1,637

 

 

 
817

 
1,637

 
2,454

 
(167
)
 
2005
 
01/16/15
 
9 to 15 Years
 
Mendota, MN
 
(a)

 
536

 
963

 

 

 
536

 
963

 
1,499

 
(64
)
 
1995
 
05/22/14
 
15 to 30 Years
 
Mentor, OH
 
(a)

 
873

 
790

 

 

 
873

 
790

 
1,663

 
(343
)
 
2003
 
12/31/07
 
15 to 40 Years
 
Mesa, AZ
 
(a)

 
1,318

 
234

 

 

 
1,318

 
234

 
1,552

 
(211
)
 
1995
 
06/25/04
 
15 to 20 Years
 
Mesa, AZ
 
(a)

 
676

 
911

 

 

 
676

 
911

 
1,587

 
(163
)
 
1978
 
10/28/11
 
14 to 39 Years
 
Mesa, AZ
 
(d)

 
422

 
1,002

 

 

 
422

 
1,002

 
1,424

 
(92
)
 
1990
 
06/14/13
 
15 to 40 Years
 
Metairie, LA
 
(b)

 
800

 
3,016

 

 

 
800

 
3,016

 
3,816

 
(259
)
 
1964
 
07/17/13
 
10 to 30 Years
 
Middleburg Heights, OH
(a)

 
1,456

 
793

 

 

 
1,456

 
793

 
2,249

 
(312
)
 
1987
 
02/06/07
 
15 to 30 Years
 
Midlothian, VA
 
(a)

 
823

 
1,151

 

 
246

 
823

 
1,397

 
2,220

 
(434
)
 
1994
 
11/28/06
 
15 to 30 Years
 
Monroe, MI
 
(d)

 
927

 
897

 

 

 
927

 
897

 
1,824

 
(53
)
 
1996
 
12/23/14
 
15 to 30 Years
 
Moody, AL
 
(a)

 
518

 
800

 

 
57

 
518

 
857

 
1,375

 
(111
)
 
1997
 
03/29/13
 
8 to 29 Years
 
Morrow, GA
 
(a)

 
652

 
450

 

 

 
652

 
450

 
1,102

 
(190
)
 
1995
 
02/28/06
 
15 to 30 Years
 
Muskogee, OK
 
(a)

 
968

 
1,259

 
(448
)
 
(568
)
 
520

 
691

 
1,211

 
(618
)
 
1984
 
02/26/07
 
14 to 30 Years
 
New Boston, OH
 
(a)

 
599

 
1,498

 

 

 
599

 
1,498

 
2,097

 
(134
)
 
1996
 
10/25/13
 
15 to 30 Years

148


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
New Cumberland, PA
 
(a)

 
634

 
278

 

 
176

 
634

 
454

 
1,088

 
(255
)
 
1990
 
01/30/06
 
15 to 20 Years
 
Newport News, VA
 
(d)

 
1,184

 
311

 

 

 
1,184

 
311

 
1,495

 
(257
)
 
1995
 
06/25/04
 
10 to 25 Years
 
Newton, KS
 
(a)

 
175

 
661

 

 

 
175

 
661

 
836

 
(45
)
 
1987
 
06/30/14
 
15 to 30 Years
 
Norcross, GA
 
(a)

 
678

 
402

 

 

 
678

 
402

 
1,080

 
(215
)
 
1982
 
02/28/06
 
15 to 20 Years
 
Norman, OK
 
(a)

 
1,466

 
2,294

 

 

 
1,466

 
2,294

 
3,760

 
(940
)
 
1992
 
07/02/07
 
14 to 30 Years
 
North Little Rock, AR
 
(a)

 
1,398

 
1,289

 

 

 
1,398

 
1,289

 
2,687

 
(714
)
 
1993
 
09/23/05
 
15 to 20 Years
 
Oak Ridge, TN
 
(d)

 
988

 
1,019

 

 

 
988

 
1,019

 
2,007

 
(48
)
 
1994
 
12/23/14
 
15 to 30 Years
 
Oklahoma City, OK
 
(a)

 
479

 
1,877

 

 

 
479

 
1,877

 
2,356

 
(196
)
 
1904
 
12/02/13
 
20 to 20 Years
 
Oklahoma, OK
 
(a)

 
481

 
2,315

 

 

 
481

 
2,315

 
2,796

 
(161
)
 
1920
 
12/02/13
 
30 to 30 Years
 
Olean, NY
 
(a)

 
355

 
663

 

 

 
355

 
663

 
1,018

 
(269
)
 
1977
 
02/06/07
 
15 to 30 Years
 
Orange City, FL
 
(a)

 
409

 
694

 

 

 
409

 
694

 
1,103

 
(392
)
 
1984
 
09/24/04
 
11 to 20 Years
 
Orlando, FL
 
(a)

 
2,006

 
571

 

 

 
2,006

 
571

 
2,577

 
(264
)
 
2002
 
12/31/07
 
15 to 40 Years
 
Ottawa, KS
 
(a)

 
348

 
816

 

 

 
348

 
816

 
1,164

 
(56
)
 
1987
 
06/04/14
 
15 to 30 Years
 
Overland Park, KS
 
(a)

 
953

 
886

 

 

 
953

 
886

 
1,839

 
(124
)
 
2009
 
08/22/13
 
15 to 20 Years
 
Overland Park, KS
 
(a)

 
2,549

 
3,219

 

 

 
2,549

 
3,219

 
5,768

 
(218
)
 
1983
 
05/15/14
 
15 to 30 Years
 
Owensboro, KY
 
(a)

 
250

 
502

 

 

 
250

 
502

 
752

 
(141
)
 
1991
 
06/25/04
 
30 to 30 Years
 
Oxford, AL
 
(d)

 
489

 
1,212

 

 

 
489

 
1,212

 
1,701

 
(56
)
 
1991
 
12/23/14
 
15 to 30 Years
 
Paris, TX
 
1,790

 
552

 
1,821

 

 

 
552

 
1,821

 
2,373

 
(170
)
 
1999
 
07/17/13
 
11 to 35 Years
 
Pasadena, TX
 
(a)

 
847

 
832

 

 

 
847

 
832

 
1,679

 
(780
)
 
1973
 
12/30/04
 
10 to 15 Years
 
Pasadena, TX
 
(a)

 
810

 
739

 

 

 
810

 
739

 
1,549

 
(704
)
 
1977
 
12/30/04
 
10 to 15 Years
 
Pelham, AL
 
(a)

 
605

 
922

 

 
57

 
605

 
979

 
1,584

 
(124
)
 
1998
 
03/29/13
 
8 to 29 Years
 
Phoenix, AZ
 
(a)

 
787

 
663

 

 

 
787

 
663

 
1,450

 
(160
)
 
1964
 
10/28/11
 
14 to 29 Years
 
Picayune, MS
 
(a)

 
1,250

 
1,409

 

 

 
1,250

 
1,409

 
2,659

 
(182
)
 
1999
 
07/17/13
 
7 to 29 Years
 
Pico Rivera, CA
 
(a)

 
2,785

 
3,126

 

 

 
2,785

 
3,126

 
5,911

 
(115
)
 
2014
 
12/19/14
 
15 to 40 Years
 
Pittsburgh, PA
 
(a)

 
1,289

 
1,871

 

 

 
1,289

 
1,871

 
3,160

 
(671
)
 
1992
 
06/25/04
 
15 to 30 Years
 
Pittsburgh, PA
 
(a)

 
1,481

 
676

 

 

 
1,481

 
676

 
2,157

 
(316
)
 
2006
 
12/31/07
 
15 to 40 Years
 
Plano, TX
 
(a)

 
2,418

 
1,529

 

 

 
2,418

 
1,529

 
3,947

 
(543
)
 
1998
 
06/29/07
 
15 to 40 Years
 
Powell, TN
 
(a)

 
252

 
377

 

 
176

 
252

 
553

 
805

 
(212
)
 
1982
 
11/02/07
 
15 to 30 Years
 
Princeton, WV
 
(a)

 
948

 
2,212

 

 

 
948

 
2,212

 
3,160

 
(294
)
 
2001
 
07/17/13
 
11 to 25 Years
 
Queen Creek, AZ
 
(d)

 
609

 
1,159

 

 

 
609

 
1,159

 
1,768

 
(117
)
 
2004
 
06/14/13
 
15 to 40 Years
 
Rapid City, SD
 
(a)

 
878

 
1,657

 

 

 
878

 
1,657

 
2,535

 
(736
)
 
1902
 
12/29/06
 
15 to 20 Years
 
Rawlins, WY
 
(a)

 
25

 
406

 

 

 
25

 
406

 
431

 
(194
)
 
1958
 
12/29/06
 
15 to 20 Years
 
Reston, VA
 
(a)

 
1,033

 
193

 

 

 
1,033

 
193

 
1,226

 
(124
)
 
1977
 
11/27/06
 
15 to 20 Years
 
Richmond, VA
 
(a)

 
1,253

 
1,410

 

 
29

 
1,253

 
1,439

 
2,692

 
(469
)
 
1977
 
11/28/06
 
15 to 30 Years
 
Richmond, VA
 
(d)

 
993

 
922

 

 

 
993

 
922

 
1,915

 
(42
)
 
2003
 
03/20/15
 
13 to 20 Years
 
Ringgold, GA
 
(a)

 
387

 
374

 

 

 
387

 
374

 
761

 
(158
)
 
1990
 
11/02/07
 
15 to 30 Years

149


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Riverside, CA
 
(a)

 
1,988

 
1,211

 

 

 
1,988

 
1,211

 
3,199

 
(68
)
 
2002
 
12/19/14
 
15 to 30 Years
 
Roanoke, VA
 
(a)

 
1,362

 
1,836

 

 

 
1,362

 
1,836

 
3,198

 
(167
)
 
1996
 
08/21/13
 
15 to 30 Years
 
Rock Falls, IL
 
(a)

 
314

 
631

 

 

 
314

 
631

 
945

 
(262
)
 
1995
 
09/23/05
 
15 to 30 Years
 
Salem, IL
 
(a)

 
271

 
218

 

 

 
271

 
218

 
489

 
(101
)
 
2000
 
07/28/04
 
15 to 30 Years
 
Salina, KS
 
(d)

 
764

 
1,100

 

 

 
764

 
1,100

 
1,864

 
(56
)
 
1994
 
12/23/14
 
15 to 30 Years
 
San Antonio, TX
 
(a)

 
1,204

 

 

 
519

 
1,204

 
519

 
1,723

 
(30
)
 
1993
 
09/26/13
 
30 to 30 Years
 
Santa Ana, CA
 
(a)

 
2,112

 
1,501

 

 

 
2,112

 
1,501

 
3,613

 
(69
)
 
1976
 
12/19/14
 
15 to 30 Years
 
Santa Fe, NM
 
(b)

 
2,120

 
2,033

 

 

 
2,120

 
2,033

 
4,153

 
(167
)
 
1997
 
07/17/13
 
13 to 40 Years
 
Sarasota, FL
 
(a)

 
2,758

 
412

 

 

 
2,758

 
412

 
3,170

 
(96
)
 
2000
 
07/17/13
 
12 to 25 Years
 
Savannah, GA
 
(b)

 
1,112

 
1,727

 

 

 
1,112

 
1,727

 
2,839

 
(146
)
 
1993
 
07/17/13
 
13 to 40 Years
 
Shawnee, OK
 
(a)

 
621

 
1,399

 

 

 
621

 
1,399

 
2,020

 
(113
)
 
1984
 
07/29/05
 
15 to 30 Years
 
Shelbyville, IN
 
(d)

 
549

 
752

 

 

 
549

 
752

 
1,301

 
(230
)
 
2006
 
12/21/07
 
15 to 50 Years
 
Sherman, TX
 
(a)

 
1,013

 
1,286

 
(415
)
 
(542
)
 
598

 
744

 
1,342

 
(678
)
 
1994
 
02/26/07
 
14 to 30 Years
 
Shreveport, LA
 
(a)

 
759

 
964

 

 

 
759

 
964

 
1,723

 
(506
)
 
1964
 
02/26/07
 
14 to 20 Years
 
Silver Spring, MD
 
(a)

 
1,008

 
251

 

 

 
1,008

 
251

 
1,259

 
(163
)
 
1983
 
11/27/06
 
15 to 20 Years
 
Sioux Falls, SD
 
(a)

 
639

 
206

 

 

 
639

 
206

 
845

 
(20
)
 
1994
 
12/24/13
 
15 to 30 Years
 
Soddy Daisy, TN
 
(a)

 
316

 
405

 

 

 
316

 
405

 
721

 
(172
)
 
1989
 
11/02/07
 
15 to 30 Years
 
Springfield, IL
 
(a)

 
1,115

 
772

 

 

 
1,115

 
772

 
1,887

 
(323
)
 
1996
 
12/31/07
 
15 to 40 Years
 
Springfield, MO
 
(a)

 
1,655

 
1,467

 

 

 
1,655

 
1,467

 
3,122

 
(691
)
 
1993
 
09/23/05
 
15 to 30 Years
 
Stillwater, MN
 
(a)

 
1,051

 
1,051

 

 

 
1,051

 
1,051

 
2,102

 
(525
)
 
1998
 
09/24/04
 
15 to 30 Years
 
Stillwater, OK
 
(a)

 
647

 
687

 

 

 
647

 
687

 
1,334

 
(52
)
 
1987
 
06/04/14
 
15 to 30 Years
 
Stillwater, OK
 
(d)

 
611

 
1,447

 

 

 
611

 
1,447

 
2,058

 
(54
)
 
1995
 
12/23/14
 
15 to 30 Years
 
Sweetwater, TN
 
(a)

 
231

 
307

 

 

 
231

 
307

 
538

 
(137
)
 
1979
 
11/02/07
 
15 to 30 Years
 
Syracuse, NY
 
(d)

 
734

 
1,518

 

 

 
734

 
1,518

 
2,252

 
(73
)
 
1981
 
12/23/14
 
15 to 30 Years
 
Taylorville, IL
 
(a)

 
154

 
352

 

 

 
154

 
352

 
506

 
(319
)
 
1980
 
09/23/05
 
10 to 15 Years
 
Thornton, CO
 
(a)

 
943

 
128

 

 

 
943

 
128

 
1,071

 
(14
)
 
1996
 
12/24/13
 
15 to 30 Years
 
Thurmont, MD
 
(a)

 
857

 
307

 

 
68

 
857

 
375

 
1,232

 
(190
)
 
1985
 
11/27/06
 
11 to 20 Years
 
Tifton, GA
 
(d)

 
642

 
1,009

 

 

 
642

 
1,009

 
1,651

 
(40
)
 
1995
 
12/23/14
 
15 to 40 Years
 
Tilton, NH
 
(b)

 
1,565

 

 

 

 
1,565

 

 
1,565

 

 
(f)
 
07/17/13
 
(f)
 
Tipton, IA
 
(a)

 
240

 
408

 

 

 
240

 
408

 
648

 
(434
)
 
1991
 
09/23/05
 
10 to 15 Years
 
Titusville, PA
 
(a)

 
247

 
438

 

 

 
247

 
438

 
685

 
(183
)
 
1976
 
04/29/11
 
11 to 26 Years
 
Topeka, KS
 
(a)

 
1,224

 
905

 

 

 
1,224

 
905

 
2,129

 
(82
)
 
1988
 
06/04/14
 
15 to 30 Years
 
Torrance, CA
 
(a)

 
3,509

 
2,754

 

 

 
3,509

 
2,754

 
6,263

 
(103
)
 
1998
 
12/19/14
 
15 to 40 Years
 
Traverse City, MI
 
(d)

 
651

 
1,255

 

 

 
651

 
1,255

 
1,906

 
(9
)
 
2004
 
11/09/15
 
15 to 30 Years
 
Trenton, GA
 
(a)

 
300

 
227

 

 

 
300

 
227

 
527

 
(126
)
 
1991
 
11/02/07
 
15 to 30 Years
 
Trussville, AL
 
(b)

 
1,222

 
1,770

 

 

 
1,222

 
1,770

 
2,992

 
(170
)
 
2007
 
07/17/13
 
12 to 38 Years
 
Trussville, AL
 
(a)

 
909

 
892

 

 
57

 
909

 
949

 
1,858

 
(136
)
 
2000
 
03/29/13
 
8 to 29 Years
 
Trussville, AL
 
(a)

 
796

 
256

 

 

 
796

 
256

 
1,052

 
(34
)
 
1998
 
12/24/13
 
15 to 30 Years
 
Tullahoma, TN
 
(d)

 
520

 
886

 

 

 
520

 
886

 
1,406

 
(37
)
 
1996
 
12/23/14
 
15 to 40 Years

150


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Tulsa, OK
 
(a)

 
983

 
1,232

 
(497
)
 
(573
)
 
486

 
659

 
1,145

 
(570
)
 
1976
 
02/26/07
 
14 to 30 Years
 
Tulsa, OK
 
(a)

 
1,540

 
1,997

 

 

 
1,540

 
1,997

 
3,537

 
(649
)
 
2002
 
07/02/07
 
14 to 40 Years
 
Tulsa, OK
 
(a)

 
1,465

 
1,728

 

 

 
1,465

 
1,728

 
3,193

 
(116
)
 
2013
 
07/21/14
 
14 to 30 Years
 
Tupelo, MS
 
(a)

 
1,131

 
1,175

 

 

 
1,131

 
1,175

 
2,306

 
(172
)
 
1995
 
07/17/13
 
7 to 26 Years
 
Union Gap, WA
 
(b)

 
522

 
2,218

 

 

 
522

 
2,218

 
2,740

 
(155
)
 
2004
 
07/17/13
 
13 to 40 Years
 
Upper Marlboro, MD
 
(a)

 
290

 
172

 

 

 
290

 
172

 
462

 
(122
)
 
1983
 
11/27/06
 
15 to 20 Years
 
Vandalia, IL
 
(a)

 
409

 
202

 

 

 
409

 
202

 
611

 
(296
)
 
1977
 
09/23/05
 
10 to 15 Years
 
Villa Rica, GA
 
(a)

 
807

 
629

 

 

 
807

 
629

 
1,436

 
(284
)
 
1999
 
02/28/06
 
15 to 30 Years
 
Vinton, IA
 
(a)

 
121

 
114

 

 

 
121

 
114

 
235

 
(150
)
 
1978
 
09/23/05
 
10 to 15 Years
 
Walkersville, MD
 
(a)

 
381

 
238

 

 
68

 
381

 
306

 
687

 
(139
)
 
1985
 
11/27/06
 
11 to 20 Years
 
Walla Walla, WA
 
(b)

 
665

 
2,072

 

 

 
665

 
2,072

 
2,737

 
(197
)
 
2005
 
07/17/13
 
11 to 35 Years
 
Warner Robins, GA
 
(b)

 
1,228

 
1,714

 

 

 
1,228

 
1,714

 
2,942

 
(150
)
 
1994
 
07/17/13
 
11 to 40 Years
 
Warren, OH
 
(a)

 
973

 
640

 

 

 
973

 
640

 
1,613

 
(262
)
 
1999
 
02/06/07
 
15 to 30 Years
 
Warren, PA
 
(a)

 
383

 
427

 

 

 
383

 
427

 
810

 
(210
)
 
1970
 
02/06/07
 
15 to 30 Years
 
Warrenton, VA
 
(a)

 
378

 
254

 

 

 
378

 
254

 
632

 
(152
)
 
1985
 
12/19/06
 
14 to 20 Years
 
Warwick, RI
 
(a)

 
1,593

 
1,314

 

 

 
1,593

 
1,314

 
2,907

 
(481
)
 
1990
 
12/31/07
 
15 to 40 Years
 
Waterford, MI
 
(d)

 
761

 
1,958

 

 

 
761

 
1,958

 
2,719

 
(62
)
 
1997
 
02/10/15
 
15 to 40 Years
 
Wesley Chapel, FL
 
(d)

 
2,672

 
1,725

 

 

 
2,672

 
1,725

 
4,397

 
(24
)
 
2015
 
08/18/15
 
14 to 40 Years
 
Whittier, CA
 
(a)

 
1,439

 
1,874

 

 

 
1,439

 
1,874

 
3,313

 
(66
)
 
1991
 
12/19/14
 
15 to 40 Years
 
Wichita Falls, TX
 
(a)

 
851

 
1,077

 
(271
)
 
(317
)
 
580

 
760

 
1,340

 
(772
)
 
1976
 
02/26/07
 
14 to 20 Years
 
Winfield, KS
 
(a)

 
239

 
866

 

 

 
239

 
866

 
1,105

 
(64
)
 
1995
 
06/04/14
 
15 to 30 Years
 
Woodbury, MN
 
(a)

 
3,165

 
1,707

 

 

 
3,165

 
1,707

 
4,872

 
(148
)
 
1995
 
05/22/14
 
15 to 30 Years
 
Youngstown, OH
 
(a)

 
1,560

 
557

 

 

 
1,560

 
557

 
2,117

 
(239
)
 
1985
 
02/06/07
 
15 to 30 Years
Restaurants - Quick Service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Aberdeen, NC
 
(a)
 
564

 
338

 

 

 
564

 
338

 
902

 
(35
)
 
1994
 
09/17/13
 
15 to 30 Years
 
Abilene, TX
 
(d)
 
198

 
311

 

 

 
198

 
311

 
509

 
(42
)
 
1975
 
07/17/13
 
10 to 26 Years
 
Adairsville, GA
 
(a)
 
557

 
318

 

 

 
557

 
318

 
875

 
(158
)
 
1986
 
09/29/06
 
15 to 20 Years
 
Akron, OH
 
(a)
 
247

 
198

 

 

 
247

 
198

 
445

 
(123
)
 
1971
 
05/25/05
 
15 to 20 Years
 
Akron, OH
 
(a)
 
218

 
273

 

 

 
218

 
273

 
491

 
(147
)
 
1976
 
05/25/05
 
15 to 20 Years
 
Akron, OH
 
(a)
 
310

 
394

 

 

 
310

 
394

 
704

 
(208
)
 
1982
 
05/25/05
 
15 to 20 Years
 
Alamo, TX
 
(d)
 
1,745

 
715

 

 

 
1,745

 
715

 
2,460

 
(62
)
 
1984
 
07/17/13
 
9 to 35 Years
 
Albermarle, NC
 
(a)
 
639

 
310

 

 

 
639

 
310

 
949

 
(35
)
 
1993
 
09/17/13
 
15 to 30 Years
 
Albuquerque, NM
 
(d)
 
265

 
575

 

 

 
265

 
575

 
840

 
(85
)
 
1980
 
07/17/13
 
11 to 26 Years
 
Albuquerque, NM
 
(d)
 
466

 
591

 

 

 
466

 
591

 
1,057

 
(66
)
 
1976
 
07/17/13
 
11 to 35 Years

151


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Albuquerque, NM
 
(d)
 
267

 
439

 

 

 
267

 
439

 
706

 
(74
)
 
1975
 
07/17/13
 
11 to 25 Years
 
Albuquerque, NM
 
(d)
 
293

 
300

 

 

 
293

 
300

 
593

 
(63
)
 
1976
 
07/17/13
 
11 to 25 Years
 
Altus, OK
 
(d)
 
70

 
413

 

 

 
70

 
413

 
483

 
(53
)
 
1980
 
07/17/13
 
7 to 25 Years
 
Altus, OK
 
(a)
 
103

 
237

 

 

 
103

 
237

 
340

 
(35
)
 
2007
 
07/17/13
 
4 to 28 Years
 
Amarillo, TX
 
(d)
 
538

 
615

 

 

 
538

 
615

 
1,153

 

 
1985
 
12/29/15
 
15 to 30 Years
 
Americus, GA
 
(d)
 
282

 
406

 

 

 
282

 
406

 
688

 
(70
)
 
1978
 
07/17/13
 
11 to 23 Years
 
Anderson, IN
 
(a)
 
363

 
700

 

 

 
363

 
700

 
1,063

 
(130
)
 
1995
 
07/17/13
 
8 to 17 Years
 
Apopka, FL
 
(a)
 
1,038

 
482

 

 

 
1,038

 
482

 
1,520

 
(520
)
 
1977
 
06/25/04
 
10 to 15 Years
 
Arlington, TX
 
(d)
 
168

 
188

 

 

 
168

 
188

 
356

 
(43
)
 
1968
 
07/17/13
 
9 to 20 Years
 
Artesia, NM
 
(a)
 
435

 
1,106

 

 

 
435

 
1,106

 
1,541

 
(87
)
 
1984
 
04/16/14
 
15 to 30 Years
 
Atlanta, GA
 
(a)
 
513

 
483

 

 

 
513

 
483

 
996

 
(80
)
 
2002
 
02/02/12
 
15 to 30 Years
 
Atlanta, GA
 
(d)
 
336

 
346

 

 

 
336

 
346

 
682

 
(72
)
 
1981
 
07/17/13
 
11 to 22 Years
 
Atlanta, GA
 
(d)
 
554

 
258

 

 

 
554

 
258

 
812

 
(59
)
 
1980
 
07/17/13
 
11 to 23 Years
 
Atlanta, GA
 
(d)
 
683

 
5

 

 

 
683

 
5

 
688

 
(35
)
 
1975
 
07/17/13
 
11 to 23 Years
 
Atlanta, GA
 
(d)
 
394

 
268

 

 

 
394

 
268

 
662

 
(74
)
 
1975
 
07/17/13
 
11 to 16 Years
 
Atlanta, GA
 
(a)
 
488

 
653

 

 

 
488

 
653

 
1,141

 
(103
)
 
1995
 
02/02/12
 
15 to 30 Years
 
Atlanta, GA
 
(a)
 
309

 
867

 

 

 
309

 
867

 
1,176

 
(74
)
 
1994
 
12/24/13
 
15 to 30 Years
 
Auburn, CA
 
(a)
 
579

 
299

 

 

 
579

 
299

 
878

 
(125
)
 
1992
 
12/29/06
 
15 to 30 Years
 
Aurora, IL
 
(a)
 
286

 
726

 

 

 
286

 
726

 
1,012

 
(307
)
 
1998
 
12/29/06
 
15 to 30 Years
 
Austin, TX
 
(d)
 
699

 
417

 

 

 
699

 
417

 
1,116

 
(60
)
 
1975
 
07/17/13
 
11 to 29 Years
 
Austin, TX
 
(d)
 
531

 
794

 

 

 
531

 
794

 
1,325

 
(75
)
 
1967
 
07/17/13
 
11 to 32 Years
 
Austin, TX
 
(d)
 
904

 
477

 

 

 
904

 
477

 
1,381

 
(48
)
 
1976
 
07/17/13
 
11 to 35 Years
 
Austin, TX
 
(d)
 
418

 
872

 

 

 
418

 
872

 
1,290

 
(77
)
 
1986
 
07/17/13
 
11 to 35 Years
 
Austin, TX
 
(d)
 
689

 
634

 

 

 
689

 
634

 
1,323

 
(76
)
 
2003
 
07/17/13
 
11 to 35 Years
 
Balch Springs, TX
 
(d)
 
329

 
576

 

 

 
329

 
576

 
905

 
(80
)
 
1986
 
07/17/13
 
11 to 31 Years
 
Bartlett, TN
 
(a)
 
411

 

 

 

 
411

 

 
411

 

 
(f)
 
10/30/13
 
(f)
 
Bartonville, IL
 
(a)
 
410

 
856

 

 

 
410

 
856

 
1,266

 
(134
)
 
1980
 
12/21/12
 
15 to 30 Years
 
Baton Rouge, LA
 
(a)
 
565

 
286

 

 

 
565

 
286

 
851

 
(203
)
 
1991
 
06/25/04
 
15 to 20 Years
 
Baton Rouge, LA
 
(a)
 
391

 
599

 

 

 
391

 
599

 
990

 
(317
)
 
1980
 
09/24/04
 
15 to 20 Years
 
Baton Rouge, LA
 
(a)
 
594

 
417

 

 

 
594

 
417

 
1,011

 
(268
)
 
1979
 
06/25/04
 
15 to 20 Years
 
Baton Rouge, LA
 
(a)
 
747

 
558

 

 

 
747

 
558

 
1,305

 
(359
)
 
1984
 
09/24/04
 
15 to 20 Years
 
Baton Rouge, LA
 
(a)
 
472

 
642

 

 

 
472

 
642

 
1,114

 
(258
)
 
1987
 
09/24/04
 
15 to 30 Years

152


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Bay Minette, AL
 
(a)
 
583

 
754

 

 

 
583

 
754

 
1,337

 
(50
)
 
2000
 
09/22/14
 
15 to 30 Years
 
Beaumont, TX
 
(d)
 
581

 
284

 

 

 
581

 
284

 
865

 
(11
)
 
2001
 
08/31/15
 
15 to 20 Years
 
Beaumont, TX
 
(d)
 
777

 
246

 

 

 
777

 
246

 
1,023

 
(12
)
 
2000
 
08/31/15
 
15 to 20 Years
 
Beaumont, TX
 
(d)
 
758

 
325

 

 

 
758

 
325

 
1,083

 
(12
)
 
2007
 
08/31/15
 
15 to 30 Years
 
Beeville, TX
 
(d)
 
120

 
488

 

 

 
120

 
488

 
608

 
(67
)
 
1972
 
07/17/13
 
9 to 25 Years
 
Bellefontaine, OH
 
(a)
 
388

 
778

 
(12
)
 

 
376

 
778

 
1,154

 
(387
)
 
1989
 
12/29/06
 
15 to 20 Years
 
Bentonville, AR
 
(a)
 
635

 
900

 

 

 
635

 
900

 
1,535

 
(354
)
 
2004
 
07/07/05
 
15 to 30 Years
 
Birmingham, AL
 
(d)
 
192

 
656

 

 

 
192

 
656

 
848

 
(106
)
 
1981
 
07/17/13
 
7 to 19 Years
 
Birmingham, AL
 
(d)
 
120

 
151

 

 

 
120

 
151

 
271

 
(40
)
 
1970
 
07/17/13
 
6 to 15 Years
 
Birmingham, AL
 
(d)
 
119

 
158

 

 

 
119

 
158

 
277

 
(38
)
 
1970
 
07/17/13
 
5 to 15 Years
 
Birmingham, AL
 
(d)
 
107

 
508

 

 

 
107

 
508

 
615

 
(78
)
 
1983
 
07/17/13
 
7 to 19 Years
 
Birmingham, AL
 
(d)
 
131

 
526

 

 

 
131

 
526

 
657

 
(84
)
 
1984
 
07/17/13
 
7 to 19 Years
 
Bloomingdale, IL
 
(a)
 
426

 
1,956

 
13

 
(1,956
)
 
439

 

 
439

 
(71
)
 
1992
 
12/29/06
 
15 to 15 Years
 
Bloomsburg, PA
 
(d)
 
698

 
823

 

 

 
698

 
823

 
1,521

 
(42
)
 
1993
 
11/18/14
 
15 to 30 Years
 
Blue Springs, MO
 
(d)
 
688

 
119

 
101

 
(119
)
 
789

 

 
789

 

 
(f)
 
08/27/09
 
(f)
 
Bolingbrook, IL
 
(a)
 
762

 
821

 

 

 
762

 
821

 
1,583

 
(436
)
 
1994
 
09/23/05
 
15 to 20 Years
 
Boone, NC
 
(a)
 
750

 
379

 

 

 
750

 
379

 
1,129

 
(190
)
 
2006
 
12/29/06
 
15 to 30 Years
 
Bowling Green, KY
 
(d)
 
756

 
205

 

 

 
756

 
205

 
961

 
(46
)
 
2007
 
07/17/13
 
4 to 39 Years
 
Brazil, IN
 
(a)
 
391

 
903

 

 

 
391

 
903

 
1,294

 
(100
)
 
1996
 
07/17/13
 
8 to 33 Years
 
Bristol, TN
 
(a)
 
484

 
134

 

 

 
484

 
134

 
618

 
(199
)
 
1991
 
07/01/05
 
15 to 20 Years
 
Bristol, TN
 
(a)
 
474

 
282

 

 

 
474

 
282

 
756

 
(107
)
 
1985
 
12/21/12
 
10 to 15 Years
 
Bristol, VA
 
(a)
 
492

 
366

 

 

 
492

 
366

 
858

 
(102
)
 
1982
 
12/21/12
 
15 to 20 Years
 
Bristol, VA
 
(a)
 
369

 
564

 

 

 
369

 
564

 
933

 
(114
)
 
1991
 
12/21/12
 
15 to 20 Years
 
Brownsville, TX
 
(d)
 
795

 
556

 

 

 
795

 
556

 
1,351

 
(51
)
 
1977
 
07/17/13
 
10 to 35 Years
 
Brownsville, TX
 
(d)
 
667

 
785

 

 

 
667

 
785

 
1,452

 
(71
)
 
1985
 
07/17/13
 
10 to 35 Years
 
Brownsville, TX
 
(d)
 
369

 
679

 

 

 
369

 
679

 
1,048

 
(69
)
 
1972
 
07/17/13
 
11 to 35 Years
 
Brownsville, TX
 
(d)
 
267

 
652

 

 

 
267

 
652

 
919

 
(58
)
 
2000
 
07/17/13
 
10 to 35 Years
 
Brownsville, TX
 
(d)
 
430

 
656

 

 

 
430

 
656

 
1,086

 
(94
)
 
1985
 
07/17/13
 
11 to 29 Years
 
Brownsville, TX
 
(d)
 
571

 
930

 

 

 
571

 
930

 
1,501

 
(99
)
 
2002
 
07/17/13
 
11 to 35 Years
 
Brunswick, GA
 
(a)
 
774

 
614

 

 

 
774

 
614

 
1,388

 
(331
)
 
1999
 
09/24/04
 
15 to 20 Years
 
Bryan, TX
 
(d)
 
441

 
766

 

 

 
441

 
766

 
1,207

 
(63
)
 
1972
 
07/17/13
 
10 to 35 Years
 
Buckhannon, WV
 
(a)
 
438

 
529

 

 

 
438

 
529

 
967

 
(106
)
 
1978
 
12/21/12
 
15 to 20 Years
 
Buffalo, NY
 
(a)
 
737

 
629

 

 

 
737

 
629

 
1,366

 
(218
)
 
1993
 
11/10/05
 
15 to 30 Years
 
Buffalo, NY
 
(a)
 
821

 
694

 

 

 
821

 
694

 
1,515

 
(244
)
 
1976
 
11/10/05
 
15 to 30 Years
 
Calhoun, GA
 
(a)
 
503

 
713

 

 

 
503

 
713

 
1,216

 
(118
)
 
1988
 
02/02/12
 
15 to 30 Years
 
Canton, OH
 
(a)
 
215

 
483

 

 

 
215

 
483

 
698

 
(224
)
 
1974
 
05/25/05
 
15 to 20 Years

153


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Carrollton, GA
 
(a)
 
613

 
503

 

 

 
613

 
503

 
1,116

 
(115
)
 
1988
 
02/02/12
 
15 to 20 Years
 
Carrollton, KY
 
(a)
 
229

 
730

 

 

 
229

 
730

 
959

 
(263
)
 
1990
 
06/30/09
 
13 to 28 Years
 
Carrolton, TX
 
(d)
 
361

 
415

 

 

 
361

 
415

 
776

 
(70
)
 
1997
 
07/17/13
 
11 to 25 Years
 
Cedar Hill, TX
 
(a)
 
620

 
501

 

 

 
620

 
501

 
1,121

 
(245
)
 
2005
 
12/29/06
 
15 to 30 Years
 
Champlin, MN
 
(d)
 
710

 
408

 

 

 
710

 
408

 
1,118

 
(26
)
 
2004
 
03/20/15
 
8 to 20 Years
 
Chattanooga, TN
 
(a)
 
482

 
682

 

 

 
482

 
682

 
1,164

 
(292
)
 
1997
 
06/25/04
 
15 to 30 Years
 
Chattanooga, TN
 
(a)
 
600

 
389

 

 

 
600

 
389

 
989

 
(157
)
 
1995
 
09/29/06
 
15 to 30 Years
 
Chattanooga, TN
 
(d)
 
175

 
271

 

 

 
175

 
271

 
446

 
(41
)
 
2007
 
07/17/13
 
3 to 26 Years
 
Cheektowaga, NY
 
(a)
 
561

 
549

 

 

 
561

 
549

 
1,110

 
(207
)
 
1985
 
11/10/05
 
15 to 30 Years
 
Chicago, IL
 
(a)
 
313

 
275

 

 

 
313

 
275

 
588

 
(138
)
 
1982
 
05/25/05
 
15 to 20 Years
 
Chicago, IL
 
(a)
 
340

 
220

 

 

 
340

 
220

 
560

 
(128
)
 
1975
 
05/25/05
 
15 to 20 Years
 
Chicago, IL
 
(a)
 
242

 
244

 

 

 
242

 
244

 
486

 
(141
)
 
1970
 
05/25/05
 
15 to 20 Years
 
Chicago, IL
 
(a)
 
242

 
256

 

 

 
242

 
256

 
498

 
(135
)
 
1974
 
05/25/05
 
15 to 20 Years
 
Chicago, IL
 
(a)
 
532

 
279

 

 

 
532

 
279

 
811

 
(149
)
 
1982
 
05/25/05
 
15 to 20 Years
 
Chicago, IL
 
(a)
 
289

 
260

 

 

 
289

 
260

 
549

 
(134
)
 
1982
 
05/25/05
 
15 to 20 Years
 
Chicago, IL
 
(a)
 
976

 
271

 

 

 
976

 
271

 
1,247

 
(276
)
 
1987
 
09/23/05
 
10 to 15 Years
 
Christiansburg, VA
 
(a)
 
666

 
168

 

 

 
666

 
168

 
834

 
(249
)
 
1994
 
07/01/05
 
15 to 20 Years
 
Cleburne, TX
 
(d)
 
129

 
482

 

 

 
129

 
482

 
611

 
(65
)
 
1997
 
07/17/13
 
9 to 25 Years
 
Cleveland, TN
 
(a)
 
501

 
459

 

 

 
501

 
459

 
960

 
(165
)
 
2004
 
12/29/06
 
15 to 40 Years
 
College Park, GA
 
(d)
 
839

 
1,439

 

 

 
839

 
1,439

 
2,278

 
(30
)
 
2007
 
07/01/15
 
15 to 30 Years
 
Collierville, TN
 
(a)
 
539

 

 

 

 
539

 

 
539

 

 
(f)
 
10/30/13
 
(f)
 
Columbia, MO
 
(a)
 
339

 
1,126

 

 

 
339

 
1,126

 
1,465

 
(91
)
 
1985
 
12/24/13
 
15 to 30 Years
 
Columbus, GA
 
(d)
 
640

 
403

 

 

 
640

 
403

 
1,043

 
(72
)
 
1983
 
07/17/13
 
11 to 23 Years
 
Columbus, GA
 
(d)
 
342

 
49

 

 

 
342

 
49

 
391

 
(38
)
 
1978
 
07/17/13
 
9 to 23 Years
 
Columbus, OH
 
(a)
 
268

 
354

 

 

 
268

 
354

 
622

 
(194
)
 
1975
 
05/25/05
 
15 to 20 Years
 
Columbus, OH
 
(a)
 
294

 
262

 

 

 
294

 
262

 
556

 
(158
)
 
1976
 
05/25/05
 
15 to 20 Years
 
Commerce, GA
 
(a)
 
219

 
797

 

 

 
219

 
797

 
1,016

 
(69
)
 
1990
 
12/24/13
 
15 to 30 Years
 
Concord, NC
 
(a)
 
244

 
310

 

 

 
244

 
310

 
554

 
(32
)
 
1993
 
09/17/13
 
15 to 30 Years
 
Concord, NC
 
(a)
 
855

 
348

 

 

 
855

 
348

 
1,203

 
(46
)
 
2004
 
09/17/13
 
15 to 30 Years
 
Conroe, TX
 
(d)
 
375

 
692

 

 

 
375

 
692

 
1,067

 

 
1985
 
12/29/15
 
15 to 30 Years
 
Conyers, GA
 
(a)
 
463

 
557

 

 

 
463

 
557

 
1,020

 
(70
)
 
2008
 
02/02/12
 
15 to 40 Years
 
Conyers, GA
 
(a)
 
509

 
706

 

 

 
509

 
706

 
1,215

 
(110
)
 
1984
 
02/02/12
 
15 to 30 Years
 
Copperas Cove, TX
 
(d)
 
186

 
249

 

 

 
186

 
249

 
435

 
(38
)
 
1973
 
07/17/13
 
11 to 23 Years

154


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Cordele, GA
 
(d)
 
459

 
181

 

 

 
459

 
181

 
640

 
(37
)
 
1980
 
07/17/13
 
11 to 35 Years
 
Council Bluffs, IA
 
(a)
 
393

 
484

 

 

 
393

 
484

 
877

 
(71
)
 
2008
 
10/03/11
 
15 to 40 Years
 
Covington, GA
 
(a)
 
526

 
665

 

 

 
526

 
665

 
1,191

 
(104
)
 
2001
 
02/02/12
 
15 to 30 Years
 
Covington, TN
 
(d)
 
343

 
152

 

 

 
343

 
152

 
495

 
(48
)
 
2007
 
07/17/13
 
3 to 24 Years
 
Crawfordsville, IN
 
(a)
 
557

 
624

 

 

 
557

 
624

 
1,181

 
(261
)
 
1998
 
09/23/05
 
15 to 30 Years
 
Creedmoor, NC
 
(a)
 
451

 
367

 

 

 
451

 
367

 
818

 
(56
)
 
2006
 
09/17/13
 
15 to 30 Years
 
Crossville, TN
 
(a)
 
353

 
382

 

 

 
353

 
382

 
735

 
(105
)
 
1977
 
09/01/05
 
15 to 40 Years
 
Cumming, GA
 
(a)
 
967

 
844

 

 

 
967

 
844

 
1,811

 
(365
)
 
1986
 
09/24/04
 
15 to 30 Years
 
Cumming, GA
 
(a)
 
408

 
827

 

 

 
408

 
827

 
1,235

 
(75
)
 
1988
 
12/24/13
 
15 to 30 Years
 
Dallas, TX
 
(d)
 
88

 
215

 

 

 
88

 
215

 
303

 
(42
)
 
1980
 
07/17/13
 
9 to 19 Years
 
Dallas, TX
 
(d)
 
249

 
431

 

 

 
249

 
431

 
680

 
(44
)
 
1985
 
07/17/13
 
9 to 33 Years
 
Dallas, TX
 
(d)
 
164

 
431

 

 

 
164

 
431

 
595

 
(70
)
 
1968
 
07/17/13
 
10 to 18 Years
 
Dallas, TX
 
(d)
 
174

 
450

 

 

 
174

 
450

 
624

 
(59
)
 
1969
 
07/17/13
 
10 to 26 Years
 
Dallas, TX
 
(d)
 
236

 
339

 

 

 
236

 
339

 
575

 
(48
)
 
1971
 
07/17/13
 
10 to 23 Years
 
Dallas, TX
 
(d)
 
315

 
209

 

 

 
315

 
209

 
524

 
(35
)
 
1999
 
07/17/13
 
10 to 25 Years
 
Dallas, TX
 
(d)
 
392

 
501

 

 

 
392

 
501

 
893

 
(59
)
 
1985
 
07/17/13
 
11 to 30 Years
 
Danville, IL
 
(a)
 
619

 
672

 

 

 
619

 
672

 
1,291

 
(312
)
 
1995
 
12/29/06
 
15 to 30 Years
 
Daphne, AL
 
(a)
 
695

 
302

 

 

 
695

 
302

 
997

 
(182
)
 
1982
 
09/24/04
 
15 to 20 Years
 
Davenport, IA
 
(a)
 
393

 
405

 

 

 
393

 
405

 
798

 
(112
)
 
1989
 
10/03/11
 
15 to 20 Years
 
Davenport, IA
 
(a)
 
291

 
633

 

 

 
291

 
633

 
924

 
(118
)
 
1992
 
10/03/11
 
15 to 30 Years
 
Davenport, IA
 
(a)
 
441

 
646

 

 

 
441

 
646

 
1,087

 
(134
)
 
2002
 
10/03/11
 
15 to 30 Years
 
Dayton, OH
 
(a)
 
526

 
598

 

 

 
526

 
598

 
1,124

 
(321
)
 
1982
 
12/08/09
 
12 to 17 Years
 
Dayton, OH
 
(d)
 
203

 
258

 

 

 
203

 
258

 
461

 
(6
)
 
1987
 
08/21/15
 
15 to 20 Years
 
Dayton, OH
 
(d)
 
117

 
314

 

 

 
117

 
314

 
431

 
(6
)
 
1984
 
08/21/15
 
15 to 20 Years
 
Dayton, OH
 
(d)
 
467

 
237

 

 

 
467

 
237

 
704

 
(5
)
 
1984
 
08/21/15
 
15 to 20 Years
 
Decatur, GA
 
(d)
 
459

 
133

 

 

 
459

 
133

 
592

 
(38
)
 
1974
 
07/17/13
 
11 to 20 Years
 
Decatur, GA
 
(d)
 
566

 
49

 

 

 
566

 
49

 
615

 
(63
)
 
1979
 
07/17/13
 
3 to 11 Years
 
Decatur, GA
 
(d)
 
554

 
49

 

 

 
554

 
49

 
603

 
(35
)
 
1977
 
07/17/13
 
7 to 25 Years
 
Decatur, GA
 
(d)
 
570

 
30

 

 

 
570

 
30

 
600

 
(33
)
 
1981
 
07/17/13
 
7 to 25 Years
 
Decatur, GA
 
(a)
 
677

 
539

 

 

 
677

 
539

 
1,216

 
(87
)
 
1989
 
02/02/12
 
15 to 30 Years
 
Decatur, IL
 
(a)
 
940

 
126

 

 

 
940

 
126

 
1,066

 
(308
)
 
1992
 
09/23/05
 
15 to 20 Years
 
Deerfield Beach, FL
 
(a)
 
668

 
295

 

 

 
668

 
295

 
963

 
(142
)
 
1970
 
09/24/04
 
15 to 30 Years
 
Denham Springs, LA
 
(a)
 
419

 
594

 

 

 
419

 
594

 
1,013

 
(325
)
 
1983
 
09/24/04
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
425

 
200

 

 

 
425

 
200

 
625

 
(124
)
 
1977
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
351

 
209

 

 

 
351

 
209

 
560

 
(126
)
 
1977
 
05/25/05
 
15 to 20 Years

155


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Detroit, MI
 
(a)
 
426

 
223

 

 

 
426

 
223

 
649

 
(138
)
 
1979
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
413

 
235

 

 

 
413

 
235

 
648

 
(140
)
 
1977
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
301

 
219

 

 

 
301

 
219

 
520

 
(126
)
 
1972
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
270

 
305

 

 

 
270

 
305

 
575

 
(152
)
 
1976
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
271

 
157

 

 

 
271

 
157

 
428

 
(96
)
 
1978
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
385

 
258

 

 

 
385

 
258

 
643

 
(157
)
 
1979
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
428

 
189

 

 

 
428

 
189

 
617

 
(117
)
 
1979
 
05/25/05
 
15 to 20 Years
 
Detroit, MI
 
(a)
 
614

 
688

 

 

 
614

 
688

 
1,302

 
(374
)
 
1987
 
02/13/09
 
13 to 18 Years
 
D'Iberville, MS
 
(a)
 
597

 
995

 

 

 
597

 
995

 
1,592

 
(62
)
 
2005
 
07/14/14
 
15 to 30 Years
 
Donna, TX
 
(d)
 
1,091

 
540

 

 

 
1,091

 
540

 
1,631

 
(57
)
 
1984
 
07/17/13
 
10 to 35 Years
 
Douglasville, GA
 
(a)
 
452

 
570

 

 

 
452

 
570

 
1,022

 
(87
)
 
1974
 
02/02/12
 
15 to 30 Years
 
Durham, NC
 
(a)
 
1,253

 

 

 

 
1,253

 

 
1,253

 

 
(f)
 
07/17/13
 
(f)
 
Eagle Pass, TX
 
(d)
 
597

 
385

 

 

 
597

 
385

 
982

 
(46
)
 
1977
 
07/17/13
 
9 to 35 Years
 
East Aurora, NY
 
(a)
 
424

 
584

 

 

 
424

 
584

 
1,008

 
(305
)
 
1982
 
11/10/05
 
15 to 20 Years
 
East Ellijay, GA
 
(a)
 
562

 
354

 

 

 
562

 
354

 
916

 
(218
)
 
1984
 
12/29/05
 
15 to 20 Years
 
East Point, GA
 
(d)
 
429

 
245

 

 

 
429

 
245

 
674

 
(69
)
 
1977
 
07/17/13
 
11 to 19 Years
 
East St. Louis, IL
 
(a)
 
117

 
334

 

 

 
117

 
334

 
451

 
(127
)
 
1990
 
05/25/05
 
15 to 30 Years
 
Edinburg, TX
 
(d)
 
624

 
888

 

 

 
624

 
888

 
1,512

 
(82
)
 
1985
 
07/17/13
 
11 to 35 Years
 
Effingham, IL
 
(a)
 
539

 
575

 

 

 
539

 
575

 
1,114

 
(251
)
 
1985
 
09/23/05
 
15 to 30 Years
 
Elizabethton, TN
 
(a)
 
655

 
129

 

 

 
655

 
129

 
784

 
(202
)
 
1993
 
07/01/05
 
15 to 20 Years
 
Elizabethton, TN
 
(a)
 
735

 
278

 

 

 
735

 
278

 
1,013

 
(76
)
 
1971
 
12/21/12
 
15 to 20 Years
 
Elmwood Park, IL
 
(a)
 
650

 
380

 

 

 
650

 
380

 
1,030

 
(204
)
 
1993
 
09/23/05
 
15 to 20 Years
 
Elsa, TX
 
(d)
 
1,159

 
141

 

 

 
1,159

 
141

 
1,300

 
(29
)
 
1984
 
07/17/13
 
11 to 35 Years
 
Emporia, KS
 
(a)
 
508

 
1,175

 

 

 
508

 
1,175

 
1,683

 
(102
)
 
1969
 
12/24/13
 
15 to 30 Years
 
Englewood, OH
 
(d)
 
235

 
345

 

 

 
235

 
345

 
580

 
(5
)
 
1988
 
08/21/15
 
15 to 30 Years
 
Escanaba, MI
 
(a)
 
772

 
767

 

 
300

 
772

 
1,067

 
1,839

 
(441
)
 
1984
 
12/29/05
 
3 to 20 Years
 
Eureka, IL
 
(a)
 
307

 
338

 

 

 
307

 
338

 
645

 
(143
)
 
1980
 
12/21/12
 
10 to 15 Years
 
Eustis, FL
 
(a)
 
451

 
377

 

 

 
451

 
377

 
828

 
(368
)
 
1969
 
12/30/04
 
10 to 15 Years
 
Fayetteville, AR
 
(a)
 
1,019

 
1,150

 

 

 
1,019

 
1,150

 
2,169

 
(71
)
 
2014
 
06/23/14
 
15 to 40 Years
 
Fayetteville, NC
 
(a)
 
470

 
629

 

 

 
470

 
629

 
1,099

 
(252
)
 
1999
 
09/29/06
 
15 to 30 Years
 
Fayetteville, NC
 
(a)
 
489

 
612

 

 

 
489

 
612

 
1,101

 
(232
)
 
1987
 
09/29/06
 
15 to 30 Years
 
Fayetteville, NC
 
(a)
 
607

 
1,020

 

 

 
607

 
1,020

 
1,627

 
(438
)
 
1996
 
09/29/06
 
15 to 30 Years
 
Ferguson, MO
 
(a)
 
293

 
212

 

 

 
293

 
212

 
505

 
(132
)
 
1974
 
05/25/05
 
15 to 20 Years
 
Flint, MI
 
(a)
 
340

 
258

 

 

 
340

 
258

 
598

 
(156
)
 
1979
 
05/25/05
 
15 to 20 Years
 
Florence, KY
 
(a)
 
524

 
209

 

 

 
524

 
209

 
733

 
(149
)
 
1992
 
09/24/04
 
15 to 30 Years
 
Floresville, TX
 
(d)
 
109

 
555

 

 

 
109

 
555

 
664

 
(72
)
 
1985
 
07/17/13
 
9 to 25 Years

156


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Flowood, MS
 
(a)
 
338

 
848

 

 

 
338

 
848

 
1,186

 
(49
)
 
1994
 
07/31/14
 
15 to 30 Years
 
Forsyth, GA
 
(a)
 
495

 
1,007

 

 

 
495

 
1,007

 
1,502

 
(378
)
 
1984
 
01/12/06
 
15 to 30 Years
 
Forsythe, GA
 
(a)
 
249

 
936

 

 

 
249

 
936

 
1,185

 
(81
)
 
1983
 
12/24/13
 
15 to 30 Years
 
Fort Lauderdale, FL
 
(a)
 
601

 
121

 

 

 
601

 
121

 
722

 
(180
)
 
1984
 
09/24/04
 
10 to 15 Years
 
Fort Pierce, FL
 
(a)
 
667

 
184

 

 

 
667

 
184

 
851

 
(123
)
 
1999
 
09/24/04
 
15 to 30 Years
 
Fort Wayne, IN
 
(a)
 
660

 
204

 

 

 
660

 
204

 
864

 
(254
)
 
1982
 
09/23/05
 
10 to 15 Years
 
Fort Worth, TX
 
(d)
 
157

 
263

 

 

 
157

 
263

 
420

 
(50
)
 
1965
 
07/17/13
 
11 to 20 Years
 
Fort Worth, TX
 
(d)
 
164

 
573

 

 

 
164

 
573

 
737

 
(67
)
 
1965
 
07/17/13
 
11 to 25 Years
 
Fort Worth, TX
 
(d)
 
200

 
643

 

 

 
200

 
643

 
843

 
(72
)
 
1979
 
07/17/13
 
11 to 30 Years
 
Fort Worth, TX
 
(d)
 
356

 
572

 

 

 
356

 
572

 
928

 
(61
)
 
1970
 
07/17/13
 
11 to 35 Years
 
Fort Worth, TX
 
(d)
 
187

 
539

 

 

 
187

 
539

 
726

 
(57
)
 
1984
 
07/17/13
 
11 to 35 Years
 
Ft Madison, IA
 
(a)
 
191

 
620

 

 

 
191

 
620

 
811

 
(86
)
 
1980
 
12/21/12
 
15 to 30 Years
 
Ft. Valley, GA
 
(d)
 
353

 
379

 

 

 
353

 
379

 
732

 
(75
)
 
1985
 
07/17/13
 
11 to 23 Years
 
Garland, TX
 
(d)
 
141

 
455

 

 

 
141

 
455

 
596

 
(59
)
 
1986
 
07/17/13
 
10 to 25 Years
 
Garner, NC
 
(a)
 
600

 
765

 

 

 
600

 
765

 
1,365

 
(318
)
 
1995
 
09/29/06
 
15 to 30 Years
 
Gary, IN
 
(a)
 
109

 
410

 

 

 
109

 
410

 
519

 
(202
)
 
1980
 
05/25/05
 
15 to 20 Years
 
Gary, IN
 
(a)
 
210

 
318

 

 

 
210

 
318

 
528

 
(194
)
 
1979
 
05/25/05
 
15 to 20 Years
 
Gary, IN
 
(a)
 
161

 
493

 

 

 
161

 
493

 
654

 
(256
)
 
1973
 
05/25/05
 
15 to 20 Years
 
Gilman, IL
 
(a)
 
219

 
414

 

 

 
219

 
414

 
633

 
(253
)
 
1998
 
09/23/05
 
15 to 20 Years
 
Graceville, FL
 
(a)
 
279

 
1,036

 

 

 
279

 
1,036

 
1,315

 
(93
)
 
1985
 
12/24/13
 
15 to 30 Years
 
Grand Prairie, TX
 
(d)
 
335

 
527

 

 

 
335

 
527

 
862

 
(55
)
 
1980
 
07/17/13
 
10 to 35 Years
 
Grand Prairie, TX
 
(d)
 
147

 
535

 

 

 
147

 
535

 
682

 
(61
)
 
1985
 
07/17/13
 
11 to 30 Years
 
Greensboro, AL
 
(d)
 
100

 
663

 

 

 
100

 
663

 
763

 
(66
)
 
1986
 
07/17/13
 
7 to 35 Years
 
Greenville, TN
 
(a)
 
289

 
311

 

 

 
289

 
311

 
600

 
(286
)
 
1972
 
09/01/05
 
10 to 15 Years
 
Greenville, TN
 
(a)
 
735

 
517

 

 

 
735

 
517

 
1,252

 
(77
)
 
2010
 
03/29/13
 
15 to 30 Years
 
Greenville, TX
 
(a)
 
223

 
304

 

 

 
223

 
304

 
527

 
(152
)
 
1985
 
12/29/05
 
15 to 20 Years
 
Greenville, TX
 
(d)
 
325

 
441

 

 

 
325

 
441

 
766

 
(43
)
 
1972
 
07/17/13
 
10 to 35 Years
 
Griffin, GA
 
(d)
 
215

 
492

 

 

 
215

 
492

 
707

 
(69
)
 
1978
 
07/17/13
 
11 to 25 Years
 
Griffin, GA
 
(a)
 
249

 
877

 

 

 
249

 
877

 
1,126

 
(73
)
 
1979
 
12/24/13
 
15 to 30 Years
 
Gulfport, MS
 
(d)
 
540

 
429

 

 

 
540

 
429

 
969

 
(40
)
 
1971
 
07/17/13
 
11 to 35 Years
 
Haltom City, TX
 
(d)
 
571

 
425

 

 

 
571

 
425

 
996

 
(47
)
 
2007
 
07/17/13
 
11 to 35 Years
 
Hampton, GA
 
(a)
 
568

 
648

 

 

 
568

 
648

 
1,216

 
(102
)
 
2002
 
02/02/12
 
15 to 30 Years
 
Harlingen, TX
 
(d)
 
923

 
753

 

 

 
923

 
753

 
1,676

 
(66
)
 
1985
 
07/17/13
 
10 to 35 Years
 
Harlingen, TX
 
(d)
 
226

 
519

 

 

 
226

 
519

 
745

 
(63
)
 
1973
 
07/17/13
 
11 to 30 Years
 
Harriman, TN
 
(a)
 
387

 
502

 

 

 
387

 
502

 
889

 
(235
)
 
1976
 
09/01/05
 
15 to 20 Years

157


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Harrisburg, NC
 
(a)
 
489

 
291

 

 

 
489

 
291

 
780

 
(42
)
 
2004
 
09/17/13
 
15 to 30 Years
 
Harrisonville, MO
 
(a)
 
369

 
1,195

 

 

 
369

 
1,195

 
1,564

 
(101
)
 
1981
 
12/24/13
 
15 to 30 Years
 
Harvey, IL
 
(a)
 
361

 
269

 
(80
)
 

 
281

 
269

 
550

 
(328
)
 
1978
 
05/25/05
 
15 to 20 Years
 
Hattiesburg, MS
 
(a)
 
845

 
995

 

 

 
845

 
995

 
1,840

 
(62
)
 
2010
 
07/14/14
 
15 to 40 Years
 
Havana, IL
 
(a)
 
439

 
297

 

 

 
439

 
297

 
736

 
(138
)
 
1980
 
12/21/12
 
10 to 15 Years
 
Hawkinsville, GA
 
(a)
 
169

 
946

 

 

 
169

 
946

 
1,115

 
(79
)
 
1986
 
12/24/13
 
15 to 30 Years
 
Henderson, KY
 
(a)
 
656

 
1,058

 

 

 
656

 
1,058

 
1,714

 
(96
)
 
1992
 
07/17/13
 
7 to 35 Years
 
Hickory, NC
 
(a)
 
292

 
818

 

 

 
292

 
818

 
1,110

 
(257
)
 
2000
 
09/29/06
 
15 to 40 Years
 
Hickory, NC
 
(a)
 
1,105

 
851

 

 

 
1,105

 
851

 
1,956

 
(585
)
 
1995
 
12/29/06
 
13 to 28 Years
 
Hidalgo, TX
 
(d)
 
352

 
1,043

 

 

 
352

 
1,043

 
1,395

 
(100
)
 
2001
 
07/17/13
 
10 to 31 Years
 
Hobbs, NM
 
(d)
 
706

 
534

 

 

 
706

 
534

 
1,240

 
(64
)
 
1974
 
07/17/13
 
11 to 35 Years
 
Holly Springs, MS
 
(a)
 
116

 

 

 

 
116

 

 
116

 

 
(f)
 
10/30/13
 
(f)
 
Hope Mills, NC
 
(a)
 
408

 
930

 

 

 
408

 
930

 
1,338

 
(330
)
 
1990
 
09/29/06
 
15 to 30 Years
 
Horn Lake, MS
 
(a)
 
231

 

 

 

 
231

 

 
231

 

 
(f)
 
10/30/13
 
(f)
 
Houston, TX
 
(a)
 
592

 
302

 

 

 
592

 
302

 
894

 
(159
)
 
1979
 
09/28/06
 
15 to 20 Years
 
Houston, TX
 
(a)
 
1,329

 

 

 

 
1,329

 

 
1,329

 

 
(f)
 
07/17/13
 
(f)
 
Hudson, NC
 
(a)
 
794

 
616

 

 

 
794

 
616

 
1,410

 
(249
)
 
1998
 
09/29/06
 
15 to 40 Years
 
Independence, MO
 
(a)
 
396

 
1,074

 

 

 
396

 
1,074

 
1,470

 
(194
)
 
1984
 
10/03/11
 
15 to 30 Years
 
Independence, MO
 
(a)
 
279

 
936

 

 

 
279

 
936

 
1,215

 
(78
)
 
1979
 
12/24/13
 
15 to 30 Years
 
Indianapolis, IN
 
(a)
 
460

 
587

 

 

 
460

 
587

 
1,047

 
(225
)
 
1998
 
09/24/04
 
15 to 30 Years
 
Indianapolis, IN
 
(a)
 
258

 
262

 

 

 
258

 
262

 
520

 
(165
)
 
1970
 
05/25/05
 
15 to 20 Years
 
Indianapolis, IN
 
(a)
 
266

 
310

 

 

 
266

 
310

 
576

 
(176
)
 
1971
 
05/25/05
 
15 to 20 Years
 
Indianapolis, IN
 
(a)
 
170

 
749

 

 

 
170

 
749

 
919

 
(345
)
 
1983
 
05/25/05
 
15 to 20 Years
 
Indianapolis, IN
 
(a)
 
449

 
153

 

 

 
449

 
153

 
602

 
(125
)
 
1968
 
05/25/05
 
15 to 20 Years
 
Indianapolis, IN
 
(a)
 
370

 
150

 

 

 
370

 
150

 
520

 
(111
)
 
1970
 
05/25/05
 
15 to 20 Years
 
Irving, TX
 
(d)
 
463

 
338

 

 

 
463

 
338

 
801

 
(34
)
 
1967
 
07/17/13
 
10 to 35 Years
 
Jackson, GA
 
(a)
 
467

 
729

 

 

 
467

 
729

 
1,196

 
(133
)
 
1992
 
02/02/12
 
15 to 30 Years
 
Jackson, MS
 
(d)
 
215

 
476

 

 

 
215

 
476

 
691

 
(62
)
 
1977
 
07/17/13
 
11 to 25 Years
 
Jackson, MS
 
(d)
 
996

 
610

 

 

 
996

 
610

 
1,606

 
(69
)
 
1978
 
07/17/13
 
11 to 35 Years
 
Jackson, MS
 
(d)
 
195

 
582

 

 

 
195

 
582

 
777

 
(63
)
 
2000
 
07/17/13
 
11 to 30 Years
 
Jackson, MS
 
(d)
 
447

 
555

 

 

 
447

 
555

 
1,002

 
(67
)
 
1998
 
07/17/13
 
11 to 35 Years
 
Jacksonville, FL
 
(a)
 
480

 
631

 

 

 
480

 
631

 
1,111

 
(263
)
 
1998
 
09/24/04
 
15 to 30 Years
 
Jacksonville, FL
 
(a)
 
930

 
910

 

 

 
930

 
910

 
1,840

 
(365
)
 
1986
 
09/24/04
 
15 to 30 Years
 
Jacksonville, FL
 
(a)
 
872

 
509

 

 

 
872

 
509

 
1,381

 
(296
)
 
1984
 
09/24/04
 
15 to 20 Years

158


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Jacksonville, FL
 
(a)
 
487

 
871

 

 

 
487

 
871

 
1,358

 
(411
)
 
1985
 
12/30/04
 
15 to 20 Years
 
Jamestown, NY
 
(a)
 
508

 
573

 

 

 
508

 
573

 
1,081

 
(303
)
 
1988
 
11/10/05
 
15 to 20 Years
 
Johnson City, TN
 
(a)
 
718

 
450

 

 

 
718

 
450

 
1,168

 
(123
)
 
1983
 
12/21/12
 
15 to 20 Years
 
Joliet, IL
 
(a)
 
245

 
193

 

 

 
245

 
193

 
438

 
(126
)
 
1985
 
05/25/05
 
15 to 20 Years
 
Jonesboro, GA
 
(d)
 
680

 
1,736

 

 

 
680

 
1,736

 
2,416

 
(34
)
 
2006
 
07/01/15
 
15 to 30 Years
 
Jonesborough, TN
 
(a)
 
576

 
329

 

 

 
576

 
329

 
905

 
(81
)
 
1987
 
12/21/12
 
15 to 20 Years
 
Kannapolix, NC
 
(a)
 
244

 
291

 

 

 
244

 
291

 
535

 
(37
)
 
2001
 
09/17/13
 
15 to 30 Years
 
Kansas City, KS
 
(a)
 
349

 
425

 

 

 
349

 
425

 
774

 
(78
)
 
1977
 
10/03/11
 
14 to 29 Years
 
Kansas City, KS
 
(a)
 
594

 
904

 

 

 
594

 
904

 
1,498

 
(173
)
 
1999
 
10/03/11
 
15 to 30 Years
 
Kansas City, KS
 
(a)
 
289

 
1,066

 

 

 
289

 
1,066

 
1,355

 
(90
)
 
1980
 
12/24/13
 
15 to 30 Years
 
Kansas City, MO
 
(d)
 
312

 
574

 

 

 
312

 
574

 
886

 
(64
)
 
1996
 
07/17/13
 
10 to 30 Years
 
Kansas City, MO
 
(d)
 
348

 
730

 

 

 
348

 
730

 
1,078

 
(72
)
 
1996
 
07/17/13
 
10 to 35 Years
 
Kansas City, MO
 
(d)
 
462

 
673

 

 

 
462

 
673

 
1,135

 
(67
)
 
1996
 
07/17/13
 
10 to 35 Years
 
Kansas City, MO
 
(d)
 
135

 
616

 

 

 
135

 
616

 
751

 
(75
)
 
1996
 
07/17/13
 
10 to 25 Years
 
Kansas City, MO
 
(d)
 
310

 
580

 

 

 
310

 
580

 
890

 
(65
)
 
1996
 
07/17/13
 
10 to 31 Years
 
Kansas City, MO
 
(d)
 
189

 
837

 

 

 
189

 
837

 
1,026

 
(102
)
 
1996
 
07/17/13
 
9 to 25 Years
 
Kansas City, MO
 
(a)
 
334

 
654

 

 

 
334

 
654

 
988

 
(127
)
 
1985
 
10/03/11
 
15 to 30 Years
 
Kansas City, MO
 
(d)
 
772

 

 

 
934

 
772

 
934

 
1,706

 

 
1995
 
09/19/14
 
40 to 40 Years
 
Kansas City, MO
 
(a)
 
538

 
936

 

 

 
538

 
936

 
1,474

 
(84
)
 
1979
 
12/24/13
 
15 to 30 Years
 
Kennesaw, GA
 
(a)
 
487

 
334

 

 

 
487

 
334

 
821

 
(76
)
 
1991
 
02/02/12
 
15 to 20 Years
 
Kilgore, TX
 
(d)
 
140

 
415

 

 

 
140

 
415

 
555

 
(68
)
 
1985
 
07/17/13
 
11 to 20 Years
 
Killeen, TX
 
(d)
 
289

 
513

 

 

 
289

 
513

 
802

 
(51
)
 
1974
 
07/17/13
 
9 to 35 Years
 
Kingsport, TN
 
(a)
 
592

 
200

 

 

 
592

 
200

 
792

 
(290
)
 
1992
 
07/01/05
 
15 to 20 Years
 
Kingsport, TN
 
(d)
 
307

 
766

 

 

 
307

 
766

 
1,073

 
(80
)
 
2007
 
07/17/13
 
4 to 32 Years
 
Kingsport, TN
 
(a)
 
384

 
877

 

 

 
384

 
877

 
1,261

 
(126
)
 
1992
 
12/21/12
 
15 to 30 Years
 
Kingston, PA
 
(d)
 
521

 
635

 

 

 
521

 
635

 
1,156

 
(29
)
 
1978
 
11/18/14
 
15 to 30 Years
 
Kingsville, TX
 
(d)
 
263

 
461

 

 

 
263

 
461

 
724

 
(47
)
 
1977
 
07/17/13
 
9 to 35 Years
 
Kingwood, WV
 
(a)
 
618

 
677

 

 

 
618

 
677

 
1,295

 
(137
)
 
1979
 
12/21/12
 
15 to 20 Years
 
Kirby, TX
 
(d)
 
224

 
262

 

 

 
224

 
262

 
486

 
(49
)
 
1985
 
07/17/13
 
9 to 18 Years
 
Knoxville, TN
 
(a)
 
635

 
227

 

 

 
635

 
227

 
862

 
(255
)
 
1995
 
07/01/05
 
15 to 20 Years
 
Knoxville, TN
 
(a)
 
547

 
230

 

 

 
547

 
230

 
777

 
(320
)
 
1987
 
07/01/05
 
10 to 15 Years
 
Knoxville, TN
 
(a)
 
332

 
185

 

 

 
332

 
185

 
517

 
(107
)
 
1977
 
09/01/05
 
15 to 20 Years
 
Knoxville, TN
 
(a)
 
561

 
305

 

 

 
561

 
305

 
866

 
(151
)
 
1975
 
09/01/05
 
15 to 20 Years
 
La Feria, TX
 
(d)
 
369

 
941

 

 

 
369

 
941

 
1,310

 
(84
)
 
2003
 
07/17/13
 
11 to 35 Years
 
La Vista, NE
 
(a)
 
499

 
664

 

 

 
499

 
664

 
1,163

 
(117
)
 
1992
 
10/03/11
 
15 to 30 Years
 
Lafayette, LA
 
(a)
 
300

 
779

 

 

 
300

 
779

 
1,079

 
(66
)
 
1972
 
10/30/13
 
15 to 30 Years
 
LaGrange, GA
 
(d)
 
555

 
44

 

 

 
555

 
44

 
599

 
(96
)
 
1978
 
07/17/13
 
7 to 30 Years
 
Laredo, TX
 
(d)
 
272

 
713

 

 

 
272

 
713

 
985

 
(60
)
 
1966
 
07/17/13
 
11 to 35 Years

159


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Laredo, TX
 
(d)
 
727

 
698

 

 

 
727

 
698

 
1,425

 
(62
)
 
1968
 
07/17/13
 
11 to 35 Years
 
Lauderdale Lakes, FL
 
(a)
 
411

 
346

 

 

 
411

 
346

 
757

 
(134
)
 
1998
 
12/29/06
 
15 to 30 Years
 
Laurel, MS
 
(d)
 
690

 
290

 

 

 
690

 
290

 
980

 
(52
)
 
1971
 
07/17/13
 
11 to 24 Years
 
Laurel, MS
 
(a)
 
543

 
754

 

 

 
543

 
754

 
1,297

 
(49
)
 
1993
 
09/22/14
 
15 to 30 Years
 
Lees Summit, MO
 
(a)
 
590

 
69

 
55

 
(69
)
 
645

 

 
645

 

 
(f)
 
09/23/05
 
(f)
 
Lees Summit, MO
 
(a)
 
319

 
906

 

 

 
319

 
906

 
1,225

 
(79
)
 
1985
 
12/24/13
 
15 to 30 Years
 
Lewisville, TX
 
(d)
 
913

 
470

 

 

 
913

 
470

 
1,383

 
(60
)
 
1976
 
07/17/13
 
8 to 35 Years
 
Lexington, KY
 
(a)
 
636

 
362

 

 

 
636

 
362

 
998

 
(354
)
 
1978
 
12/30/04
 
10 to 15 Years
 
Lexington, KY
 
(a)
 
713

 
451

 

 

 
713

 
451

 
1,164

 
(442
)
 
1976
 
01/26/05
 
10 to 15 Years
 
Lillington, NC
 
(a)
 
419

 
687

 

 

 
419

 
687

 
1,106

 
(223
)
 
1992
 
09/29/06
 
15 to 40 Years
 
Lincoln, IL
 
(a)
 
203

 
616

 

 

 
203

 
616

 
819

 
(322
)
 
1990
 
09/23/05
 
15 to 20 Years
 
Little Rock, AR
 
(a)
 
917

 
847

 

 

 
917

 
847

 
1,764

 
(348
)
 
2004
 
07/07/05
 
15 to 30 Years
 
Little Rock, AR
 
(d)
 
99

 
500

 

 

 
99

 
500

 
599

 
(55
)
 
1970
 
07/17/13
 
8 to 30 Years
 
Little Rock, AR
 
(d)
 
332

 
432

 

 

 
332

 
432

 
764

 
(43
)
 
1971
 
07/17/13
 
9 to 35 Years
 
Little Rock, AR
 
(d)
 
263

 
492

 

 

 
263

 
492

 
755

 
(50
)
 
1975
 
07/17/13
 
9 to 35 Years
 
Lone Tree, CO
 
(a)
 
1,717

 
1,117

 

 

 
1,717

 
1,117

 
2,834

 
(530
)
 
2000
 
12/23/08
 
13 to 38 Years
 
Longview, TX
 
(d)
 
149

 
552

 

 

 
149

 
552

 
701

 
(57
)
 
1985
 
07/17/13
 
9 to 35 Years
 
Louisville, KY
 
(a)
 
334

 
251

 

 

 
334

 
251

 
585

 
(128
)
 
1991
 
09/24/04
 
15 to 20 Years
 
Louisville, KY
 
(a)
 
1,010

 
577

 

 

 
1,010

 
577

 
1,587

 
(247
)
 
1994
 
11/10/05
 
15 to 30 Years
 
Louisville, KY
 
(a)
 
854

 
514

 

 

 
854

 
514

 
1,368

 
(223
)
 
1994
 
11/10/05
 
15 to 30 Years
 
Lubbock, TX
 
(a)
 
687

 
856

 

 

 
687

 
856

 
1,543

 
(349
)
 
2003
 
07/07/05
 
15 to 30 Years
 
Lubbock, TX
 
(d)
 
325

 
794

 

 

 
325

 
794

 
1,119

 
(81
)
 
2004
 
07/17/13
 
11 to 34 Years
 
Macon, GA
 
(d)
 
291

 
628

 

 

 
291

 
628

 
919

 
(60
)
 
1983
 
07/17/13
 
10 to 35 Years
 
Macon, GA
 
(d)
 
195

 
347

 

 

 
195

 
347

 
542

 
(52
)
 
1976
 
07/17/13
 
9 to 25 Years
 
Macon, GA
 
(d)
 
185

 
553

 

 

 
185

 
553

 
738

 
(63
)
 
1980
 
07/17/13
 
11 to 30 Years
 
Madison, GA
 
(a)
 
892

 
739

 

 

 
892

 
739

 
1,631

 
(294
)
 
1989
 
01/12/06
 
15 to 40 Years
 
Madisonville, KY
 
(a)
 
1,198

 
819

 

 

 
1,198

 
819

 
2,017

 
(343
)
 
1990
 
09/24/04
 
15 to 30 Years
 
Mansfield, OH
 
(a)
 
225

 
327

 

 

 
225

 
327

 
552

 
(165
)
 
1972
 
05/25/05
 
15 to 20 Years
 
Mansfield, TX
 
(a)
 
472

 
760

 

 

 
472

 
760

 
1,232

 
(346
)
 
1991
 
12/29/06
 
15 to 30 Years
 
Maplewood, MO
 
(a)
 
180

 
225

 

 

 
180

 
225

 
405

 
(124
)
 
1980
 
05/25/05
 
15 to 20 Years
 
Marietta, GA
 
(d)
 
350

 
173

 

 

 
350

 
173

 
523

 
(47
)
 
1976
 
07/17/13
 
11 to 20 Years
 
Marion, IN
 
(a)
 
503

 
153

 

 

 
503

 
153

 
656

 
(119
)
 
1990
 
09/24/04
 
15 to 20 Years
 
Marlin, TX
 
(d)
 
81

 
327

 

 

 
81

 
327

 
408

 
(52
)
 
1985
 
07/17/13
 
8 to 25 Years
 
Martinsburg, WV
 
(a)
 
887

 
992

 

 

 
887

 
992

 
1,879

 
(395
)
 
1999
 
12/29/05
 
15 to 30 Years
 
Martinsville, IN
 
(a)
 
940

 
1,128

 

 

 
940

 
1,128

 
2,068

 
(116
)
 
1986
 
07/17/13
 
4 to 35 Years
 
Maryville, TN
 
(a)
 
810

 
306

 

 

 
810

 
306

 
1,116

 
(241
)
 
1993
 
07/01/05
 
15 to 20 Years
 
Maryville, TN
 
(d)
 
421

 
380

 

 

 
421

 
380

 
801

 
(60
)
 
2007
 
07/17/13
 
4 to 26 Years
 
Mayfield, KY
 
(a)
 
316

 
603

 

 

 
316

 
603

 
919

 
(271
)
 
1986
 
12/08/09
 
12 to 27 Years

160


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
McAllen, TX
 
(d)
 
747

 
408

 

 

 
747

 
408

 
1,155

 
(41
)
 
1992
 
07/17/13
 
10 to 35 Years
 
McAllen, TX
 
(d)
 
601

 
539

 

 

 
601

 
539

 
1,140

 
(56
)
 
1985
 
07/17/13
 
11 to 35 Years
 
McDonough, GA
 
(a)
 
938

 
697

 

 

 
938

 
697

 
1,635

 
(317
)
 
1985
 
09/24/04
 
15 to 30 Years
 
McDonough, GA
 
(a)
 
179

 
807

 

 

 
179

 
807

 
986

 
(67
)
 
1989
 
12/24/13
 
15 to 30 Years
 
McDonough, GA
 
(a)
 
418

 
847

 

 

 
418

 
847

 
1,265

 
(79
)
 
1995
 
12/24/13
 
15 to 30 Years
 
Mebane, NC
 
(a)
 
846

 
682

 

 

 
846

 
682

 
1,528

 
(259
)
 
1993
 
09/29/06
 
15 to 30 Years
 
Memphis, TN
 
(d)
 
208

 
302

 

 

 
208

 
302

 
510

 
(46
)
 
2007
 
07/17/13
 
3 to 24 Years
 
Memphis, TN
 
(d)
 
103

 
120

 

 

 
103

 
120

 
223

 
(34
)
 
1976
 
07/17/13
 
6 to 15 Years
 
Memphis, TN
 
(d)
 
128

 
232

 

 

 
128

 
232

 
360

 
(43
)
 
1971
 
07/17/13
 
8 to 20 Years
 
Memphis, TN
 
(d)
 
156

 
351

 

 

 
156

 
351

 
507

 
(53
)
 
1971
 
07/17/13
 
7 to 25 Years
 
Memphis, TN
 
(d)
 
288

 
278

 

 

 
288

 
278

 
566

 
(63
)
 
1976
 
07/17/13
 
6 to 20 Years
 
Memphis, TN
 
(d)
 
206

 
471

 

 

 
206

 
471

 
677

 
(63
)
 
1979
 
07/17/13
 
10 to 25 Years
 
Memphis, TN
 
(d)
 
163

 
295

 

 

 
163

 
295

 
458

 
(46
)
 
1979
 
07/17/13
 
10 to 25 Years
 
Memphis, TN
 
(d)
 
212

 
245

 

 

 
212

 
245

 
457

 
(53
)
 
1971
 
07/17/13
 
7 to 25 Years
 
Memphis, TN
 
(d)
 
119

 
261

 

 

 
119

 
261

 
380

 
(43
)
 
1980
 
07/17/13
 
8 to 20 Years
 
Memphis, TN
 
(d)
 
180

 
316

 

 

 
180

 
316

 
496

 
(54
)
 
1971
 
07/17/13
 
7 to 20 Years
 
Memphis, TN
 
(d)
 
264

 
592

 

 

 
264

 
592

 
856

 
(63
)
 
1971
 
07/17/13
 
11 to 35 Years
 
Memphis, TN
 
(d)
 
426

 
608

 

 

 
426

 
608

 
1,034

 
(71
)
 
1971
 
07/17/13
 
11 to 32 Years
 
Memphis, TN
 
(a)
 
320

 

 

 

 
320

 

 
320

 

 
(f)
 
10/30/13
 
(f)
 
Mercedes, TX
 
(d)
 
535

 
575

 

 

 
535

 
575

 
1,110

 
(58
)
 
1982
 
07/17/13
 
11 to 35 Years
 
Mesquite, TX
 
(d)
 
234

 
459

 

 

 
234

 
459

 
693

 
(63
)
 
2001
 
07/17/13
 
11 to 28 Years
 
Miami, FL
 
(a)
 
602

 
14

 

 

 
602

 
14

 
616

 
(164
)
 
1978
 
09/24/04
 
10 to 15 Years
 
Miami, FL
 
(a)
 
596

 
105

 

 

 
596

 
105

 
701

 
(137
)
 
1978
 
09/24/04
 
10 to 15 Years
 
Miamisburg, OH
 
(d)
 
140

 
262

 

 

 
140

 
262

 
402

 
(6
)
 
1970
 
08/21/15
 
15 to 20 Years
 
Midland, TX
 
(d)
 
195

 
432

 

 

 
195

 
432

 
627

 
(42
)
 
1972
 
07/17/13
 
9 to 35 Years
 
Midland, TX
 
(d)
 
769

 
893

 

 

 
769

 
893

 
1,662

 

 
1982
 
12/29/15
 
15 to 30 Years
 
Midwest City, OK
 
(d)
 
318

 
623

 

 

 
318

 
623

 
941

 
(61
)
 
1985
 
07/17/13
 
9 to 35 Years
 
Milan, IL
 
(a)
 
161

 
533

 

 

 
161

 
533

 
694

 
(87
)
 
1997
 
10/03/11
 
15 to 30 Years
 
Mission, TX
 
(d)
 
577

 
598

 

 

 
577

 
598

 
1,175

 
(60
)
 
1981
 
07/17/13
 
9 to 35 Years
 
Mobile, AL
 
(a)
 
587

 
487

 

 

 
587

 
487

 
1,074

 
(245
)
 
1985
 
09/24/04
 
15 to 20 Years
 
Moline, IL
 
(a)
 
424

 
520

 

 

 
424

 
520

 
944

 
(85
)
 
2009
 
10/03/11
 
15 to 40 Years
 
Moncks Corner, SC
 
(a)
 
573

 
466

 

 

 
573

 
466

 
1,039

 
(297
)
 
1998
 
09/24/04
 
15 to 20 Years
 
Monroe, GA
 
(a)
 
618

 
787

 

 

 
618

 
787

 
1,405

 
(75
)
 
1977
 
12/24/13
 
15 to 30 Years
 
Montgomery, AL
 
(d)
 
288

 
623

 

 

 
288

 
623

 
911

 
(59
)
 
1998
 
07/17/13
 
9 to 35 Years
 
Montgomery, AL
 
(d)
 
177

 
516

 

 

 
177

 
516

 
693

 
(93
)
 
1984
 
07/17/13
 
9 to 19 Years
 
Montgomery, AL
 
(d)
 
247

 
376

 

 

 
247

 
376

 
623

 
(68
)
 
1999
 
07/17/13
 
10 to 24 Years
 
Montgomery, AL
 
(d)
 
455

 
579

 

 

 
455

 
579

 
1,034

 
(71
)
 
1972
 
07/17/13
 
11 to 33 Years
 
Montgomery, AL
 
(d)
 
313

 
601

 

 

 
313

 
601

 
914

 
(94
)
 
1999
 
07/17/13
 
10 to 27 Years
 
Mooresville, IN
 
(a)
 
560

 
549

 

 

 
560

 
549

 
1,109

 
(332
)
 
1998
 
09/23/05
 
15 to 20 Years

161


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Morristown, TN
 
(a)
 
588

 
781

 

 

 
588

 
781

 
1,369

 
(271
)
 
1987
 
09/01/05
 
15 to 30 Years
 
Morristown, TN
 
(a)
 
436

 
290

 

 

 
436

 
290

 
726

 
(160
)
 
1976
 
09/01/05
 
15 to 20 Years
 
Morrow, GA
 
(a)
 
530

 
568

 

 

 
530

 
568

 
1,098

 
(79
)
 
2006
 
02/02/12
 
15 to 40 Years
 
Moultrie, GA
 
(a)
 
437

 
563

 

 

 
437

 
563

 
1,000

 
(77
)
 
2012
 
03/29/13
 
15 to 30 Years
 
Moultrie, GA
 
(a)
 
359

 
827

 

 

 
359

 
827

 
1,186

 
(70
)
 
1997
 
12/24/13
 
15 to 30 Years
 
Mount Carmel, TN
 
(a)
 
499

 
536

 

 

 
499

 
536

 
1,035

 
(97
)
 
1988
 
12/21/12
 
15 to 30 Years
 
Mount Pleasant, MI
 
(a)
 
485

 
642

 

 

 
485

 
642

 
1,127

 
(250
)
 
1997
 
12/29/05
 
15 to 30 Years
 
Mount Pleasant, MI
 
(a)
 
657

 
854

 

 

 
657

 
854

 
1,511

 
(308
)
 
2010
 
02/13/09
 
13 to 38 Years
 
Nappanee, IN
 
(a)
 
301

 
413

 

 

 
301

 
413

 
714

 
(248
)
 
2005
 
12/21/07
 
15 to 20 Years
 
Nashville, TN
 
(a)
 
264

 

 

 

 
264

 

 
264

 

 
(f)
 
10/30/13
 
(f)
 
Nashville, TN
 
(a)
 
538

 

 

 

 
538

 

 
538

 

 
(f)
 
10/30/13
 
(f)
 
New Albany, IN
 
(a)
 
497

 
278

 

 

 
497

 
278

 
775

 
(154
)
 
1992
 
09/24/04
 
15 to 30 Years
 
New Braunfels, TX
 
(d)
 
302

 
526

 

 

 
302

 
526

 
828

 
(69
)
 
1973
 
07/17/13
 
10 to 27 Years
 
New Castle, PA
 
(a)
 
573

 
1,042

 

 

 
573

 
1,042

 
1,615

 
(157
)
 
1999
 
07/17/13
 
7 to 25 Years
 
Niagara Falls, NY
 
(a)
 
1,359

 
551

 

 

 
1,359

 
551

 
1,910

 
(247
)
 
1979
 
11/10/05
 
15 to 30 Years
 
Nogales, AZ
 
(d)
 
207

 
448

 

 

 
207

 
448

 
655

 
(61
)
 
1976
 
07/17/13
 
11 to 25 Years
 
Norfolk, VA
 
(d)
 
373

 
517

 

 

 
373

 
517

 
890

 
(92
)
 
1988
 
07/17/13
 
7 to 20 Years
 
Normal, IL
 
(a)
 
394

 
240

 

 

 
394

 
240

 
634

 
(92
)
 
1980
 
12/21/12
 
10 to 15 Years
 
Normandy, MO
 
(a)
 
265

 
329

 
(6
)
 

 
259

 
329

 
588

 
(181
)
 
1978
 
05/25/05
 
15 to 20 Years
 
North Canton, OH
 
(a)
 
484

 
497

 
(14
)
 

 
470

 
497

 
967

 
(274
)
 
1989
 
12/29/06
 
15 to 20 Years
 
North Little Rock, AR
 
(d)
 
128

 
351

 

 

 
128

 
351

 
479

 
(47
)
 
1999
 
07/17/13
 
10 to 28 Years
 
Oak Ridge, TN
 
(a)
 
669

 
548

 

 

 
669

 
548

 
1,217

 
(185
)
 
1976
 
09/01/05
 
15 to 30 Years
 
Odessa, TX
 
(d)
 
597

 
443

 

 

 
597

 
443

 
1,040

 
(51
)
 
1979
 
07/17/13
 
10 to 35 Years
 
Odessa, TX
 
(d)
 
670

 
563

 

 

 
670

 
563

 
1,233

 
(59
)
 
1972
 
07/17/13
 
10 to 35 Years
 
Odessa, TX
 
(d)
 
500

 
941

 

 

 
500

 
941

 
1,441

 

 
1982
 
12/29/15
 
15 to 30 Years
 
Oklahoma City, OK
 
(d)
 
223

 
469

 

 

 
223

 
469

 
692

 
(78
)
 
1998
 
07/17/13
 
8 to 22 Years
 
Oklahoma City, OK
 
(d)
 
200

 
428

 

 

 
200

 
428

 
628

 
(60
)
 
1971
 
07/17/13
 
9 to 25 Years
 
Oklahoma City, OK
 
(a)
 
541

 
842

 
(398
)
 
(614
)
 
143

 
228

 
371

 
(51
)
 
2007
 
07/17/13
 
4 to 33 Years
 
Omaha, NE
 
(a)
 
539

 
380

 

 

 
539

 
380

 
919

 
(50
)
 
2006
 
10/03/11
 
15 to 40 Years
 
Opelousas, LA
 
(a)
 
419

 
659

 

 

 
419

 
659

 
1,078

 
(62
)
 
1968
 
10/30/13
 
15 to 30 Years
 
Orange, TX
 
(d)
 
541

 
335

 

 

 
541

 
335

 
876

 
(11
)
 
2007
 
08/31/15
 
15 to 30 Years
 
Orlando, FL
 
(a)
 
1,249

 
729

 

 

 
1,249

 
729

 
1,978

 
(445
)
 
1985
 
06/25/04
 
15 to 20 Years
 
Orlando, FL
 
(a)
 
642

 
178

 

 

 
642

 
178

 
820

 
(212
)
 
1967
 
12/30/04
 
10 to 15 Years
 
Oshkosh, WI
 
(a)
 
765

 
829

 
(40
)
 
300

 
725

 
1,129

 
1,854

 
(496
)
 
1984
 
12/29/05
 
15 to 20 Years

162


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Overland, MO
 
(a)
 
278

 
494

 

 

 
278

 
494

 
772

 
(247
)
 
1972
 
05/25/05
 
15 to 20 Years
 
Parkersburg, WV
 
(a)
 
416

 
658

 

 
75

 
416

 
733

 
1,149

 
(407
)
 
1986
 
03/07/07
 
4 to 20 Years
 
Parkersburg, WV
 
(a)
 
457

 
309

 

 

 
457

 
309

 
766

 
(122
)
 
1999
 
12/21/12
 
10 to 15 Years
 
Parma Heights, OH
 
(a)
 
598

 
535

 

 

 
598

 
535

 
1,133

 
(186
)
 
2004
 
08/27/09
 
13 to 38 Years
 
Paxton, IL
 
(a)
 
324

 
658

 

 

 
324

 
658

 
982

 
(408
)
 
1986
 
12/29/05
 
15 to 20 Years
 
Pearson, GA
 
(a)
 
159

 
817

 

 

 
159

 
817

 
976

 
(70
)
 
1994
 
12/24/13
 
15 to 30 Years
 
Pensacola, FL
 
(a)
 
860

 
291

 

 

 
860

 
291

 
1,151

 
(351
)
 
1977
 
07/28/04
 
10 to 15 Years
 
Peoria, IL
 
(a)
 
154

 
320

 

 

 
154

 
320

 
474

 
(176
)
 
1976
 
05/25/05
 
15 to 20 Years
 
Peoria, IL
 
(a)
 
383

 
270

 

 

 
383

 
270

 
653

 
(106
)
 
1980
 
12/21/12
 
10 to 15 Years
 
Peoria, IL
 
(a)
 
282

 
435

 

 

 
282

 
435

 
717

 
(92
)
 
1980
 
12/21/12
 
15 to 20 Years
 
Pharr, TX
 
(d)
 
694

 
441

 

 

 
694

 
441

 
1,135

 
(64
)
 
1997
 
07/17/13
 
10 to 26 Years
 
Phenix City, AL
 
(d)
 
493

 
497

 

 

 
493

 
497

 
990

 
(44
)
 
1978
 
07/17/13
 
8 to 35 Years
 
Philippi, WV
 
(a)
 
405

 
232

 

 

 
405

 
232

 
637

 
(100
)
 
1986
 
12/21/12
 
10 to 15 Years
 
Phoenix, AZ
 
(d)
 
523

 
97

 

 

 
523

 
97

 
620

 
(33
)
 
1976
 
07/17/13
 
9 to 16 Years
 
Phoenix, AZ
 
(d)
 
321

 
276

 

 

 
321

 
276

 
597

 
(52
)
 
1975
 
07/17/13
 
10 to 20 Years
 
Phoenix, AZ
 
(d)
 
384

 
528

 

 

 
384

 
528

 
912

 
(64
)
 
1974
 
07/17/13
 
11 to 27 Years
 
Phoenix, AZ
 
(d)
 
368

 
267

 

 

 
368

 
267

 
635

 
(40
)
 
1974
 
07/17/13
 
11 to 23 Years
 
Phoenix, AZ
 
(d)
 
415

 
403

 

 

 
415

 
403

 
818

 
(49
)
 
1975
 
07/17/13
 
8 to 27 Years
 
Phoenix, AZ
 
(d)
 
599

 
412

 

 

 
599

 
412

 
1,011

 
(47
)
 
1980
 
07/17/13
 
10 to 35 Years
 
Phoenix, AZ
 
(d)
 
400

 
120

 

 

 
400

 
120

 
520

 
(36
)
 
1977
 
07/17/13
 
11 to 13 Years
 
Pine Bluff, AR
 
(d)
 
854

 
431

 

 

 
854

 
431

 
1,285

 
(41
)
 
1971
 
07/17/13
 
7 to 35 Years
 
Pineville, LA
 
(a)
 
558

 
1,044

 

 

 
558

 
1,044

 
1,602

 
(399
)
 
1996
 
06/25/04
 
11 to 30 Years
 
Pleasanton, TX
 
(d)
 
230

 
1,052

 

 

 
230

 
1,052

 
1,282

 
(96
)
 
1985
 
07/17/13
 
11 to 35 Years
 
Ponca City, OK
 
(d)
 
93

 
249

 

 

 
93

 
249

 
342

 
(37
)
 
2007
 
07/17/13
 
4 to 28 Years
 
Port Allen, LA
 
(a)
 
521

 
575

 

 

 
521

 
575

 
1,096

 
(278
)
 
1997
 
09/24/04
 
15 to 30 Years
 
Port Arthur, TX
 
(d)
 
187

 
256

 

 

 
187

 
256

 
443

 
(7
)
 
1976
 
08/31/15
 
15 to 20 Years
 
Port Arthur, TX
 
(d)
 
384

 
266

 

 

 
384

 
266

 
650

 
(10
)
 
2002
 
08/31/15
 
15 to 20 Years
 
Port Arthur, TX
 
(d)
 
403

 
344

 

 

 
403

 
344

 
747

 
(11
)
 
2004
 
08/31/15
 
15 to 20 Years
 
Port Isabel, TX
 
(d)
 
348

 
672

 

 

 
348

 
672

 
1,020

 
(72
)
 
2004
 
07/17/13
 
11 to 31 Years
 
Port Lavaca, TX
 
(d)
 
339

 
594

 

 

 
339

 
594

 
933

 
(69
)
 
1985
 
07/17/13
 
11 to 28 Years
 
Portsmouth, VA
 
(d)
 
574

 
419

 

 

 
574

 
419

 
993

 
(66
)
 
1988
 
07/17/13
 
10 to 25 Years
 
Powell, TN
 
(d)
 
411

 
353

 

 

 
411

 
353

 
764

 
(58
)
 
2007
 
07/17/13
 
4 to 26 Years
 
Princeton, IN
 
(a)
 
340

 
906

 

 

 
340

 
906

 
1,246

 
(185
)
 
1992
 
07/17/13
 
7 to 15 Years
 
Pulaski, VA
 
(a)
 
444

 
236

 

 

 
444

 
236

 
680

 
(264
)
 
1994
 
07/01/05
 
15 to 20 Years
 
Quincy, FL
 
(a)
 
1,015

 
416

 

 

 
1,015

 
416

 
1,431

 
(382
)
 
1989
 
09/24/04
 
15 to 20 Years
 
Quitman, GA
 
(a)
 
259

 
936

 

 

 
259

 
936

 
1,195

 
(78
)
 
1985
 
12/24/13
 
15 to 30 Years
 
Radford, VA
 
(a)
 
499

 
248

 

 

 
499

 
248

 
747

 
(310
)
 
1995
 
07/01/05
 
15 to 20 Years
 
Raleigh, NC
 
(a)
 
639

 
320

 

 

 
639

 
320

 
959

 
(54
)
 
2008
 
09/17/13
 
15 to 30 Years

163


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Raymondville, TX
 
(d)
 
660

 
455

 

 

 
660

 
455

 
1,115

 
(57
)
 
1984
 
07/17/13
 
9 to 35 Years
 
Red Bank, TN
 
(a)
 
610

 
557

 

 

 
610

 
557

 
1,167

 
(312
)
 
1997
 
06/25/04
 
15 to 30 Years
 
Richland Hills, TX
 
(d)
 
229

 
199

 

 

 
229

 
199

 
428

 
(34
)
 
1999
 
07/17/13
 
10 to 25 Years
 
Rio Grand City, TX
 
(d)
 
1,746

 
554

 

 

 
1,746

 
554

 
2,300

 
(56
)
 
1984
 
07/17/13
 
12 to 35 Years
 
Riverdale, GA
 
(d)
 
742

 
1,789

 

 

 
742

 
1,789

 
2,531

 
(18
)
 
2010
 
09/17/15
 
15 to 30 Years
 
Robinson, IL
 
(a)
 
250

 
1,021

 

 

 
250

 
1,021

 
1,271

 
(111
)
 
1994
 
07/17/13
 
7 to 33 Years
 
Rochester, MN
 
(a)
 
561

 
83

 
66

 
(83
)
 
627

 

 
627

 

 
(f)
 
09/23/05
 
(f)
 
Rock Hill, SC
 
(a)
 
373

 
722

 

 

 
373

 
722

 
1,095

 
(370
)
 
1978
 
12/29/05
 
15 to 20 Years
 
Rockwell, NC
 
(a)
 
385

 
385

 

 

 
385

 
385

 
770

 
(61
)
 
2006
 
09/17/13
 
15 to 30 Years
 
Rogers, AR
 
(d)
 
334

 
884

 

 

 
334

 
884

 
1,218

 
(43
)
 
2005
 
09/30/14
 
15 to 30 Years
 
Rogersville, TN
 
(a)
 
384

 
964

 

 

 
384

 
964

 
1,348

 
(137
)
 
1986
 
12/21/12
 
15 to 30 Years
 
Rolesville, NC
 
(a)
 
526

 
320

 

 

 
526

 
320

 
846

 
(51
)
 
2007
 
09/17/13
 
15 to 30 Years
 
Rolla, MO
 
(a)
 
229

 
857

 

 

 
229

 
857

 
1,086

 
(73
)
 
1978
 
12/24/13
 
15 to 30 Years
 
Roma, TX
 
(d)
 
478

 
855

 

 

 
478

 
855

 
1,333

 
(87
)
 
1985
 
07/17/13
 
11 to 35 Years
 
Romeoville, IL
 
(a)
 
789

 
713

 

 

 
789

 
713

 
1,502

 
(362
)
 
1999
 
09/23/05
 
15 to 20 Years
 
Roswell, GA
 
(a)
 
513

 
559

 

 

 
513

 
559

 
1,072

 
(74
)
 
2006
 
02/02/12
 
15 to 40 Years
 
Roswell, NM
 
(d)
 
343

 
321

 

 

 
343

 
321

 
664

 
(68
)
 
1974
 
07/17/13
 
11 to 23 Years
 
Saint Ann, MO
 
(a)
 
588

 
613

 

 

 
588

 
613

 
1,201

 
(380
)
 
1985
 
09/23/05
 
15 to 20 Years
 
Saint Cloud, FL
 
(a)
 
1,193

 
557

 

 

 
1,193

 
557

 
1,750

 
(319
)
 
1983
 
06/25/04
 
15 to 20 Years
 
Salisbury, NC
 
(a)
 
357

 
338

 

 

 
357

 
338

 
695

 
(41
)
 
2002
 
09/17/13
 
15 to 30 Years
 
San Antonio, TX
 
(a)
 
517

 
373

 

 

 
517

 
373

 
890

 
(179
)
 
2002
 
09/25/06
 
15 to 30 Years
 
San Antonio, TX
 
(a)
 
349

 
429

 

 

 
349

 
429

 
778

 
(233
)
 
1983
 
09/25/06
 
15 to 20 Years
 
San Antonio, TX
 
(a)
 
428

 
339

 

 

 
428

 
339

 
767

 
(165
)
 
2001
 
09/25/06
 
15 to 30 Years
 
San Antonio, TX
 
(a)
 
539

 
300

 

 

 
539

 
300

 
839

 
(178
)
 
2001
 
09/25/06
 
15 to 30 Years
 
San Antonio, TX
 
(d)
 
205

 
1,042

 

 

 
205

 
1,042

 
1,247

 
(145
)
 
1976
 
07/17/13
 
10 to 20 Years
 
San Antonio, TX
 
(d)
 
685

 
257

 

 

 
685

 
257

 
942

 
(31
)
 
1976
 
07/17/13
 
9 to 35 Years
 
San Antonio, TX
 
(d)
 
592

 
336

 

 

 
592

 
336

 
928

 
(39
)
 
1968
 
07/17/13
 
9 to 35 Years
 
San Antonio, TX
 
(d)
 
79

 
347

 

 

 
79

 
347

 
426

 
(33
)
 
1977
 
07/17/13
 
9 to 33 Years
 
San Antonio, TX
 
(d)
 
395

 
414

 

 

 
395

 
414

 
809

 
(61
)
 
1984
 
07/17/13
 
11 to 25 Years
 
San Antonio, TX
 
(d)
 
144

 
538

 

 

 
144

 
538

 
682

 
(80
)
 
1984
 
07/17/13
 
8 to 20 Years
 
San Antonio, TX
 
(d)
 
544

 
521

 

 

 
544

 
521

 
1,065

 
(55
)
 
1967
 
07/17/13
 
11 to 33 Years
 
San Antonio, TX
 
(d)
 
375

 
282

 

 

 
375

 
282

 
657

 
(51
)
 
1965
 
07/17/13
 
9 to 21 Years
 
San Antonio, TX
 
(d)
 
373

 
170

 

 

 
373

 
170

 
543

 
(33
)
 
1993
 
07/17/13
 
9 to 20 Years
 
San Antonio, TX
 
(d)
 
331

 
449

 

 

 
331

 
449

 
780

 
(62
)
 
1983
 
07/17/13
 
10 to 25 Years
 
San Antonio, TX
 
(d)
 
283

 
573

 

 

 
283

 
573

 
856

 
(76
)
 
1971
 
07/17/13
 
11 to 33 Years
 
San Antonio, TX
 
(d)
 
369

 
226

 

 

 
369

 
226

 
595

 
(33
)
 
1986
 
07/17/13
 
10 to 25 Years
 
San Antonio, TX
 
(d)
 
397

 
700

 

 

 
397

 
700

 
1,097

 
(69
)
 
1984
 
07/17/13
 
11 to 35 Years
 
San Antonio, TX
 
(d)
 
403

 
61

 

 

 
403

 
61

 
464

 
(92
)
 
1971
 
07/17/13
 
9 to 17 Years

164


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
San Antonio, TX
 
(d)
 
279

 
261

 

 

 
279

 
261

 
540

 
(38
)
 
1976
 
07/17/13
 
11 to 32 Years
 
San Benito, TX
 
(d)
 
1,641

 
688

 

 

 
1,641

 
688

 
2,329

 
(62
)
 
1977
 
07/17/13
 
9 to 35 Years
 
Sandusky, OH
 
(a)
 
922

 
406

 
(314
)
 
(89
)
 
608

 
317

 
925

 
(116
)
 
1987
 
08/27/09
 
14 to 29 Years
 
Sedalia, MO
 
(a)
 
751

 
662

 

 

 
751

 
662

 
1,413

 
(314
)
 
1983
 
12/29/06
 
15 to 30 Years
 
Sedalia, MO
 
(d)
 
283

 
641

 

 

 
283

 
641

 
924

 
(60
)
 
2006
 
07/17/13
 
3 to 48 Years
 
Seven Hills, OH
 
(a)
 
496

 
488

 

 

 
496

 
488

 
984

 
(185
)
 
1977
 
08/27/09
 
13 to 28 Years
 
Seymour, TN
 
(a)
 
365

 
440

 

 

 
365

 
440

 
805

 
(61
)
 
2007
 
07/17/13
 
6 to 27 Years
 
Shawnee, OK
 
(d)
 
130

 
1,182

 

 

 
130

 
1,182

 
1,312

 
(113
)
 
2007
 
07/17/13
 
3 to 32 Years
 
Siler City, NC
 
(a)
 
686

 
385

 

 

 
686

 
385

 
1,071

 
(68
)
 
2005
 
09/17/13
 
15 to 30 Years
 
So. Parkersburg, WV
 
(a)
 
383

 
404

 

 

 
383

 
404

 
787

 
(83
)
 
1986
 
12/21/12
 
15 to 20 Years
 
South Charleston, WV
 
(a)
 
524

 
541

 

 

 
524

 
541

 
1,065

 
(101
)
 
1993
 
12/21/12
 
15 to 20 Years
 
South Hill, VA
 
(a)
 
564

 
320

 

 

 
564

 
320

 
884

 
(56
)
 
2007
 
09/17/13
 
15 to 30 Years
 
Spencer, IN
 
(a)
 
136

 
1,040

 

 

 
136

 
1,040

 
1,176

 
(132
)
 
1999
 
07/17/13
 
8 to 22 Years
 
Springfield, IL
 
(a)
 
1,072

 
642

 

 

 
1,072

 
642

 
1,714

 
(435
)
 
1988
 
09/23/05
 
15 to 20 Years
 
Springfield, IL
 
(a)
 
571

 
630

 

 

 
571

 
630

 
1,201

 
(286
)
 
1997
 
09/23/05
 
15 to 30 Years
 
Springfield, MO
 
(a)
 
439

 
719

 

 

 
439

 
719

 
1,158

 
(300
)
 
2004
 
12/29/06
 
15 to 40 Years
 
Springville, NY
 
(a)
 
678

 
586

 

 

 
678

 
586

 
1,264

 
(234
)
 
1988
 
11/10/05
 
15 to 30 Years
 
St. Louis, MO
 
(a)
 
290

 
211

 

 

 
290

 
211

 
501

 
(136
)
 
1973
 
05/25/05
 
15 to 20 Years
 
St. Louis, MO
 
(a)
 
231

 
337

 

 

 
231

 
337

 
568

 
(174
)
 
1972
 
05/25/05
 
15 to 20 Years
 
St. Louis, MO
 
(a)
 
189

 
227

 

 

 
189

 
227

 
416

 
(130
)
 
1972
 
05/25/05
 
15 to 20 Years
 
St. Louis, MO
 
(a)
 
464

 
218

 

 

 
464

 
218

 
682

 
(155
)
 
1978
 
05/25/05
 
15 to 20 Years
 
St. Louis, MO
 
(a)
 
503

 
651

 

 

 
503

 
651

 
1,154

 
(345
)
 
1976
 
09/24/04
 
15 to 20 Years
 
St. Louis, MO
 
(a)
 
828

 
351

 

 

 
828

 
351

 
1,179

 
(268
)
 
1986
 
09/24/04
 
15 to 20 Years
 
Statesboro, GA
 
(a)
 
779

 
777

 

 

 
779

 
777

 
1,556

 
(366
)
 
1985
 
09/24/04
 
15 to 20 Years
 
Sterling Heights, MI
 
(a)
 
866

 
960

 

 

 
866

 
960

 
1,826

 
(363
)
 
2000
 
12/29/05
 
15 to 30 Years
 
Stillwater, OK
 
(d)
 
218

 
1,262

 

 

 
218

 
1,262

 
1,480

 
(113
)
 
2007
 
07/17/13
 
4 to 32 Years
 
Stillwater, OK
 
(d)
 
1,314

 
1,111

 

 

 
1,314

 
1,111

 
2,425

 
(36
)
 
2015
 
03/31/15
 
15 to 40 Years
 
Stockbridge, GA
 
(a)
 
388

 
353

 

 

 
388

 
353

 
741

 
(58
)
 
2001
 
02/02/12
 
15 to 30 Years
 
Stone Mountain, GA
 
(a)
 
379

 
487

 

 

 
379

 
487

 
866

 
(76
)
 
1986
 
02/02/12
 
15 to 30 Years
 
Sun City, AZ
 
(a)
 
771

 
372

 

 

 
771

 
372

 
1,143

 
(212
)
 
1986
 
12/29/06
 
15 to 20 Years
 
Sweetwater, TN
 
(a)
 
602

 
550

 

 

 
602

 
550

 
1,152

 
(218
)
 
1999
 
12/29/06
 
15 to 40 Years
 
Talladega, AL
 
(d)
 
247

 
245

 

 

 
247

 
245

 
492

 
(64
)
 
1998
 
07/17/13
 
11 to 21 Years
 
Tempe, AZ
 
(a)
 
480

 
361

 

 

 
480

 
361

 
841

 
(170
)
 
2003
 
09/25/06
 
15 to 30 Years
 
Temple, TX
 
(d)
 
705

 
493

 

 

 
705

 
493

 
1,198

 
(47
)
 
1983
 
07/17/13
 
10 to 35 Years
 
Texarkana, TX
 
(a)
 
265

 
747

 

 

 
265

 
747

 
1,012

 
(70
)
 
2013
 
11/04/13
 
14 to 30 Years
 
The Village, OK
 
(d)
 
211

 
650

 

 

 
211

 
650

 
861

 
(59
)
 
1978
 
07/17/13
 
9 to 35 Years
 
Thomasville, GA
 
(a)
 
408

 
837

 

 

 
408

 
837

 
1,245

 
(72
)
 
1985
 
12/24/13
 
15 to 30 Years

165


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Tipp City, OH
 
(a)
 
789

 
332

 

 

 
789

 
332

 
1,121

 
(225
)
 
1991
 
12/29/06
 
15 to 20 Years
 
Tooele, UT
 
(a)
 
552

 
624

 

 

 
552

 
624

 
1,176

 
(384
)
 
1988
 
09/24/04
 
15 to 20 Years
 
Trenton, MO
 
(a)
 
309

 
1,175

 

 

 
309

 
1,175

 
1,484

 
(98
)
 
1976
 
12/24/13
 
15 to 30 Years
 
Trotwood, OH
 
(d)
 
281

 
220

 

 

 
281

 
220

 
501

 
(6
)
 
1971
 
08/21/15
 
15 to 20 Years
 
Tucson, AZ
 
(d)
 
262

 
193

 

 

 
262

 
193

 
455

 
(43
)
 
1983
 
07/17/13
 
11 to 23 Years
 
Tucson, AZ
 
(d)
 
191

 
552

 

 

 
191

 
552

 
743

 
(51
)
 
1981
 
07/17/13
 
11 to 35 Years
 
Tucson, AZ
 
(d)
 
349

 
479

 

 

 
349

 
479

 
828

 
(51
)
 
1976
 
07/17/13
 
11 to 35 Years
 
Tucson, AZ
 
(d)
 
221

 
434

 

 

 
221

 
434

 
655

 
(51
)
 
1980
 
07/17/13
 
11 to 27 Years
 
Tulsa, OK
 
(d)
 
767

 
466

 

 

 
767

 
466

 
1,233

 
(53
)
 
1976
 
07/17/13
 
8 to 35 Years
 
Tulsa, OK
 
(d)
 
315

 
717

 

 

 
315

 
717

 
1,032

 
(67
)
 
1976
 
07/17/13
 
10 to 35 Years
 
Tyler, TX
 
(d)
 
227

 
527

 

 

 
227

 
527

 
754

 
(50
)
 
1976
 
07/17/13
 
11 to 35 Years
 
Tyler, TX
 
(d)
 
355

 
663

 

 

 
355

 
663

 
1,018

 

 
1980
 
12/29/15
 
15 to 30 Years
 
Universal City, TX
 
(d)
 
408

 
369

 

 

 
408

 
369

 
777

 
(59
)
 
1989
 
07/17/13
 
9 to 25 Years
 
Vicksburg, MS
 
(d)
 
278

 
333

 

 

 
278

 
333

 
611

 
(54
)
 
1972
 
07/17/13
 
11 to 25 Years
 
Victoria, TX
 
(d)
 
129

 
490

 

 

 
129

 
490

 
619

 
(62
)
 
1985
 
07/17/13
 
11 to 28 Years
 
Victoria, TX
 
(d)
 
367

 
182

 

 

 
367

 
182

 
549

 
(34
)
 
1984
 
07/17/13
 
11 to 22 Years
 
Vincennes, IN
 
(a)
 
389

 
1,425

 

 

 
389

 
1,425

 
1,814

 
(146
)
 
2000
 
07/17/13
 
8 to 30 Years
 
Waco, TX
 
(d)
 
365

 
542

 

 

 
365

 
542

 
907

 
(47
)
 
1969
 
07/17/13
 
10 to 35 Years
 
Warner Robins, GA
 
(a)
 
229

 
887

 

 

 
229

 
887

 
1,116

 
(80
)
 
1978
 
12/24/13
 
15 to 30 Years
 
Warren, MI
 
(a)
 
488

 
215

 

 

 
488

 
215

 
703

 
(131
)
 
1979
 
05/25/05
 
15 to 20 Years
 
Washington Park, IL
 
(a)
 
119

 
324

 

 

 
119

 
324

 
443

 
(168
)
 
1980
 
05/25/05
 
15 to 20 Years
 
Washington, IL
 
(a)
 
264

 
460

 

 

 
264

 
460

 
724

 
(95
)
 
1980
 
12/21/12
 
15 to 20 Years
 
Washington, IN
 
(a)
 
272

 
949

 

 

 
272

 
949

 
1,221

 
(107
)
 
1995
 
07/17/13
 
8 to 33 Years
 
Watertown, WI
 
(a)
 
267

 
338

 

 

 
267

 
338

 
605

 
(160
)
 
1986
 
06/30/09
 
13 to 18 Years
 
Waynesburg, PA
 
(a)
 
323

 
918

 

 

 
323

 
918

 
1,241

 
(133
)
 
1982
 
12/21/12
 
15 to 30 Years
 
Weslaco, TX
 
(d)
 
860

 
513

 

 

 
860

 
513

 
1,373

 
(51
)
 
1990
 
07/17/13
 
11 to 35 Years
 
Weslaco, TX
 
(d)
 
291

 
786

 

 

 
291

 
786

 
1,077

 
(94
)
 
1970
 
07/17/13
 
11 to 25 Years
 
Westchester, IL
 
(a)
 
765

 
437

 

 

 
765

 
437

 
1,202

 
(215
)
 
1986
 
09/29/06
 
15 to 20 Years
 
Weston, WV
 
(a)
 
158

 
695

 

 

 
158

 
695

 
853

 
(89
)
 
1981
 
12/21/12
 
15 to 30 Years
 
Williamsport, PA
 
(d)
 
864

 
979

 

 

 
864

 
979

 
1,843

 
(45
)
 
1966
 
11/18/14
 
15 to 30 Years
 
Winchester, TN
 
(a)
 
400

 
291

 

 

 
400

 
291

 
691

 
(164
)
 
1993
 
12/29/06
 
15 to 20 Years
 
Winter Springs, FL
 
(a)
 
523

 
446

 

 

 
523

 
446

 
969

 
(279
)
 
1988
 
12/30/04
 
15 to 20 Years
 
Wytheville, VA
 
(a)
 
446

 
172

 

 

 
446

 
172

 
618

 
(188
)
 
1995
 
07/01/05
 
15 to 20 Years
 
Xenia, OH
 
(d)
 
384

 
288

 

 

 
384

 
288

 
672

 
(7
)
 
1985
 
08/21/15
 
15 to 20 Years
 
Yukon, OK
 
(a)
 
555

 
373

 

 

 
555

 
373

 
928

 
(211
)
 
2003
 
07/01/05
 
15 to 30 Years
 
Zebulon, NC
 
(a)
 
780

 
395

 

 

 
780

 
395

 
1,175

 
(63
)
 
2006
 
09/17/13
 
15 to 30 Years
Convenience Stores
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

166


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Akron, OH
 
(c)
 
424

 
1,139

 

 

 
424

 
1,139

 
1,563

 
(133
)
 
1995
 
07/17/13
 
13 to 30 Years
 
Akron, OH
 
(c)
 
587

 
1,073

 

 

 
587

 
1,073

 
1,660

 
(139
)
 
1998
 
07/17/13
 
13 to 32 Years
 
Akron, OH
 
(c)
 
500

 
2,058

 

 

 
500

 
2,058

 
2,558

 
(197
)
 
1999
 
07/17/13
 
15 to 33 Years
 
Akron, OH
 
(c)
 
337

 
1,149

 

 

 
337

 
1,149

 
1,486

 
(113
)
 
2001
 
07/17/13
 
15 to 35 Years
 
Akron, OH
 
(c)
 
595

 
1,031

 

 

 
595

 
1,031

 
1,626

 
(133
)
 
1995
 
07/17/13
 
14 to 30 Years
 
Akron, OH
 
(c)
 
554

 
824

 

 

 
554

 
824

 
1,378

 
(96
)
 
1969
 
07/17/13
 
14 to 38 Years
 
Akron, OH
 
(c)
 
517

 
1,122

 

 

 
517

 
1,122

 
1,639

 
(141
)
 
1994
 
07/17/13
 
13 to 29 Years
 
Akron, OH
 
(c)
 
283

 
1,160

 

 

 
283

 
1,160

 
1,443

 
(119
)
 
1997
 
07/17/13
 
14 to 32 Years
 
Akron, OH
 
(c)
 
434

 
1,198

 

 

 
434

 
1,198

 
1,632

 
(145
)
 
1994
 
07/17/13
 
14 to 29 Years
 
Akron, OH
 
(c)
 
343

 
1,193

 

 

 
343

 
1,193

 
1,536

 
(129
)
 
1991
 
07/17/13
 
15 to 31 Years
 
Akron, OH
 
(c)
 
513

 
1,251

 

 

 
513

 
1,251

 
1,764

 
(141
)
 
1996
 
07/17/13
 
15 to 31 Years
 
Akron, OH
 
(c)
 
321

 
1,179

 

 

 
321

 
1,179

 
1,500

 
(131
)
 
1994
 
07/17/13
 
13 to 29 Years
 
Akron, OH
 
(c)
 
402

 
1,263

 

 

 
402

 
1,263

 
1,665

 
(125
)
 
2000
 
07/17/13
 
13 to 34 Years
 
Akron, OH
 
(c)
 
291

 
1,230

 

 

 
291

 
1,230

 
1,521

 
(152
)
 
1950
 
07/17/13
 
12 to 25 Years
 
Albuquerque, NM
 
(c)
 
699

 
777

 

 

 
699

 
777

 
1,476

 
(170
)
 
1994
 
07/17/13
 
9 to 35 Years
 
Altavista, VA
 
(d)
 
358

 
1,400

 

 

 
358

 
1,400

 
1,758

 
(28
)
 
1981
 
06/30/15
 
15 to 30 Years
 
Altavista, VA
 
(d)
 
467

 
745

 

 

 
467

 
745

 
1,212

 
(18
)
 
1984
 
06/30/15
 
15 to 30 Years
 
Apopka, FL
 
(d)
 
477

 
389

 

 

 
477

 
389

 
866

 
(51
)
 
1989
 
12/19/13
 
15 to 30 Years
 
Apopka, FL
 
(d)
 
1,357

 
748

 

 

 
1,357

 
748

 
2,105

 
(14
)
 
1997
 
10/28/15
 
15 to 30 Years
 
Apple Valley, CA
 
(d)
 
782

 
662

 

 

 
782

 
662

 
1,444

 
(157
)
 
1985
 
05/02/14
 
10 to 15 Years
 
Asheville, NC
 
(a)
 
278

 
776

 

 
168

 
278

 
944

 
1,222

 
(131
)
 
2000
 
01/01/14
 
8 to 29 Years
 
Asheville, NC
 
(a)
 
247

 
497

 

 
87

 
247

 
584

 
831

 
(88
)
 
1986
 
01/01/14
 
8 to 29 Years
 
Ashland, NH
 
(d)
 
398

 
157

 

 

 
398

 
157

 
555

 
(41
)
 
1970
 
06/28/12
 
15 to 20 Years
 
Auburn, AL
 
(c)
 
757

 
1,199

 

 

 
757

 
1,199

 
1,956

 
(172
)
 
1990
 
07/17/13
 
10 to 25 Years
 
Auburn, ME
 
(d)
 
371

 
444

 

 

 
371

 
444

 
815

 
(73
)
 
1996
 
06/28/12
 
15 to 30 Years
 
Auburn, ME
 
(d)
 
287

 
222

 

 

 
287

 
222

 
509

 
(52
)
 
1968
 
06/28/12
 
15 to 20 Years
 
Augusta, GA
 
(c)
 
400

 
1,540

 

 

 
400

 
1,540

 
1,940

 
(154
)
 
1981
 
07/17/13
 
13 to 30 Years
 
Augusta, ME
 
(d)
 
318

 
322

 

 

 
318

 
322

 
640

 
(54
)
 
1997
 
06/28/12
 
15 to 28 Years
 
Bangor, ME
 
(d)
 
327

 
141

 

 

 
327

 
141

 
468

 
(58
)
 
1973
 
06/28/12
 
15 to 15 Years
 
Barberton, OH
 
(c)
 
255

 
1,244

 

 

 
255

 
1,244

 
1,499

 
(145
)
 
1991
 
07/17/13
 
12 to 26 Years
 
Barberton, OH
 
(c)
 
884

 
1,885

 

 

 
884

 
1,885

 
2,769

 
(213
)
 
1981
 
07/17/13
 
13 to 34 Years
 
Barberton, OH
 
(c)
 
321

 
1,219

 

 

 
321

 
1,219

 
1,540

 
(127
)
 
1983
 
07/17/13
 
14 to 31 Years
 
Bartlett, NH
 
(d)
 
325

 
399

 

 

 
325

 
399

 
724

 
(66
)
 
1998
 
06/28/12
 
15 to 32 Years
 
Barton, VT
 
(d)
 
307

 
609

 

 

 
307

 
609

 
916

 
(45
)
 
1975
 
01/24/14
 
14 to 40 Years
 
Baton Rouge, LA
 
(c)
 
260

 
859

 

 

 
260

 
859

 
1,119

 
(113
)
 
1976
 
07/17/13
 
7 to 25 Years
 
Baton Rouge, LA
 
(c)
 
330

 
997

 

 

 
330

 
997

 
1,327

 
(113
)
 
1970
 
07/17/13
 
8 to 30 Years
 
Baton Rouge, LA
 
(c)
 
481

 
913

 

 

 
481

 
913

 
1,394

 
(122
)
 
1977
 
07/17/13
 
8 to 30 Years
 
Beattyville, KY
 
(d)
 
278

 
795

 

 

 
278

 
795

 
1,073

 
(17
)
 
1981
 
06/30/15
 
15 to 30 Years

167


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Beaufort, SC
 
(c)
 
850

 
1,337

 

 

 
850

 
1,337

 
2,187

 
(161
)
 
1997
 
07/17/13
 
12 to 34 Years
 
Bedford, OH
 
(c)
 
750

 
680

 

 

 
750

 
680

 
1,430

 
(105
)
 
2000
 
07/17/13
 
15 to 33 Years
 
Bedford, VA
 
(d)
 
258

 
818

 

 

 
258

 
818

 
1,076

 
(18
)
 
1997
 
06/30/15
 
15 to 30 Years
 
Belle Glade, FL
 
(d)
 
978

 
1,184

 

 

 
978

 
1,184

 
2,162

 
(55
)
 
1960
 
10/30/14
 
15 to 40 Years
 
Belle Glade, FL
 
(d)
 
356

 
1,125

 

 

 
356

 
1,125

 
1,481

 
(44
)
 
1977
 
10/30/14
 
15 to 40 Years
 
Belle Isle, FL
 
(d)
 
908

 
738

 

 

 
908

 
738

 
1,646

 
(10
)
 
1996
 
10/27/15
 
15 to 30 Years
 
Belmont, NH
 
(d)
 
315

 
218

 

 

 
315

 
218

 
533

 
(30
)
 
1969
 
01/24/14
 
14 to 30 Years
 
Belmont, NH
 
(d)
 
524

 
879

 

 

 
524

 
879

 
1,403

 
(94
)
 
2002
 
01/24/14
 
14 to 30 Years
 
Berlin, NH
 
(d)
 
387

 
317

 

 

 
387

 
317

 
704

 
(75
)
 
1991
 
06/28/12
 
15 to 22 Years
 
Blairs, VA
 
(d)
 
318

 
636

 

 

 
318

 
636

 
954

 
(14
)
 
1987
 
06/30/15
 
15 to 30 Years
 
Bluffton, SC
 
(c)
 
1,531

 
645

 

 

 
1,531

 
645

 
2,176

 
(112
)
 
1997
 
07/17/13
 
10 to 32 Years
 
Bossier City, LA
 
(c)
 
565

 
1,051

 
(21
)
 

 
544

 
1,051

 
1,595

 
(136
)
 
1987
 
07/17/13
 
9 to 25 Years
 
Brewer, ME
 
(d)
 
238

 
260

 

 

 
238

 
260

 
498

 
(57
)
 
1967
 
06/28/12
 
15 to 25 Years
 
Brookpark, OH
 
(c)
 
623

 
978

 

 

 
623

 
978

 
1,601

 
(122
)
 
1998
 
07/17/13
 
13 to 32 Years
 
Bucksport, ME
 
(d)
 
1,203

 
587

 

 

 
1,203

 
587

 
1,790

 
(69
)
 
1995
 
01/24/14
 
14 to 40 Years
 
Calais, ME
 
(d)
 
187

 
213

 

 

 
187

 
213

 
400

 
(53
)
 
1968
 
06/28/12
 
15 to 20 Years
 
Campton, KY
 
(d)
 
189

 
735

 

 

 
189

 
735

 
924

 
(16
)
 
1996
 
06/30/15
 
15 to 30 Years
 
Canton, OH
 
(c)
 
362

 
1,159

 

 

 
362

 
1,159

 
1,521

 
(145
)
 
1990
 
07/17/13
 
12 to 26 Years
 
Canton, OH
 
(c)
 
1,037

 
1,557

 

 

 
1,037

 
1,557

 
2,594

 
(206
)
 
2000
 
07/17/13
 
15 to 34 Years
 
Carlisle, KY
 
(d)
 
209

 
586

 

 

 
209

 
586

 
795

 
(13
)
 
1989
 
06/30/15
 
15 to 30 Years
 
Carlisle, KY
 
(d)
 
298

 
874

 

 

 
298

 
874

 
1,172

 
(20
)
 
2005
 
06/30/15
 
15 to 30 Years
 
Catlettsburg, KY
 
(a)
 
9,344

 
3,989

 

 

 
9,344

 
3,989

 
13,333

 
(3,616
)
 
2001
 
07/01/05
 
13 to 40 Years
 
Cave Creek, AZ
 
(d)
 
2,711

 
2,201

 

 

 
2,711

 
2,201

 
4,912

 
(828
)
 
1998
 
07/02/07
 
15 to 40 Years
 
Charleston, SC
 
(c)
 
1,547

 
1,242

 

 

 
1,547

 
1,242

 
2,789

 
(220
)
 
1987
 
07/17/13
 
7 to 20 Years
 
Charlotte, NC
 
(c)
 
1,507

 
749

 
(127
)
 

 
1,380

 
749

 
2,129

 
(112
)
 
1996
 
07/17/13
 
9 to 35 Years
 
Charlotte, NC
 
(c)
 
1,442

 
789

 

 

 
1,442

 
789

 
2,231

 
(144
)
 
1997
 
07/17/13
 
8 to 35 Years
 
Charlotte, NC
 
(c)
 
1,392

 
563

 

 

 
1,392

 
563

 
1,955

 
(173
)
 
1991
 
07/17/13
 
6 to 32 Years
 
Clay City, KY
 
(d)
 
397

 
884

 

 

 
397

 
884

 
1,281

 
(24
)
 
2002
 
06/30/15
 
15 to 30 Years
 
Cleveland, MO
 
(d)
 
701

 
894

 

 

 
701

 
894

 
1,595

 
(69
)
 
1994
 
11/18/14
 
15 to 20 Years
 
Cleveland, OH
 
(c)
 
804

 
1,513

 

 

 
804

 
1,513

 
2,317

 
(167
)
 
2002
 
07/17/13
 
13 to 35 Years
 
Columbia, SC
 
(c)
 
1,061

 
1,073

 

 

 
1,061

 
1,073

 
2,134

 
(131
)
 
1997
 
07/17/13
 
11 to 32 Years
 
Columbia, SC
 
(c)
 
1,261

 
985

 

 

 
1,261

 
985

 
2,246

 
(138
)
 
1993
 
07/17/13
 
10 to 28 Years
 
Columbus, GA
 
(c)
 
711

 
943

 

 

 
711

 
943

 
1,654

 
(114
)
 
1990
 
07/17/13
 
13 to 32 Years
 
Columbus, GA
 
(c)
 
574

 
1,039

 

 

 
574

 
1,039

 
1,613

 
(115
)
 
1984
 
07/17/13
 
13 to 32 Years
 
Columbus, GA
 
(c)
 
867

 
2,299

 

 

 
867

 
2,299

 
3,166

 
(242
)
 
1978
 
07/17/13
 
13 to 30 Years
 
Columbus, GA
 
(c)
 
1,465

 
2,088

 

 

 
1,465

 
2,088

 
3,553

 
(238
)
 
1995
 
07/17/13
 
11 to 34 Years
 
Columbus, GA
 
(c)
 
730

 
1,317

 

 

 
730

 
1,317

 
2,047

 
(161
)
 
1978
 
07/17/13
 
13 to 28 Years
 
Concord, NH
 
(d)
 
260

 
330

 

 

 
260

 
330

 
590

 
(60
)
 
1988
 
06/28/12
 
15 to 25 Years
 
Copley, OH
 
(c)
 
379

 
999

 

 

 
379

 
999

 
1,378

 
(129
)
 
1993
 
07/17/13
 
12 to 28 Years
 
Cuyahoga Falls, OH
 
(c)
 
657

 
1,018

 

 

 
657

 
1,018

 
1,675

 
(146
)
 
1995
 
07/17/13
 
13 to 30 Years

168


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Cuyahoga Falls, OH
 
(c)
 
958

 
1,416

 

 

 
958

 
1,416

 
2,374

 
(181
)
 
2002
 
07/17/13
 
15 to 35 Years
 
Cuyahoga Falls, OH
 
(c)
 
342

 
806

 

 

 
342

 
806

 
1,148

 
(109
)
 
1972
 
07/17/13
 
12 to 26 Years
 
Cynthiana, KY
 
(d)
 
119

 
596

 

 

 
119

 
596

 
715

 
(12
)
 
1985
 
06/30/15
 
15 to 30 Years
 
Daleville, VA
 
(d)
 
467

 
616

 

 

 
467

 
616

 
1,083

 
(16
)
 
1989
 
06/30/15
 
15 to 30 Years
 
Danville, VA
 
(d)
 
348

 
477

 

 

 
348

 
477

 
825

 
(12
)
 
1989
 
06/30/15
 
15 to 30 Years
 
El Paso, TX
 
(c)
 
1,143

 
1,029

 

 

 
1,143

 
1,029

 
2,172

 
(310
)
 
2000
 
07/17/13
 
4 to 27 Years
 
El Paso, TX
 
(c)
 
987

 
558

 

 

 
987

 
558

 
1,545

 
(146
)
 
1999
 
07/17/13
 
3 to 26 Years
 
El Paso, TX
 
(c)
 
1,090

 
1,203

 

 

 
1,090

 
1,203

 
2,293

 
(233
)
 
1999
 
07/17/13
 
6 to 35 Years
 
Fairlawn, OH
 
(c)
 
616

 
1,064

 

 

 
616

 
1,064

 
1,680

 
(143
)
 
1993
 
07/17/13
 
13 to 28 Years
 
Fallon, NV
 
(d)
 
1,262

 
1,321

 

 

 
1,262

 
1,321

 
2,583

 
(95
)
 
1985
 
10/31/14
 
15 to 40 Years
 
Flemingsburg, KY
 
(d)
 
1,073

 
1,212

 

 

 
1,073

 
1,212

 
2,285

 
(32
)
 
1997
 
06/30/15
 
15 to 30 Years
 
Forest, VA
 
(d)
 
248

 
834

 

 

 
248

 
834

 
1,082

 
(18
)
 
1995
 
06/30/15
 
15 to 30 Years
 
Fort Mill, SC
 
(c)
 
1,589

 
1,356

 

 

 
1,589

 
1,356

 
2,945

 
(150
)
 
1999
 
07/17/13
 
10 to 33 Years
 
Fort Pierce, FL
 
(d)
 
1,064

 
1,659

 

 

 
1,064

 
1,659

 
2,723

 
(88
)
 
1977
 
10/30/14
 
15 to 40 Years
 
Fort Pierce, FL
 
(d)
 
681

 
1,404

 

 

 
681

 
1,404

 
2,085

 
(67
)
 
1989
 
10/30/14
 
15 to 40 Years
 
Freeport, ME
 
(d)
 
503

 
343

 

 

 
503

 
343

 
846

 
(65
)
 
1991
 
06/28/12
 
15 to 26 Years
 
Fremont, CA
 
(d)
 
1,905

 
361

 

 

 
1,905

 
361

 
2,266

 
(42
)
 
1990
 
10/31/14
 
15 to 30 Years
 
Georgetown, KY
 
(d)
 
725

 
805

 

 

 
725

 
805

 
1,530

 
(21
)
 
1989
 
06/30/15
 
15 to 30 Years
 
Georgetown, KY
 
(d)
 
815

 
934

 

 

 
815

 
934

 
1,749

 
(23
)
 
1998
 
06/30/15
 
15 to 30 Years
 
Goose Creek, SC
 
(c)
 
682

 
1,571

 

 

 
682

 
1,571

 
2,253

 
(233
)
 
1983
 
07/17/13
 
7 to 20 Years
 
Gorham, NH
 
(d)
 
723

 
358

 

 

 
723

 
358

 
1,081

 
(98
)
 
1975
 
06/28/12
 
15 to 18 Years
 
Grandtham, NH
 
(d)
 
576

 
394

 

 

 
576

 
394

 
970

 
(53
)
 
1989
 
01/24/14
 
14 to 30 Years
 
Gresham, OR
 
(d)
 
879

 
643

 

 

 
879

 
643

 
1,522

 
(50
)
 
1990
 
10/28/14
 
15 to 30 Years
 
Gretna, VA
 
(d)
 
268

 
798

 

 

 
268

 
798

 
1,066

 
(19
)
 
1978
 
06/30/15
 
15 to 30 Years
 
Gretna, VA
 
(d)
 
159

 
1,083

 

 

 
159

 
1,083

 
1,242

 
(22
)
 
1996
 
06/30/15
 
15 to 30 Years
 
Hampden, ME
 
(d)
 
987

 
424

 

 

 
987

 
424

 
1,411

 
(91
)
 
1997
 
01/24/14
 
14 to 30 Years
 
Harrington, ME
 
(d)
 
331

 
459

 

 

 
331

 
459

 
790

 
(88
)
 
1992
 
06/28/12
 
15 to 32 Years
 
Harrodsburg, KY
 
(d)
 
229

 
824

 

 

 
229

 
824

 
1,053

 
(18
)
 
1973
 
06/30/15
 
15 to 30 Years
 
Hazard, KY
 
(d)
 
288

 
805

 

 

 
288

 
805

 
1,093

 
(17
)
 
1991
 
06/30/15
 
15 to 30 Years
 
Hockessin, DE
 
(b)
 
1,921

 
2,477

 

 

 
1,921

 
2,477

 
4,398

 
(245
)
 
2001
 
07/17/13
 
8 to 46 Years
 
Honea Path, SC
 
(a)
 
1,268

 
1,134

 

 
175

 
1,268

 
1,309

 
2,577

 
(267
)
 
1996
 
01/01/14
 
8 to 29 Years
 
Huntersville, NC
 
(c)
 
1,539

 
924

 

 

 
1,539

 
924

 
2,463

 
(188
)
 
1996
 
07/17/13
 
8 to 35 Years
 
Huntington Beach, CA
 
(d)
 
2,035

 
155

 

 

 
2,035

 
155

 
2,190

 
(41
)
 
1962
 
10/31/14
 
15 to 30 Years
 
Huntington Park, CA
 
(d)
 
1,909

 
891

 

 

 
1,909

 
891

 
2,800

 
(126
)
 
1947
 
05/02/14
 
15 to 20 Years
 
Hurt, VA
 
(d)
 
685

 
1,023

 

 

 
685

 
1,023

 
1,708

 
(27
)
 
1973
 
06/30/15
 
15 to 30 Years
 
Inglewood, CA
 
(d)
 
1,053

 
635

 

 
30

 
1,053

 
665

 
1,718

 
(45
)
 
1995
 
06/04/14
 
15 to 40 Years

169


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Inman, SC
 
(a)
 
2,183

 
897

 

 
165

 
2,183

 
1,062

 
3,245

 
(383
)
 
1994
 
05/08/13
 
8 to 29 Years
 
Irvine, KY
 
(d)
 
219

 
666

 

 

 
219

 
666

 
885

 
(16
)
 
1987
 
06/30/15
 
15 to 30 Years
 
Jackson, KY
 
(d)
 
417

 
765

 

 

 
417

 
765

 
1,182

 
(18
)
 
1982
 
06/30/15
 
15 to 30 Years
 
Jacksonville, FL
 
(d)
 
2,285

 
1,537

 

 

 
2,285

 
1,537

 
3,822

 
(23
)
 
2010
 
10/28/15
 
15 to 40 Years
 
Kansas City, MO
 
(d)
 
925

 
1,027

 

 

 
925

 
1,027

 
1,952

 
(56
)
 
1996
 
11/18/14
 
15 to 30 Years
 
Kearney, MO
 
(d)
 
529

 
925

 

 

 
529

 
925

 
1,454

 
(47
)
 
2001
 
11/18/14
 
15 to 30 Years
 
Keene, NH
 
(d)
 
553

 
289

 

 

 
553

 
289

 
842

 
(39
)
 
1960
 
01/24/14
 
14 to 30 Years
 
Kent, OH
 
(c)
 
258

 
917

 

 

 
258

 
917

 
1,175

 
(104
)
 
1994
 
07/17/13
 
13 to 29 Years
 
Kent, WA
 
(d)
 
1,450

 
381

 

 

 
1,450

 
381

 
1,831

 
(44
)
 
1987
 
10/28/14
 
15 to 30 Years
 
Kissimmee, FL
 
(d)
 
759

 
1,060

 

 

 
759

 
1,060

 
1,819

 
(139
)
 
2005
 
12/19/13
 
15 to 30 Years
 
Kissimmee, FL
 
(d)
 
2,115

 
1,602

 

 

 
2,115

 
1,602

 
3,717

 
(16
)
 
2006
 
10/27/15
 
15 to 40 Years
 
Laconia, NH
 
(d)
 
411

 
770

 

 

 
411

 
770

 
1,181

 
(77
)
 
1998
 
01/24/14
 
14 to 30 Years
 
Lanett, AL
 
(c)
 
299

 
844

 

 

 
299

 
844

 
1,143

 
(111
)
 
1974
 
07/17/13
 
10 to 25 Years
 
Laurens, SC
 
(a)
 
505

 
622

 

 
118

 
505

 
740

 
1,245

 
(129
)
 
1992
 
01/01/14
 
8 to 29 Years
 
Lebo, KS
 
(d)
 
1,951

 
762

 

 

 
1,951

 
762

 
2,713

 
(75
)
 
1976
 
11/18/14
 
15 to 20 Years
 
Lewiston, ME
 
(d)
 
460

 
341

 

 

 
460

 
341

 
801

 
(75
)
 
1994
 
06/28/12
 
15 to 28 Years
 
Long Beach, CA
 
(d)
 
1,049

 
635

 

 

 
1,049

 
635

 
1,684

 
(60
)
 
1959
 
05/02/14
 
15 to 30 Years
 
Los Angeles, CA
 
(d)
 
2,178

 
504

 

 

 
2,178

 
504

 
2,682

 
(96
)
 
1963
 
05/02/14
 
15 to 20 Years
 
Lynchburg, VA
 
(d)
 
467

 
1,391

 

 

 
467

 
1,391

 
1,858

 
(28
)
 
2006
 
06/30/15
 
15 to 30 Years
 
Lynchburg, VA
 
(d)
 
278

 
699

 

 

 
278

 
699

 
977

 
(14
)
 
1967
 
06/30/15
 
15 to 30 Years
 
Lynchburg, VA
 
(d)
 
517

 
1,142

 

 

 
517

 
1,142

 
1,659

 
(26
)
 
2000
 
06/30/15
 
15 to 30 Years
 
Macon, GA
 
(c)
 
470

 
1,226

 

 

 
470

 
1,226

 
1,696

 
(178
)
 
1974
 
07/17/13
 
7 to 35 Years
 
Macon, GA
 
(c)
 
471

 
1,066

 

 

 
471

 
1,066

 
1,537

 
(192
)
 
1993
 
07/17/13
 
5 to 35 Years
 
Madison Heights, VA
 
(d)
 
268

 
417

 

 

 
268

 
417

 
685

 
(10
)
 
1983
 
06/30/15
 
15 to 30 Years
 
Madison, ME
 
(d)
 
130

 
410

 

 

 
130

 
410

 
540

 
(69
)
 
1988
 
06/28/12
 
15 to 25 Years
 
Manahawkin, NJ
 
(b)
 
3,258

 
1,954

 

 

 
3,258

 
1,954

 
5,212

 
(415
)
 
2001
 
07/17/13
 
8 to 46 Years
 
Manchester, ME
 
(d)
 
279

 
285

 

 

 
279

 
285

 
564

 
(68
)
 
1990
 
06/28/12
 
15 to 20 Years
 
Maple Heights, OH
 
(c)
 
747

 
917

 

 

 
747

 
917

 
1,664

 
(127
)
 
1998
 
07/17/13
 
13 to 32 Years
 
Martinez, GA
 
(c)
 
626

 
996

 

 

 
626

 
996

 
1,622

 
(292
)
 
1985
 
07/17/13
 
3 to 35 Years
 
McKee, KY
 
(d)
 
119

 
973

 

 

 
119

 
973

 
1,092

 
(18
)
 
1983
 
06/30/15
 
15 to 30 Years
 
Midland, GA
 
(c)
 
637

 
2,136

 

 

 
637

 
2,136

 
2,773

 
(188
)
 
1995
 
07/17/13
 
9 to 35 Years
 
Mobile, AL
 
(c)
 
552

 
1,664

 

 

 
552

 
1,664

 
2,216

 
(223
)
 
1987
 
07/17/13
 
11 to 24 Years
 
Mobile, AL
 
(c)
 
939

 
878

 

 

 
939

 
878

 
1,817

 
(153
)
 
1988
 
07/17/13
 
13 to 25 Years
 
Moneta, VA
 
(d)
 
437

 
934

 

 

 
437

 
934

 
1,371

 
(24
)
 
1999
 
06/30/15
 
15 to 30 Years
 
Monroe, LA
 
(c)
 
517

 
1,455

 

 

 
517

 
1,455

 
1,972

 
(224
)
 
1986
 
07/17/13
 
6 to 28 Years
 
Montclair, CA
 
(d)
 
4,957

 
4,136

 

 
125

 
4,957

 
4,261

 
9,218

 
(313
)
 
1989
 
10/31/14
 
15 to 40 Years
 
Mount Pleasant, SC
 
(c)
 
1,328

 
1,073

 

 

 
1,328

 
1,073

 
2,401

 
(120
)
 
1978
 
07/17/13
 
7 to 30 Years
 
Mt Sterling, KY
 
(d)
 
1,103

 
1,102

 

 

 
1,103

 
1,102

 
2,205

 
(30
)
 
2000
 
06/30/15
 
15 to 30 Years

170


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Murphy, NC
 
(a)
 
489

 
298

 

 
49

 
489

 
347

 
836

 
(68
)
 
1965
 
05/08/13
 
8 to 19 Years
 
N. Augusta, SC
 
(c)
 
1,065

 
894

 

 

 
1,065

 
894

 
1,959

 
(104
)
 
1999
 
07/17/13
 
12 to 33 Years
 
Narberth, PA
 
(b)
 
1,812

 
3,163

 

 

 
1,812

 
3,163

 
4,975

 
(221
)
 
2006
 
07/17/13
 
8 to 46 Years
 
Newport, NH
 
(d)
 
519

 
581

 

 

 
519

 
581

 
1,100

 
(103
)
 
1998
 
06/28/12
 
15 to 30 Years
 
Northfield, OH
 
(c)
 
873

 
1,633

 

 

 
873

 
1,633

 
2,506

 
(193
)
 
1983
 
07/17/13
 
15 to 35 Years
 
Norton, OH
 
(c)
 
581

 
1,460

 

 

 
581

 
1,460

 
2,041

 
(156
)
 
1984
 
07/17/13
 
13 to 35 Years
 
Oakfield, ME
 
(d)
 
273

 
229

 

 

 
273

 
229

 
502

 
(61
)
 
1993
 
06/28/12
 
15 to 25 Years
 
Oakland, FL
 
(d)
 
1,303

 
1,109

 

 

 
1,303

 
1,109

 
2,412

 
(176
)
 
2002
 
12/19/13
 
15 to 30 Years
 
Okeechobee, FL
 
(d)
 
468

 
936

 

 

 
468

 
936

 
1,404

 
(47
)
 
1976
 
10/30/14
 
15 to 40 Years
 
Okeechobee, FL
 
(d)
 
808

 
1,191

 

 

 
808

 
1,191

 
1,999

 
(69
)
 
1984
 
10/30/14
 
15 to 40 Years
 
Okeechobee, FL
 
(d)
 
386

 
1,764

 

 

 
386

 
1,764

 
2,150

 
(69
)
 
1975
 
10/30/14
 
15 to 40 Years
 
Okeechobee, FL
 
(d)
 
558

 
1,024

 

 

 
558

 
1,024

 
1,582

 
(50
)
 
1986
 
10/30/14
 
15 to 40 Years
 
Ontario, CA
 
(d)
 
1,307

 
1,307

 

 

 
1,307

 
1,307

 
2,614

 
(102
)
 
1964
 
05/02/14
 
15 to 30 Years
 
Opelika, AL
 
(c)
 
960

 
1,716

 

 

 
960

 
1,716

 
2,676

 
(256
)
 
1988
 
07/17/13
 
10 to 25 Years
 
Opelika, AL
 
(c)
 
400

 
1,321

 

 

 
400

 
1,321

 
1,721

 
(169
)
 
1989
 
07/17/13
 
10 to 24 Years
 
Orlando, FL
 
(d)
 
1,167

 
982

 

 

 
1,167

 
982

 
2,149

 
(141
)
 
2001
 
12/19/13
 
15 to 30 Years
 
Orlando, FL
 
(d)
 
1,080

 
798

 

 

 
1,080

 
798

 
1,878

 
(105
)
 
2001
 
12/19/13
 
15 to 30 Years
 
Orlando, FL
 
(d)
 
1,303

 
496

 

 

 
1,303

 
496

 
1,799

 
(89
)
 
1994
 
12/19/13
 
15 to 30 Years
 
Orlando, FL
 
(d)
 
973

 
350

 

 

 
973

 
350

 
1,323

 
(79
)
 
1991
 
12/19/13
 
15 to 30 Years
 
Orlando, FL
 
(d)
 
1,128

 
496

 

 

 
1,128

 
496

 
1,624

 
(93
)
 
1995
 
12/19/13
 
15 to 30 Years
 
Orlando, FL
 
(d)
 
1,644

 
1,829

 

 

 
1,644

 
1,829

 
3,473

 
(176
)
 
2000
 
12/19/13
 
15 to 40 Years
 
Orlando, FL
 
(d)
 
1,255

 
1,333

 

 

 
1,255

 
1,333

 
2,588

 
(160
)
 
2001
 
12/19/13
 
15 to 40 Years
 
Orlando, FL
 
(d)
 
1,397

 
1,028

 

 

 
1,397

 
1,028

 
2,425

 
(16
)
 
1990
 
10/29/15
 
15 to 30 Years
 
Oveido, FL
 
(d)
 
1,556

 
982

 

 

 
1,556

 
982

 
2,538

 
(160
)
 
2002
 
12/19/13
 
15 to 30 Years
 
Oviedo, FL
 
(d)
 
973

 
798

 

 

 
973

 
798

 
1,771

 
(117
)
 
1995
 
12/19/13
 
15 to 30 Years
 
Oxnard, CA
 
(d)
 
1,330

 
950

 

 
363

 
1,330

 
1,313

 
2,643

 
(88
)
 
1966
 
06/27/14
 
15 to 30 Years
 
Oxnard, CA
 
(d)
 
2,284

 
3,620

 

 

 
2,284

 
3,620

 
5,904

 
(167
)
 
2003
 
09/09/14
 
15 to 40 Years
 
Paris, KY
 
(d)
 
129

 
636

 

 

 
129

 
636

 
765

 
(13
)
 
1988
 
06/30/15
 
15 to 30 Years
 
Paris, KY
 
(d)
 
209

 
576

 

 

 
209

 
576

 
785

 
(13
)
 
1992
 
06/30/15
 
15 to 30 Years
 
Paris, ME
 
(d)
 
139

 
153

 

 

 
139

 
153

 
292

 
(43
)
 
1954
 
06/28/12
 
15 to 17 Years
 
Parma, OH
 
(c)
 
437

 
1,166

 

 

 
437

 
1,166

 
1,603

 
(113
)
 
2002
 
07/17/13
 
15 to 35 Years
 
Phenix City, AL
 
(c)
 
554

 
1,392

 

 

 
554

 
1,392

 
1,946

 
(162
)
 
1999
 
07/17/13
 
13 to 33 Years
 
Phoenix, AZ
 
(d)
 
2,243

 
4,243

 

 

 
2,243

 
4,243

 
6,486

 
(1,449
)
 
2001
 
07/02/07
 
15 to 40 Years
 
Phoenix, AZ
 
(d)
 
1,212

 
380

 

 

 
1,212

 
380

 
1,592

 
(33
)
 
1985
 
03/20/15
 
7 to 40 Years
 
Pine Mountain, GA
 
(c)
 
454

 
1,627

 

 

 
454

 
1,627

 
2,081

 
(169
)
 
1999
 
07/17/13
 
10 to 37 Years
 
Pomona, CA
 
(d)
 
1,551

 
839

 

 
127

 
1,551

 
966

 
2,517

 
(85
)
 
1967
 
05/02/14
 
15 to 30 Years
 
Pomona, CA
 
(d)
 
1,078

 
864

 

 

 
1,078

 
864

 
1,942

 
(68
)
 
1999
 
06/04/14
 
15 to 40 Years
 
Port Wentworth, GA
 
(c)
 
1,627

 
1,131

 

 

 
1,627

 
1,131

 
2,758

 
(363
)
 
1991
 
07/17/13
 
4 to 35 Years
 
Portland, OR
 
(d)
 
516

 
272

 

 

 
516

 
272

 
788

 
(24
)
 
1991
 
10/28/14
 
15 to 30 Years

171


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Presque Isle, ME
 
(d)
 
708

 
390

 

 

 
708

 
390

 
1,098

 
(71
)
 
1995
 
01/24/14
 
14 to 30 Years
 
Prosser, WA
 
(d)
 
245

 
444

 

 

 
245

 
444

 
689

 
(30
)
 
1985
 
10/28/14
 
15 to 30 Years
 
Raymond, NH
 
(d)
 
1,722

 
430

 

 

 
1,722

 
430

 
2,152

 
(105
)
 
1986
 
01/24/14
 
14 to 20 Years
 
Reseda, CA
 
(d)
 
2,064

 
1,013

 

 

 
2,064

 
1,013

 
3,077

 
(83
)
 
1997
 
05/02/14
 
15 to 40 Years
 
Reseda, CA
 
(d)
 
2,422

 
605

 

 

 
2,422

 
605

 
3,027

 
(93
)
 
1997
 
05/02/14
 
15 to 30 Years
 
Roanoke, VA
 
(d)
 
238

 
497

 

 

 
238

 
497

 
735

 
(11
)
 
1988
 
06/30/15
 
15 to 30 Years
 
Roanoke, VA
 
(d)
 
616

 
534

 

 

 
616

 
534

 
1,150

 
(15
)
 
1988
 
06/30/15
 
15 to 30 Years
 
Roanoke, VA
 
(d)
 
397

 
785

 

 

 
397

 
785

 
1,182

 
(18
)
 
1986
 
06/30/15
 
15 to 30 Years
 
Roanoke, VA
 
(d)
 
397

 
685

 

 

 
397

 
685

 
1,082

 
(16
)
 
1997
 
06/30/15
 
15 to 30 Years
 
Rockland, ME
 
(d)
 
211

 
303

 

 

 
211

 
303

 
514

 
(52
)
 
1984
 
06/28/12
 
15 to 28 Years
 
Roebuck, SC
 
(a)
 
708

 
818

 

 
152

 
708

 
970

 
1,678

 
(175
)
 
1992
 
01/01/14
 
8 to 29 Years
 
Rustburg, VA
 
(d)
 
527

 
775

 

 

 
527

 
775

 
1,302

 
(21
)
 
1990
 
06/30/15
 
15 to 30 Years
 
Saint Augustine, FL
 
(a)
 
9,556

 
2,543

 

 

 
9,556

 
2,543

 
12,099

 
(2,516
)
 
2001
 
07/01/05
 
13 to 40 Years
 
Salem, OR
 
(d)
 
879

 
281

 

 

 
879

 
281

 
1,160

 
(52
)
 
1991
 
10/28/14
 
15 to 30 Years
 
Salem, VA
 
(d)
 
209

 
576

 

 

 
209

 
576

 
785

 
(13
)
 
1970
 
06/30/15
 
15 to 30 Years
 
Salem, VA
 
(d)
 
646

 
516

 

 

 
646

 
516

 
1,162

 
(15
)
 
1987
 
06/30/15
 
15 to 30 Years
 
Salem, VA
 
(d)
 
387

 
1,172

 

 

 
387

 
1,172

 
1,559

 
(25
)
 
1973
 
06/30/15
 
15 to 30 Years
 
San Francisco, CA
 
(d)
 
1,604

 
82

 

 

 
1,604

 
82

 
1,686

 
(22
)
 
1980
 
10/28/14
 
15 to 30 Years
 
Sanford, ME
 
(d)
 
807

 
579

 

 

 
807

 
579

 
1,386

 
(95
)
 
1997
 
06/28/12
 
15 to 28 Years
 
Savannah, GA
 
(c)
 
1,001

 
847

 

 

 
1,001

 
847

 
1,848

 
(145
)
 
1997
 
07/17/13
 
8 to 37 Years
 
Savannah, GA
 
(c)
 
831

 
869

 

 

 
831

 
869

 
1,700

 
(120
)
 
1990
 
07/17/13
 
14 to 30 Years
 
Scottsdale, AZ
 
(d)
 
4,416

 
2,384

 

 

 
4,416

 
2,384

 
6,800

 
(979
)
 
2000
 
07/02/07
 
15 to 40 Years
 
Scottsdale, AZ
 
(d)
 
2,765

 
2,196

 

 

 
2,765

 
2,196

 
4,961

 
(899
)
 
1995
 
07/02/07
 
15 to 40 Years
 
Scottsdale, AZ
 
(d)
 
5,123

 
2,683

 

 

 
5,123

 
2,683

 
7,806

 
(1,397
)
 
1991
 
07/02/07
 
15 to 40 Years
 
Scottsdale, AZ
 
(d)
 
3,437

 
2,373

 

 

 
3,437

 
2,373

 
5,810

 
(1,236
)
 
1996
 
07/02/07
 
15 to 40 Years
 
Seville, OH
 
(c)
 
1,141

 
2,604

 

 

 
1,141

 
2,604

 
3,745

 
(275
)
 
2003
 
07/17/13
 
15 to 36 Years
 
Sherman Mills, ME
 
(d)
 
259

 
163

 

 

 
259

 
163

 
422

 
(49
)
 
1974
 
06/28/12
 
15 to 20 Years
 
Shoreline, WA
 
(d)
 
516

 
172

 

 

 
516

 
172

 
688

 
(14
)
 
1955
 
10/28/14
 
15 to 30 Years
 
Shreveport, LA
 
(c)
 
369

 
1,183

 

 

 
369

 
1,183

 
1,552

 
(178
)
 
1988
 
07/17/13
 
4 to 25 Years
 
South Boston, VA
 
(d)
 
378

 
705

 

 

 
378

 
705

 
1,083

 
(15
)
 
1988
 
06/30/15
 
15 to 30 Years
 
South Boston, VA
 
(d)
 
407

 
834

 

 

 
407

 
834

 
1,241

 
(18
)
 
1983
 
06/30/15
 
15 to 30 Years
 
South Boston, VA
 
(d)
 
894

 
1,232

 

 

 
894

 
1,232

 
2,126

 
(29
)
 
1997
 
06/30/15
 
15 to 30 Years
 
South Boston, VA
 
(d)
 
368

 
516

 

 

 
368

 
516

 
884

 
(14
)
 
1997
 
06/30/15
 
15 to 30 Years
 
South Portland, ME
 
(d)
 
661

 
194

 

 

 
661

 
194

 
855

 
(71
)
 
1970
 
06/28/12
 
15 to 15 Years

172


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
South Portland, ME
 
(d)
 
448

 
593

 

 

 
448

 
593

 
1,041

 
(54
)
 
1970
 
01/24/14
 
14 to 40 Years
 
Spiceland, IN
 
(a)
 
9,649

 
3,063

 

 

 
9,649

 
3,063

 
12,712

 
(3,152
)
 
2001
 
07/01/05
 
13 to 40 Years
 
Springdale, SC
 
(c)
 
794

 
767

 

 

 
794

 
767

 
1,561

 
(95
)
 
1999
 
07/17/13
 
13 to 33 Years
 
Stanton, CA
 
(d)
 
985

 
566

 

 

 
985

 
566

 
1,551

 
(42
)
 
1966
 
10/31/14
 
15 to 30 Years
 
Summerville, SC
 
(a)
 
1,317

 
1,459

 

 
208

 
1,317

 
1,667

 
2,984

 
(225
)
 
2001
 
05/08/13
 
8 to 29 Years
 
Tacoma, WA
 
(d)
 
326

 
290

 

 

 
326

 
290

 
616

 
(25
)
 
1987
 
10/28/14
 
15 to 30 Years
 
Temple City, CA
 
(d)
 
948

 
544

 

 
134

 
948

 
678

 
1,626

 
(50
)
 
1955
 
05/02/14
 
15 to 30 Years
 
Twinsburg, OH
 
(c)
 
556

 
1,317

 

 

 
556

 
1,317

 
1,873

 
(135
)
 
2005
 
07/17/13
 
15 to 37 Years
 
Union Gap, WA
 
(d)
 
417

 
272

 

 

 
417

 
272

 
689

 
(26
)
 
1983
 
10/28/14
 
15 to 30 Years
 
Vallejo, CA
 
(d)
 
2,923

 
2,904

 

 

 
2,923

 
2,904

 
5,827

 
(194
)
 
1970
 
10/31/14
 
15 to 40 Years
 
Valley, AL
 
(c)
 
754

 
804

 

 

 
754

 
804

 
1,558

 
(117
)
 
1974
 
07/17/13
 
9 to 25 Years
 
Ventura, CA
 
(d)
 
2,473

 
909

 

 
169

 
2,473

 
1,078

 
3,551

 
(109
)
 
1971
 
05/02/14
 
15 to 30 Years
 
Ventura, CA
 
(d)
 
2,274

 
641

 

 

 
2,274

 
641

 
2,915

 
(185
)
 
1971
 
05/02/14
 
10 to 15 Years
 
Vista, CA
 
(d)
 
1,745

 
497

 

 

 
1,745

 
497

 
2,242

 
(50
)
 
1987
 
10/31/14
 
15 to 40 Years
 
Waitsburg, WA
 
(d)
 
190

 
344

 

 

 
190

 
344

 
534

 
(24
)
 
1980
 
10/28/14
 
15 to 30 Years
 
Waldoboro, ME
 
(d)
 
1,450

 
834

 

 

 
1,450

 
834

 
2,284

 
(103
)
 
1996
 
01/24/14
 
14 to 40 Years
 
West Monroe, LA
 
(c)
 
686

 
981

 

 

 
686

 
981

 
1,667

 
(297
)
 
1983
 
07/17/13
 
5 to 25 Years
 
West Monroe, LA
 
(c)
 
425

 
1,558

 

 

 
425

 
1,558

 
1,983

 
(300
)
 
1999
 
07/17/13
 
3 to 35 Years
 
Willoughby, OH
 
(c)
 
477

 
1,167

 

 

 
477

 
1,167

 
1,644

 
(129
)
 
1986
 
07/17/13
 
13 to 32 Years
 
Winchester, KY
 
(d)
 
755

 
775

 

 

 
755

 
775

 
1,530

 
(21
)
 
1981
 
06/30/15
 
15 to 30 Years
 
Winter Park, FL
 
(d)
 
992

 
1,021

 

 

 
992

 
1,021

 
2,013

 
(113
)
 
2004
 
12/19/13
 
15 to 40 Years
 
Wiscasset, ME
 
(d)
 
1,305

 
538

 

 

 
1,305

 
538

 
1,843

 
(105
)
 
1992
 
01/24/14
 
14 to 30 Years
 
Woodburn, OR
 
(d)
 
942

 
616

 

 

 
942

 
616

 
1,558

 
(58
)
 
1985
 
10/28/14
 
15 to 30 Years
 
Yakima, WA
 
(d)
 
462

 
317

 

 

 
462

 
317

 
779

 
(25
)
 
1989
 
10/28/14
 
15 to 30 Years
 
Yarmouth, ME
 
(d)
 
950

 
278

 

 

 
950

 
278

 
1,228

 
(52
)
 
1990
 
01/24/14
 
14 to 40 Years
Movie Theatres
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Anderson, SC
 
(d)
 
5,248

 
6,437

 

 

 
5,248

 
6,437

 
11,685

 
(437
)
 
2000
 
09/25/14
 
15 to 30 Years
 
Arnold, MO
 
(a)
 
3,275

 
3,014

 

 

 
3,275

 
3,014

 
6,289

 
(668
)
 
1999
 
07/17/13
 
5 to 21 Years
 
Batavia, IL
 
(a)
 
4,705

 
7,561

 

 

 
4,705

 
7,561

 
12,266

 
(2,356
)
 
1995
 
06/30/09
 
11 to 38 Years
 
Bixby, OK
 
(a)
 
5,585

 
10,101

 

 

 
5,585

 
10,101

 
15,686

 
(3,915
)
 
1998
 
07/01/05
 
14 to 30 Years
 
Carrollton, GA
 
(d)
 
1,879

 
5,868

 

 

 
1,879

 
5,868

 
7,747

 
(202
)
 
2005
 
12/30/14
 
15 to 40 Years
 
Cedar Rapids, IA
 
(a)
 
2,521

 
5,461

 

 

 
2,521

 
5,461

 
7,982

 
(1,606
)
 
1998
 
07/01/05
 
15 to 40 Years
 
Chubbock, ID
 
(a)
 
1,845

 
2,691

 

 

 
1,845

 
2,691

 
4,536

 
(117
)
 
2004
 
12/23/14
 
10 to 30 Years
 
Colorado Springs, CO
 
(a)
 
1,892

 
1,732

 

 

 
1,892

 
1,732

 
3,624

 
(837
)
 
1995
 
09/30/05
 
14 to 30 Years
 
Columbia, SC
 
(a)
 
2,115

 
2,091

 

 

 
2,115

 
2,091

 
4,206

 
(770
)
 
1996
 
09/30/05
 
15 to 30 Years
 
Covina, CA
 
(d)
 
5,566

 
26,922

 

 

 
5,566

 
26,922

 
32,488

 
(6,117
)
 
1997
 
06/23/04
 
13 to 40 Years

173


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Danville, VA
 
(d)
 
1,349

 
6,406

 

 

 
1,349

 
6,406

 
7,755

 
(205
)
 
2002
 
12/30/14
 
15 to 40 Years
 
Dawsonville, GA
 
(d)
 
1,859

 
4,207

 

 

 
1,859

 
4,207

 
6,066

 
(156
)
 
2005
 
12/30/14
 
15 to 40 Years
 
Dickson City, PA
 
(a)
 
4,198

 
5,269

 

 

 
4,198

 
5,269

 
9,467

 
(429
)
 
2010
 
09/29/14
 
13 to 30 Years
 
Downey, CA
 
(d)
 
1,767

 
12,172

 

 

 
1,767

 
12,172

 
13,939

 
(105
)
 
1997
 
09/30/15
 
15 to 30 Years
 
Durham, NC
 
(a)
 
1,630

 
2,685

 

 

 
1,630

 
2,685

 
4,315

 
(1,193
)
 
1994
 
09/30/05
 
13 to 30 Years
 
Fenton, MO
 
(a)
 
2,792

 
5,982

 

 

 
2,792

 
5,982

 
8,774

 
(322
)
 
2008
 
09/29/14
 
13 to 40 Years
 
Fort Wayne, IN
 
(a)
 
2,696

 
9,849

 
682

 

 
3,378

 
9,849

 
13,227

 
(2,847
)
 
2005
 
11/30/05
 
15 to 40 Years
 
Gainesville, GA
 
(d)
 
2,278

 
8,684

 

 

 
2,278

 
8,684

 
10,962

 
(269
)
 
1996
 
12/30/14
 
15 to 40 Years
 
Gibsonton, FL
 
(d)
 
4,970

 

 

 

 
4,970

 

 
4,970

 
(20
)
 
2016
 
11/05/15
 
15 to 15 Years
 
Goodyear, AZ
 
(a)
 
3,881

 
4,392

 

 

 
3,881

 
4,392

 
8,273

 
(1,320
)
 
1998
 
08/01/09
 
10 to 37 Years
 
Greensboro, NC
 
(a)
 
2,359

 
2,431

 

 

 
2,359

 
2,431

 
4,790

 
(929
)
 
1996
 
09/30/05
 
15 to 30 Years
 
Griffin, GA
 
(d)
 
1,239

 
3,188

 

 

 
1,239

 
3,188

 
4,427

 
(152
)
 
2005
 
12/30/14
 
15 to 30 Years
 
Hinesville, GA
 
(d)
 
2,049

 
5,216

 

 

 
2,049

 
5,216

 
7,265

 
(171
)
 
2001
 
12/30/14
 
15 to 40 Years
 
Johnston, IA
 
(b)
 
3,046

 
10,213

 

 

 
3,046

 
10,213

 
13,259

 
(3,381
)
 
1998
 
06/23/04
 
15 to 30 Years
 
Kansas City, MO
 
(a)
 
2,543

 
7,943

 

 

 
2,543

 
7,943

 
10,486

 
(1,940
)
 
2003
 
07/01/05
 
14 to 50 Years
 
Lebanon, PA
 
(a)
 
747

 
4,295

 

 

 
747

 
4,295

 
5,042

 
(204
)
 
2006
 
09/29/14
 
13 to 30 Years
 
Lees Summit, MO
 
(a)
 
3,517

 
9,735

 

 

 
3,517

 
9,735

 
13,252

 
(2,849
)
 
1999
 
07/01/05
 
14 to 40 Years
 
Longview, TX
 
(a)
 
1,432

 
2,946

 

 

 
1,432

 
2,946

 
4,378

 
(1,115
)
 
1995
 
09/30/05
 
15 to 30 Years
 
Martinsburg, WV
 
(a)
 
2,450

 
3,528

 

 

 
2,450

 
3,528

 
5,978

 
(1,450
)
 
1998
 
09/30/05
 
12 to 30 Years
 
Massillon, OH
 
(a)
 
1,767

 
2,667

 

 

 
1,767

 
2,667

 
4,434

 
(194
)
 
2005
 
09/29/14
 
13 to 30 Years
 
Missoula, MT
 
(a)
 
2,333

 
3,406

 

 

 
2,333

 
3,406

 
5,739

 
(1,058
)
 
1998
 
06/23/04
 
15 to 40 Years
 
Monrovia, CA
 
(d)
 
2,448

 
17,849

 

 

 
2,448

 
17,849

 
20,297

 
(150
)
 
2000
 
09/30/15
 
15 to 30 Years
 
Mooresville, NC
 
(d)
 
5,087

 
6,800

 

 

 
5,087

 
6,800

 
11,887

 
(354
)
 
1999
 
09/25/14
 
15 to 30 Years
 
Nitro, WV
 
(a)
 
1,816

 
3,068

 

 

 
1,816

 
3,068

 
4,884

 
(222
)
 
2005
 
09/29/14
 
13 to 30 Years
 
Noblesville, IN
 
(a)
 
1,760

 

 
2,338

 
10,172

 
4,098

 
10,172

 
14,270

 
(3,011
)
 
2008
 
06/30/09
 
14 to 39 Years
 
Omaha, NE
 
(d)
 
2,254

 
4,249

 

 

 
2,254

 
4,249

 
6,503

 
(159
)
 
2006
 
03/26/15
 
12 to 30 Years
 
Overland Park, KS
 
(a)
 
4,935

 
12,281

 

 

 
4,935

 
12,281

 
17,216

 
(2,613
)
 
2004
 
08/01/09
 
10 to 57 Years
 
Phoenix, AZ
 
(a)
 
2,652

 
11,495

 

 

 
2,652

 
11,495

 
14,147

 
(2,610
)
 
1997
 
07/01/05
 
12 to 40 Years
 
Portage, IN
 
(a)
 
4,621

 
8,300

 

 

 
4,621

 
8,300

 
12,921

 
(2,867
)
 
2007
 
06/30/09
 
13 to 38 Years
 
Raleigh, NC
 
(a)
 
3,636

 
8,833

 

 

 
3,636

 
8,833

 
12,469

 
(3,064
)
 
1988
 
06/10/10
 
9 to 27 Years
 
Redlands, CA
 
(d)
 
4,443

 
17,859

 

 

 
4,443

 
17,859

 
22,302

 
(159
)
 
1997
 
09/30/15
 
15 to 30 Years
 
Siginaw, MI
 
(a)
 
2,538

 

 

 
8,358

 
2,538

 
8,358

 
10,896

 
(519
)
 
2013
 
12/02/13
 
15 to 50 Years
 
Simpsonville, SC
 
(a)
 
1,862

 
5,453

 

 

 
1,862

 
5,453

 
7,315

 
(300
)
 
2010
 
09/29/14
 
13 to 40 Years
 
Surprise, AZ
 
(d)
 
2,918

 
7,122

 

 

 
2,918

 
7,122

 
10,040

 
(44
)
 
2008
 
11/10/15
 
13 to 40 Years
 
Valdosta, GA
 
(d)
 
3,038

 
13,801

 

 

 
3,038

 
13,801

 
16,839

 
(408
)
 
2001
 
12/30/14
 
15 to 40 Years
 
Warner Robins, GA
 
(d)
 
2,598

 
8,324

 

 

 
2,598

 
8,324

 
10,922

 
(265
)
 
2010
 
12/30/14
 
15 to 40 Years
 
Wilmington, NC
 
(a)
 
1,552

 
2,934

 

 

 
1,552

 
2,934

 
4,486

 
(1,071
)
 
1997
 
09/30/05
 
15 to 30 Years

174


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Winston-Salem, NC
 
(a)
 
1,567

 
2,140

 

 

 
1,567

 
2,140

 
3,707

 
(957
)
 
1993
 
10/28/05
 
13 to 30 Years
 
Woodstock, GA
 
(d)
 
2,798

 
5,057

 

 

 
2,798

 
5,057

 
7,855

 
(211
)
 
1997
 
12/30/14
 
15 to 30 Years
 
Yukon, OK
 
(b)
 
1,082

 
3,538

 

 

 
1,082

 
3,538

 
4,620

 
(366
)
 
2007
 
07/17/13
 
8 to 33 Years
Grocery
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Abilene, TX
 
(a)

 
1,586

 
2,230

 

 

 
1,586

 
2,230

 
3,816

 
(402
)
 
1979
 
03/27/13
 
6 to 20 Years
 
Alto, TX
 
(a)

 
204

 
464

 

 

 
204

 
464

 
668

 
(55
)
 
1996
 
03/31/14
 
7 to 20 Years
 
Amarillo, TX
 
(d)

 
3,559

 
4,575

 

 

 
3,559

 
4,575

 
8,134

 
(1,113
)
 
1999
 
05/23/05
 
14 to 40 Years
 
Amarillo, TX
 
(d)

 
1,828

 
1,292

 

 

 
1,828

 
1,292

 
3,120

 
(443
)
 
1988
 
05/23/05
 
9 to 30 Years
 
Amarillo, TX
 
(d)

 
1,573

 
1,586

 

 

 
1,573

 
1,586

 
3,159

 
(541
)
 
1989
 
05/23/05
 
9 to 30 Years
 
Amarillo, TX
 
(a)

 
1,574

 
1,389

 

 

 
1,574

 
1,389

 
2,963

 
(474
)
 
1989
 
05/23/05
 
9 to 30 Years
 
Ashland, OH
 
(d)

 
2,596

 
8,200

 

 

 
2,596

 
8,200

 
10,796

 
(73
)
 
2000
 
10/14/15
 
15 to 40 Years
 
Atascadero, CA
 
(d)

 
3,677

 
8,920

 

 

 
3,677

 
8,920

 
12,597

 
(275
)
 
2000
 
04/06/15
 
15 to 30 Years
 
Bakersfield, CA
 
(d)

 
2,862

 
5,709

 
(496
)
 
(978
)
 
2,366

 
4,731

 
7,097

 
(182
)
 
1991
 
03/30/15
 
15 to 30 Years
 
Blairsville, GA
 
(d)

 
1,652

 
3,102

 

 

 
1,652

 
3,102

 
4,754

 
(201
)
 
2001
 
09/30/14
 
10 to 30 Years
 
Boise, ID
 
(b)

 
1,470

 
2,280

 

 

 
1,470

 
2,280

 
3,750

 
(287
)
 
1982
 
12/17/13
 
4 to 20 Years
 
Buffalo, TX
 
(a)

 
522

 
987

 

 

 
522

 
987

 
1,509

 
(83
)
 
1990
 
03/31/14
 
7 to 30 Years
 
Burkburnett, TX
 
(a)

 
2,030

 
2,706

 

 

 
2,030

 
2,706

 
4,736

 
(698
)
 
1997
 
05/23/05
 
11 to 40 Years
 
Carlsbad, CA
 
(d)

 
9,216

 
7,189

 

 

 
9,216

 
7,189

 
16,405

 
(201
)
 
2004
 
03/09/15
 
15 to 40 Years
 
Chattanooga, TN
 
(d)

 
1,817

 
5,281

 

 

 
1,817

 
5,281

 
7,098

 
(295
)
 
1969
 
09/30/14
 
10 to 30 Years
 
Childress, TX
 
(d)

 
747

 
934

 

 

 
747

 
934

 
1,681

 
(269
)
 
1997
 
05/23/05
 
7 to 40 Years
 
Chula Vista, CA
 
(d)

 
3,801

 
5,718

 

 

 
3,801

 
5,718

 
9,519

 
(174
)
 
1986
 
03/20/15
 
15 to 30 Years
 
Cleveland, TX
 
(d)

 
465

 
2,867

 

 

 
465

 
2,867

 
3,332

 
(1,401
)
 
1991
 
12/01/05
 
15 to 20 Years
 
Conway, AR
 
(a)

 
906

 
1,521

 

 

 
906

 
1,521

 
2,427

 
(148
)
 
1990
 
03/31/14
 
2 to 20 Years
 
Corrigan, TX
 
(d)

 
395

 
630

 

 

 
395

 
630

 
1,025

 
(357
)
 
1971
 
12/01/05
 
15 to 20 Years
 
Dallas, TX
 
3,290

 
3,975

 

 

 

 
3,975

 

 
3,975

 

 
(f)
 
07/17/13
 
(f)
 
Dayton, TN
 
(d)

 
1,122

 
6,767

 

 

 
1,122

 
6,767

 
7,889

 
(287
)
 
1999
 
09/30/14
 
10 to 40 Years
 
Diboll, TX
 
(d)

 
775

 
872

 

 

 
775

 
872

 
1,647

 
(506
)
 
1974
 
12/01/05
 
15 to 20 Years
 
Dover, OH
 
(d)

 
2,596

 
8,087

 

 

 
2,596

 
8,087

 
10,683

 
(86
)
 
1990
 
10/14/15
 
15 to 30 Years
 
El Cajon, CA
 
(d)

 
7,323

 
10,056

 

 

 
7,323

 
10,056

 
17,379

 
(322
)
 
1997
 
03/16/15
 
15 to 30 Years
 
Eugene, OR
 
(d)

 
3,141

 
4,995

 

 

 
3,141

 
4,995

 
8,136

 
(111
)
 
1990
 
04/13/15
 
15 to 40 Years
 
Eureka, CA
 
(b)

 
3,108

 
12,817

 

 

 
3,108

 
12,817

 
15,925

 
(978
)
 
1960
 
07/17/13
 
3 to 40 Years
 
Fort Smith, AR
 
(a)

 
837

 
1,831

 

 

 
837

 
1,831

 
2,668

 
(181
)
 
1994
 
04/30/14
 
3 to 20 Years
 
Groveton, TX
 
(a)

 
264

 
540

 

 

 
264

 
540

 
804

 
(50
)
 
1996
 
03/31/14
 
7 to 30 Years
 
Hallettsville, TX
 
(d)

 
550

 
1,545

 

 

 
550

 
1,545

 
2,095

 
(136
)
 
2004
 
03/31/14
 
10 to 30 Years
 
Hartsville, SC
 
(d)

 
696

 
5,402

 

 

 
696

 
5,402

 
6,098

 
(236
)
 
1988
 
09/30/14
 
10 to 40 Years
 
Indianapolis, IN
 
(d)

 
1,640

 
8,063

 

 

 
1,640

 
8,063

 
9,703

 
(726
)
 
1999
 
07/17/13
 
7 to 33 Years
 
LaGrange, GA
 
(b)

 
972

 
8,435

 

 

 
972

 
8,435

 
9,407

 
(951
)
 
1998
 
07/17/13
 
4 to 25 Years

175


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Laguna Beach, CA
 
(d)

 
5,551

 
3,054

 

 

 
5,551

 
3,054

 
8,605

 
(89
)
 
1983
 
03/23/15
 
15 to 30 Years
 
Lake Oswego, OR
 
(d)

 
4,257

 
5,891

 

 

 
4,257

 
5,891

 
10,148

 
(128
)
 
1965
 
03/18/15
 
15 to 40 Years
 
Lancaster, CA
 
(b)

 
1,569

 
4,271

 

 

 
1,569

 
4,271

 
5,840

 
(374
)
 
1983
 
12/17/13
 
5 to 30 Years
 
Las Cruces, NM
 
(b)

 
1,132

 
2,765

 

 

 
1,132

 
2,765

 
3,897

 
(250
)
 
1983
 
12/17/13
 
5 to 30 Years
 
Las Vegas, NV
 
(d)

 
2,764

 
6,196

 

 

 
2,764

 
6,196

 
8,960

 
(143
)
 
2001
 
06/12/15
 
15 to 30 Years
 
Levelland, TX
 
(d)

 
1,651

 
2,158

 

 

 
1,651

 
2,158

 
3,809

 
(557
)
 
1997
 
05/23/05
 
11 to 40 Years
 
Lompoc, CA
 
(d)

 
2,743

 
8,316

 

 

 
2,743

 
8,316

 
11,059

 
(194
)
 
1992
 
06/15/15
 
15 to 30 Years
 
Lorena, TX
 
(a)

 
657

 
751

 

 

 
657

 
751

 
1,408

 
(84
)
 
1999
 
03/31/14
 
7 to 20 Years
 
Lubbock, TX
 
(a)

 
1,782

 
2,055

 

 

 
1,782

 
2,055

 
3,837

 
(530
)
 
1997
 
05/23/05
 
11 to 40 Years
 
Lufkin, TX
 
(d)

 
1,178

 
352

 

 

 
1,178

 
352

 
1,530

 
(268
)
 
1977
 
12/01/05
 
15 to 20 Years
 
McGregor, TX
 
(a)

 
748

 
795

 

 

 
748

 
795

 
1,543

 
(97
)
 
1999
 
03/31/14
 
7 to 20 Years
 
Medina, OH
 
(d)

 
4,892

 
10,983

 

 

 
4,892

 
10,983

 
15,875

 
(123
)
 
1990
 
10/14/15
 
15 to 30 Years
 
Midland, TX
 
(b)

 
1,498

 
3,096

 

 

 
1,498

 
3,096

 
4,594

 
(383
)
 
1983
 
12/17/13
 
5 to 20 Years
 
Missoula, MT
 
(d)

 
2,510

 
4,714

 

 

 
2,510

 
4,714

 
7,224

 
(157
)
 
1999
 
03/11/15
 
15 to 30 Years
 
Missoula, MT
 
(d)

 
3,008

 
5,168

 

 

 
3,008

 
5,168

 
8,176

 
(166
)
 
2008
 
03/12/15
 
15 to 30 Years
 
Monroe, WA
 
(d)

 
2,288

 
7,242

 

 

 
2,288

 
7,242

 
9,530

 
(204
)
 
1990
 
02/12/15
 
15 to 40 Years
 
Muleshoe, TX
 
(b)

 
471

 
1,770

 

 

 
471

 
1,770

 
2,241

 
(267
)
 
1999
 
08/29/11
 
15 to 40 Years
 
Navasota, TX
 
(d)

 
781

 
1,499

 

 

 
781

 
1,499

 
2,280

 
(567
)
 
1992
 
12/01/05
 
15 to 30 Years
 
Northlake, IL
 
(a)

 
1,669

 
4,007

 

 

 
1,669

 
4,007

 
5,676

 
(264
)
 
2001
 
03/28/14
 
15 to 30 Years
 
Omaha, NE
 
(b)

 
2,198

 
3,328

 

 

 
2,198

 
3,328

 
5,526

 
(456
)
 
1982
 
12/17/13
 
4 to 20 Years
 
Palmdale, CA
 
(d)

 
3,850

 
9,803

 

 

 
3,850

 
9,803

 
13,653

 
(244
)
 
2005
 
03/23/15
 
15 to 40 Years
 
Perryton, TX
 
(a)

 
1,029

 
597

 

 

 
1,029

 
597

 
1,626

 
(200
)
 
1997
 
05/23/05
 
7 to 40 Years
 
Plainview, TX
 
(d)

 
620

 
5,415

 

 

 
620

 
5,415

 
6,035

 
(1,208
)
 
2000
 
08/25/05
 
14 to 40 Years
 
Port Angeles, WA
 
(d)

 
2,227

 
7,361

 

 

 
2,227

 
7,361

 
9,588

 
(250
)
 
1995
 
02/17/15
 
15 to 30 Years
 
Renton, WA
 
(d)

 
5,441

 
16,494

 

 

 
5,441

 
16,494

 
21,935

 
(410
)
 
1996
 
03/04/15
 
15 to 40 Years
 
Rogers, AR
 
(a)

 
1,028

 
1,685

 

 

 
1,028

 
1,685

 
2,713

 
(164
)
 
1994
 
03/31/14
 
6 to 20 Years
 
Scottsdale, AZ
 
(d)

 
3,337

 
6,683

 
(598
)
 
(1,183
)
 
2,739

 
5,500

 
8,239

 
(153
)
 
1998
 
05/27/15
 
15 to 30 Years
 
Silverdale, WA
 
(d)

 
3,302

 
5,948

 

 

 
3,302

 
5,948

 
9,250

 
(161
)
 
1999
 
03/06/15
 
15 to 40 Years
 
Snyder, TX
 
(d)

 
2,062

 
2,963

 

 

 
2,062

 
2,963

 
5,025

 
(723
)
 
1999
 
05/23/05
 
14 to 40 Years
 
St. Paul, MN
 
(a)

 
1,262

 
1,016

 

 

 
1,262

 
1,016

 
2,278

 
(75
)
 
1980
 
03/31/14
 
15 to 30 Years
 
Tigard, OR
 
(d)

 
5,515

 
4,279

 

 

 
5,515

 
4,279

 
9,794

 
(131
)
 
1998
 
04/01/15
 
15 to 30 Years
 
Tigard, OR
 
(d)

 
3,346

 
3,717

 

 

 
3,346

 
3,717

 
7,063

 
(108
)
 
1988
 
03/30/15
 
15 to 30 Years
 
Timpson, TX
 
(d)

 
253

 
312

 

 

 
253

 
312

 
565

 
(194
)
 
1978
 
12/01/05
 
15 to 20 Years
 
Vernon, TX
 
(a)

 
1,791

 
2,550

 

 

 
1,791

 
2,550

 
4,341

 
(658
)
 
1997
 
05/23/05
 
11 to 40 Years
 
Wadsworth, OH
 
(d)

 
2,197

 
9,285

 

 

 
2,197

 
9,285

 
11,482

 
(91
)
 
1985
 
10/14/15
 
15 to 30 Years
 
Walla Walla, WA
 
(d)

 
1,964

 
8,420

 

 

 
1,964

 
8,420

 
10,384

 
(212
)
 
1972
 
03/02/15
 
15 to 40 Years
 
West St. Paul, MN
 
(a)

 
828

 
1,026

 

 

 
828

 
1,026

 
1,854

 
(81
)
 
1980
 
03/31/14
 
15 to 30 Years

176


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Westlake Village, CA
 
(d)

 
6,449

 
6,129

 

 

 
6,449

 
6,129

 
12,578

 
(163
)
 
1998
 
04/20/15
 
15 to 30 Years
 
Wichita Falls, TX
 
(d)

 

 
6,259

 

 

 

 
6,259

 
6,259

 
(2,785
)
 
1997
 
05/23/05
 
13 to 20 Years
 
Woodbury, MN
 
(a)

 
1,213

 
1,706

 

 

 
1,213

 
1,706

 
2,919

 
(120
)
 
1976
 
03/31/14
 
15 to 30 Years
 
Wooster, OH
 
(d)

 
3,694

 
8,087

 

 

 
3,694

 
8,087

 
11,781

 
(87
)
 
1980
 
10/14/15
 
15 to 30 Years
Drug Stores / Pharmacies
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Akron, OH
 
(d)

 
401

 
3,153

 
67

 

 
468

 
3,153

 
3,621

 
(262
)
 
1994
 
7/17/2013
 
1 to 37 Years
 
Albany, GA
 
(b)

 
961

 
3,314

 

 

 
961

 
3,314

 
4,275

 
(242
)
 
2008
 
7/17/2013
 
12 to 43 Years
 
Alliance, OH
 
(d)

 
556

 
1,317

 

 

 
556

 
1,317

 
1,873

 
(194
)
 
1996
 
7/17/2013
 
3 to 31 Years
 
Alpharetta, GA
 
(b)

 
968

 
2,614

 

 

 
968

 
2,614

 
3,582

 
(212
)
 
1998
 
7/17/2013
 
5 to 40 Years
 
Amarillo, TX
 
1,741

 
916

 
2,747

 

 

 
916

 
2,747

 
3,663

 
(137
)
 
1994
 
7/17/2013
 
20 to 20 Years
 
Antioch, TN
 
(d)

 
1,985

 
4,351

 

 

 
1,985

 
4,351

 
6,336

 
(305
)
 
2002
 
7/17/2013
 
14 to 43 Years
 
Atlanta, GA
 
(b)

 
1,316

 
2,266

 

 

 
1,316

 
2,266

 
3,582

 
(196
)
 
2006
 
7/17/2013
 
14 to 42 Years
 
Austin, MN
 
3,531

 
485

 
3,606

 

 

 
485

 
3,606

 
4,091

 
(261
)
 
2004
 
7/17/2013
 
11 to 42 Years
 
Azle, TX
 
(b)

 
1,213

 
3,504

 

 

 
1,213

 
3,504

 
4,717

 
(240
)
 
2008
 
7/17/2013
 
15 to 43 Years
 
Batesville, MS
 
(b)

 
421

 
3,932

 

 

 
421

 
3,932

 
4,353

 
(263
)
 
2007
 
7/17/2013
 
10 to 42 Years
 
Beverly Hills, TX
 
(d)

 
1,142

 
2,559

 

 

 
1,142

 
2,559

 
3,701

 
(218
)
 
1998
 
7/17/2013
 
5 to 40 Years
 
Brainerd, MN
 
(d)

 
543

 
4,411

 

 

 
543

 
4,411

 
4,954

 
(331
)
 
2000
 
7/17/2013
 
7 to 42 Years
 
Brentwood, TN
 
2,683

 
2,933

 
2,584

 

 

 
2,933

 
2,584

 
5,517

 
(359
)
 
2006
 
7/17/2013
 
11 to 38 Years
 
Bridgetown, OH
 
3,043

 
1,015

 
3,769

 

 

 
1,015

 
3,769

 
4,784

 
(275
)
 
1999
 
7/17/2013
 
5 to 43 Years
 
Bryan, TX
 
4,111

 
1,049

 
5,633

 

 

 
1,049

 
5,633

 
6,682

 
(385
)
 
2001
 
7/17/2013
 
6 to 40 Years
 
Buffalo, NY
 
(a)

 
681

 
925

 

 

 
681

 
925

 
1,606

 
(232
)
 
1993
 
7/1/2005
 
19 to 40 Years
 
Canton, IL
 
4,429

 
703

 
4,098

 

 

 
703

 
4,098

 
4,801

 
(293
)
 
2006
 
7/17/2013
 
12 to 43 Years
 
Carrolton, TX
 
(d)

 
945

 
1,967

 

 

 
945

 
1,967

 
2,912

 
(155
)
 
1995
 
7/17/2013
 
1 to 39 Years
 
Chino Valley, AZ
 
(d)

 
663

 
3,871

 

 

 
663

 
3,871

 
4,534

 
(286
)
 
2007
 
7/17/2013
 
10 to 42 Years
 
Cincinnati, OH
 
3,341

 
1,213

 
4,438

 

 

 
1,213

 
4,438

 
5,651

 
(338
)
 
2001
 
7/17/2013
 
6 to 42 Years
 
Cincinnati, OH
 
(b)

 
1,527

 
4,307

 

 

 
1,527

 
4,307

 
5,834

 
(312
)
 
2000
 
7/17/2013
 
7 to 42 Years
 
Cleveland, OH
 
(d)

 
776

 
1,158

 

 

 
776

 
1,158

 
1,934

 
(131
)
 
1998
 
7/17/2013
 
5 to 30 Years
 
Clinton, NY
 
1,983

 
1,050

 
2,090

 

 

 
1,050

 
2,090

 
3,140

 
(190
)
 
2005
 
7/17/2013
 
11 to 42 Years
 
Collierville, TN
 
14,200

 
2,217

 
14,205

 

 

 
2,217

 
14,205

 
16,422

 
(1,179
)
 
2002
 
7/17/2013
 
5 to 45 Years
 
Columbia, MO
 
(b)

 
1,047

 
5,242

 

 

 
1,047

 
5,242

 
6,289

 
(330
)
 
2002
 
7/17/2013
 
9 to 44 Years
 
Columbia, TN
 
(d)

 
842

 
1,864

 

 

 
842

 
1,864

 
2,706

 
(167
)
 
1997
 
7/17/2013
 
4 to 37 Years
 
Columbia, TN
 
(d)

 
1,109

 
1,683

 

 

 
1,109

 
1,683

 
2,792

 
(156
)
 
1997
 
7/17/2013
 
4 to 41 Years
 
Columbus, MS
 
(b)

 
769

 
3,475

 

 

 
769

 
3,475

 
4,244

 
(243
)
 
2004
 
7/17/2013
 
11 to 41 Years
 
Crossville, TN
 
(b)

 
1,890

 
3,680

 

 

 
1,890

 
3,680

 
5,570

 
(273
)
 
2001
 
7/17/2013
 
7 to 41 Years
 
Dallas, TX
 
2,175

 
735

 
3,328

 

 

 
735

 
3,328

 
4,063

 
(242
)
 
1996
 
7/17/2013
 
3 to 40 Years
 
Decatur, IL
 
4,003

 
968

 
3,300

 

 

 
968

 
3,300

 
4,268

 
(279
)
 
2005
 
7/17/2013
 
12 to 42 Years
 
Defiance, OH
 
(d)

 
645

 
2,452

 

 

 
645

 
2,452

 
3,097

 
(223
)
 
2005
 
7/17/2013
 
11 to 38 Years
 
DeSoto, TX
 
(b)

 
1,007

 
2,313

 

 

 
1,007

 
2,313

 
3,320

 
(198
)
 
1997
 
7/17/2013
 
5 to 40 Years

177


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Easton, PA
 
4,060

 
1,028

 
3,996

 

 

 
1,028

 
3,996

 
5,024

 
(317
)
 
2006
 
7/17/2013
 
12 to 41 Years
 
Elmira, NY
 
2,882

 
1,066

 
4,230

 

 

 
1,066

 
4,230

 
5,296

 
(308
)
 
2007
 
7/17/2013
 
12 to 43 Years
 
Enterprise, AL
 
(d)

 
1,163

 
1,612

 

 

 
1,163

 
1,612

 
2,775

 
(168
)
 
2006
 
7/17/2013
 
11 to 37 Years
 
Essex, MD
 
(d)

 
1,985

 
4,351

 

 

 
1,985

 
4,351

 
6,336

 
(305
)
 
2007
 
7/17/2013
 
14 to 43 Years
 
Evansville, IN
 
(b)

 
1,249

 
3,924

 

 

 
1,249

 
3,924

 
5,173

 
(289
)
 
2007
 
7/17/2013
 
12 to 44 Years
 
Florence, SC
 
1,706

 
744

 
2,070

 

 

 
744

 
2,070

 
2,814

 
(167
)
 
1998
 
7/17/2013
 
5 to 39 Years
 
Fort Worth, TX
 
3,675

 
1,601

 
1,894

 

 

 
1,601

 
1,894

 
3,495

 
(174
)
 
1999
 
7/17/2013
 
6 to 39 Years
 
Fredericksburg, VA
 
2,979

 
1,426

 
2,077

 

 

 
1,426

 
2,077

 
3,503

 
(198
)
 
2006
 
7/17/2013
 
14 to 37 Years
 
Fremont, OH
 
(d)

 
504

 
1,405

 

 

 
504

 
1,405

 
1,909

 
(154
)
 
1998
 
7/17/2013
 
4 to 31 Years
 
Gainesville, FL
 
2,465

 
922

 
2,705

 

 

 
922

 
2,705

 
3,627

 
(209
)
 
1998
 
7/17/2013
 
4 to 40 Years
 
Galloway, OH
 
4,250

 
1,708

 
2,886

 

 

 
1,708

 
2,886

 
4,594

 
(266
)
 
2002
 
7/17/2013
 
11 to 40 Years
 
Glassport, PA
 
2,325

 
550

 
2,471

 

 

 
550

 
2,471

 
3,021

 
(230
)
 
2006
 
7/17/2013
 
11 to 37 Years
 
Glenville Scotia, NY
 
3,413

 
1,314

 
3,964

 

 

 
1,314

 
3,964

 
5,278

 
(305
)
 
2006
 
7/17/2013
 
12 to 43 Years
 
Gulfport, MS
 
2,611

 
441

 
4,208

 

 

 
441

 
4,208

 
4,649

 
(295
)
 
2000
 
7/17/2013
 
12 to 40 Years
 
Hamilton, OH
 
(d)

 
738

 
2,429

 

 

 
738

 
2,429

 
3,167

 
(204
)
 
1998
 
7/17/2013
 
5 to 39 Years
 
Harriman, TN
 
2,485

 
1,951

 
3,250

 

 

 
1,951

 
3,250

 
5,201

 
(260
)
 
2007
 
7/17/2013
 
12 to 43 Years
 
Houston, TX
 
3,673

 
1,079

 
3,582

 

 

 
1,079

 
3,582

 
4,661

 
(255
)
 
2001
 
7/17/2013
 
6 to 40 Years
 
Humble, TX
 
4,395

 
1,539

 
3,560

 

 

 
1,539

 
3,560

 
5,099

 
(275
)
 
2003
 
7/17/2013
 
11 to 40 Years
 
Indianapolis, IN
 
(b)

 
860

 
2,754

 

 

 
860

 
2,754

 
3,614

 
(232
)
 
1998
 
7/17/2013
 
10 to 40 Years
 
Indianapolis, IN
 
(b)

 
733

 
2,882

 

 

 
733

 
2,882

 
3,615

 
(235
)
 
1997
 
7/17/2013
 
10 to 38 Years
 
Jacksonville, FL
 
(b)

 
521

 
4,365

 

 

 
521

 
4,365

 
4,886

 
(307
)
 
2000
 
7/17/2013
 
7 to 40 Years
 
Kansas City, MO
 
2,990

 
634

 
4,341

 

 

 
634

 
4,341

 
4,975

 
(313
)
 
1997
 
7/17/2013
 
4 to 43 Years
 
Kansas City, MO
 
2,438

 
532

 
3,549

 

 

 
532

 
3,549

 
4,081

 
(282
)
 
1998
 
7/17/2013
 
4 to 39 Years
 
Kansas City, MO
 
2,464

 
862

 
4,367

 

 

 
862

 
4,367

 
5,229

 
(312
)
 
2000
 
7/17/2013
 
6 to 42 Years
 
Kansas City, MO
 
3,034

 
518

 
4,234

 

 

 
518

 
4,234

 
4,752

 
(303
)
 
1999
 
7/17/2013
 
6 to 43 Years
 
Kissimmee, FL
 
(d)

 
1,508

 
2,153

 

 

 
1,508

 
2,153

 
3,661

 
(213
)
 
1995
 
7/17/2013
 
2 to 40 Years
 
Knoxville, TN
 
(d)

 
2,107

 
3,334

 

 

 
2,107

 
3,334

 
5,441

 
(276
)
 
2000
 
7/17/2013
 
6 to 40 Years
 
Lake Worth, TX
 
(d)

 
1,044

 
1,817

 

 

 
1,044

 
1,817

 
2,861

 
(201
)
 
1996
 
7/17/2013
 
2 to 30 Years
 
Lakewood, OH
 
(d)

 
522

 
2,053

 

 

 
522

 
2,053

 
2,575

 
(179
)
 
1996
 
7/17/2013
 
3 to 35 Years
 
LaMarque, TX
 
(b)

 
464

 
3,139

 

 

 
464

 
3,139

 
3,603

 
(255
)
 
2000
 
7/17/2013
 
7 to 40 Years
 
Lansing, MI
 
1,041

 
196

 
1,487

 

 

 
196

 
1,487

 
1,683

 
(141
)
 
1996
 
7/17/2013
 
3 to 31 Years
 
Lima, OH
 
3,103

 
568

 
3,221

 

 

 
568

 
3,221

 
3,789

 
(248
)
 
2005
 
7/17/2013
 
12 to 43 Years
 
Lincoln, IL
 
(b)

 
444

 
3,043

 

 

 
444

 
3,043

 
3,487

 
(236
)
 
2007
 
7/17/2013
 
11 to 43 Years
 
Lincolnton, NC
 
1,538

 
548

 
1,537

 

 

 
548

 
1,537

 
2,085

 
(143
)
 
1998
 
7/17/2013
 
4 to 37 Years
 
Long Beach, MS
 
3,662

 
502

 
3,718

 

 

 
502

 
3,718

 
4,220

 
(255
)
 
2005
 
7/17/2013
 
10 to 41 Years
 
Mableton, GA
 
1,370

 
338

 
1,543

 
(148
)
 
(659
)
 
190

 
884

 
1,074

 
(71
)
 
1994
 
7/17/2013
 
30 to 30 Years
 
Madeira, OH
 
(d)

 
951

 
3,978

 

 

 
951

 
3,978

 
4,929

 
(277
)
 
1998
 
7/17/2013
 
5 to 44 Years
 
Madison, MS
 
(d)

 
745

 
3,323

 

 

 
745

 
3,323

 
4,068

 
(253
)
 
2004
 
7/17/2013
 
11 to 40 Years
 
Maynard, MA
 
5,596

 
1,683

 
3,984

 

 

 
1,683

 
3,984

 
5,667

 
(271
)
 
2004
 
7/17/2013
 
14 to 42 Years

178


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Mechanicville, NY
 
(d)

 
654

 
3,120

 

 

 
654

 
3,120

 
3,774

 
(240
)
 
1997
 
7/17/2013
 
4 to 38 Years
 
Memphis, TN
 
5,058

 
961

 
5,389

 

 

 
961

 
5,389

 
6,350

 
(361
)
 
2002
 
7/17/2013
 
12 to 43 Years
 
Mobile, AL
 
(b)

 
586

 
4,389

 

 

 
586

 
4,389

 
4,975

 
(275
)
 
2007
 
7/17/2013
 
13 to 44 Years
 
Moundsville, WV
 
(a)

 
706

 
1,002

 

 

 
706

 
1,002

 
1,708

 
(255
)
 
1993
 
7/1/2005
 
19 to 40 Years
 
Mount Pleasant, TX
 
(b)

 
1,192

 
4,578

 

 

 
1,192

 
4,578

 
5,770

 
(343
)
 
2009
 
7/17/2013
 
14 to 43 Years
 
Myrtle Beach, SC
 
4,788

 
828

 
4,024

 

 

 
828

 
4,024

 
4,852

 
(293
)
 
2004
 
7/17/2013
 
12 to 42 Years
 
New Cumberland, PA
 
(b)

 
794

 
2,663

 

 

 
794

 
2,663

 
3,457

 
(206
)
 
2007
 
7/17/2013
 
12 to 43 Years
 
Newton, IA
 
(b)

 
365

 
4,475

 

 

 
365

 
4,475

 
4,840

 
(303
)
 
2001
 
7/17/2013
 
7 to 44 Years
 
Okeechobee, FL
 
(d)

 
674

 
5,088

 

 

 
674

 
5,088

 
5,762

 
(468
)
 
2001
 
7/17/2013
 
9 to 30 Years
 
Olivette, MO
 
(b)

 
1,816

 
5,917

 

 

 
1,816

 
5,917

 
7,733

 
(442
)
 
2001
 
7/17/2013
 
11 to 42 Years
 
Oneida, NY
 
(a)

 
1,315

 
1,411

 

 

 
1,315

 
1,411

 
2,726

 
(358
)
 
1999
 
7/1/2005
 
19 to 40 Years
 
Oneida, TN
 
2,485

 
1,866

 
3,334

 

 

 
1,866

 
3,334

 
5,200

 
(261
)
 
2007
 
7/17/2013
 
13 to 43 Years
 
Onley, VA
 
(d)

 
2,530

 
2,296

 

 

 
2,530

 
2,296

 
4,826

 
(219
)
 
2007
 
7/17/2013
 
12 to 43 Years
 
Orlando, FL
 
3,016

 
781

 
3,799

 

 

 
781

 
3,799

 
4,580

 
(353
)
 
2005
 
7/17/2013
 
10 to 30 Years
 
Parkville, MO
 
4,274

 
1,854

 
2,568

 

 

 
1,854

 
2,568

 
4,422

 
(241
)
 
2006
 
7/17/2013
 
11 to 38 Years
 
Philadelphia, PA
 
(a)

 
733

 
1,087

 

 

 
733

 
1,087

 
1,820

 
(272
)
 
1993
 
7/1/2005
 
19 to 40 Years
 
Philadelphia, PA
 
(a)

 
1,613

 
1,880

 

 

 
1,613

 
1,880

 
3,493

 
(464
)
 
1999
 
7/1/2005
 
19 to 40 Years
 
Picayune, MS
 
2,766

 
954

 
3,132

 

 

 
954

 
3,132

 
4,086

 
(222
)
 
2006
 
7/17/2013
 
10 to 42 Years
 
Plains, PA
 
3,380

 
1,502

 
2,611

 

 

 
1,502

 
2,611

 
4,113

 
(244
)
 
2006
 
7/17/2013
 
12 to 37 Years
 
Portsmouth, OH
 
(d)

 
354

 
1,953

 

 

 
354

 
1,953

 
2,307

 
(153
)
 
1997
 
7/17/2013
 
5 to 38 Years
 
Portsmouth, OH
 
(b)

 
219

 
2,049

 

 

 
219

 
2,049

 
2,268

 
(146
)
 
1997
 
7/17/2013
 
4 to 38 Years
 
Richardson, TX
 
(b)

 
803

 
2,575

 

 

 
803

 
2,575

 
3,378

 
(193
)
 
1996
 
7/17/2013
 
3 to 40 Years
 
Richland Hills, TX
 
(b)

 
997

 
2,951

 

 

 
997

 
2,951

 
3,948

 
(224
)
 
1997
 
7/17/2013
 
4 to 40 Years
 
Richmond Hills, GA
 
(b)

 
688

 
4,081

 

 

 
688

 
4,081

 
4,769

 
(287
)
 
2009
 
7/17/2013
 
13 to 44 Years
 
Richmond, VA
 
(d)

 
1,885

 
2,752

 

 

 
1,885

 
2,752

 
4,637

 
(205
)
 
1997
 
7/17/2013
 
4 to 39 Years
 
River Oaks, TX
 
(b)

 
829

 
2,871

 

 

 
829

 
2,871

 
3,700

 
(234
)
 
1996
 
7/17/2013
 
3 to 40 Years
 
Rome, NY
 
(b)

 
1,135

 
3,104

 

 

 
1,135

 
3,104

 
4,239

 
(227
)
 
2007
 
7/17/2013
 
13 to 43 Years
 
Roselle, NJ
 
5,742

 
2,512

 
4,864

 

 

 
2,512

 
4,864

 
7,376

 
(370
)
 
2002
 
7/17/2013
 
12 to 41 Years
 
Saco, ME
 
(d)

 
898

 
1,702

 

 

 
898

 
1,702

 
2,600

 
(210
)
 
1997
 
7/17/2013
 
3 to 29 Years
 
Saginaw, MI
 
(a)

 
1,064

 
3,906

 

 

 
1,064

 
3,906

 
4,970

 
(288
)
 
2000
 
7/17/2013
 
7 to 41 Years
 
San Antonio, TX
 
4,060

 
841

 
3,909

 

 

 
841

 
3,909

 
4,750

 
(270
)
 
2004
 
7/17/2013
 
14 to 40 Years
 
Saraland, AL
 
5,079

 
741

 
4,593

 

 

 
741

 
4,593

 
5,334

 
(323
)
 
2003
 
7/17/2013
 
12 to 44 Years
 
Seattle, WA
 
(b)

 
2,589

 
4,245

 

 

 
2,589

 
4,245

 
6,834

 
(306
)
 
2002
 
7/17/2013
 
9 to 43 Years
 
Sharonville, OH
 
(d)

 
2,542

 
1,940

 

 

 
2,542

 
1,940

 
4,482

 
(219
)
 
1998
 
7/17/2013
 
5 to 32 Years
 
Shreveport, LA
 
2,815

 
1,461

 
3,605

 

 

 
1,461

 
3,605

 
5,066

 
(283
)
 
1999
 
7/17/2013
 
6 to 40 Years

179


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Spartanburg, SC
 
2,259

 
1,196

 
1,671

 

 

 
1,196

 
1,671

 
2,867

 
(164
)
 
1999
 
7/17/2013
 
5 to 34 Years
 
St. Augustine, FL
 
(b)

 
1,048

 
2,905

 

 

 
1,048

 
2,905

 
3,953

 
(224
)
 
2008
 
7/17/2013
 
11 to 42 Years
 
St. Clair Shores, MI
 
(a)

 
1,169

 
761

 

 

 
1,169

 
761

 
1,930

 
(258
)
 
1991
 
5/2/2005
 
15 to 30 Years
 
St. Louis, MO
 
(d)

 
1,334

 
4,844

 

 

 
1,334

 
4,844

 
6,178

 
(373
)
 
2001
 
7/17/2013
 
8 to 43 Years
 
The Colony, TX
 
(d)

 
1,028

 
1,769

 

 

 
1,028

 
1,769

 
2,797

 
(144
)
 
1996
 
7/17/2013
 
1 to 40 Years
 
Topeka, KS
 
1,870

 
912

 
2,681

 

 

 
912

 
2,681

 
3,593

 
(232
)
 
1999
 
7/17/2013
 
6 to 38 Years
 
Tulsa, OK
 
(d)

 
741

 
3,179

 

 

 
741

 
3,179

 
3,920

 
(240
)
 
1994
 
7/17/2013
 
1 to 35 Years
 
Uhrichsville, OH
 
(a)

 
617

 
2,345

 

 

 
617

 
2,345

 
2,962

 
(552
)
 
2000
 
7/1/2005
 
19 to 40 Years
 
Waco, TX
 
(d)

 
858

 
3,455

 

 

 
858

 
3,455

 
4,313

 
(284
)
 
1998
 
7/17/2013
 
5 to 35 Years
 
Wauseon, OH
 
(d)

 
1,000

 
2,034

 

 

 
1,000

 
2,034

 
3,034

 
(198
)
 
2005
 
7/17/2013
 
12 to 37 Years
 
Waynesville, NC
 
(d)

 
1,495

 
2,365

 

 

 
1,495

 
2,365

 
3,860

 
(190
)
 
2005
 
7/17/2013
 
12 to 42 Years
 
Wichita Falls, TX
 
(d)

 
503

 
2,530

 

 

 
503

 
2,530

 
3,033

 
(202
)
 
1995
 
7/17/2013
 
2 to 40 Years
 
Wichita Falls, TX
 
(d)

 
528

 
2,022

 

 

 
528

 
2,022

 
2,550

 
(155
)
 
1995
 
7/17/2013
 
1 to 40 Years
Building Materials
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Aiken, SC
 
(a)

 
108

 
265

 

 

 
108

 
265

 
373

 
(124
)
 
1985
 
05/01/05
 
15 to 20 Years
 
Alamogordo, NM
 
(b)

 
645

 
861

 

 

 
645

 
861

 
1,506

 
(220
)
 
1980
 
11/10/08
 
15 to 40 Years
 
Altoona, PA
 
(b)

 
342

 
545

 

 

 
342

 
545

 
887

 
(200
)
 
1993
 
11/10/08
 
15 to 30 Years
 
Ankeny, IA
 
(b)

 
687

 
2,162

 

 

 
687

 
2,162

 
2,849

 
(204
)
 
2006
 
07/17/13
 
8 to 43 Years
 
Arnold, MO
 
(b)

 
973

 
553

 

 

 
973

 
553

 
1,526

 
(296
)
 
1984
 
07/03/12
 
10 to 15 Years
 
Asheville, NC
 
(b)

 
2,013

 
2,307

 

 

 
2,013

 
2,307

 
4,320

 
(1,354
)
 
1988
 
07/03/12
 
14 to 30 Years
 
Ashland, KY
 
(b)

 
1,009

 
1,032

 

 

 
1,009

 
1,032

 
2,041

 
(485
)
 
1991
 
10/14/10
 
15 to 30 Years
 
Ashland, WI
 
(d)

 
462

 
791

 

 
(154
)
 
462

 
637

 
1,099

 
(360
)
 
1975
 
05/31/06
 
15 to 20 Years
 
Auburn, AL
 
(b)

 
884

 
1,530

 

 

 
884

 
1,530

 
2,414

 
(194
)
 
2007
 
07/17/13
 
10 to 32 Years
 
Auburn, NY
 
(b)

 
397

 
786

 

 

 
397

 
786

 
1,183

 
(303
)
 
1962
 
11/10/08
 
15 to 30 Years
 
Bakersfield, CA
 
(b)

 
1,235

 
1,659

 

 

 
1,235

 
1,659

 
2,894

 
(611
)
 
1976
 
07/03/12
 
14 to 30 Years
 
Baldwinsville, NY
 
1,420

 
1,105

 
2,008

 

 

 
1,105

 
2,008

 
3,113

 
(288
)
 
2005
 
07/17/13
 
11 to 37 Years
 
Bardstown, KY
 
(b)

 
766

 
837

 

 

 
766

 
837

 
1,603

 
(333
)
 
2000
 
11/10/08
 
15 to 40 Years
 
Baton Rouge, LA
 
(b)

 
1,568

 
5,806

 

 

 
1,568

 
5,806

 
7,374

 
(1,539
)
 
2003
 
10/14/10
 
15 to 40 Years
 
Baytown, TX
 
2,251

 
1,440

 
1,712

 

 

 
1,440

 
1,712

 
3,152

 
(207
)
 
2007
 
07/17/13
 
9 to 39 Years
 
Beaver, WV
 
(b)

 
169

 
375

 

 

 
169

 
375

 
544

 
(152
)
 
1991
 
11/10/08
 
15 to 20 Years
 
Binghamton, NY
 
(b)

 
380

 
1,047

 

 

 
380

 
1,047

 
1,427

 
(402
)
 
1975
 
07/03/12
 
14 to 30 Years
 
Bowling Green, KY
 
(a)

 
136

 
228

 

 

 
136

 
228

 
364

 
(90
)
 
1993
 
05/01/05
 
15 to 30 Years
 
Bradenton, FL
 
(b)

 
2,160

 
3,030

 

 

 
2,160

 
3,030

 
5,190

 
(1,343
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Bridgeport, OH
 
(b)

 
360

 
544

 

 

 
360

 
544

 
904

 
(267
)
 
1984
 
11/10/08
 
15 to 20 Years

180


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Buckhannon, WV
 
(b)

 
343

 
733

 

 

 
343

 
733

 
1,076

 
(225
)
 
1982
 
11/10/08
 
15 to 30 Years
 
Cambridge, MD
 
(b)

 
465

 
446

 

 

 
465

 
446

 
911

 
(198
)
 
1988
 
07/03/12
 
14 to 20 Years
 
Cambridge, OH
 
(b)

 
542

 
781

 

 

 
542

 
781

 
1,323

 
(308
)
 
1978
 
11/10/08
 
15 to 30 Years
 
Carroll, OH
 
(d)

 
1,144

 
4,557

 

 

 
1,144

 
4,557

 
5,701

 
(588
)
 
1976
 
07/17/13
 
3 to 30 Years
 
Charlotte, NC
 
(d)

 
4,582

 
6,511

 

 

 
4,582

 
6,511

 
11,093

 
(937
)
 
2007
 
07/17/13
 
10 to 26 Years
 
Charlottesville, VA
 
(b)

 
414

 
663

 

 

 
414

 
663

 
1,077

 
(200
)
 
1981
 
06/02/08
 
15 to 30 Years
 
Chattaroy, WV
 
(b)

 
107

 
227

 

 

 
107

 
227

 
334

 
(159
)
 
1982
 
11/10/08
 
10 to 18 Years
 
Clarkseville, DE
 
(b)

 
2,121

 
2,877

 
(30
)
 

 
2,091

 
2,877

 
4,968

 
(1,146
)
 
1970
 
10/14/10
 
15 to 40 Years
 
Clarksville, TN
 
(b)

 
1,145

 
1,972

 

 

 
1,145

 
1,972

 
3,117

 
(761
)
 
2005
 
04/27/07
 
15 to 40 Years
 
Clovis, NM
 
(a)

 
1,704

 
1,342

 

 

 
1,704

 
1,342

 
3,046

 
(255
)
 
2007
 
07/17/13
 
9 to 33 Years
 
Cohasset, MN
 
(b)

 
334

 
1,134

 

 

 
334

 
1,134

 
1,468

 
(167
)
 
2007
 
07/17/13
 
10 to 26 Years
 
Columbus, OH
 
(b)

 
786

 
397

 

 

 
786

 
397

 
1,183

 
(209
)
 
1970
 
11/10/08
 
15 to 20 Years
 
Conroe, TX
 
(a)

 
492

 
723

 

 

 
492

 
723

 
1,215

 
(294
)
 
1999
 
07/01/05
 
14 to 30 Years
 
Crockett, TX
 
(b)

 
835

 
1,591

 

 

 
835

 
1,591

 
2,426

 
(223
)
 
2006
 
07/17/13
 
8 to 36 Years
 
Cumberland, MD
 
(b)

 
678

 
353

 

 

 
678

 
353

 
1,031

 
(162
)
 
1996
 
07/03/12
 
14 to 20 Years
 
Danville, IN
 
(b)

 
831

 
923

 

 

 
831

 
923

 
1,754

 
(236
)
 
1993
 
11/10/08
 
15 to 40 Years
 
Danville, KY
 
(b)

 
502

 
703

 

 

 
502

 
703

 
1,205

 
(293
)
 
1995
 
11/10/08
 
15 to 40 Years
 
Dayton, TN
 
(b)

 
437

 
816

 

 

 
437

 
816

 
1,253

 
(223
)
 
1999
 
06/11/08
 
15 to 40 Years
 
Denton, TX
 
(b)

 
2,308

 
1,888

 

 

 
2,308

 
1,888

 
4,196

 
(684
)
 
2005
 
04/27/07
 
15 to 40 Years
 
Depew, NY
 
(b)

 
398

 
1,108

 

 

 
398

 
1,108

 
1,506

 
(483
)
 
1960
 
11/10/08
 
15 to 20 Years
 
D'Iberville, MS
 
(a)

 
250

 
339

 

 

 
250

 
339

 
589

 
(176
)
 
1984
 
05/01/05
 
15 to 20 Years
 
Douglassville, PA
 
(b)

 
440

 
447

 

 

 
440

 
447

 
887

 
(270
)
 
1979
 
11/10/08
 
15 to 20 Years
 
East Syracuse, NY
 
(b)

 
975

 
746

 

 

 
975

 
746

 
1,721

 
(242
)
 
1970
 
11/10/08
 
15 to 30 Years
 
Ellettsville, IN
 
(b)

 
894

 
1,872

 

 

 
894

 
1,872

 
2,766

 
(214
)
 
2010
 
07/17/13
 
11 to 47 Years
 
Empire, OH
 
(b)

 
596

 
394

 

 

 
596

 
394

 
990

 
(211
)
 
1971
 
11/10/08
 
15 to 20 Years
 
Fairview, TN
 
1,930

 
975

 
2,274

 

 

 
975

 
2,274

 
3,249

 
(225
)
 
2007
 
07/17/13
 
8 to 47 Years
 
Fayetteville, NC
 
(b)

 
785

 
2,243

 

 

 
785

 
2,243

 
3,028

 
(889
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Florence, SC
 
(a)

 
221

 
174

 

 

 
221

 
174

 
395

 
(189
)
 
1974
 
05/01/05
 
10 to 15 Years
 
Fort Myers, FL
 
(a)

 
641

 
1,069

 

 

 
641

 
1,069

 
1,710

 
(487
)
 
1999
 
07/01/05
 
14 to 30 Years
 
Fort Myers, FL
 
(b)

 
2,401

 
3,148

 

 

 
2,401

 
3,148

 
5,549

 
(1,261
)
 
1973
 
07/03/12
 
14 to 30 Years
 
Fortson, GA
 
(b)

 
1,120

 
1,006

 

 

 
1,120

 
1,006

 
2,126

 
(464
)
 
2002
 
10/14/10
 
15 to 40 Years
 
Fredericksburg, TX
 
2,031

 
1,194

 
1,636

 

 

 
1,194

 
1,636

 
2,830

 
(212
)
 
2007
 
07/17/13
 
8 to 42 Years
 
Front Royal, VA
 
(b)

 
7,257

 
35,711

 

 

 
7,257

 
35,711

 
42,968

 
(4,201
)
 
2007
 
07/17/13
 
9 to 34 Years
 
Georgetown, KY
 
(b)

 
769

 
885

 

 

 
769

 
885

 
1,654

 
(367
)
 
1998
 
06/11/08
 
15 to 40 Years
 
Georgetown, TX
 
(b)

 
1,587

 
3,114

 

 

 
1,587

 
3,114

 
4,701

 
(946
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Greensburg, PA
 
(b)

 
391

 
793

 

 

 
391

 
793

 
1,184

 
(292
)
 
1977
 
11/30/09
 
15 to 40 Years
 
Greenville, SC
 
(a)

 
344

 
210

 

 

 
344

 
210

 
554

 
(231
)
 
1981
 
05/01/05
 
9 to 15 Years

181


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Greenwood, IN
 
(b)

 
1,515

 
477

 

 

 
1,515

 
477

 
1,992

 
(171
)
 
1970
 
07/03/12
 
14 to 20 Years
 
Greer, SC
 
(a)

 
268

 
236

 

 

 
268

 
236

 
504

 
(142
)
 
1993
 
05/01/05
 
15 to 30 Years
 
Grove City, PA
 
(b)

 
243

 
863

 

 

 
243

 
863

 
1,106

 
(296
)
 
1991
 
10/14/10
 
15 to 30 Years
 
Guilderland, NY
 
(b)

 
510

 
512

 

 

 
510

 
512

 
1,022

 
(226
)
 
1965
 
11/10/08
 
15 to 20 Years
 
Gurnee, IL
 
(b)

 
2,036

 
2,523

 

 

 
2,036

 
2,523

 
4,559

 
(749
)
 
1998
 
07/03/12
 
14 to 30 Years
 
Hendersonville, TN
 
(b)

 
1,555

 
2,341

 

 

 
1,555

 
2,341

 
3,896

 
(887
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Hickory, NC
 
(a)

 
199

 
262

 

 

 
199

 
262

 
461

 
(170
)
 
1989
 
05/01/05
 
15 to 20 Years
 
Highspire, PA
 
(b)

 
801

 
2,211

 

 

 
801

 
2,211

 
3,012

 
(762
)
 
2005
 
04/27/07
 
15 to 40 Years
 
Huntersville, NC
 
(b)

 
1,418

 
2,644

 

 

 
1,418

 
2,644

 
4,062

 
(968
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Huntington, WV
 
(b)

 
907

 
1,275

 

 

 
907

 
1,275

 
2,182

 
(526
)
 
1985
 
10/14/10
 
15 to 30 Years
 
Indianapolis, IN
 
(a)

 
607

 
520

 

 

 
607

 
520

 
1,127

 
(307
)
 
1990
 
05/01/05
 
15 to 20 Years
 
Indianapolis, IN
 
(b)

 
849

 
582

 

 

 
849

 
582

 
1,431

 
(236
)
 
1970
 
11/10/08
 
15 to 20 Years
 
Jacksonville, FL
 
(a)

 
339

 
226

 

 

 
339

 
226

 
565

 
(167
)
 
1987
 
07/01/05
 
15 to 20 Years
 
Jacksonville, FL
 
(a)

 
963

 
1,007

 

 

 
963

 
1,007

 
1,970

 
(827
)
 
2001
 
07/01/05
 
9 to 20 Years
 
Jefferson City, TN
 
(b)

 
1,059

 
1,517

 

 

 
1,059

 
1,517

 
2,576

 
(565
)
 
1999
 
07/03/12
 
14 to 30 Years
 
Jeffersonville, IN
 
(b)

 
717

 
730

 

 

 
717

 
730

 
1,447

 
(249
)
 
1945
 
07/03/12
 
14 to 20 Years
 
Keller, VA
 
(b)

 
244

 
959

 

 

 
244

 
959

 
1,203

 
(271
)
 
1995
 
10/14/10
 
15 to 40 Years
 
Knoxville, TN
 
(a)

 
259

 
111

 

 

 
259

 
111

 
370

 
(153
)
 
1981
 
05/01/05
 
10 to 15 Years
 
Knoxville, TN
 
(b)

 
1,199

 
737

 

 

 
1,199

 
737

 
1,936

 
(368
)
 
1972
 
11/10/08
 
15 to 30 Years
 
La Grange, KY
 
(b)

 
1,524

 
1,871

 

 

 
1,524

 
1,871

 
3,395

 
(197
)
 
2008
 
07/17/13
 
10 to 48 Years
 
La Grange, TX
 
(b)

 
822

 
1,953

 

 

 
822

 
1,953

 
2,775

 
(237
)
 
2006
 
07/17/13
 
8 to 40 Years
 
Lakeland, FL
 
(a)

 
1,098

 
1,281

 

 

 
1,098

 
1,281

 
2,379

 
(783
)
 
1984
 
07/01/05
 
14 to 20 Years
 
Lawrenceville, GA
 
(a)

 
500

 
237

 

 

 
500

 
237

 
737

 
(170
)
 
1996
 
05/01/05
 
15 to 30 Years
 
Lehighton, PA
 
(b)

 
645

 
593

 

 

 
645

 
593

 
1,238

 
(226
)
 
1996
 
07/03/12
 
14 to 30 Years
 
Lexington, KY
 
(b)

 
871

 
1,105

 

 

 
871

 
1,105

 
1,976

 
(496
)
 
1970
 
10/14/10
 
15 to 30 Years
 
Lexington, SC
 
(b)

 
1,250

 
2,153

 

 

 
1,250

 
2,153

 
3,403

 
(709
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Liberty, KY
 
(d)

 
474

 
945

 

 

 
474

 
945

 
1,419

 
(389
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Lincoln, NE
 
(b)

 
1,822

 
2,158

 

 

 
1,822

 
2,158

 
3,980

 
(762
)
 
1985
 
11/10/08
 
15 to 30 Years
 
Livingston, TX
 
(b)

 
1,893

 
1,134

 

 

 
1,893

 
1,134

 
3,027

 
(223
)
 
2006
 
07/17/13
 
8 to 33 Years
 
London, KY
 
(b)

 
698

 
701

 

 

 
698

 
701

 
1,399

 
(318
)
 
1979
 
11/10/08
 
15 to 20 Years
 
Loretto, PA
 
(b)

 
283

 
1,144

 

 

 
283

 
1,144

 
1,427

 
(477
)
 
1965
 
10/14/10
 
15 to 20 Years
 
Louisville, KY
 
(b)

 
737

 
758

 

 

 
737

 
758

 
1,495

 
(343
)
 
1963
 
11/10/08
 
15 to 30 Years
 
Louisville, KY
 
(b)

 
800

 
1,274

 

 

 
800

 
1,274

 
2,074

 
(607
)
 
1963
 
10/14/10
 
15 to 20 Years
 
Lowville, NY
 
(b)

 
791

 
1,659

 

 

 
791

 
1,659

 
2,450

 
(181
)
 
2010
 
07/17/13
 
12 to 42 Years
 
Lubbock, TX
 
(b)

 
288

 
1,110

 

 

 
288

 
1,110

 
1,398

 
(376
)
 
1976
 
11/10/08
 
15 to 30 Years
 
Madison Heights, VA
 
(b)

 
536

 
1,228

 

 

 
536

 
1,228

 
1,764

 
(400
)
 
1981
 
07/03/12
 
14 to 30 Years
 
Madisonville, TN
 
(b)

 
418

 
815

 

 

 
418

 
815

 
1,233

 
(222
)
 
1999
 
06/11/08
 
15 to 40 Years
 
Malone, NY
 
(b)

 
793

 
1,677

 

 

 
793

 
1,677

 
2,470

 
(206
)
 
2010
 
07/17/13
 
11 to 42 Years

182


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Manahawkin, NJ
 
(b)

 
961

 
1,259

 

 

 
961

 
1,259

 
2,220

 
(473
)
 
1986
 
09/21/15
 
11 to 30 Years
 
Manassas, VA
 
(b)

 
3,591

 
2,021

 

 

 
3,591

 
2,021

 
5,612

 
(549
)
 
2005
 
04/27/07
 
15 to 40 Years
 
Marinette, WI
 
(b)

 
1,236

 
1,611

 

 

 
1,236

 
1,611

 
2,847

 
(217
)
 
2006
 
07/17/13
 
8 to 38 Years
 
Martinsburg, WV
 
(a)

 
173

 
20

 

 

 
173

 
20

 
193

 
(41
)
 
1972
 
05/01/05
 
10 to 15 Years
 
Martinsville, IN
 
(b)

 
385

 
289

 

 

 
385

 
289

 
674

 
(87
)
 
1990
 
07/03/12
 
14 to 30 Years
 
Mattoon, IL
 
(a)

 
233

 
263

 

 

 
233

 
263

 
496

 
(181
)
 
1984
 
05/01/05
 
15 to 20 Years
 
Mechanicsville, MD
 
(b)

 
772

 
2,110

 

 

 
772

 
2,110

 
2,882

 
(629
)
 
1996
 
10/14/10
 
15 to 40 Years
 
Milesburg, PA
 
(b)

 
323

 
537

 

 

 
323

 
537

 
860

 
(248
)
 
1973
 
11/10/08
 
15 to 20 Years
 
Milton, WV
 
(b)

 
68

 
169

 

 

 
68

 
169

 
237

 
(119
)
 
1977
 
11/10/08
 
10 to 18 Years
 
Moorefield, WV
 
(b)

 
572

 
310

 

 

 
572

 
310

 
882

 
(86
)
 
1996
 
11/10/08
 
15 to 40 Years
 
Morgantown, WV
 
(b)

 
930

 
307

 

 

 
930

 
307

 
1,237

 
(106
)
 
1994
 
11/10/08
 
15 to 30 Years
 
Moundsville, WV
 
(b)

 
712

 
310

 

 

 
712

 
310

 
1,022

 
(96
)
 
1969
 
11/10/08
 
15 to 30 Years
 
Mount Airy, MD
 
(b)

 
4,653

 
2,878

 

 

 
4,653

 
2,878

 
7,531

 
(1,122
)
 
1986
 
07/03/12
 
14 to 20 Years
 
Mountain Home, AR
 
(a)

 
944

 
690

 

 

 
944

 
690

 
1,634

 
(145
)
 
1977
 
03/31/14
 
6 to 15 Years
 
Mt Pleasant, PA
 
(b)

 
399

 
623

 

 

 
399

 
623

 
1,022

 
(252
)
 
1997
 
11/10/08
 
15 to 30 Years
 
Mt. Sterling, KY
 
(b)

 
1,785

 
1,051

 

 

 
1,785

 
1,051

 
2,836

 
(207
)
 
2011
 
07/17/13
 
12 to 38 Years
 
Munfordville, KY
 
(d)

 
672

 
766

 

 

 
672

 
766

 
1,438

 
(380
)
 
2000
 
05/31/06
 
15 to 30 Years
 
Murfreesboro, TN
 
(b)

 
612

 
1,244

 

 

 
612

 
1,244

 
1,856

 
(458
)
 
1968
 
11/30/09
 
15 to 40 Years
 
Murrysville, PA
 
(b)

 
963

 
1,199

 

 

 
963

 
1,199

 
2,162

 
(537
)
 
1968
 
10/14/10
 
15 to 20 Years
 
N. Versailles, PA
 
(b)

 
1,010

 
621

 

 

 
1,010

 
621

 
1,631

 
(361
)
 
1983
 
09/21/15
 
11 to 30 Years
 
Navasota, TX
 
2,050

 
1,013

 
1,772

 

 

 
1,013

 
1,772

 
2,785

 
(236
)
 
2006
 
07/17/13
 
8 to 41 Years
 
New Braunfels, TX
 
(b)

 
1,257

 
1,778

 

 

 
1,257

 
1,778

 
3,035

 
(212
)
 
2006
 
07/17/13
 
7 to 38 Years
 
New Castle, PA
 
(b)

 
494

 
855

 

 

 
494

 
855

 
1,349

 
(316
)
 
1995
 
10/14/10
 
15 to 30 Years
 
Niagara Falls, NY
 
(b)

 
289

 
807

 

 

 
289

 
807

 
1,096

 
(327
)
 
1981
 
10/14/10
 
15 to 20 Years
 
North Bluefield, WV
 
(b)

 
218

 
492

 

 

 
218

 
492

 
710

 
(146
)
 
1983
 
11/10/08
 
15 to 40 Years
 
Northport, AL
 
(b)

 
2,041

 
1,946

 

 

 
2,041

 
1,946

 
3,987

 
(1,006
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Oakland, MD
 
(b)

 
804

 
809

 

 

 
804

 
809

 
1,613

 
(400
)
 
1993
 
11/10/08
 
15 to 40 Years
 
Ocala, FL
 
(d)

 
2,260

 
4,709

 

 

 
2,260

 
4,709

 
6,969

 
(590
)
 
2006
 
07/17/13
 
8 to 46 Years
 
Orchard Park, NY
 
(b)

 
304

 
1,488

 

 

 
304

 
1,488

 
1,792

 
(572
)
 
1966
 
10/14/10
 
15 to 20 Years
 
Oriskany, NY
 
(b)

 
618

 
749

 

 

 
618

 
749

 
1,367

 
(371
)
 
1965
 
07/03/12
 
14 to 20 Years
 
Parkersburg, WV
 
(d)

 
966

 
1,843

 

 

 
966

 
1,843

 
2,809

 
(225
)
 
2005
 
07/17/13
 
7 to 37 Years
 
Pataskala, OH
 
(b)

 
796

 
656

 

 

 
796

 
656

 
1,452

 
(300
)
 
1998
 
11/10/08
 
15 to 20 Years
 
Patchogue, NY
 
(b)

 
1,869

 
797

 

 

 
1,869

 
797

 
2,666

 
(546
)
 
1985
 
10/14/10
 
15 to 20 Years
 
Paw Paw, MI
 
(b)

 
1,517

 
1,619

 

 

 
1,517

 
1,619

 
3,136

 
(257
)
 
2006
 
07/17/13
 
8 to 33 Years

183


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Pearisburg, VA
 
(b)

 
195

 
688

 

 

 
195

 
688

 
883

 
(221
)
 
1985
 
10/14/10
 
15 to 30 Years
 
Piperton, TN
 
(b)

 
1,338

 
1,916

 

 

 
1,338

 
1,916

 
3,254

 
(684
)
 
2006
 
04/27/07
 
15 to 40 Years
 
Plant City, FL
 
(b)

 
2,192

 
3,280

 

 

 
2,192

 
3,280

 
5,472

 
(1,476
)
 
2004
 
10/14/10
 
15 to 30 Years
 
Pocahontas, AR
 
(a)

 
361

 
471

 

 

 
361

 
471

 
832

 
(70
)
 
1986
 
03/31/14
 
7 to 20 Years
 
Pompano Beach, FL
 
(a)

 
1,144

 
337

 

 

 
1,144

 
337

 
1,481

 
(204
)
 
1990
 
07/01/05
 
15 to 30 Years
 
Powhatan, VA
 
(d)

 
4,342

 
2,963

 

 

 
4,342

 
2,963

 
7,305

 
(892
)
 
2007
 
07/17/13
 
10 to 31 Years
 
Prior Lake, MN
 
3,283

 
1,998

 
2,454

 

 

 
1,998

 
2,454

 
4,452

 
(353
)
 
1991
 
07/17/13
 
7 to 26 Years
 
Pulaski, VA
 
(b)

 
882

 
1,040

 

 

 
882

 
1,040

 
1,922

 
(333
)
 
1979
 
07/03/12
 
14 to 30 Years
 
Raleigh, NC
 
(b)

 
1,066

 
2,497

 

 

 
1,066

 
2,497

 
3,563

 
(907
)
 
1975
 
10/14/10
 
15 to 30 Years
 
Ranson, WV
 
(b)

 
1,020

 
1,955

 

 

 
1,020

 
1,955

 
2,975

 
(745
)
 
2005
 
04/27/07
 
15 to 40 Years
 
Richland, MS
 
(b)

 
1,351

 
2,279

 

 

 
1,351

 
2,279

 
3,630

 
(733
)
 
2005
 
04/27/07
 
15 to 40 Years
 
Richmond, KY
 
(b)

 
732

 
720

 

 

 
732

 
720

 
1,452

 
(301
)
 
1976
 
11/10/08
 
15 to 30 Years
 
Richmond, VA
 
(b)

 
384

 
1,380

 

 

 
384

 
1,380

 
1,764

 
(463
)
 
1977
 
07/03/12
 
14 to 20 Years
 
Riverhead, NY
 
(b)

 
1,146

 
1,402

 

 

 
1,146

 
1,402

 
2,548

 
(465
)
 
1984
 
06/02/08
 
15 to 30 Years
 
Riviera Beach, FL
 
(a)

 
500

 
170

 

 

 
500

 
170

 
670

 
(126
)
 
1987
 
07/01/05
 
15 to 20 Years
 
Roanoke, VA
 
(a)

 
333

 
124

 

 

 
333

 
124

 
457

 
(153
)
 
1975
 
05/01/05
 
10 to 15 Years
 
Rockaway, NJ
 
(b)

 
1,826

 
948

 

 

 
1,826

 
948

 
2,774

 
(444
)
 
1974
 
07/03/12
 
14 to 20 Years
 
Rockford, MN
 
2,228

 
1,298

 
2,652

 

 

 
1,298

 
2,652

 
3,950

 
(286
)
 
2007
 
07/17/13
 
9 to 43 Years
 
Rome, NY
 
(d)

 
1,326

 
1,110

 

 

 
1,326

 
1,110

 
2,436

 
(185
)
 
2007
 
07/17/13
 
9 to 34 Years
 
Russellville, KY
 
(b)

 
293

 
541

 

 

 
293

 
541

 
834

 
(238
)
 
1995
 
11/10/08
 
15 to 30 Years
 
Salisbury, MD
 
(d)

 
4,210

 
6,613

 

 

 
4,210

 
6,613

 
10,823

 
(1,180
)
 
2007
 
07/17/13
 
10 to 27 Years
 
San Antonio, TX
 
(b)

 
1,403

 
2,195

 

 

 
1,403

 
2,195

 
3,598

 
(857
)
 
2004
 
04/27/07
 
15 to 40 Years
 
Scottsville, KY
 
(d)

 
544

 
840

 

 

 
544

 
840

 
1,384

 
(371
)
 
1999
 
05/31/06
 
15 to 30 Years
 
Sebring, FL
 
(a)

 
318

 
291

 

 

 
318

 
291

 
609

 
(175
)
 
1982
 
07/01/05
 
15 to 20 Years
 
Selbyville, DE
 
(b)

 
919

 
1,434

 

 

 
919

 
1,434

 
2,353

 
(614
)
 
1970
 
10/14/10
 
15 to 20 Years
 
Seymour, IN
 
(b)

 
506

 
494

 

 

 
506

 
494

 
1,000

 
(288
)
 
1995
 
10/14/10
 
15 to 30 Years
 
Shallotte, NC
 
(b)

 
705

 
1,794

 

 

 
705

 
1,794

 
2,499

 
(233
)
 
2006
 
07/17/13
 
10 to 30 Years
 
Somerset, KY
 
(b)

 
731

 
802

 

 

 
731

 
802

 
1,533

 
(280
)
 
1998
 
11/10/08
 
15 to 40 Years
 
Somerset, PA
 
(b)

 
257

 
604

 

 

 
257

 
604

 
861

 
(223
)
 
1979
 
11/10/08
 
15 to 30 Years
 
Spokane, WA
 
(a)

 
518

 
193

 

 

 
518

 
193

 
711

 
(150
)
 
1998
 
05/01/05
 
15 to 30 Years
 
Statesville, NC
 
(a)

 
614

 
355

 

 

 
614

 
355

 
969

 
(367
)
 
1976
 
05/01/05
 
9 to 15 Years
 
Tonawanda, NY
 
(b)

 
168

 
1,104

 

 

 
168

 
1,104

 
1,272

 
(409
)
 
1968
 
10/14/10
 
15 to 20 Years
 
Tontitown, AR
 
(a)

 
230

 
92

 

 

 
230

 
92

 
322

 
(74
)
 
1987
 
05/01/05
 
15 to 20 Years
 
Troutville, VA
 
(b)

 
542

 
802

 

 

 
542

 
802

 
1,344

 
(206
)
 
1979
 
11/10/08
 
15 to 40 Years
 
Versailles, KY
 
(b)

 
825

 
1,059

 

 

 
825

 
1,059

 
1,884

 
(478
)
 
1978
 
10/14/10
 
15 to 30 Years
 
Watertown, NY
 
(b)

 
435

 
833

 

 

 
435

 
833

 
1,268

 
(360
)
 
1997
 
07/03/12
 
14 to 30 Years
 
Waynesboro, PA
 
(b)

 
248

 
801

 

 

 
248

 
801

 
1,049

 
(259
)
 
1996
 
11/10/08
 
15 to 30 Years
 
West Columbia, SC
 
(a)

 
324

 
108

 

 

 
324

 
108

 
432

 
(71
)
 
1989
 
05/01/05
 
15 to 20 Years

184


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
West Columbia, SC
 
(a)

 
262

 
598

 

 

 
262

 
598

 
860

 
(310
)
 
1984
 
05/01/05
 
9 to 20 Years
 
West Springfield, MA
 
(b)

 
1,443

 
1,467

 

 

 
1,443

 
1,467

 
2,910

 
(956
)
 
1983
 
10/14/10
 
10 to 16 Years
 
Wilmington, NC
 
(a)

 
370

 
122

 

 

 
370

 
122

 
492

 
(89
)
 
1987
 
05/01/05
 
15 to 20 Years
 
Winchester, KY
 
(b)

 
720

 
646

 

 

 
720

 
646

 
1,366

 
(285
)
 
1983
 
11/10/08
 
15 to 30 Years
 
Yuma, AZ
 
(b)

 
1,623

 
2,721

 

 

 
1,623

 
2,721

 
4,344

 
(876
)
 
2006
 
04/27/07
 
15 to 40 Years

185


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Medical / Other Office
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Anderson, IN
 
(a)

 
411

 
1,673

 

 

 
411

 
1,673

 
2,084

 
(85
)
 
1981
 
03/31/14
 
15 to 40 Years
 
Bath, NY
 
(d)

 
72

 
707

 

 

 
72

 
707

 
779

 
(18
)
 
1970
 
04/30/15
 
15 to 30 Years
 
Beaumont, TX
 
(a)

 
438

 
1,976

 

 

 
438

 
1,976

 
2,414

 
(141
)
 
1985
 
03/31/14
 
15 to 30 Years
 
Beavercreek, OH
 
(d)

 
559

 
1,420

 

 

 
559

 
1,420

 
1,979

 
(87
)
 
1985
 
08/18/14
 
7 to 40 Years
 
Belleville, IL
 
(a)

 
140

 
431

 

 

 
140

 
431

 
571

 
(42
)
 
1979
 
03/31/14
 
15 to 20 Years
 
Bellevue, NE
 
(a)

 
560

 
446

 

 

 
560

 
446

 
1,006

 
(10
)
 
2008
 
08/07/15
 
5 to 40 Years
 
Binghamton, NY
 
(d)

 
328

 
2,214

 

 

 
328

 
2,214

 
2,542

 
(53
)
 
1985
 
04/30/15
 
15 to 30 Years
 
Bonita Springs, FL
 
(a)

 
317

 
1,619

 

 

 
317

 
1,619

 
1,936

 
(166
)
 
2003
 
08/30/12
 
15 to 50 Years
 
Bonita Springs, FL
 
(a)

 
738

 
4,022

 

 

 
738

 
4,022

 
4,760

 
(399
)
 
2006
 
08/30/12
 
15 to 50 Years
 
Bonita Springs, FL
 
(a)

 
376

 
940

 

 

 
376

 
940

 
1,316

 
(113
)
 
2006
 
08/30/12
 
15 to 50 Years
 
Brandon, FL
 
(a)

 
110

 
671

 

 

 
110

 
671

 
781

 
(40
)
 
1999
 
03/31/14
 
15 to 30 Years
 
Brandon, MS
 
(a)

 
200

 
281

 

 

 
200

 
281

 
481

 
(27
)
 
1986
 
03/31/14
 
15 to 30 Years
 
Bullhead City, AZ
 
(a)

 
147

 
489

 

 

 
147

 
489

 
636

 
(34
)
 
1970
 
09/30/13
 
15 to 50 Years
 
Bullhead City, AZ
 
(a)

 
57

 
946

 

 

 
57

 
946

 
1,003

 
(44
)
 
2005
 
04/08/14
 
15 to 40 Years
 
Camp Hill, PA
 
(a)

 
180

 
581

 

 

 
180

 
581

 
761

 
(40
)
 
1991
 
03/31/14
 
15 to 30 Years
 
Camp Hill, PA
 
(a)

 
140

 
641

 

 

 
140

 
641

 
781

 
(42
)
 
1990
 
03/31/14
 
15 to 30 Years
 
Cape Coral, FL
 
(a)

 
545

 
1,716

 

 

 
545

 
1,716

 
2,261

 
(209
)
 
2011
 
08/30/12
 
15 to 50 Years
 
Chicago, IL
 
(a)

 
186

 
1,780

 

 

 
186

 
1,780

 
1,966

 
(80
)
 
2007
 
09/30/13
 
50 to 50 Years
 
Clarksville, TN
 
(a)

 
281

 
531

 

 

 
281

 
531

 
812

 
(36
)
 
1997
 
03/31/14
 
15 to 30 Years
 
Clarksville, TN
 
(a)

 
978

 
2,718

 

 

 
978

 
2,718

 
3,696

 
(92
)
 
2011
 
12/04/14
 
15 to 40 Years
 
Clayton, GA
 
(a)

 
70

 
311

 

 

 
70

 
311

 
381

 
(23
)
 
1963
 
03/31/14
 
15 to 30 Years
 
Columbia, MO
 
(a)

 
1,012

 
7,054

 

 

 
1,012

 
7,054

 
8,066

 
(338
)
 
2004
 
03/31/14
 
15 to 40 Years
 
Columbia, SC
 
19,750

 
3,378

 
35,153

 

 

 
3,378

 
35,153

 
38,531

 
(1,854
)
 
2003
 
12/31/13
 
15 to 40 Years
 
Columbus, GA
 
(a)

 
190

 
531

 

 

 
190

 
531

 
721

 
(41
)
 
1993
 
03/31/14
 
15 to 30 Years
 
Corning, NY
 
(d)

 
123

 
1,261

 

 

 
123

 
1,261

 
1,384

 
(31
)
 
1999
 
04/30/15
 
15 to 30 Years
 
Crystal Lake, IL
 
(a)

 
200

 
631

 

 

 
200

 
631

 
831

 
(45
)
 
2001
 
03/31/14
 
15 to 30 Years
 
Dallas, TX
 
(a)

 
1,633

 
21,835

 

 
2,019

 
1,633

 
23,854

 
25,487

 
(4,542
)
 
2005
 
08/29/05
 
15 to 50 Years
 
Dallas, TX
 
(a)

 
1,915

 
9,150

 

 

 
1,915

 
9,150

 
11,065

 
(979
)
 
2006
 
03/28/13
 
11 to 50 Years
 
Debary, FL
 
(a)

 
100

 
641

 

 

 
100

 
641

 
741

 
(42
)
 
1989
 
03/31/14
 
15 to 30 Years

186


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Defiance, OH
 
(a)

 
130

 
491

 

 

 
130

 
491

 
621

 
(36
)
 
1959
 
03/31/14
 
15 to 30 Years
 
Devine, TX
 
(a)

 
240

 
481

 

 

 
240

 
481

 
721

 
(39
)
 
2002
 
03/31/14
 
15 to 30 Years
 
East Alton, IL
 
(a)

 
170

 
80

 

 

 
170

 
80

 
250

 
(13
)
 
1960
 
03/31/14
 
15 to 20 Years
 
Eastman, GA
 
(a)

 
130

 
551

 

 

 
130

 
551

 
681

 
(41
)
 
1988
 
03/31/14
 
15 to 30 Years
 
Elizabethton, TN
 
(d)

 
482

 
1,139

 

 

 
482

 
1,139

 
1,621

 
(79
)
 
2008
 
08/18/14
 
6 to 30 Years
 
Elkhart, IN
 
(a)

 
90

 
341

 

 

 
90

 
341

 
431

 
(22
)
 
1969
 
03/31/14
 
15 to 30 Years
 
Elmira, NY
 
(d)

 
185

 
3,902

 

 

 
185

 
3,902

 
4,087

 
(92
)
 
1985
 
04/30/15
 
15 to 30 Years
 
Endicott, NY
 
(d)

 
92

 
348

 

 

 
92

 
348

 
440

 
(11
)
 
2001
 
04/30/15
 
15 to 30 Years
 
Evansville, IN
 
(a)

 
130

 
391

 

 

 
130

 
391

 
521

 
(29
)
 
1986
 
03/31/14
 
15 to 30 Years
 
Fairlea, WV
 
(d)

 
298

 
1,280

 

 

 
298

 
1,280

 
1,578

 
(79
)
 
2009
 
08/18/14
 
10 to 40 Years
 
Franklin, TX
 
(d)

 
159

 
1,124

 

 
29

 
159

 
1,153

 
1,312

 
(63
)
 
2012
 
08/18/14
 
4 to 40 Years
 
Ft. Myers, FL
 
(a)

 
903

 
6,445

 

 

 
903

 
6,445

 
7,348

 
(612
)
 
1989
 
08/30/12
 
15 to 50 Years
 
Ft. Wayne, IN
 
(a)

 
150

 
1,022

 

 

 
150

 
1,022

 
1,172

 
(52
)
 
1965
 
03/31/14
 
15 to 40 Years
 
Gahanna, OH
 
(a)

 
411

 
982

 

 

 
411

 
982

 
1,393

 
(71
)
 
1998
 
03/31/14
 
15 to 40 Years
 
Gainesville, FL
 
(a)

 
180

 
711

 

 

 
180

 
711

 
891

 
(44
)
 
1941
 
03/31/14
 
15 to 30 Years
 
Germantown, TN
 
(a)

 
91

 
171

 

 

 
91

 
171

 
262

 
(9
)
 
1984
 
04/08/14
 
15 to 40 Years
 
Glendale, AZ
 
(a)

 
371

 
491

 

 

 
371

 
491

 
862

 
(33
)
 
1988
 
03/31/14
 
15 to 30 Years
 
Grayson, KY
 
(d)

 
658

 
3,171

 

 

 
658

 
3,171

 
3,829

 
(160
)
 
2013
 
08/18/14
 
9 to 40 Years
 
Hartsville, SC
 
(a)

 
90

 
180

 

 

 
90

 
180

 
270

 
(11
)
 
1973
 
03/31/14
 
15 to 40 Years
 
Jacksonville, FL
 
(a)

 
57

 
365

 

 

 
57

 
365

 
422

 
(23
)
 
1986
 
04/08/14
 
15 to 30 Years
 
Jacksonville, FL
 
(d)

 
815

 
1,606

 

 

 
815

 
1,606

 
2,421

 
(97
)
 
1977
 
08/18/14
 
6 to 30 Years
 
Largo, FL
 
(a)

 
150

 
311

 

 

 
150

 
311

 
461

 
(20
)
 
1962
 
03/31/14
 
15 to 30 Years
 
Las Cruces, NM
 
(d)

 
808

 
6,045

 

 

 
808

 
6,045

 
6,853

 
(497
)
 
2008
 
07/17/13
 
4 to 52 Years
 
Las Vegas, NV
 
(a)

 
430

 
3,589

 

 

 
430

 
3,589

 
4,019

 
(183
)
 
2002
 
09/30/13
 
15 to 50 Years
 
Lewisville, TX
 
(a)

 
1,766

 
8,087

 

 

 
1,766

 
8,087

 
9,853

 
(426
)
 
2002
 
03/31/14
 
8 to 40 Years
 
Lincoln, NE
 
(a)

 
711

 
825

 

 

 
711

 
825

 
1,536

 
(15
)
 
2010
 
08/07/15
 
8 to 40 Years
 
Litchfield, IL
 
(a)

 
210

 
311

 

 

 
210

 
311

 
521

 
(34
)
 
1962
 
03/31/14
 
15 to 20 Years
 
Litchfield, IL
 
(a)

 
110

 
120

 

 

 
110

 
120

 
230

 
(12
)
 
1962
 
03/31/14
 
15 to 20 Years
 
Logansport, IN
 
(a)

 
30

 
421

 

 

 
30

 
421

 
451

 
(26
)
 
1920
 
03/31/14
 
15 to 30 Years
 
Longview, TX
 
(a)

 
200

 
601

 

 

 
200

 
601

 
801

 
(46
)
 
2003
 
03/31/14
 
15 to 30 Years
 
Marion, IN
 
(a)

 
140

 
321

 

 

 
140

 
321

 
461

 
(27
)
 
1988
 
03/31/14
 
15 to 30 Years
 
Marion, IN
 
(a)

 
130

 
421

 

 

 
130

 
421

 
551

 
(33
)
 
1974
 
03/31/14
 
15 to 30 Years
 
Maryville, IL
 
(a)

 
301

 
401

 

 

 
301

 
401

 
702

 
(33
)
 
1995
 
03/31/14
 
15 to 30 Years
 
Mechanicsburg, PA
 
(a)

 
231

 
1,032

 
152

 

 
383

 
1,032

 
1,415

 
(68
)
 
1990
 
03/31/14
 
15 to 30 Years
 
Melbourne, FL
 
(a)

 
321

 
651

 

 

 
321

 
651

 
972

 
(41
)
 
1987
 
03/31/14
 
15 to 30 Years
 
Memphis, TN
 
(a)

 
91

 
490

 

 

 
91

 
490

 
581

 
(31
)
 
1987
 
04/08/14
 
15 to 30 Years
 
Mesa, AZ
 
(a)

 
372

 
1,398

 

 

 
372

 
1,398

 
1,770

 
(76
)
 
2003
 
09/30/13
 
15 to 50 Years
 
Middleburg, FL
 
(d)

 
521

 
2,589

 

 
65

 
521

 
2,654

 
3,175

 
(158
)
 
1988
 
08/18/14
 
7 to 30 Years
 
Monroe, GA
 
(a)

 
110

 
631

 

 

 
110

 
631

 
741

 
(44
)
 
2001
 
03/31/14
 
15 to 30 Years

187


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Monroe, MI
 
(d)

 
728

 
3,440

 

 

 
728

 
3,440

 
4,168

 
(233
)
 
2002
 
08/18/14
 
9 to 30 Years
 
Naples, FL
 
(a)

 
1,351

 
5,368

 

 

 
1,351

 
5,368

 
6,719

 
(508
)
 
2002
 
08/30/12
 
15 to 50 Years
 
Naples, FL
 
(a)

 
1,829

 
4,522

 

 

 
1,829

 
4,522

 
6,351

 
(512
)
 
1978
 
08/30/12
 
15 to 40 Years
 
Naples, FL
 
(a)

 
1,057

 
3,845

 

 

 
1,057

 
3,845

 
4,902

 
(370
)
 
2012
 
10/31/12
 
15 to 50 Years
 
New Port Richey, FL
 
(a)

 
274

 
1,162

 

 

 
274

 
1,162

 
1,436

 
(74
)
 
2004
 
04/08/14
 
15 to 30 Years
 
New Port Richey, FL
 
(a)

 
456

 
1,151

 

 

 
456

 
1,151

 
1,607

 
(83
)
 
2004
 
04/08/14
 
15 to 30 Years
 
North Myrtle Beach, SC
 
(a)

 
581

 
601

 

 

 
581

 
601

 
1,182

 
(54
)
 
2004
 
03/31/14
 
15 to 30 Years
 
Ocala, FL
 
(a)

 
23

 
547

 

 

 
23

 
547

 
570

 
(32
)
 
1984
 
04/08/14
 
30 to 30 Years
 
Oelwein, IA
 
(d)

 
226

 
681

 

 

 
226

 
681

 
907

 
(47
)
 
1995
 
08/18/14
 
5 to 30 Years
 
Ogden, UT
 
(d)

 
597

 
2,331

 

 

 
597

 
2,331

 
2,928

 
(153
)
 
1985
 
08/18/14
 
7 to 30 Years
 
Okeechobee, FL
 
(a)

 
190

 
521

 

 

 
190

 
521

 
711

 
(34
)
 
1990
 
03/31/14
 
15 to 30 Years
 
Orlando, FL
 
(a)

 
291

 
230

 

 

 
291

 
230

 
521

 
(17
)
 
1979
 
03/31/14
 
15 to 30 Years
 
Osceola, IN
 
(a)

 
291

 
671

 

 

 
291

 
671

 
962

 
(50
)
 
1996
 
03/31/14
 
15 to 40 Years
 
Oxford, MS
 
(a)

 
1,416

 
4,451

 

 

 
1,416

 
4,451

 
5,867

 
(227
)
 
2001
 
05/15/14
 
15 to 40 Years
 
Pataskala, OH
 
(a)

 
261

 
782

 

 

 
261

 
782

 
1,043

 
(44
)
 
1995
 
03/31/14
 
15 to 40 Years
 
Phoenix, AZ
 
(a)

 
352

 
2,435

 

 

 
352

 
2,435

 
2,787

 
(118
)
 
1973
 
09/30/13
 
15 to 50 Years
 
Port Arthur, TX
 
(a)

 
468

 
2,057

 

 

 
468

 
2,057

 
2,525

 
(146
)
 
1997
 
03/31/14
 
15 to 30 Years
 
Raytown, MO
 
(a)

 
80

 
631

 

 

 
80

 
631

 
711

 
(43
)
 
1989
 
03/31/14
 
15 to 30 Years
 
Rio Rancho, NM
 
(a)

 
301

 
461

 

 

 
301

 
461

 
762

 
(35
)
 
1992
 
03/31/14
 
15 to 30 Years
 
Rogers, AR
 
(a)

 
2,014

 
2,313

 

 

 
2,014

 
2,313

 
4,327

 
(242
)
 
1988
 
11/14/13
 
13 to 30 Years
 
Round Rock, TX
 
(d)

 
271

 
728

 

 

 
271

 
728

 
999

 
(36
)
 
1985
 
08/18/14
 
8 to 40 Years
 
Sandy Springs, GA
 
(a)

 
455

 
1,147

 

 

 
455

 
1,147

 
1,602

 
(104
)
 
1963
 
04/17/14
 
14 to 20 Years
 
Schertz, TX
 
(a)

 
2,596

 
9,944

 

 

 
2,596

 
9,944

 
12,540

 
(473
)
 
2013
 
05/16/14
 
13 to 40 Years
 
Sherman, TX
 
(a)

 
1,249

 
4,713

 

 

 
1,249

 
4,713

 
5,962

 
(72
)
 
2013
 
06/30/15
 
15 to 40 Years
 
South Bend, IN
 
(a)

 
341

 
321

 

 

 
341

 
321

 
662

 
(36
)
 
1955
 
03/31/14
 
15 to 20 Years
 
Spartanburg, SC
 
(a)

 
150

 
401

 

 

 
150

 
401

 
551

 
(28
)
 
1992
 
03/31/14
 
15 to 30 Years
 
Springfield, IL
 
(a)

 
451

 
1,162

 

 

 
451

 
1,162

 
1,613

 
(84
)
 
1992
 
03/31/14
 
15 to 30 Years
 
Springfield, MO
 
(a)

 
561

 
631

 

 

 
561

 
631

 
1,192

 
(49
)
 
1996
 
03/31/14
 
15 to 30 Years
 
Springfield, MO
 
(d)

 
2,025

 
3,911

 

 

 
2,025

 
3,911

 
5,936

 
(257
)
 
1990
 
09/23/14
 
7 to 30 Years
 
St. John, MO
 
4,420

 
1,733

 
3,095

 
91

 
365

 
1,824

 
3,460

 
5,284

 
(380
)
 
1996
 
07/17/13
 
1 to 43 Years
 
Steubenville, OH
 
(d)

 
363

 
3,726

 

 

 
363

 
3,726

 
4,089

 
(151
)
 
2009
 
08/18/14
 
14 to 40 Years
 
Vernon Hills, IL
 
(a)

 
992

 
5,020

 

 

 
992

 
5,020

 
6,012

 
(328
)
 
1991
 
03/31/14
 
15 to 30 Years
 
Vero Beach, FL
 
(a)

 
220

 
731

 

 

 
220

 
731

 
951

 
(47
)
 
1974
 
03/31/14
 
15 to 30 Years
 
Vicksburg, MS
 
(a)

 
150

 
351

 

 

 
150

 
351

 
501

 
(29
)
 
1984
 
03/31/14
 
15 to 30 Years
 
Waco, TX
 
(a)

 
232

 
1,510

 

 

 
232

 
1,510

 
1,742

 
(64
)
 
1992
 
06/20/14
 
15 to 40 Years
 
Warren, IN
 
(d)

 
220

 
278

 

 

 
220

 
278

 
498

 
(32
)
 
2007
 
08/18/14
 
4 to 20 Years

188


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Watkins Glen, NY
 
(d)

 
113

 
318

 

 

 
113

 
318

 
431

 
(11
)
 
2002
 
04/30/15
 
15 to 30 Years
 
Waynesboro, PA
 
(a)

 
100

 
601

 

 

 
100

 
601

 
701

 
(31
)
 
1957
 
03/31/14
 
15 to 40 Years
 
Westfield, IN
 
(a)

 
361

 
751

 

 

 
361

 
751

 
1,112

 
(49
)
 
1992
 
03/31/14
 
15 to 40 Years
 
Wharton, TX
 
(d)

 
192

 
1,090

 

 

 
192

 
1,090

 
1,282

 
(55
)
 
2009
 
08/18/14
 
15 to 40 Years
 
Wittenberg, WI
 
(a)

 
41

 
210

 

 

 
41

 
210

 
251

 
(13
)
 
1982
 
03/31/14
 
15 to 30 Years
 
Wylie, TX
 
(a)

 
210

 
912

 

 

 
210

 
912

 
1,122

 
(61
)
 
1986
 
03/31/14
 
15 to 30 Years
 
York, PA
 
(a)

 
100

 
481

 

 

 
100

 
481

 
581

 
(32
)
 
1984
 
03/31/14
 
15 to 30 Years
Sporting Goods
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amherst, NY
 
6,321

 
1,868

 
7,503

 
(1,069
)
 
(4,385
)
 
799

 
3,118

 
3,917

 
(625
)
 
1993
 
07/17/13
 
2 to 40 Years
 
Ankeny, IA
 
(b)

 
3,913

 
3,671

 

 

 
3,913

 
3,671

 
7,584

 
(555
)
 
2003
 
10/15/12
 
15 to 30 Years
 
Bend, OR
 
(a)

 
1,516

 
4,850

 

 

 
1,516

 
4,850

 
6,366

 
(342
)
 
2000
 
08/15/13
 
10 to 50 Years
 
Houston, TX
 
(b)

 
2,150

 
2,320

 

 

 
2,150

 
2,320

 
4,470

 
(34
)
 
1995
 
07/17/13
 
40 to 40 Years
 
Houston, TX
 
4,625

 
6,875

 

 

 

 
6,875

 

 
6,875

 

 
(f)
 
07/17/13
 
(f)
 
Houston, TX
 
3,045

 
2,060

 
1,248

 

 

 
2,060

 
1,248

 
3,308

 
(16
)
 
1995
 
07/17/13
 
40 to 40 Years
 
Katy, TX
 
68,250

 
13,144

 
96,194

 

 

 
13,144

 
96,194

 
109,338

 
(7,780
)
 
1976
 
07/17/13
 
8 to 34 Years
 
Kenosha, WI
 
(a)

 
3,421

 
7,407

 

 

 
3,421

 
7,407

 
10,828

 
(2,173
)
 
2004
 
07/01/05
 
14 to 40 Years
 
Loveland, CO
 
(b)

 
2,329

 
4,750

 

 

 
2,329

 
4,750

 
7,079

 
(610
)
 
2001
 
10/15/12
 
15 to 30 Years
 
Lufkin, TX
 
(b)

 
1,922

 
2,735

 

 

 
1,922

 
2,735

 
4,657

 
(341
)
 
2003
 
07/17/13
 
9 to 30 Years
 
Macon, GA
 
(d)

 
1,921

 
4,890

 

 

 
1,921

 
4,890

 
6,811

 
(562
)
 
2005
 
07/17/13
 
10 to 30 Years
 
Mesa, AZ
 
(b)

 
2,040

 
5,696

 

 

 
2,040

 
5,696

 
7,736

 
(734
)
 
2005
 
10/15/12
 
15 to 30 Years
 
Midvale, UT
 
(b)

 
2,931

 
4,844

 

 

 
2,931

 
4,844

 
7,775

 
(642
)
 
2002
 
10/15/12
 
15 to 30 Years
 
N. Richland Hills, TX
 
4,207

 
1,950

 

 

 

 
1,950

 

 
1,950

 

 
(f)
 
07/17/13
 
(f)
 
New Hartford, NY
 
(a)

 
2,168

 
4,851

 

 

 
2,168

 
4,851

 
7,019

 
(1,802
)
 
2004
 
07/01/05
 
14 to 40 Years
 
Newnan, GA
 
(d)

 
2,938

 
4,472

 

 
318

 
2,938

 
4,790

 
7,728

 
(166
)
 
2014
 
07/03/14
 
15 to 40 Years
 
Opelika, AL
 
(b)

 
2,117

 
5,737

 

 

 
2,117

 
5,737

 
7,854

 
(491
)
 
2012
 
06/14/13
 
14 to 40 Years
 
Phoenix, AZ
 
(b)

 
2,098

 
5,338

 

 

 
2,098

 
5,338

 
7,436

 
(702
)
 
2003
 
10/15/12
 
15 to 30 Years
 
Pocatello, ID
 
17,250

 
3,682

 
10,658

 

 

 
3,682

 
10,658

 
14,340

 
(1,174
)
 
2006
 
07/17/13
 
5 to 38 Years
 
Soldotna, AK
 
(a)

 
1,177

 
2,245

 

 

 
1,177

 
2,245

 
3,422

 
(111
)
 
1983
 
05/22/14
 
15 to 40 Years
 
Thornton, CO
 
(b)

 
2,836

 
5,069

 

 

 
2,836

 
5,069

 
7,905

 
(723
)
 
2003
 
10/15/12
 
15 to 30 Years
 
Tuscaloosa, AL
 
3,968

 
3,321

 
4,053

 

 

 
3,321

 
4,053

 
7,374

 
(278
)
 
2013
 
09/30/13
 
14 to 50 Years
 
Valdosta, GA
 
(b)

 
2,930

 
5,012

 

 

 
2,930

 
5,012

 
7,942

 
(464
)
 
2012
 
06/14/13
 
14 to 40 Years
 
Williston, ND
 
(d)

 
2,190

 
4,132

 

 

 
2,190

 
4,132

 
6,322

 
(42
)
 
2015
 
08/24/15
 
15 to 50 Years

189


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Health and Fitness
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Albuquerque, NM
 
(d)

 
1,915

 
3,724

 

 

 
1,915

 
3,724

 
5,639

 
(97
)
 
1995
 
04/23/15
 
15 to 30 Years
 
Albuquerque, NM
 
(d)

 
2,391

 
4,007

 

 

 
2,391

 
4,007

 
6,398

 
(108
)
 
2001
 
04/23/15
 
15 to 30 Years
 
Albuquerque, NM
 
(d)

 
4,732

 
6,844

 

 

 
4,732

 
6,844

 
11,576

 
(158
)
 
1972
 
04/23/15
 
15 to 40 Years
 
Aurora, CO
 
4,777

 
1,452

 
4,413

 

 

 
1,452

 
4,413

 
5,865

 
(397
)
 
1995
 
07/17/13
 
11 to 30 Years
 
Brooklyn Park, MN
 
(d)

 
3,176

 
7,771

 

 

 
3,176

 
7,771

 
10,947

 
(768
)
 
2008
 
07/17/13
 
10 to 35 Years
 
Chandler, AZ
 
(a)

 
1,028

 
5,318

 

 

 
1,028

 
5,318

 
6,346

 
(397
)
 
2002
 
07/17/13
 
8 to 40 Years
 
Chicago, IL
 
(a)

 
1,009

 
2,965

 

 

 
1,009

 
2,965

 
3,974

 
(203
)
 
2007
 
12/09/13
 
14 to 40 Years
 
Clifton, CO
 
(a)

 
1,280

 
6,975

 

 

 
1,280

 
6,975

 
8,255

 
(128
)
 
1983
 
06/30/15
 
15 to 30 Years
 
Clinton Township, MI
 
(a)

 
5,430

 
7,254

 
(2,562
)
 
(1,160
)
 
2,868

 
6,094

 
8,962

 
(502
)
 
1999
 
01/09/07
 
15 to 30 Years
 
Farmington, NM
 
(d)

 
2,242

 
6,696

 

 

 
2,242

 
6,696

 
8,938

 
(136
)
 
1999
 
04/23/15
 
15 to 40 Years
 
Grand Junction, CO
 
(a)

 
1,825

 
10,478

 

 

 
1,825

 
10,478

 
12,303

 
(50
)
 
2007
 
11/05/15
 
15 to 40 Years
 
Greenwood, IN
 
(b)

 
1,973

 
9,764

 

 

 
1,973

 
9,764

 
11,737

 
(712
)
 
2007
 
07/17/13
 
10 to 42 Years
 
Keizer, OR
 
(a)

 
1,208

 
4,089

 

 

 
1,208

 
4,089

 
5,297

 
(1,100
)
 
1988
 
12/01/05
 
15 to 40 Years
 
Lancaster, CA
 
(d)

 
6,982

 
9,255

 

 

 
6,982

 
9,255

 
16,237

 
(279
)
 
1987
 
05/07/15
 
9 to 30 Years
 
League City, TX
 
(b)

 
2,514

 
6,767

 

 

 
2,514

 
6,767

 
9,281

 
(546
)
 
2008
 
07/17/13
 
10 to 42 Years
 
Manteca, CA
 
(d)

 
796

 
2,062

 

 

 
796

 
2,062

 
2,858

 
(26
)
 
2001
 
09/04/15
 
15 to 30 Years
 
Matteson, IL
 
(b)

 
4,587

 
6,328

 

 

 
4,587

 
6,328

 
10,915

 
(634
)
 
2007
 
07/17/13
 
10 to 34 Years
 
Modesto, CA
 
(d)

 
2,350

 
5,923

 

 

 
2,350

 
5,923

 
8,273

 
(302
)
 
1964
 
12/05/14
 
10 to 30 Years
 
Naperville, IL
 
(b)

 
5,015

 
6,946

 

 

 
5,015

 
6,946

 
11,961

 
(628
)
 
2007
 
07/17/13
 
9 to 38 Years
 
O' Fallon, MO
 
5,425

 
1,669

 
6,054

 

 

 
1,669

 
6,054

 
7,723

 
(544
)
 
2007
 
07/17/13
 
9 to 34 Years
 
O'Fallon, IL
 
3,650

 
2,243

 
5,002

 

 

 
2,243

 
5,002

 
7,245

 
(483
)
 
2005
 
07/17/13
 
6 to 37 Years
 
Olathe, KS
 
4,816

 
1,816

 
5,526

 

 

 
1,816

 
5,526

 
7,342

 
(475
)
 
2007
 
07/17/13
 
12 to 39 Years
 
Phoenix, AZ
 
(d)

 
642

 
2,245

 

 

 
642

 
2,245

 
2,887

 
(112
)
 
1988
 
09/30/14
 
14 to 30 Years
 
Rio Rancho, NM
 
(d)

 
1,448

 
2,172

 

 

 
1,448

 
2,172

 
3,620

 
(61
)
 
1997
 
04/23/15
 
15 to 30 Years
 
Sacramento, CA
 
(d)

 
1,236

 
2,883

 

 

 
1,236

 
2,883

 
4,119

 
(43
)
 
1990
 
09/29/15
 
15 to 20 Years
 
Saint Cloud, MN
 
(a)

 
912

 
1,427

 

 

 
912

 
1,427

 
2,339

 
(90
)
 
1989
 
12/16/14
 
15 to 20 Years
 
Salem, OR
 
(a)

 
941

 
2,620

 
1,018

 
5,042

 
1,959

 
7,662

 
9,621

 
(1,983
)
 
1996
 
12/01/05
 
15 to 40 Years
 
Salem, OR
 
(a)

 
1,509

 
5,635

 

 

 
1,509

 
5,635

 
7,144

 
(1,506
)
 
2001
 
12/01/05
 
15 to 40 Years
 
Salem, OR
 
(a)

 
1,214

 
4,911

 

 

 
1,214

 
4,911

 
6,125

 
(1,335
)
 
1980
 
12/01/05
 
15 to 40 Years
 
Salem, OR
 
(a)

 
1,589

 
3,834

 

 

 
1,589

 
3,834

 
5,423

 
(1,390
)
 
1977
 
12/01/05
 
15 to 30 Years
 
Sartell, MN
 
(a)

 
3,092

 
3,765

 

 

 
3,092

 
3,765

 
6,857

 
(232
)
 
2001
 
12/16/14
 
15 to 30 Years
 
Southaven, MS
 
(d)

 
1,187

 
1,817

 

 

 
1,187

 
1,817

 
3,004

 
(94
)
 
2014
 
09/17/14
 
15 to 40 Years
 
St. Peters, MO
 
4,627

 
1,814

 
5,810

 

 

 
1,814

 
5,810

 
7,624

 
(586
)
 
2007
 
07/17/13
 
9 to 34 Years
 
Taylorsville, UT
 
(d)

 
1,496

 
3,593

 

 

 
1,496

 
3,593

 
5,089

 
(19
)
 
1988
 
11/20/15
 
12 to 20 Years
 
West Chester, OH
 
(b)

 
606

 
9,832

 

 

 
606

 
9,832

 
10,438

 
(630
)
 
2009
 
07/17/13
 
7 to 43 Years

190


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 


Automotive Parts and Service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acworth, GA
 
(a)

 
823

 
976

 

 

 
823

 
976

 
1,799

 
(59
)
 
1999
 
03/28/14
 
15 to 40 Years
 
Alabaster, AL
 
(a)

 
631

 
1,010

 

 

 
631

 
1,010

 
1,641

 
(213
)
 
1995
 
12/22/06
 
40 to 40 Years
 
Albany, GA
 
(a)

 
242

 
572

 

 

 
242

 
572

 
814

 
(152
)
 
1982
 
09/07/07
 
15 to 40 Years
 
Albany, GA
 
(a)

 
281

 
575

 

 

 
281

 
575

 
856

 
(219
)
 
1997
 
09/07/07
 
15 to 30 Years
 
Albuquerque, NM
 
(a)

 
885

 
2,998

 

 

 
885

 
2,998

 
3,883

 
(248
)
 
1990
 
07/17/13
 
7 to 35 Years
 
Ann Arbor, MI
 
(a)

 
684

 
413

 

 

 
684

 
413

 
1,097

 
(40
)
 
1989
 
06/23/14
 
15 to 20 Years
 
Arlington Heights, IL
 
(a)

 
1,530

 
5,354

 

 

 
1,530

 
5,354

 
6,884

 
(439
)
 
1995
 
07/17/13
 
9 to 36 Years
 
Ashland, KY
 
(a)

 
613

 
1,284

 

 

 
613

 
1,284

 
1,897

 
(106
)
 
2006
 
07/17/13
 
8 to 48 Years
 
Atlanta, GA
 
(a)

 
1,830

 
363

 

 

 
1,830

 
363

 
2,193

 
(79
)
 
1998
 
07/17/13
 
5 to 24 Years
 
Auburn Hills, MI
 
(d)

 
3,542

 
6,597

 

 

 
3,542

 
6,597

 
10,139

 
(934
)
 
1995
 
07/17/13
 
8 to 38 Years
 
Auburn, AL
 
(a)

 
676

 
647

 

 

 
676

 
647

 
1,323

 
(261
)
 
1995
 
09/07/07
 
15 to 30 Years
 
Auburn, AL
 
(a)

 
354

 
1,182

 
30

 
78

 
384

 
1,260

 
1,644

 
(368
)
 
1987
 
12/22/06
 
15 to 30 Years
 
Battle Creek, MI
 
(a)

 
211

 
419

 

 

 
211

 
419

 
630

 
(38
)
 
1981
 
06/23/14
 
15 to 20 Years
 
Battle Creek, MI
 
(a)

 
302

 
262

 

 

 
302

 
262

 
564

 
(27
)
 
1987
 
06/23/14
 
15 to 20 Years
 
Battle Creek, MI
 
(a)

 
594

 
262

 

 

 
594

 
262

 
856

 
(46
)
 
1998
 
06/23/14
 
15 to 20 Years
 
Bessemer, AL
 
(a)

 
358

 
1,197

 

 

 
358

 
1,197

 
1,555

 
(252
)
 
1988
 
12/22/06
 
40 to 40 Years
 
Birmingham, AL
 
(a)

 
417

 
1,237

 

 

 
417

 
1,237

 
1,654

 
(260
)
 
1970
 
12/22/06
 
40 to 40 Years
 
Birmingham, AL
 
(a)

 
300

 
839

 

 

 
300

 
839

 
1,139

 
(141
)
 
1998
 
12/22/06
 
50 to 50 Years
 
Birmingham, AL
 
(a)

 
607

 
1,379

 

 

 
607

 
1,379

 
1,986

 
(290
)
 
1988
 
12/22/06
 
40 to 40 Years
 
Birmingham, AL
 
(a)

 
343

 
901

 

 

 
343

 
901

 
1,244

 
(190
)
 
1989
 
12/22/06
 
40 to 40 Years
 
Birmingham, AL
 
(a)

 
334

 
1,119

 

 

 
334

 
1,119

 
1,453

 
(235
)
 
1989
 
12/22/06
 
40 to 40 Years
 
Birmingham, AL
 
(a)

 
372

 
1,073

 

 

 
372

 
1,073

 
1,445

 
(301
)
 
1965
 
12/22/06
 
30 to 30 Years
 
Birmingham, AL
 
(a)

 
339

 
858

 

 

 
339

 
858

 
1,197

 
(181
)
 
1990
 
12/22/06
 
40 to 40 Years
 
Bloomfield, MI
 
(a)

 
554

 
332

 

 

 
554

 
332

 
886

 
(35
)
 
1987
 
06/23/14
 
15 to 20 Years
 
Bonita Springs, FL
 
(a)

 
582

 
312

 

 
101

 
582

 
413

 
995

 
(73
)
 
1990
 
03/19/13
 
10 to 30 Years
 
Bradenton, FL
 
(a)

 
594

 
494

 

 
222

 
594

 
716

 
1,310

 
(130
)
 
1988
 
03/19/13
 
10 to 30 Years
 
Charlotte, NC
 
(a)

 
403

 
1,146

 

 

 
403

 
1,146

 
1,549

 
(107
)
 
2008
 
07/17/13
 
12 to 43 Years
 
Chesterfield Twshp, MI
 
(a)

 
181

 
302

 

 

 
181

 
302

 
483

 
(31
)
 
1990
 
06/23/14
 
15 to 20 Years
 
Clarksville, IN
 
(a)

 
1,055

 
1,758

 

 

 
1,055

 
1,758

 
2,813

 
(204
)
 
1993
 
07/17/13
 
8 to 30 Years
 
Clarksville, TN
 
(a)

 
658

 
1,243

 

 

 
658

 
1,243

 
1,901

 
(91
)
 
2000
 
03/31/14
 
14 to 30 Years
 
Clawson, MI
 
(a)

 
262

 
242

 

 

 
262

 
242

 
504

 
(24
)
 
1984
 
06/23/14
 
15 to 20 Years
 
Clayton, NC
 
(a)

 
684

 
1,254

 

 

 
684

 
1,254

 
1,938

 
(94
)
 
2001
 
03/31/14
 
7 to 30 Years
 
Clearwater, FL
 
(a)

 
463

 
443

 

 
131

 
463

 
574

 
1,037

 
(91
)
 
1989
 
03/19/13
 
10 to 30 Years
 
Clinton Township, MI
 
(a)

 
141

 
282

 

 

 
141

 
282

 
423

 
(27
)
 
1987
 
06/23/14
 
15 to 20 Years

191


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Colorado Springs, CO
 
(a)

 
1,335

 
1,587

 

 

 
1,335

 
1,587

 
2,922

 
(261
)
 
1994
 
07/17/13
 
7 to 26 Years
 
Colorado Springs, CO
 
(d)

 
363

 
922

 

 

 
363

 
922

 
1,285

 
(29
)
 
1976
 
03/26/15
 
14 to 30 Years
 
Colorado Springs, CO
 
(d)

 
792

 
1,598

 

 

 
792

 
1,598

 
2,390

 
(41
)
 
2012
 
03/26/15
 
14 to 40 Years
 
Columbia Heights, MN
 
1,038

 
510

 
1,314

 

 

 
510

 
1,314

 
1,824

 
(102
)
 
2006
 
07/17/13
 
7 to 43 Years
 
Crestview, FL
 
(a)

 
544

 
743

 

 

 
544

 
743

 
1,287

 
(249
)
 
1975
 
09/07/07
 
15 to 30 Years
 
Dacula, GA
 
(a)

 
1,067

 
976

 

 

 
1,067

 
976

 
2,043

 
(60
)
 
2000
 
03/28/14
 
15 to 40 Years
 
Decatur, AL
 
(a)

 
187

 
1,174

 

 
98

 
187

 
1,272

 
1,459

 
(226
)
 
2000
 
12/22/06
 
19 to 50 Years
 
Decatur, AL
 
(a)

 
84

 
803

 

 

 
84

 
803

 
887

 
(135
)
 
2001
 
12/22/06
 
50 to 50 Years
 
Dothan, AL
 
(a)

 
162

 
659

 

 

 
162

 
659

 
821

 
(216
)
 
1996
 
09/07/07
 
15 to 30 Years
 
Duluth, MN
 
860

 
207

 
1,462

 

 

 
207

 
1,462

 
1,669

 
(92
)
 
2006
 
07/17/13
 
7 to 48 Years
 
Dunellen, NJ
 
(a)

 
1,177

 
1,973

 

 

 
1,177

 
1,973

 
3,150

 
(133
)
 
2008
 
07/17/13
 
10 to 48 Years
 
El Centro, CA
 
(a)

 
1,295

 
1,504

 

 

 
1,295

 
1,504

 
2,799

 
(180
)
 
1998
 
07/17/13
 
9 to 33 Years
 
Estero, FL
 
(a)

 
334

 
571

 

 

 
334

 
571

 
905

 
(60
)
 
2009
 
10/28/13
 
9 to 30 Years
 
Estero, FL
 
(a)

 
394

 
399

 

 

 
394

 
399

 
793

 
(49
)
 
2004
 
10/28/13
 
9 to 30 Years
 
Falcon, CO
 
(d)

 
495

 
998

 

 

 
495

 
998

 
1,493

 
(34
)
 
2009
 
03/26/15
 
14 to 30 Years
 
Farmington Hills, MI
 
(a)

 
382

 
282

 

 

 
382

 
282

 
664

 
(31
)
 
1987
 
06/23/14
 
15 to 20 Years
 
Farragut, TN
 
(a)

 
986

 
1,148

 

 

 
986

 
1,148

 
2,134

 
(78
)
 
2011
 
03/28/14
 
15 to 40 Years
 
Fergus Falls, MN
 
722

 
294

 
978

 

 

 
294

 
978

 
1,272

 
(77
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Florence, AL
 
(a)

 
130

 
1,128

 

 

 
130

 
1,128

 
1,258

 
(190
)
 
1999
 
12/22/06
 
50 to 50 Years
 
Fort Myers, FL
 
(a)

 
555

 
312

 

 
131

 
555

 
443

 
998

 
(81
)
 
1990
 
03/19/13
 
10 to 30 Years
 
Frederick, MD
 
(a)

 
1,571

 
2,529

 

 

 
1,571

 
2,529

 
4,100

 
(226
)
 
1987
 
07/17/13
 
9 to 40 Years
 
Gardendale, AL
 
(a)

 
586

 
1,274

 

 

 
586

 
1,274

 
1,860

 
(268
)
 
1989
 
12/22/06
 
40 to 40 Years
 
Grand Bay, AL
 
(a)

 
226

 
1,242

 

 

 
226

 
1,242

 
1,468

 
(88
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Grand Forks, ND
 
840

 
287

 
1,132

 

 

 
287

 
1,132

 
1,419

 
(100
)
 
2005
 
07/17/13
 
7 to 45 Years
 
Greenfield, IN
 
(a)

 
458

 
996

 

 

 
458

 
996

 
1,454

 
(80
)
 
2003
 
07/17/13
 
7 to 47 Years
 
Greensboro, NC
 
(a)

 
721

 
1,179

 

 

 
721

 
1,179

 
1,900

 
(97
)
 
2002
 
03/31/14
 
7 to 30 Years
 
Gulf Breeze, FL
 
(a)

 
296

 
457

 

 

 
296

 
457

 
753

 
(156
)
 
1993
 
09/07/07
 
15 to 30 Years
 
Hampton, VA
 
(a)

 
1,662

 
2,974

 

 

 
1,662

 
2,974

 
4,636

 
(317
)
 
1993
 
07/17/13
 
9 to 35 Years
 
Holland Township, MI
 
1,231

 
493

 
1,212

 

 

 
493

 
1,212

 
1,705

 
(87
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Holland, MI
 
1,193

 
542

 
1,384

 

 

 
542

 
1,384

 
1,926

 
(104
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Huntsville, AL
 
(a)

 
195

 
1,649

 

 

 
195

 
1,649

 
1,844

 
(347
)
 
1993
 
12/22/06
 
40 to 40 Years
 
Huntsville, AL
 
(a)

 
295

 
893

 

 

 
295

 
893

 
1,188

 
(188
)
 
1994
 
12/22/06
 
40 to 40 Years
 
Huntsville, AL
 
(a)

 
374

 
1,295

 

 
109

 
374

 
1,404

 
1,778

 
(304
)
 
1997
 
12/22/06
 
19 to 40 Years
 
Huntsville, AL
 
(a)

 
252

 
917

 

 

 
252

 
917

 
1,169

 
(257
)
 
1965
 
12/22/06
 
30 to 30 Years
 
Huntsville, AL
 
(a)

 
184

 
1,037

 

 

 
184

 
1,037

 
1,221

 
(175
)
 
2001
 
12/22/06
 
50 to 50 Years

192


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Hurley, MS
 
(a)

 
265

 
1,052

 

 

 
265

 
1,052

 
1,317

 
(89
)
 
2006
 
07/17/13
 
7 to 45 Years
 
Irvington, NJ
 
(a)

 
1,605

 
1,912

 

 

 
1,605

 
1,912

 
3,517

 
(152
)
 
2006
 
07/17/13
 
7 to 47 Years
 
Jackson, OH
 
(a)

 
397

 
1,251

 

 

 
397

 
1,251

 
1,648

 
(98
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Jenison, MI
 
(d)

 
1,111

 
2,207

 

 

 
1,111

 
2,207

 
3,318

 
(523
)
 
1999
 
07/17/13
 
3 to 22 Years
 
Kalamazoo, MI
 
(a)

 
247

 
333

 

 

 
247

 
333

 
580

 
(29
)
 
1982
 
07/30/14
 
15 to 20 Years
 
Kalamazoo, MI
 
(a)

 
201

 
362

 

 

 
201

 
362

 
563

 
(33
)
 
1987
 
06/23/14
 
15 to 20 Years
 
Kalamazoo, MI
 
(a)

 
312

 
262

 

 

 
312

 
262

 
574

 
(27
)
 
1984
 
06/23/14
 
15 to 20 Years
 
Kalamazoo, MI
 
(a)

 
60

 
211

 

 

 
60

 
211

 
271

 
(19
)
 
1986
 
06/23/14
 
15 to 20 Years
 
Kalamazoo, MI
 
(a)

 
171

 
332

 

 

 
171

 
332

 
503

 
(35
)
 
1979
 
06/23/14
 
15 to 20 Years
 
Kalamazoo, MI
 
(a)

 
352

 
262

 

 

 
352

 
262

 
614

 
(32
)
 
1987
 
06/23/14
 
15 to 20 Years
 
Kalamazoo, MI
 
(a)

 
503

 
342

 

 

 
503

 
342

 
845

 
(56
)
 
1989
 
06/23/14
 
15 to 20 Years
 
Kalamzaoo, MI
 
(a)

 
141

 
141

 

 

 
141

 
141

 
282

 
(17
)
 
1959
 
06/23/14
 
15 to 20 Years
 
Kennesaw, GA
 
(a)

 
874

 
1,270

 

 

 
874

 
1,270

 
2,144

 
(77
)
 
1999
 
03/28/14
 
15 to 40 Years
 
Lakeland, FL
 
(a)

 
1,204

 
1,917

 

 

 
1,204

 
1,917

 
3,121

 
(182
)
 
1991
 
07/17/13
 
7 to 38 Years
 
Largo, FL
 
(a)

 
416

 
493

 

 
111

 
416

 
604

 
1,020

 
(93
)
 
1989
 
03/19/13
 
10 to 30 Years
 
Lawrenceville, GA
 
(a)

 
722

 
976

 

 

 
722

 
976

 
1,698

 
(60
)
 
2000
 
03/28/14
 
15 to 40 Years
 
Lincoln, NE
 
(a)

 
1,318

 
1,604

 

 

 
1,318

 
1,604

 
2,922

 
(698
)
 
1972
 
04/29/11
 
11 to 26 Years
 
Livonia, MI
 
(a)

 
252

 
262

 

 

 
252

 
262

 
514

 
(27
)
 
1986
 
06/23/14
 
15 to 20 Years
 
Macomb Township, MI
 
(a)

 
181

 
262

 

 

 
181

 
262

 
443

 
(26
)
 
1986
 
06/23/14
 
15 to 20 Years
 
Madison Heights, MI
 
(a)

 
352

 
493

 

 

 
352

 
493

 
845

 
(47
)
 
1984
 
06/23/14
 
15 to 20 Years
 
Madison, AL
 
(a)

 
359

 
1,505

 

 

 
359

 
1,505

 
1,864

 
(317
)
 
1995
 
12/22/06
 
40 to 40 Years
 
Madison, AL
 
(a)

 
211

 
1,401

 

 

 
211

 
1,401

 
1,612

 
(295
)
 
1997
 
12/22/06
 
40 to 40 Years
 
Madison, TN
 
(a)

 
662

 
1,567

 

 

 
662

 
1,567

 
2,229

 
(92
)
 
2000
 
03/31/14
 
14 to 40 Years
 
Marianna, FL
 
(a)

 
283

 
452

 

 

 
283

 
452

 
735

 
(150
)
 
1994
 
09/07/07
 
15 to 40 Years
 
Maryland Heights, MO
 
(a)

 
522

 
1,155

 

 

 
522

 
1,155

 
1,677

 
(93
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Midwest City, OK
 
(a)

 
353

 
815

 

 

 
353

 
815

 
1,168

 
(76
)
 
2007
 
07/17/13
 
9 to 44 Years
 
Milton, FL
 
(a)

 
137

 
577

 

 

 
137

 
577

 
714

 
(191
)
 
1986
 
09/07/07
 
15 to 30 Years
 
Mobile, AL
 
(a)

 
89

 
501

 

 

 
89

 
501

 
590

 
(161
)
 
1982
 
11/30/07
 
15 to 30 Years
 
Mobile, AL
 
(a)

 
157

 
508

 

 

 
157

 
508

 
665

 
(172
)
 
1982
 
09/07/07
 
15 to 30 Years
 
Montgomery, AL
 
(a)

 
398

 
626

 

 

 
398

 
626

 
1,024

 
(231
)
 
1997
 
09/07/07
 
15 to 30 Years
 
Montgomery, AL
 
(a)

 
241

 
628

 

 

 
241

 
628

 
869

 
(212
)
 
1997
 
09/07/07
 
15 to 30 Years
 
Montgomery, AL
 
(a)

 
422

 
857

 

 

 
422

 
857

 
1,279

 
(291
)
 
1992
 
09/07/07
 
15 to 30 Years
 
Montgomery, AL
 
(a)

 
303

 
636

 

 

 
303

 
636

 
939

 
(221
)
 
1996
 
09/07/07
 
15 to 30 Years
 
Montgomery, AL
 
(a)

 
275

 
528

 

 

 
275

 
528

 
803

 
(198
)
 
1988
 
09/07/07
 
15 to 30 Years
 
Moultrie, GA
 
(a)

 
179

 
271

 

 

 
179

 
271

 
450

 
(150
)
 
1983
 
09/07/07
 
15 to 20 Years
 
Naples, FL
 
(a)

 
249

 
265

 

 

 
249

 
265

 
514

 
(34
)
 
1966
 
10/28/13
 
9 to 20 Years
 
Naples, FL
 
(a)

 
425

 
424

 

 

 
425

 
424

 
849

 
(49
)
 
2006
 
10/28/13
 
9 to 30 Years

193


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Naples, FL
 
(a)

 
333

 
302

 

 
121

 
333

 
423

 
756

 
(70
)
 
1990
 
03/19/13
 
10 to 30 Years
 
Nashville, TN
 
(a)

 
828

 
1,405

 

 

 
828

 
1,405

 
2,233

 
(112
)
 
2000
 
03/31/14
 
14 to 30 Years
 
New Boston, OH
 
(a)

 
345

 
1,538

 

 

 
345

 
1,538

 
1,883

 
(105
)
 
2005
 
07/17/13
 
7 to 47 Years
 
Niceville, FL
 
(a)

 
458

 
454

 

 

 
458

 
454

 
912

 
(134
)
 
1996
 
09/07/07
 
15 to 40 Years
 
North Little Rock, AR
 
(a)

 
244

 
311

 

 

 
244

 
311

 
555

 
(27
)
 
2001
 
03/31/14
 
2 to 30 Years
 
Ocean Springs, MS
 
(a)

 
145

 
186

 

 

 
145

 
186

 
331

 
(22
)
 
1988
 
07/17/13
 
15 to 30 Years
 
Opelika, AL
 
(a)

 
503

 
628

 

 

 
503

 
628

 
1,131

 
(245
)
 
1995
 
09/07/07
 
15 to 30 Years
 
Orem, UT
 
(a)

 
1,224

 
2,132

 

 

 
1,224

 
2,132

 
3,356

 
(197
)
 
1990
 
07/17/13
 
9 to 40 Years
 
Oxford, AL
 
(a)

 
120

 
1,224

 

 

 
120

 
1,224

 
1,344

 
(258
)
 
1990
 
12/22/06
 
40 to 40 Years
 
Panama City, FL
 
(a)

 
378

 
252

 

 

 
378

 
252

 
630

 
(38
)
 
1997
 
07/17/13
 
15 to 30 Years
 
Pasadena, TX
 
(a)

 
1,224

 
4,263

 

 

 
1,224

 
4,263

 
5,487

 
(346
)
 
1995
 
07/17/13
 
9 to 40 Years
 
Pea Ridge, AR
 
(a)

 
217

 

 

 

 
217

 

 
217

 

 
(f)
 
03/31/14
 
(f)
 
Penns Grove, NJ
 
(a)

 
612

 
1,564

 

 

 
612

 
1,564

 
2,176

 
(118
)
 
2006
 
07/17/13
 
8 to 47 Years
 
Pensacola, FL
 
(a)

 
238

 
564

 

 

 
238

 
564

 
802

 
(193
)
 
1994
 
09/07/07
 
15 to 30 Years
 
Pensacola, FL
 
(a)

 
104

 
333

 

 

 
104

 
333

 
437

 
(122
)
 
1968
 
09/07/07
 
15 to 30 Years
 
Pensacola, FL
 
(a)

 
148

 
459

 

 

 
148

 
459

 
607

 
(153
)
 
1972
 
09/07/07
 
15 to 30 Years
 
Pensacola, FL
 
(a)

 
195

 
569

 

 

 
195

 
569

 
764

 
(198
)
 
1983
 
09/07/07
 
15 to 30 Years
 
Pensacola, FL
 
(a)

 
150

 
575

 

 

 
150

 
575

 
725

 
(198
)
 
1986
 
09/07/07
 
15 to 30 Years
 
Pinson, AL
 
(a)

 
320

 
916

 

 

 
320

 
916

 
1,236

 
(154
)
 
2001
 
12/22/06
 
50 to 50 Years
 
Portage, MI
 
(a)

 
423

 
262

 

 

 
423

 
262

 
685

 
(28
)
 
1985
 
06/23/14
 
15 to 20 Years
 
Portland, ME
 
(a)

 
650

 
566

 

 

 
650

 
566

 
1,216

 
(252
)
 
1993
 
06/30/09
 
13 to 28 Years
 
Rainsville, AL
 
(a)

 
251

 
1,073

 

 

 
251

 
1,073

 
1,324

 
(94
)
 
2005
 
07/17/13
 
7 to 42 Years
 
Sarasota, FL
 
(a)

 
386

 
312

 

 
141

 
386

 
453

 
839

 
(79
)
 
1987
 
03/19/13
 
10 to 30 Years
 
Sarasota, FL
 
(a)

 
278

 
312

 

 
131

 
278

 
443

 
721

 
(71
)
 
1987
 
03/19/13
 
10 to 30 Years
 
Scottsburg, IN
 
(a)

 
238

 
665

 

 

 
238

 
665

 
903

 
(59
)
 
2006
 
07/17/13
 
8 to 43 Years
 
Shelby Township, MI
 
(a)

 
387

 
355

 

 

 
387

 
355

 
742

 
(35
)
 
1989
 
07/30/14
 
15 to 20 Years
 
Spanish Fort, AL
 
(a)

 
563

 
607

 

 

 
563

 
607

 
1,170

 
(272
)
 
1993
 
09/07/07
 
15 to 30 Years
 
St Clair Shores, MI
 
(a)

 
242

 
272

 

 

 
242

 
272

 
514

 
(27
)
 
1985
 
06/23/14
 
15 to 20 Years
 
St. Francis, WI
 
(a)

 
532

 
1,557

 

 

 
532

 
1,557

 
2,089

 
(129
)
 
2006
 
07/17/13
 
8 to 48 Years
 
Suwanee, GA
 
(a)

 
480

 
1,350

 

 

 
480

 
1,350

 
1,830

 
(124
)
 
1986
 
10/21/13
 
13 to 30 Years
 
Tamarac, FL
 
(a)

 
1,407

 
2,660

 

 

 
1,407

 
2,660

 
4,067

 
(224
)
 
1997
 
07/17/13
 
7 to 39 Years
 
Trenton, OH
 
(a)

 
324

 
842

 

 

 
324

 
842

 
1,166

 
(74
)
 
2003
 
07/17/13
 
7 to 47 Years
 
Troy, MI
 
(a)

 
322

 
392

 

 

 
322

 
392

 
714

 
(36
)
 
1984
 
06/23/14
 
15 to 20 Years
 
Troy, MI
 
(a)

 
281

 
267

 

 

 
281

 
267

 
548

 
(14
)
 
1989
 
12/03/14
 
15 to 30 Years
 
Valdosta, GA
 
(a)

 
376

 
576

 

 

 
376

 
576

 
952

 
(210
)
 
1996
 
11/30/07
 
15 to 30 Years
 
Warren, AR
 
(a)

 
217

 
375

 

 

 
217

 
375

 
592

 
(36
)
 
2006
 
03/31/14
 
13 to 30 Years
 
Warren, MI
 
(a)

 
409

 
344

 

 

 
409

 
344

 
753

 
(31
)
 
1986
 
07/30/14
 
15 to 20 Years

194


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Waterford, MI
 
(a)

 
292

 
362

 

 

 
292

 
362

 
654

 
(37
)
 
1989
 
06/23/14
 
15 to 20 Years
 
Waycross, GA
 
(a)

 
380

 
142

 

 

 
380

 
142

 
522

 
(27
)
 
1998
 
12/10/13
 
15 to 30 Years
 
West Warwick, RI
 
(a)

 
1,323

 
2,917

 

 

 
1,323

 
2,917

 
4,240

 
(261
)
 
1993
 
07/17/13
 
9 to 41 Years
 
Wetumpka, AL
 
(a)

 
185

 
332

 

 

 
185

 
332

 
517

 
(21
)
 
1995
 
06/24/14
 
12 to 30 Years
 
Willingboro, NJ
 
(a)

 
784

 
1,369

 

 

 
784

 
1,369

 
2,153

 
(126
)
 
2007
 
07/17/13
 
9 to 47 Years
 
Woodstock, GA
 
(a)

 
1,108

 
1,281

 

 

 
1,108

 
1,281

 
2,389

 
(83
)
 
1999
 
03/28/14
 
15 to 40 Years
 
Ypislianti, MI
 
(a)

 
1,107

 
745

 

 

 
1,107

 
745

 
1,852

 
(65
)
 
1999
 
06/23/14
 
15 to 30 Years
 
Zeeland, MI
 
1,057

 
490

 
1,136

 

 

 
490

 
1,136

 
1,626

 
(88
)
 
2005
 
07/17/13
 
7 to 47 Years

195


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Home Furnishings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Abilene, TX
 
(a)

 
1,316

 
2,649

 

 

 
1,316

 
2,649

 
3,965

 
(823
)
 
2000
 
05/19/05
 
15 to 40 Years
 
Alpharetta, GA
 
(d)

 
2,819

 
3,139

 

 

 
2,819

 
3,139

 
5,958

 
(260
)
 
2000
 
07/17/13
 
5 to 43 Years
 
Amarillo, TX
 
4,026

 
1,481

 
4,999

 

 

 
1,481

 
4,999

 
6,480

 
(518
)
 
2001
 
07/17/13
 
9 to 36 Years
 
Anderson, SC
 
(b)

 
870

 
1,909

 

 

 
870

 
1,909

 
2,779

 
(194
)
 
2006
 
07/17/13
 
8 to 40 Years
 
Ashland, KY
 
(a)

 
775

 
2,037

 

 

 
775

 
2,037

 
2,812

 
(688
)
 
1990
 
08/27/09
 
12 to 27 Years
 
Ashland, KY
 
(a)

 
629

 
754

 

 

 
629

 
754

 
1,383

 
(294
)
 
1993
 
08/27/09
 
12 to 27 Years
 
Bensalem, PA
 
(a)

 
1,653

 
3,085

 

 

 
1,653

 
3,085

 
4,738

 
(1,108
)
 
1987
 
01/03/07
 
15 to 30 Years
 
Chicago, IL
 
14,602

 
4,893

 
1,000

 
(2,352
)
 
(471
)
 
2,541

 
529

 
3,070

 
(100
)
 
2006
 
07/17/13
 
10 to 48 Years
 
Chillicothe, OH
 
(a)

 
499

 
2,296

 

 

 
499

 
2,296

 
2,795

 
(770
)
 
1995
 
08/27/09
 
12 to 27 Years
 
Collierville, TN
 
(d)

 
1,114

 
6,726

 

 

 
1,114

 
6,726

 
7,840

 
(712
)
 
2002
 
07/17/13
 
9 to 49 Years
 
Columbia, SC
 
(d)

 
596

 
872

 

 
216

 
596

 
1,088

 
1,684

 
(98
)
 
1998
 
07/17/13
 
14 to 45 Years
 
Douglasville, GA
 
(d)

 
2,612

 
4,840

 

 
87

 
2,612

 
4,927

 
7,539

 
(736
)
 
2006
 
07/17/13
 
4 to 39 Years
 
Eau Claire, WI
 
(a)

 
1,597

 
6,964

 

 

 
1,597

 
6,964

 
8,561

 
(2,472
)
 
2004
 
04/08/05
 
15 to 30 Years
 
El Paso, TX
 
(a)

 
1,536

 
3,852

 

 

 
1,536

 
3,852

 
5,388

 
(1,388
)
 
1973
 
07/01/05
 
14 to 30 Years
 
Fairless Hills, PA
 
(a)

 
3,655

 
5,271

 

 

 
3,655

 
5,271

 
8,926

 
(2,000
)
 
1994
 
01/03/07
 
15 to 30 Years
 
Fargo, ND
 
4,800

 
2,095

 
8,525

 

 

 
2,095

 
8,525

 
10,620

 
(753
)
 
2005
 
07/17/13
 
8 to 32 Years
 
Glendale, AZ
 
(d)

 
1,395

 
4,242

 

 

 
1,395

 
4,242

 
5,637

 
(409
)
 
2001
 
07/17/13
 
2 to 45 Years
 
Hermantown, MN
 
(a)

 
1,881

 
7,761

 

 

 
1,881

 
7,761

 
9,642

 
(2,052
)
 
2003
 
04/08/05
 
15 to 40 Years
 
Horseheads, NY
 
(d)

 
1,376

 
12,506

 

 

 
1,376

 
12,506

 
13,882

 
(68
)
 
2005
 
10/06/15
 
15 to 50 Years
 
Hurricane, WV
 
(a)

 
727

 
3,005

 

 

 
727

 
3,005

 
3,732

 
(971
)
 
1998
 
08/27/09
 
12 to 27 Years
 
Independence, MO
 
(b)

 
2,157

 
2,597

 

 

 
2,157

 
2,597

 
4,754

 
(448
)
 
1999
 
07/17/13
 
7 to 21 Years
 
Johnson City, NY
 
(d)

 
1,459

 
10,433

 

 

 
1,459

 
10,433

 
11,892

 
(73
)
 
1978
 
10/06/15
 
15 to 40 Years
 
Kentwood, MI
 
(d)

 
1,145

 
4,085

 

 

 
1,145

 
4,085

 
5,230

 
(320
)
 
1987
 
07/17/13
 
4 to 38 Years
 
Maple Shade, NJ
 
(d)

 
1,942

 
3,792

 

 

 
1,942

 
3,792

 
5,734

 
(641
)
 
1998
 
07/17/13
 
5 to 25 Years
 
Morrisville, PA
 
(a)

 
1,345

 
8,288

 

 

 
1,345

 
8,288

 
9,633

 
(2,464
)
 
2004
 
01/03/07
 
15 to 40 Years
 
Newington, CT
 
(b)

 
1,778

 
4,496

 

 

 
1,778

 
4,496

 
6,274

 
(326
)
 
2006
 
07/17/13
 
8 to 45 Years
 
Parkersburg, WV
 
(a)

 
1,800

 
3,183

 

 

 
1,800

 
3,183

 
4,983

 
(1,196
)
 
1976
 
08/27/09
 
12 to 27 Years
 
Portsmouth, OH
 
(a)

 
561

 
1,563

 

 

 
561

 
1,563

 
2,124

 
(550
)
 
1988
 
08/27/09
 
12 to 27 Years
 
Reading, PA
 
4,257

 
449

 
3,222

 

 

 
449

 
3,222

 
3,671

 
(200
)
 
1998
 
07/17/13
 
8 to 40 Years
 
South Point, OH
 
(a)

 
848

 
2,948

 

 

 
848

 
2,948

 
3,796

 
(975
)
 
1990
 
08/27/09
 
12 to 27 Years
 
St. Louis, MO
 
(a)

 
785

 
1,023

 

 

 
785

 
1,023

 
1,808

 
(80
)
 
1996
 
08/30/13
 
15 to 40 Years
 
Staunton, VA
 
(d)

 
578

 
2,062

 

 
276

 
578

 
2,338

 
2,916

 
(380
)
 
1988
 
07/17/13
 
5 to 20 Years
Education
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Alpena, MI
 
(a)
 
236

 
2,051

 

 

 
236

 
2,051

 
2,287

 
(1,046
)
 
1936
 
03/17/06
 
13 to 20 Years
 
Arlington, TX
 
(a)
 
365

 
532

 

 

 
365

 
532

 
897

 
(89
)
 
2006
 
07/17/13
 
10 to 33 Years
 
Barrington, IL
 
(a)
 
1,180

 
5,939

 

 

 
1,180

 
5,939

 
7,119

 
(274
)
 
2008
 
05/30/14
 
15 to 40 Years
 
Chicago, IL
 
(a)
 
5,057

 
5,939

 

 

 
5,057

 
5,939

 
10,996

 
(255
)
 
2009
 
05/30/14
 
15 to 40 Years
 
Columbus, GA
 
(d)
 
342

 
1,096

 

 

 
342

 
1,096

 
1,438

 

 
2015
 
12/22/15
 
15 to 40 Years
 
Columbus, OH
 
(a)
 
417

 
5,100

 

 
849

 
417

 
5,949

 
6,366

 
(2,006
)
 
1980
 
03/17/06
 
13 to 30 Years
 
Columbus, OH
 
(a)
 
1,069

 
3,363

 
330

 
1,340

 
1,399

 
4,703

 
6,102

 
(2,305
)
 
2004
 
03/17/06
 
13 to 20 Years
 
Cuyahoga Falls, OH
 
(a)
 
279

 
727

 

 

 
279

 
727

 
1,006

 
(112
)
 
1974
 
07/17/13
 
8 to 25 Years
 
Denton, TX
 
(d)
 
627

 
1,909

 

 

 
627

 
1,909

 
2,536

 
(34
)
 
2000
 
07/17/15
 
15 to 30 Years
 
Duluth, GA
 
(a)
 
2,289

 
4,274

 

 

 
2,289

 
4,274

 
6,563

 
(1,520
)
 
2007
 
12/23/08
 
13 to 48 Years
 
Evans, GA
 
(d)
 
508

 
640

 

 

 
508

 
640

 
1,148

 
(34
)
 
2003
 
11/14/14
 
15 to 30 Years
 
Forth Worth, TX
 
(d)
 
392

 
871

 

 

 
392

 
871

 
1,263

 
(19
)
 
2006
 
07/17/15
 
15 to 30 Years
 
Ft. Walton Beach, FL
 
(d)
 
200

 
491

 

 

 
200

 
491

 
691

 
(17
)
 
1977
 
02/27/15
 
15 to 30 Years
 
Grand Chute, WI
 
(b)
 
1,524

 
1,666

 
(659
)
 
(776
)
 
865

 
890

 
1,755

 
(623
)
 
2005
 
07/18/05
 
15 to 50 Years
 
Grand Prairie, TX
 
(d)
 
1,057

 
2,350

 

 

 
1,057

 
2,350

 
3,407

 
(48
)
 
2007
 
07/17/15
 
15 to 30 Years
 
Grand Rapids, MI
 
(d)
 
393

 
1,363

 

 

 
393

 
1,363

 
1,756

 
(47
)
 
2001
 
03/20/15
 
5 to 30 Years
 
Hampton, GA
 
(d)
 
391

 
460

 

 

 
391

 
460

 
851

 

 
2005
 
12/22/15
 
15 to 30 Years
 
Henderson, NV
 
(d)
 
2,757

 
6,113

 

 

 
2,757

 
6,113

 
8,870

 
(356
)
 
2010
 
05/16/14
 
15 to 40 Years
 
Hendersonville, NC
 
(a)
 
692

 
2,469

 

 

 
692

 
2,469

 
3,161

 
(1,014
)
 
1956
 
12/07/05
 
14 to 30 Years
 
High Point, NC
 
(d)
 
206

 
978

 

 

 
206

 
978

 
1,184

 

 
1981
 
12/22/15
 
15 to 30 Years
 
Humble, TX
 
(d)
 
2,108

 
7,208

 

 

 
2,108

 
7,208

 
9,316

 
(560
)
 
2012
 
12/10/13
 
15 to 40 Years
 
Lake Mary, FL
 
(d)
 
1,209

 
1,733

 

 

 
1,209

 
1,733

 
2,942

 
(94
)
 
2005
 
09/19/14
 
15 to 40 Years
 
Leawood, KS
 
(a)
 
1,854

 
3,914

 

 

 
1,854

 
3,914

 
5,768

 
(1,491
)
 
1999
 
09/29/05
 
15 to 30 Years
 
Lone Tree, CO
 
(a)
 
2,020

 
3,748

 

 

 
2,020

 
3,748

 
5,768

 
(1,371
)
 
1999
 
09/29/05
 
15 to 30 Years
 
Manchester Center, VT
 
(a)
 
1,198

 
4,688

 

 

 
1,198

 
4,688

 
5,886

 
(1,514
)
 
1935
 
12/07/05
 
14 to 40 Years
 
Mesquite, TX
 
(d)
 
2,534

 
1,780

 

 

 
2,534

 
1,780

 
4,314

 
(337
)
 
1996
 
07/17/13
 
8 to 23 Years
 
Modesto, CA
 
(a)
 
386

 
664

 

 

 
386

 
664

 
1,050

 
(100
)
 
1986
 
07/17/13
 
9 to 22 Years
 
Morrisville, NC
 
(d)
 
544

 
1,377

 

 

 
544

 
1,377

 
1,921

 
(44
)
 
2010
 
02/19/15
 
15 to 40 Years
 
Mt. Laurel, NJ
 
(a)
 
1,404

 
5,655

 

 

 
1,404

 
5,655

 
7,059

 
(1,253
)
 
2007
 
05/01/09
 
13 to 48 Years
 
Nashville, TN
 
(d)
 
2,461

 
1,427

 

 

 
2,461

 
1,427

 
3,888

 
(39
)
 
1976
 
03/27/15
 
15 to 40 Years
 
Norcross, GA
 
(d)
 
831

 
624

 

 

 
831

 
624

 
1,455

 
(32
)
 
1985
 
03/30/15
 
15 to 20 Years
 
Oklahoma City, OK
 
(a)
 
290

 
341

 

 

 
290

 
341

 
631

 
(63
)
 
1985
 
07/17/13
 
11 to 19 Years
 
Orlando, FL
 
(d)
 
1,925

 
2,529

 

 

 
1,925

 
2,529

 
4,454

 
(123
)
 
2007
 
09/19/14
 
15 to 40 Years
 
Phoenix, AZ
 
(b)
 
4,025

 
24,772

 
(1,356
)
 
(7,367
)
 
2,669

 
17,405

 
20,074

 
(5,507
)
 
2002
 
05/16/05
 
15 to 40 Years
 
Phoenix, AZ
 
(b)
 
2,381

 
9,051

 
(896
)
 
(3,040
)
 
1,485

 
6,011

 
7,496

 
(2,122
)
 
2002
 
05/16/05
 
15 to 40 Years
 
Phoenix, AZ
 
(a)
 
1,912

 
1,673

 

 
138

 
1,912

 
1,811

 
3,723

 
(673
)
 
1978
 
07/01/05
 
3 to 30 Years
 
Phoenix, AZ
 
(a)
 
1,840

 
3,582

 
266

 
22

 
2,106

 
3,604

 
5,710

 
(1,125
)
 
1975
 
07/01/05
 
3 to 40 Years
 
Pittsburgh, PA
 
(a)
 
457

 
693

 

 

 
457

 
693

 
1,150

 
(160
)
 
1985
 
07/17/13
 
5 to 15 Years
 
Prineville, OR
 
(a)
 
571

 
4,457

 

 

 
571

 
4,457

 
5,028

 
(1,679
)
 
1940
 
12/22/05
 
15 to 30 Years
 
Rochester, NY
 
(a)
 
242

 
539

 

 

 
242

 
539

 
781

 
(71
)
 
1981
 
07/17/13
 
8 to 28 Years
 
Romeoville, IL
 
(a)
 
1,684

 
5,676

 

 

 
1,684

 
5,676

 
7,360

 
(1,144
)
 
2008
 
11/07/08
 
14 to 49 Years
 
Sanford, FL
 
(d)
 
1,028

 
1,310

 

 

 
1,028

 
1,310

 
2,338

 
(78
)
 
2003
 
09/19/14
 
15 to 40 Years
 
Sanford, NC
 
(d)
 
200

 
611

 

 

 
200

 
611

 
811

 
(21
)
 
2002
 
02/27/15
 
15 to 30 Years
 
Stockbridge, GA
 
(d)
 
533

 
1,236

 

 
(16
)
 
533

 
1,220

 
1,753

 
(65
)
 
2000
 
10/31/14
 
15 to 30 Years
 
The Woodlands, TX
 
(d)
 
2,039

 
7,154

 

 

 
2,039

 
7,154

 
9,193

 
(571
)
 
2011
 
09/25/13
 
15 to 40 Years
 
Tucson, AZ
 
(a)
 
983

 
3,782

 
(7
)
 
(205
)
 
976

 
3,577

 
4,553

 
(951
)
 
1977
 
07/01/05
 
15 to 40 Years
 
Warner Robins, GA
 
(d)
 
431

 
620

 

 

 
431

 
620

 
1,051

 
(31
)
 
1995
 
02/27/15
 
15 to 20 Years
 
Warrenville, IL
 
(a)
 
2,542

 
3,813

 

 

 
2,542

 
3,813

 
6,355

 
(1,520
)
 
1999
 
09/29/05
 
15 to 30 Years
 
Westmont, IL
 
(a)
 
1,375

 
5,087

 

 

 
1,375

 
5,087

 
6,462

 
(1,280
)
 
2003
 
12/28/05
 
15 to 40 Years
 
Windermere, FL
 
(d)
 
2,912

 
2,670

 

 

 
2,912

 
2,670

 
5,582

 
(140
)
 
2011
 
09/19/14
 
15 to 40 Years
 
Winter Springs, FL
 
(d)
 
534

 
746

 

 

 
534

 
746

 
1,280

 
(52
)
 
1987
 
09/19/14
 
15 to 30 Years
Apparel
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Canton, MA
 
(d)

 
28,693

 
27,813

 

 

 
28,693

 
27,813

 
56,506

 
(8,388
)
 
1962
 
02/01/06
 
15 to 30 Years
 
Fairview Heights, IL
 
35,432

 
8,637

 
23,418

 

 
223

 
8,637

 
23,641

 
32,278

 
(2,893
)
 
1999
 
07/17/13
 
5 to 39 Years
 
Grand Forks, ND
 
(d)

 
1,516

 
10,008

 

 

 
1,516

 
10,008

 
11,524

 
(695
)
 
2006
 
07/17/13
 
9 to 46 Years
 
Lake Zurich, IL
 
9,075

 
4,860

 
6,935

 

 

 
4,860

 
6,935

 
11,795

 
(901
)
 
2000
 
07/17/13
 
7 to 32 Years
 
Lenexa, KS
 
(d)

 
919

 
2,476

 

 

 
919

 
2,476

 
3,395

 
(193
)
 
2005
 
07/17/13
 
2 to 47 Years
 
Olathe, KS
 
(b)

 
3,505

 
5,847

 

 
322

 
3,505

 
6,169

 
9,674

 
(707
)
 
1995
 
07/17/13
 
9 to 35 Years
 
Sherwood, AR
 
(d)

 
2,300

 
5,995

 

 

 
2,300

 
5,995

 
8,295

 
(266
)
 
2003
 
02/23/15
 
8 to 30 Years
 
Tilton, NH
 
(b)

 
3,959

 

 

 

 
3,959

 

 
3,959

 

 
(f)
 
07/17/13
 
(f)
 
Tilton, NH
 
(b)

 
7,420

 
19,608

 

 

 
7,420

 
19,608

 
27,028

 
(3,016
)
 
1998
 
07/17/13
 
8 to 25 Years
 
Topeka, KS
 
2,000

 
542

 
2,251

 

 

 
542

 
2,251

 
2,793

 
(155
)
 
2006
 
07/17/13
 
3 to 48 Years
 
Victoria, TX
 
8,288

 
2,631

 
7,710

 

 
20

 
2,631

 
7,730

 
10,361

 
(867
)
 
2006
 
07/17/13
 
3 to 43 Years
 
Voorhees, NJ
 
(a)

 
2,027

 
6,776

 

 

 
2,027

 
6,776

 
8,803

 
(1,265
)
 
1970
 
07/17/13
 
5 to 20 Years
 
Wichita, KS
 
(b)

 
2,163

 
7,036

 

 

 
2,163

 
7,036

 
9,199

 
(717
)
 
1996
 
07/17/13
 
8 to 36 Years

196


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Entertainment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Addison, IL
 
5,600

 
4,690

 
6,692

 

 

 
4,690

 
6,692

 
11,382

 
(1,145
)
 
1995
 
07/17/13
 
7 to 24 Years
 
Augusta, GA
 
(d)

 
1,082

 
1,488

 

 

 
1,082

 
1,488

 
2,570

 
(34
)
 
1998
 
09/30/15
 
10 to 20 Years
 
Austin, TX
 
(d)

 
4,425

 
8,142

 

 

 
4,425

 
8,142

 
12,567

 
(2,435
)
 
2005
 
09/30/05
 
15 to 40 Years
 
Baton Rouge, LA
 
(d)

 
1,076

 
2,289

 

 

 
1,076

 
2,289

 
3,365

 
(14
)
 
2015
 
11/13/15
 
10 to 40 Years
 
Beaverton, OR
 
(a)

 
5,608

 
8,733

 

 

 
5,608

 
8,733

 
14,341

 
(422
)
 
2010
 
06/30/14
 
15 to 40 Years
 
Brentwood, TN
 
(d)

 
2,292

 
2,273

 

 

 
2,292

 
2,273

 
4,565

 
(40
)
 
1970
 
09/30/15
 
9 to 20 Years
 
Conroe, TX
 
(d)

 
2,886

 
5,763

 

 

 
2,886

 
5,763

 
8,649

 
(1,624
)
 
2004
 
09/30/05
 
15 to 40 Years
 
Flowood, MS
 
(d)

 
900

 
1,137

 

 

 
900

 
1,137

 
2,037

 
(13
)
 
1995
 
11/13/15
 
9 to 20 Years
 
Fort Worth, TX
 
(d)

 
2,468

 
5,418

 

 

 
2,468

 
5,418

 
7,886

 
(1,538
)
 
2003
 
09/30/05
 
15 to 40 Years
 
Grapevine, TX
 
(d)

 
2,554

 
5,377

 

 

 
2,554

 
5,377

 
7,931

 
(1,542
)
 
2000
 
09/30/05
 
15 to 40 Years
 
Knoxville, TN
 
(d)

 
1,509

 
2,016

 

 

 
1,509

 
2,016

 
3,525

 
(5
)
 
1987
 
12/10/15
 
15 to 40 Years
 
Las Vegas, NV
 
40,820

 
3,225

 
30,483

 

 

 
3,225

 
30,483

 
33,708

 
(1,772
)
 
2007
 
07/17/13
 
13 to 55 Years
 
Lewisville, TX
 
(d)

 
2,130

 
4,630

 

 

 
2,130

 
4,630

 
6,760

 
(1,333
)
 
1998
 
09/30/05
 
15 to 40 Years
 
Louisville, KY
 
(d)

 
2,205

 
3,551

 

 

 
2,205

 
3,551

 
5,756

 
(40
)
 
1995
 
11/02/15
 
9 to 20 Years
 
Marietta, GA
 
(a)

 
3,908

 
8,630

 
(74
)
 

 
3,834

 
8,630

 
12,464

 
(3,015
)
 
1992
 
07/01/05
 
15 to 30 Years
 
Pflugerville, TX
 
(a)

 
6,182

 
1,349

 

 

 
6,182

 
1,349

 
7,531

 
(146
)
 
2003
 
08/29/14
 
15 to 30 Years
 
Plano, TX
 
(d)

 
3,225

 
6,302

 

 

 
3,225

 
6,302

 
9,527

 
(1,760
)
 
2001
 
09/30/05
 
15 to 40 Years
 
Rogers, AR
 
(d)

 
635

 
2,376

 

 

 
635

 
2,376

 
3,011

 
(25
)
 
2014
 
09/30/15
 
9 to 40 Years
 
Vancouver, WA
 
(a)

 
2,077

 
9,395

 

 

 
2,077

 
9,395

 
11,472

 
(398
)
 
2006
 
06/30/14
 
15 to 40 Years
 
Wilmington, NC
 
(d)

 
837

 
1,429

 

 

 
837

 
1,429

 
2,266

 
(27
)
 
2006
 
09/30/15
 
9 to 20 Years

197


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Automotive Dealers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Caldwell, TX
 
(a)

 
1,775

 
1,725

 

 

 
1,775

 
1,725

 
3,500

 
(849
)
 
2000
 
04/29/11
 
11 to 36 Years
 
Conroe, TX
 
(a)

 
4,338

 
448

 
955

 
145

 
5,293

 
593

 
5,886

 
(1,488
)
 
2005
 
09/01/09
 
12 to 47 Years
 
Denver, CO
 
(d)

 
4,124

 
4,229

 

 

 
4,124

 
4,229

 
8,353

 
(48
)
 
1980
 
08/21/15
 
15 to 40 Years
 
Gettysburg, PA
 
(a)

 
1,385

 
3,259

 

 

 
1,385

 
3,259

 
4,644

 
(1,301
)
 
2005
 
02/16/07
 
5 to 30 Years
 
Gladstone, MO
 
(d)

 
1,100

 
774

 

 

 
1,100

 
774

 
1,874

 
(41
)
 
2005
 
03/11/15
 
4 to 40 Years
 
Greenville, SC
 
(a)

 
2,561

 
1,526

 

 

 
2,561

 
1,526

 
4,087

 
(1,166
)
 
1999
 
12/28/05
 
15 to 30 Years
 
Greenville, SC
 
13,892

 
9,731

 
11,625

 

 

 
9,731

 
11,625

 
21,356

 
(1,259
)
 
1999
 
07/17/13
 
3 to 40 Years
 
Huntsville, AL
 
(a)

 
778

 
1,686

 

 

 
778

 
1,686

 
2,464

 
(624
)
 
1997
 
07/01/05
 
15 to 30 Years
 
Independence, MO
 
(d)

 
1,058

 
1,297

 

 

 
1,058

 
1,297

 
2,355

 
(167
)
 
1968
 
11/25/14
 
4 to 15 Years
 
Irving, TX
 
(a)

 
7,348

 
970

 

 

 
7,348

 
970

 
8,318

 
(2,030
)
 
1960
 
09/01/09
 
12 to 27 Years
 
Irving, TX
 
(a)

 
931

 
268

 

 

 
931

 
268

 
1,199

 
(154
)
 
1965
 
09/01/09
 
12 to 17 Years
 
Jacksonville, FL
 
(d)

 
6,155

 
10,957

 

 

 
6,155

 
10,957

 
17,112

 
(2,408
)
 
2005
 
06/30/05
 
15 to 40 Years
 
Jacksonville, FL
 
(a)

 
3,170

 
938

 

 

 
3,170

 
938

 
4,108

 
(525
)
 
1989
 
12/28/05
 
15 to 30 Years
 
Kansas City, MO
 
(d)

 
1,310

 
1,824

 

 

 
1,310

 
1,824

 
3,134

 

 
2001
 
12/18/15
 
15 to 20 Years
 
Kansas City, MO
 
(d)

 
620

 
1,280

 

 

 
620

 
1,280

 
1,900

 

 
1978
 
12/31/15
 
15 to 20 Years
 
Kennesaw, GA
 
(a)

 
3,931

 
5,334

 

 

 
3,931

 
5,334

 
9,265

 
(1,059
)
 
1995
 
02/16/12
 
15 to 30 Years
 
Midlothian, VA
 
(d)

 
4,775

 
6,056

 

 

 
4,775

 
6,056

 
10,831

 
(1,319
)
 
2004
 
06/30/05
 
15 to 40 Years
 
Ontario, CA
 
(d)

 
7,981

 
6,937

 

 

 
7,981

 
6,937

 
14,918

 
(1,500
)
 
2005
 
06/30/05
 
15 to 40 Years
 
Pineville, NC
 
(b)

 
4,865

 
1,902

 

 

 
4,865

 
1,902

 
6,767

 
(329
)
 
2002
 
07/17/13
 
10 to 30 Years
 
Plano, TX
 
(d)

 
3,064

 
2,707

 

 

 
3,064

 
2,707

 
5,771

 
(1,267
)
 
1992
 
06/29/07
 
5 to 30 Years
 
Pompano Beach, FL
 
(d)

 
6,153

 
5,010

 

 

 
6,153

 
5,010

 
11,163

 
(1,095
)
 
2004
 
06/30/05
 
15 to 40 Years
 
Raleigh, NC
 
(a)

 
4,163

 
4,017

 

 

 
4,163

 
4,017

 
8,180

 
(851
)
 
1994
 
07/17/13
 
4 to 25 Years
 
Saukville, WI
 
(a)

 
2,061

 
4,794

 

 

 
2,061

 
4,794

 
6,855

 
(265
)
 
2014
 
09/30/14
 
15 to 40 Years
 
Tulsa, OK
 
(a)

 
1,225

 
373

 

 

 
1,225

 
373

 
1,598

 
(602
)
 
1999
 
12/28/05
 
15 to 20 Years
 
Wentzville, MO
 
(d)

 
2,040

 
5,133

 

 

 
2,040

 
5,133

 
7,173

 

 
2015
 
03/27/15
 
40 to 40 Years

198


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Home Improvement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bedford Park, IL
 
(b)

 
10,242

 
11,839

 

 

 
10,242

 
11,839

 
22,081

 
(1,948
)
 
1993
 
07/17/13
 
7 to 20 Years
 
Blaine, MN
 
3,185

 
1,728

 
3,437

 

 

 
1,728

 
3,437

 
5,165

 
(287
)
 
2006
 
07/17/13
 
8 to 43 Years
 
Bridgeton, MO
 
(d)

 
11,464

 
9,907

 

 

 
11,464

 
9,907

 
21,371

 
(1,805
)
 
1991
 
07/17/13
 
7 to 25 Years
 
Broadview, IL
 
31,500

 
12,392

 
32,193

 

 
154

 
12,392

 
32,347

 
44,739

 
(4,287
)
 
1994
 
07/17/13
 
2 to 30 Years
 
Chester, NY
 
(d)

 
6,432

 

 

 

 
6,432

 

 
6,432

 

 
(f)
 
07/17/13
 
(f)
 
Cincinnati, OH
 
13,800

 
6,086

 
10,984

 

 

 
6,086

 
10,984

 
17,070

 
(1,464
)
 
1998
 
07/17/13
 
4 to 28 Years
 
Colma, CA
 
19,182

 
21,065

 
13,597

 

 

 
21,065

 
13,597

 
34,662

 
(1,306
)
 
1995
 
07/17/13
 
2 to 33 Years
 
Enterprise, AL
 
(d)

 
1,924

 
5,083

 

 
260

 
1,924

 
5,343

 
7,267

 
(864
)
 
1995
 
07/17/13
 
1 to 27 Years
 
Lakewood, CO
 
6,509

 
3,822

 

 

 

 
3,822

 

 
3,822

 

 
(f)
 
07/17/13
 
(f)
 
Lubbock, TX
 
(b)

 
2,644

 
10,009

 

 
481

 
2,644

 
10,490

 
13,134

 
(1,107
)
 
1996
 
07/17/13
 
9 to 36 Years
 
Midland, TX
 
(b)

 
5,826

 
6,633

 

 
366

 
5,826

 
6,999

 
12,825

 
(850
)
 
1996
 
07/17/13
 
2 to 35 Years
 
Tilton, NH
 
(b)

 
13,185

 

 

 

 
13,185

 

 
13,185

 

 
(f)
 
07/17/13
 
(f)
Consumer Electronics
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beaumont, TX
 
8,592

 
778

 
9,297

 

 

 
778

 
9,297

 
10,075

 
(1,259
)
 
1971
 
07/17/13
 
3 to 25 Years
 
Fayetteville, NC
 
(b)

 
1,560

 
6,893

 

 

 
1,560

 
6,893

 
8,453

 
(552
)
 
1999
 
07/17/13
 
6 to 41 Years
 
Great Falls, MT
 
(a)

 
1,486

 
3,856

 

 

 
1,486

 
3,856

 
5,342

 
(1,131
)
 
2004
 
07/01/05
 
13 to 40 Years
 
Greensboro, NC
 
(b)

 
2,776

 
3,990

 

 

 
2,776

 
3,990

 
6,766

 
(312
)
 
2007
 
07/17/13
 
10 to 47 Years
 
Grove City, OH
 
(b)

 
2,050

 
3,288

 

 

 
2,050

 
3,288

 
5,338

 
(303
)
 
2008
 
07/17/13
 
9 to 38 Years
 
Kansas City, KS
 
(d)

 
1,932

 
5,629

 

 

 
1,932

 
5,629

 
7,561

 
(457
)
 
2009
 
07/17/13
 
6 to 43 Years
 
Las Cruces, NM
 
(d)

 
1,328

 
2,616

 

 

 
1,328

 
2,616

 
3,944

 
(229
)
 
2002
 
07/17/13
 
8 to 41 Years
 
Mt Juliet, TN
 
(d)

 
2,049

 
4,604

 

 

 
2,049

 
4,604

 
6,653

 
(363
)
 
2008
 
07/17/13
 
10 to 45 Years
 
Roswell, NM
 
(a)

 
1,002

 
3,177

 

 

 
1,002

 
3,177

 
4,179

 
(759
)
 
2004
 
07/01/05
 
14 to 50 Years
 
Salt Lake City, UT
 
18,000

 
4,955

 
18,250

 
(3,205
)
 
(11,979
)
 
1,750

 
6,271

 
8,021

 
(1,456
)
 
1989
 
07/17/13
 
3 to 40 Years
 
Santa Clara, CA
 
(d)

 
2,873

 
8,252

 

 

 
2,873

 
8,252

 
11,125

 
(631
)
 
2002
 
07/17/13
 
5 to 48 Years
 
Wichita, KS
 
(d)

 
3,368

 
6,312

 

 

 
3,368

 
6,312

 
9,680

 
(740
)
 
1984
 
07/17/13
 
7 to 29 Years
Specialty Retail
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Algonquin, IL
 
(a)

 
4,171

 
5,613

 

 

 
4,171

 
5,613

 
9,784

 
(1,567
)
 
2007
 
04/30/09
 
13 to 38 Years
 
Alpharetta, GA
 
(a)

 
2,497

 
2,160

 

 

 
2,497

 
2,160

 
4,657

 
(1,014
)
 
1994
 
07/01/05
 
15 to 30 Years
 
Alpharetta, GA
 
(a)

 
4,079

 
1,948

 

 

 
4,079

 
1,948

 
6,027

 
(1,279
)
 
1983
 
07/01/05
 
15 to 20 Years
 
Atlanta, GA
 
(a)

 
4,863

 
815

 

 

 
4,863

 
815

 
5,678

 
(634
)
 
1970
 
07/01/05
 
15 to 20 Years
 
Aurora, IL
 
(a)

 
1,979

 
4,111

 

 

 
1,979

 
4,111

 
6,090

 
(1,348
)
 
1989
 
04/30/09
 
13 to 28 Years
 
Avon, OH
 
(a)

 
1,550

 
2,749

 

 

 
1,550

 
2,749

 
4,299

 
(800
)
 
2007
 
04/30/09
 
13 to 38 Years
 
Batavia, IL
 
(a)

 
1,857

 
3,441

 

 

 
1,857

 
3,441

 
5,298

 
(1,199
)
 
2001
 
04/30/09
 
13 to 28 Years
 
Caldwell, ID
 
(d)

 
470

 
1,739

 

 

 
470

 
1,739

 
2,209

 
(19
)
 
2009
 
07/31/15
 
15 to 50 Years
 
Davenport, IA
 
(a)

 
2,823

 
4,475

 

 

 
2,823

 
4,475

 
7,298

 
(1,384
)
 
2007
 
04/30/09
 
13 to 38 Years
 
Downers Grove, IL
 
(a)

 
1,772

 
2,227

 

 

 
1,772

 
2,227

 
3,999

 
(842
)
 
1994
 
04/30/09
 
13 to 28 Years
 
Gurnee, IL
 
(a)

 
767

 
1,632

 

 

 
767

 
1,632

 
2,399

 
(624
)
 
1999
 
04/30/09
 
13 to 28 Years
 
Joliet, IL
 
(a)

 
1,700

 
5,698

 

 

 
1,700

 
5,698

 
7,398

 
(1,476
)
 
2004
 
04/30/09
 
13 to 38 Years
 
Loves Park, IL
 
(a)

 
1,551

 
6,447

 

 

 
1,551

 
6,447

 
7,998

 
(1,605
)
 
2004
 
04/30/09
 
13 to 38 Years
 
Marietta, GA
 
(a)

 
4,675

 
854

 

 

 
4,675

 
854

 
5,529

 
(659
)
 
1996
 
07/01/05
 
15 to 30 Years
 
Marietta, GA
 
(a)

 
2,610

 
865

 

 

 
2,610

 
865

 
3,475

 
(634
)
 
1977
 
07/01/05
 
15 to 20 Years
 
Merrillville, IN
 
(a)

 
1,324

 
3,975

 

 

 
1,324

 
3,975

 
5,299

 
(1,401
)
 
1986
 
04/30/09
 
13 to 28 Years
 
Mundelein, IL
 
(a)

 
1,991

 
4,308

 

 

 
1,991

 
4,308

 
6,299

 
(1,469
)
 
2002
 
04/30/09
 
13 to 28 Years
 
Peoria, IL
 
(a)

 
2,497

 
4,401

 

 

 
2,497

 
4,401

 
6,898

 
(1,315
)
 
2004
 
04/30/09
 
13 to 38 Years
 
Rapid City, SD
 
4,393

 
575

 
2,568

 

 

 
575

 
2,568

 
3,143

 
(231
)
 
2001
 
07/17/13
 
2 to 45 Years
 
Schaumburg, IL
 
(a)

 
2,067

 
2,632

 

 

 
2,067

 
2,632

 
4,699

 
(935
)
 
2002
 
04/30/09
 
13 to 28 Years
 
Spokane, WA
 
(d)

 
970

 
1,945

 

 

 
970

 
1,945

 
2,915

 
(24
)
 
1994
 
07/31/15
 
15 to 40 Years
 
Tinley Park, IL
 
(a)

 
1,108

 
2,091

 

 

 
1,108

 
2,091

 
3,199

 
(697
)
 
1990
 
04/30/09
 
13 to 28 Years
Distribution
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Arlington, WA
 
10,200

 
1,860

 
10,402

 

 

 
1,860

 
10,402

 
12,262

 
(341
)
 
2002
 
11/21/2014
 
7 to 40 Years
 
Baton Rouge, LA
 
(b)

 
2,898

 
8,024

 

 

 
2,898

 
8,024

 
10,922

 
(749
)
 
2008
 
7/17/2013
 
9 to 43 Years
 
Edwardsville, KS
 
12,880

 
12,780

 
13,501

 

 

 
12,780

 
13,501

 
26,281

 
(2,622
)
 
1999
 
7/17/2013
 
9 to 29 Years
 
Hickory, NC
 
(d)

 
1,356

 
5,406

 

 

 
1,356

 
5,406

 
6,762

 
(171
)
 
2006
 
5/11/2015
 
10 to 30 Years
 
Huntsville, AL
 
(b)

 
5,115

 
6,701

 

 

 
5,115

 
6,701

 
11,816

 
(1,123
)
 
2008
 
7/17/2013
 
10 to 38 Years
 
Mishawaka, IN
 
(d)

 
1,124

 
2,786

 
359

 

 
1,483

 
2,786

 
4,269

 
(478
)
 
1993
 
7/17/2013
 
1 to 34 Years
 
Peoria, IL
 
2,080

 
953

 
1,916

 

 
13

 
953

 
1,929

 
2,882

 
(282
)
 
1996
 
7/17/2013
 
3 to 30 Years
 
Riverside, CA
 
(a)

 
1,203

 
6,254

 

 

 
1,203

 
6,254

 
7,457

 
(1,522
)
 
2004
 
7/1/2005
 
14 to 40 Years
 
Rockford, IL
 
(d)

 
1,407

 
3,708

 

 

 
1,407

 
3,708

 
5,115

 
(483
)
 
1994
 
7/17/2013
 
2 to 33 Years
 
South Windsor, CT
 
(d)

 
1,590

 
6,774

 

 

 
1,590

 
6,774

 
8,364

 
(251
)
 
1982
 
5/5/2015
 
7 to 20 Years
 
Tavares, FL
 
(a)

 
1,075

 
5,098

 

 

 
1,075

 
5,098

 
6,173

 
(1,461
)
 
2004
 
7/1/2005
 
14 to 40 Years
 
Walker, MI
 
(b)

 
2,287

 
4,469

 

 
33

 
2,287

 
4,502

 
6,789

 
(630
)
 
2001
 
7/17/2013
 
4 to 34 Years

199


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Manufacturing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annapolis Junction, MD
 
(a)
 
2,245

 
1,105

 
(1,535
)
 
(547
)
 
710

 
558

 
1,268

 
(208
)
 
1930
 
09/29/06
 
15 to 30 Years
 
Avila, IN
 
(d)
 
642

 
4,958

 

 

 
642

 
4,958

 
5,600

 
(190
)
 
1990
 
12/17/14
 
15 to 30 Years
 
Byron, IL
 
(a)
 
734

 
4,334

 

 

 
734

 
4,334

 
5,068

 
(2,007
)
 
1965
 
12/29/06
 
10 to 20 Years
 
Dublin, VA
 
(a)
 
491

 
1,401

 

 

 
491

 
1,401

 
1,892

 
(750
)
 
1985
 
12/11/06
 
15 to 20 Years
 
Edon, OH
 
(d)
 
642

 
2,649

 

 

 
642

 
2,649

 
3,291

 
(1,265
)
 
1953
 
02/21/07
 
14 to 20 Years
 
Elk Grove Village, IL
 
(b)
 
3,001

 
5,264

 
(1,604
)
 
(2,492
)
 
1,397

 
2,772

 
4,169

 
(1,216
)
 
1970
 
12/28/06
 
9 to 30 Years
 
Fremont, IN
 
(a)
 
427

 
2,176

 

 

 
427

 
2,176

 
2,603

 
(737
)
 
1960
 
02/21/07
 
14 to 30 Years
 
Houston, TX
 
(d)
 
2,420

 
15,723

 

 

 
2,420

 
15,723

 
18,143

 
(1,720
)
 
1983
 
07/17/13
 
2 to 35 Years
 
Lenexa, KS
 
(b)
 
1,463

 
5,110

 
(15
)
 
(192
)
 
1,448

 
4,918

 
6,366

 
(1,901
)
 
1985
 
12/28/06
 
5 to 30 Years
 
Loudon, TN
 
(d)
 
1,188

 
4,904

 

 

 
1,188

 
4,904

 
6,092

 
(1,712
)
 
1992
 
03/31/08
 
15 to 30 Years
 
Merced, CA
 
(d)
 
3,456

 
9,007

 

 

 
3,456

 
9,007

 
12,463

 
(2,695
)
 
1998
 
03/31/08
 
15 to 30 Years
 
Meridian, CT
 
(d)
 
1,766

 
7,848

 

 

 
1,766

 
7,848

 
9,614

 
(318
)
 
1997
 
12/17/14
 
15 to 30 Years
 
Minerva, OH
 
(d)
 
649

 
3,920

 
(217
)
 
(770
)
 
432

 
3,150

 
3,582

 
(1,595
)
 
1919
 
02/21/07
 
8 to 20 Years
 
New Castle, PA
 
(d)
 
1,084

 
5,507

 

 

 
1,084

 
5,507

 
6,591

 
(680
)
 
1999
 
07/17/13
 
8 to 26 Years
 
Pulaski, VA
 
(a)
 
333

 
1,536

 

 

 
333

 
1,536

 
1,869

 
(777
)
 
1967
 
12/11/06
 
15 to 20 Years
 
Royal Oak, MI
 
(a)
 
3,426

 
7,071

 

 

 
3,426

 
7,071

 
10,497

 
(2,303
)
 
1952
 
03/10/06
 
15 to 30 Years
 
Scottdale, PA
 
(b)
 
607

 
11,008

 
(203
)
 
(2,239
)
 
404

 
8,769

 
9,173

 
(4,673
)
 
1959
 
12/28/06
 
14 to 20 Years
 
Sidney, OH
 
(a)
 
921

 
4,177

 

 

 
921

 
4,177

 
5,098

 
(2,040
)
 
1987
 
12/22/05
 
12 to 20 Years
 
Troy, MI
 
(a)
 
1,128

 
947

 

 

 
1,128

 
947

 
2,075

 
(314
)
 
1952
 
03/10/06
 
15 to 30 Years
 
Winston-Salem, NC
 
(b)
 
927

 
3,455

 

 

 
927

 
3,455

 
4,382

 
(422
)
 
1987
 
07/17/13
 
5 to 40 Years
Dollar Stores
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adair, OK
 
(b)

 
264

 
855

 

 

 
264

 
855

 
1,119

 
(60
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Alpena, AR
 
(d)

 
359

 
600

 

 

 
359

 
600

 
959

 
(32
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Altus, OK
 
(b)

 
315

 
918

 

 

 
315

 
918

 
1,233

 
(62
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Anderson, IN
 
(d)

 
359

 
781

 

 

 
359

 
781

 
1,140

 
(24
)
 
2015
 
03/20/15
 
14 to 40 Years
 
Ardmore, TN
 
1,804

 
950

 
1,847

 

 

 
950

 
1,847

 
2,797

 
(215
)
 
2005
 
07/17/13
 
8 to 40 Years
 
Atoka, OK
 
(b)

 
466

 
1,304

 

 

 
466

 
1,304

 
1,770

 
(89
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Avoca, AR
 
(d)

 
247

 
642

 

 

 
247

 
642

 
889

 
(29
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Aztec, NM
 
(d)

 
548

 
623

 

 

 
548

 
623

 
1,171

 
(23
)
 
2014
 
03/31/15
 
14 to 40 Years
 
Bald Knob, AR
 
(a)

 
328

 
327

 

 

 
328

 
327

 
655

 
(66
)
 
1971
 
03/31/14
 
1 to 15 Years
 
Bentonia, MS
 
(a)

 
227

 
745

 

 

 
227

 
745

 
972

 
(14
)
 
2014
 
06/22/15
 
13 to 40 Years
 
Birch Tree, MO
 
(d)

 
252

 
659

 

 

 
252

 
659

 
911

 
(24
)
 
2014
 
03/31/15
 
14 to 40 Years
 
Bloomfield, NM
 
(d)

 
409

 
663

 

 

 
409

 
663

 
1,072

 
(19
)
 
2015
 
05/14/15
 
14 to 40 Years
 
Bogue Chitto, MS
 
(a)

 
270

 
808

 

 

 
270

 
808

 
1,078

 
(16
)
 
2013
 
06/22/15
 
13 to 40 Years
 
Buckatunna, MS
 
(d)

 
199

 
798

 

 

 
199

 
798

 
997

 
(8
)
 
2014
 
09/24/15
 
13 to 40 Years
 
Bulls Gap, TN
 
(d)

 
467

 
761

 

 

 
467

 
761

 
1,228

 
(23
)
 
2014
 
03/20/15
 
14 to 40 Years

200


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Byng, OK
 
(a)

 
205

 
646

 

 

 
205

 
646

 
851

 
(12
)
 
2015
 
07/14/15
 
14 to 40 Years
 
Cabot, AR
 
(a)

 
132

 
404

 

 

 
132

 
404

 
536

 
(73
)
 
1970
 
03/31/14
 
1 to 15 Years
 
Cameron, OK
 
(d)

 
312

 
710

 

 

 
312

 
710

 
1,022

 
(27
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Center Ridge, AR
 
(d)

 
313

 
595

 

 

 
313

 
595

 
908

 
(32
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Centre, AL
 
(b)

 
233

 
767

 

 

 
233

 
767

 
1,000

 
(58
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Claremore, OK
 
(b)

 
243

 
928

 

 

 
243

 
928

 
1,171

 
(63
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Clear Lake, IA
 
(d)

 
374

 
760

 

 

 
374

 
760

 
1,134

 
(21
)
 
2015
 
05/14/15
 
14 to 40 Years
 
Clovis, NM
 
(d)

 
311

 
659

 

 

 
311

 
659

 
970

 
(18
)
 
2015
 
05/14/15
 
14 to 40 Years
 
Cowarts, AL
 
(b)

 
396

 
836

 

 

 
396

 
836

 
1,232

 
(62
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Creal Springs, IL
 
(d)

 
261

 
653

 

 

 
261

 
653

 
914

 
(20
)
 
2014
 
04/27/15
 
14 to 40 Years
 
Crossville, TN
 
1,950

 
1,041

 
1,871

 

 

 
1,041

 
1,871

 
2,912

 
(213
)
 
2006
 
07/17/13
 
7 to 40 Years
 
Crossville, TN
 
(b)

 
264

 
849

 

 

 
264

 
849

 
1,113

 
(62
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Crystal City, TX
 
(b)

 
295

 
939

 

 

 
295

 
939

 
1,234

 
(63
)
 
2012
 
10/29/13
 
13 to 40 Years
 
De Soto, KS
 
(b)

 
301

 
1,049

 

 

 
301

 
1,049

 
1,350

 
(84
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Des Moines, IA
 
(d)

 
354

 
807

 

 

 
354

 
807

 
1,161

 
(26
)
 
2014
 
03/20/15
 
8 to 40 Years
 
Drexel, MO
 
(d)

 
184

 
727

 

 

 
184

 
727

 
911

 
(19
)
 
2015
 
05/14/15
 
14 to 40 Years
 
Duluth, MN
 
(d)

 
422

 
869

 

 

 
422

 
869

 
1,291

 
(24
)
 
2015
 
05/12/15
 
9 to 40 Years
 
Eastaboga, AL
 
(b)

 
223

 
937

 

 

 
223

 
937

 
1,160

 
(67
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Emporia, KS
 
(b)

 
292

 
1,176

 

 

 
292

 
1,176

 
1,468

 
(85
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Enterprise, AL
 
(b)

 
255

 
803

 

 

 
255

 
803

 
1,058

 
(58
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Evart, MI
 
(d)

 
306

 
703

 

 

 
306

 
703

 
1,009

 
(22
)
 
2014
 
03/20/15
 
14 to 40 Years
 
Fruita, CO
 
(b)

 
255

 
1,025

 

 

 
255

 
1,025

 
1,280

 
(72
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Gore, OK
 
(b)

 
182

 
924

 

 

 
182

 
924

 
1,106

 
(67
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Hill City, KS
 
(b)

 
243

 
815

 

 

 
243

 
815

 
1,058

 
(67
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Hobart, OK
 
(b)

 
230

 
910

 

 

 
230

 
910

 
1,140

 
(67
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Hobbs, NM
 
(b)

 
405

 
949

 

 

 
405

 
949

 
1,354

 
(77
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Hurley, MS
 
(a)

 
412

 
1,084

 

 

 
412

 
1,084

 
1,496

 
(21
)
 
2013
 
06/22/15
 
13 to 40 Years
 
Jasper, AL
 
(b)

 
365

 
1,052

 

 

 
365

 
1,052

 
1,417

 
(76
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Keota, OK
 
(d)

 
215

 
687

 

 

 
215

 
687

 
902

 
(29
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Ketchum, OK
 
(b)

 
297

 
760

 

 

 
297

 
760

 
1,057

 
(66
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Kinross/Kincheloe, MI
 
(d)

 
317

 
626

 

 

 
317

 
626

 
943

 
(23
)
 
2014
 
03/20/15
 
14 to 40 Years
 
La Cygne, KS
 
(b)

 
120

 
833

 

 

 
120

 
833

 
953

 
(59
)
 
2012
 
10/29/13
 
13 to 40 Years
 
La Plata, MO
 
(d)

 
283

 
653

 

 

 
283

 
653

 
936

 
(20
)
 
2014
 
04/27/15
 
14 to 40 Years
 
Lakeview, IA
 
(d)

 
251

 
567

 

 

 
251

 
567

 
818

 
(17
)
 
2015
 
04/27/15
 
14 to 40 Years
 
Las Cruces, NM
 
(b)

 
452

 
900

 

 

 
452

 
900

 
1,352

 
(71
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Laurel, MS
 
(a)

 
432

 
705

 

 

 
432

 
705

 
1,137

 
(16
)
 
2012
 
06/22/15
 
11 to 40 Years
 
Livingston, TN
 
1,856

 
1,073

 
1,889

 

 

 
1,073

 
1,889

 
2,962

 
(235
)
 
2006
 
07/17/13
 
7 to 40 Years
 
Los Lunas, NM
 
(d)

 
282

 
740

 

 

 
282

 
740

 
1,022

 
(23
)
 
2015
 
05/14/15
 
14 to 40 Years
 
Maben, MS
 
(d)

 
263

 
734

 

 

 
263

 
734

 
997

 
(8
)
 
2014
 
09/24/15
 
13 to 40 Years

201


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Mansfield, OH
 
(d)

 
288

 
824

 

 

 
288

 
824

 
1,112

 
(21
)
 
2014
 
04/28/15
 
9 to 40 Years
 
Meridian, MS
 
(d)

 
211

 
934

 

 

 
211

 
934

 
1,145

 
(9
)
 
2014
 
09/24/15
 
14 to 40 Years
 
Mesa, AZ
 
(d)

 
734

 

 
102

 
632

 
836

 
632

 
1,468

 
(15
)
 
1955
 
11/13/14
 
10 to 50 Years
 
Nashville, AR
 
(d)

 
519

 
697

 

 

 
519

 
697

 
1,216

 
(80
)
 
1995
 
03/31/14
 
1 to 20 Years
 
Okay, OK
 
(b)

 
200

 
901

 

 

 
200

 
901

 
1,101

 
(64
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Oppelo, AR
 
(a)

 
354

 
553

 

 

 
354

 
553

 
907

 
(14
)
 
2015
 
07/14/15
 
14 to 40 Years
 
Ord, NE
 
(b)

 
222

 
1,010

 

 

 
222

 
1,010

 
1,232

 
(73
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Orrville, AL
 
(b)

 
192

 
826

 

 

 
192

 
826

 
1,018

 
(66
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Otter Tail, MN
 
(d)

 
338

 
791

 

 

 
338

 
791

 
1,129

 
(23
)
 
2014
 
03/20/15
 
14 to 40 Years
 
Pagosa Springs, CO
 
(b)

 
253

 
1,031

 

 

 
253

 
1,031

 
1,284

 
(70
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Pineville, MO
 
(d)

 
253

 
698

 

 

 
253

 
698

 
951

 
(25
)
 
2014
 
03/31/15
 
14 to 40 Years
 
Pleasant Hope, MO
 
(d)

 
263

 
650

 

 

 
263

 
650

 
913

 
(19
)
 
2014
 
05/14/15
 
14 to 40 Years
 
Quinton, OK
 
(d)

 
245

 
683

 

 

 
245

 
683

 
928

 
(27
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Quitman, MS
 
(a)

 
395

 
979

 

 

 
395

 
979

 
1,374

 
(20
)
 
2013
 
06/22/15
 
13 to 40 Years
 
Red Oak, OK
 
(a)

 
245

 
675

 

 

 
245

 
675

 
920

 
(13
)
 
2015
 
07/14/15
 
14 to 40 Years
 
Rehobeth, AL
 
(b)

 
259

 
774

 

 

 
259

 
774

 
1,033

 
(56
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Salem, MO
 
(d)

 
410

 
778

 

 

 
410

 
778

 
1,188

 
(25
)
 
2015
 
04/27/15
 
14 to 40 Years
 
Sand Springs, OK
 
(b)

 
396

 
1,039

 

 

 
396

 
1,039

 
1,435

 
(75
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Silt, CO
 
(b)

 
334

 
894

 

 

 
334

 
894

 
1,228

 
(61
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Spiro, OK
 
(b)

 
263

 
1,099

 

 

 
263

 
1,099

 
1,362

 
(85
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Stigler, OK
 
(b)

 
610

 
809

 

 

 
610

 
809

 
1,419

 
(68
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Tallassee, AL
 
(b)

 
141

 
895

 

 

 
141

 
895

 
1,036

 
(60
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Temple, TX
 
(b)

 
414

 
897

 

 

 
414

 
897

 
1,311

 
(67
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Texarkana, AR
 
(a)

 
303

 
201

 

 

 
303

 
201

 
504

 
(28
)
 
1988
 
03/31/14
 
4 to 20 Years
 
Topeka, KS
 
(b)

 
313

 
882

 

 

 
313

 
882

 
1,195

 
(67
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Tornillo, TX
 
(b)

 
255

 
818

 

 

 
255

 
818

 
1,073

 
(66
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Walters, OK
 
(b)

 
173

 
1,042

 

 

 
173

 
1,042

 
1,215

 
(72
)
 
2012
 
10/29/13
 
13 to 40 Years
 
Western Grove, AR
 
(d)

 
391

 
595

 

 

 
391

 
595

 
986

 
(32
)
 
2014
 
12/15/14
 
14 to 40 Years
 
Wetumpka, AL
 
(b)

 
303

 
784

 

 

 
303

 
784

 
1,087

 
(60
)
 
2011
 
09/17/13
 
12 to 40 Years
 
Wilburton, OK
 
(d)

 
522

 
887

 

 

 
522

 
887

 
1,409

 
(38
)
 
2014
 
12/15/14
 
14 to 40 Years
Car Washes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Abilene, TX
 
(d)
 
2,733

 
3,079

 

 

 
2,733

 
3,079

 
5,812

 
(105
)
 
1993
 
04/07/15
 
15 to 30 Years
 
Albuquerque, NM
 
(a)
 
2,472

 
2,117

 

 

 
2,472

 
2,117

 
4,589

 
(215
)
 
2005
 
05/13/14
 
15 to 30 Years
 
Albuquerque, NM
 
(a)
 
2,657

 
3,225

 

 

 
2,657

 
3,225

 
5,882

 
(335
)
 
1960
 
05/13/14
 
15 to 30 Years
 
Albuquerque, NM
 
(a)
 
1,179

 

 

 

 
1,179

 

 
1,179

 

 
(f)
 
05/13/14
 
(f)

202


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

 
Albuquerque, NM
 
(a)
 
1,151

 
1,677

 

 

 
1,151

 
1,677

 
2,828

 
(148
)
 
1976
 
05/13/14
 
15 to 30 Years
 
Albuquerque, NM
 
(a)
 
1,563

 
2,700

 

 

 
1,563

 
2,700

 
4,263

 
(196
)
 
1994
 
05/13/14
 
15 to 30 Years
 
Albuquerque, NM
 
(a)
 
2,586

 
2,742

 

 

 
2,586

 
2,742

 
5,328

 
(234
)
 
2002
 
05/13/14
 
15 to 30 Years
 
Arlington, TN
 
(d)
 
868

 
1,487

 

 

 
868

 
1,487

 
2,355

 
(17
)
 
2010
 
09/30/15
 
15 to 30 Years
 
Boise, ID
 
(a)
 
2,155

 
2,488

 

 

 
2,155

 
2,488

 
4,643

 
(401
)
 
2004
 
05/15/13
 
15 to 30 Years
 
Boise, ID
 
(a)
 
217

 

 

 

 
217

 

 
217

 
(5
)
 
Land Only
 
05/15/13
 
15 to 15 Years
 
Edgewater, MD
 
(d)
 
4,720

 
1,460

 

 

 
4,720

 
1,460

 
6,180

 
(78
)
 
2005
 
01/21/15
 
15 to 30 Years
 
Edmond, OK
 
(d)
 
644

 
1,896

 

 

 
644

 
1,896

 
2,540

 
(19
)
 
2005
 
09/30/15
 
15 to 30 Years
 
Houston, TX
 
(a)
 
1,703

 
1,221

 

 

 
1,703

 
1,221

 
2,924

 
(130
)
 
1991
 
06/18/14
 
15 to 30 Years
 
Madison, WI
 
(d)
 
564

 
1,623

 

 

 
564

 
1,623

 
2,187

 
(31
)
 
1956
 
06/30/15
 
15 to 30 Years
 
Madison, WI
 
(d)
 
612

 
1,775

 

 

 
612

 
1,775

 
2,387

 
(40
)
 
1958
 
06/30/15
 
15 to 30 Years
 
Madison, WI
 
(d)
 
905

 
2,728

 

 

 
905

 
2,728

 
3,633

 
(56
)
 
1961
 
06/30/15
 
15 to 30 Years
 
Meridian, ID
 
(a)
 
1,924

 
2,170

 

 

 
1,924

 
2,170

 
4,094

 
(373
)
 
2006
 
05/15/13
 
15 to 30 Years
 
Millersville, MD
 
(d)
 
2,250

 
1,635

 

 

 
2,250

 
1,635

 
3,885

 
(70
)
 
2007
 
01/21/15
 
15 to 30 Years
 
Nampa, ID
 
(a)
 
3,240

 
2,343

 

 

 
3,240

 
2,343

 
5,583

 
(435
)
 
2010
 
05/15/13
 
15 to 30 Years
 
Oklahoma City, OK
 
(d)
 
545

 
1,995

 

 

 
545

 
1,995

 
2,540

 
(19
)
 
2005
 
09/30/15
 
15 to 30 Years
 
Oklahoma City, OK
 
(d)
 
1,004

 
1,933

 

 

 
1,004

 
1,933

 
2,937

 
(21
)
 
2005
 
09/30/15
 
15 to 30 Years
 
Rockford, IL
 
(d)
 
706

 
2,669

 

 

 
706

 
2,669

 
3,375

 
(50
)
 
1959
 
06/30/15
 
15 to 30 Years
 
Round Rock, TX
 
(d)
 
1,167

 
1,549

 

 

 
1,167

 
1,549

 
2,716

 
(49
)
 
2009
 
05/07/15
 
15 to 30 Years
 
Sherwood, AR
 
(d)
 
1,128

 
1,388

 

 

 
1,128

 
1,388

 
2,516

 
(18
)
 
2010
 
09/30/15
 
15 to 30 Years
 
Siloam Springs, AR
 
(d)
 
991

 
1,884

 

 

 
991

 
1,884

 
2,875

 
(20
)
 
2005
 
09/30/15
 
15 to 30 Years
 
Springdale, AR
 
(d)
 
521

 
2,032

 

 

 
521

 
2,032

 
2,553

 
(20
)
 
2005
 
09/30/15
 
15 to 30 Years
 
Texarkana, TX
 
(d)
 
483

 
1,400

 

 

 
483

 
1,400

 
1,883

 
(14
)
 
2010
 
09/30/15
 
15 to 30 Years
Pet Supplies and Service
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Chattanooga, TN
 
(b)

 
1,689

 
2,837

 

 

 
1,689

 
2,837

 
4,526

 
(243
)
 
1996
 
07/17/13
 
8 to 40 Years
 
Daytona Beach, FL
 
(b)

 
775

 
3,880

 

 

 
775

 
3,880

 
4,655

 
(283
)
 
1996
 
07/17/13
 
8 to 42 Years
 
Fredericksburg, VA
 
(b)

 
1,783

 
3,491

 

 

 
1,783

 
3,491

 
5,274

 
(280
)
 
1997
 
07/17/13
 
8 to 44 Years
 
McCarran, NV
 
21,865

 
8,333

 
37,763

 

 

 
8,333

 
37,763

 
46,096

 
(3,566
)
 
2008
 
07/17/13
 
8 to 40 Years
Wholesale Clubs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ft Lauderdale, FL
 
(d)

 
6,775

 
18,649

 

 

 
6,775

 
18,649

 
25,424

 
(1,571
)
 
2007
 
07/17/13
 
12 to 37 Years
 
Haverhill, MA
 
9,044

 
3,192

 
15,353

 

 

 
3,192

 
15,353

 
18,545

 
(1,494
)
 
2007
 
07/17/13
 
11 to 32 Years
 
St. Croix, VI
 
4,035

 
2,132

 
5,992

 

 

 
2,132

 
5,992

 
8,124

 
(548
)
 
2005
 
07/17/13
 
8 to 37 Years
 
Woodstock, GA
 
(b)

 
4,383

 
16,588

 

 

 
4,383

 
16,588

 
20,971

 
(1,650
)
 
2001
 
07/17/13
 
8 to 33 Years

203


 
 
 
 
 
Initial Cost to Company
 
Cost Capitalized Subsequent to
Acquisition including impairment
 
Gross Amount at
December 31, 2015 (g)
 
 
 
 
 
 
 
Life in which depreciation in latest Statement of Operations is computed
Description
 
Encumbrances (e)
 
Land and
Improvements
 
Buildings,
Improvements
 
Improvements/
Land
 
Improvements/
building
 
Land and
Improvements
 
Buildings,
Improvements
 
Total
 
Final
Accum
 
Date of
Construction
 
Date
Acquired
 

Office Supplies
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Alcoa, TN
 
(d)

 
918

 
3,170

 

 

 
918

 
3,170

 
4,088

 
(247
)
 
1999
 
07/17/13
 
 8 to 40 Years
 
Angola, IN
 
(d)

 
431

 
2,488

 

 

 
431

 
2,488

 
2,919

 
(187
)
 
2000
 
07/17/13
 
 1 to 44 Years
 
Balcones Heights, TX
 
(b)

 
1,888

 
2,117

 

 

 
1,888

 
2,117

 
4,005

 
(180
)
 
2009
 
07/17/13
 
 11 to 46 Years
 
Benton, AR
 
2,130

 
1,236

 
1,926

 

 

 
1,236

 
1,926

 
3,162

 
(184
)
 
2001
 
07/17/13
 
 3 to 38 Years
 
Clarksville, IN
 
2,900

 
991

 
3,161

 

 

 
991

 
3,161

 
4,152

 
(214
)
 
2006
 
07/17/13
 
 3 to 48 Years
 
Crossville, TN
 
(d)

 
668

 
2,705

 

 

 
668

 
2,705

 
3,373

 
(205
)
 
2001
 
07/17/13
 
 3 to 46 Years
 
Dayton, OH
 
(d)

 
710

 
2,417

 

 

 
710

 
2,417

 
3,127

 
(181
)
 
2005
 
07/17/13
 
 8 to 47 Years
 
Enterprise, AL
 
1,850

 
675

 
2,239

 

 

 
675

 
2,239

 
2,914

 
(182
)
 
2006
 
07/17/13
 
 8 to 43 Years
 
Greenville, MS
 
(d)

 
583

 
2,315

 

 

 
583

 
2,315

 
2,898

 
(204
)
 
2000
 
07/17/13
 
 1 to 35 Years
 
Greenville, SC
 
2,955

 
742

 
3,026

 

 

 
742

 
3,026

 
3,768

 
(190
)
 
2006
 
07/17/13
 
 3 to 48 Years
 
Guntersville, AL
 
(d)

 
1,039

 
2,535

 

 

 
1,039

 
2,535

 
3,574

 
(191
)
 
2001
 
07/17/13
 
 2 to 46 Years
 
Laurel, MS
 
(d)

 
401

 
2,164

 

 

 
401

 
2,164

 
2,565

 
(193
)
 
2002
 
07/17/13
 
 3 to 35 Years
 
London, KY
 
(d)

 
1,398

 
2,061

 

 

 
1,398

 
2,061

 
3,459

 
(175
)
 
2001
 
07/17/13
 
 3 to 46 Years
 
Moraine, OH
 
(d)

 
781

 
2,649

 

 

 
781

 
2,649

 
3,430

 
(205
)
 
2006
 
07/17/13
 
 2 to 43 Years
 
Morrisville, NC
 
(b)

 
408

 
2,732

 

 

 
408

 
2,732

 
3,140

 
(194
)
 
2008
 
07/17/13
 
 11 to 47 Years
 
Orangeburg, SC
 
(d)

 
621

 
2,208

 

 

 
621

 
2,208

 
2,829

 
(169
)
 
1999
 
07/17/13
 
 13 to 45 Years
 
Oxford, MS
 
2,295

 
1,625

 
1,024

 

 

 
1,625

 
1,024

 
2,649

 
(134
)
 
2006
 
07/17/13
 
 9 to 33 Years
 
Peru, IL
 
(d)

 
963

 
2,033

 

 

 
963

 
2,033

 
2,996

 
(207
)
 
1998
 
07/17/13
 
 1 to 35 Years
 
Warrensburg, MO
 
(d)

 
651

 
2,261

 

 

 
651

 
2,261

 
2,912

 
(207
)
 
2001
 
07/17/13
 
 3 to 38 Years
 
Warsaw, IN
 
1,846

 
590

 
2,504

 

 

 
590

 
2,504

 
3,094

 
(198
)
 
1998
 
07/17/13
 
 11 to 44 Years
Financial Services
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cross Plains, WI
 
(d)
 
1,117

 
1,479

 

 

 
1,117

 
1,479

 
2,596

 
(393
)
 
1988
 
07/17/13
 
1 to 22 Years
 
Delray Beach, FL
 
(b)
 
3,831

 
16,789

 

 

 
3,831

 
16,789

 
20,620

 
(1,010
)
 
1975
 
07/17/13
 
8 to 50 Years
 
Kennesaw, GA
 
(d)
 
3,560

 
23,583

 

 

 
3,560

 
23,583

 
27,143

 
(1,618
)
 
1996
 
07/17/13
 
8 to 45 Years
 
Yuma, AZ
 
(b)
 
2,583

 
5,221

 

 

 
2,583

 
5,221

 
7,804

 
(558
)
 
2007
 
07/17/13
 
4 to 46 Years
Other
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corpus Christi, TX
 
(d)

 
1,790

 
1,267

 

 

 
1,790

 
1,267

 
3,057

 
(145
)
 
2014
 
09/30/14
 
11 to 30 Years
 
Gillette, WY
 
(d)

 
1,520

 
4,561

 

 

 
1,520

 
4,561

 
6,081

 
(184
)
 
2001
 
12/30/14
 
15 to 40 Years
 
Henderson, CO
 
(d)

 
3,240

 
5,720

 

 

 
3,240

 
5,720

 
8,960

 
(212
)
 
1977
 
12/30/14
 
15 to 50 Years
 
Kings Mountain, NC
 
(d)

 
1,774

 
5,902

 

 

 
1,774

 
5,902

 
7,676

 
(609
)
 
2007
 
07/17/13
 
4 to 52 Years
 
Rio Grande, NJ
 
(d)

 
753

 
3,299

 

 

 
753

 
3,299

 
4,052

 
(84
)
 
2006
 
03/31/15
 
11 to 40 Years
 
Tampa, FL
 
(d)

 
1,588

 
6,134

 

 

 
1,588

 
6,134

 
7,722

 
(107
)
 
1990
 
06/05/15
 
15 to 40 Years
 
 
 
$
690,625

 
$
2,727,517

 
$
4,818,285

 
$
(16,629
)
 
$
(1,804
)
 
$
2,710,888

 
$
4,816,481

 
$
7,527,369

 
$
(860,954
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a)
Represents properties collateralized with Master Trust Debt of $1,692,094.
 
 
 
 
 
 
 
(b)
Represents properties collateralized with Fixed CMBS Debt of $657,547.
 
 
 
 
 
 
 
(c)
Represents properties collateralized with Variable CMBS Debt of $61,758.
 
 
 
 
 
 
 
(d)
Represents unencumbered Properties.
 
 
 
 
 
 
 
(e)
As of December 31, 2015 certain direct finance lease and held for sale properties had Fixed CMBS encumbrances of $12,042 and are not included in the table above.
 
 
 
 
 
(f)
Represents Land only properties with no depreciation and therefore date of construction and estimated life for depreciation is not applicable.
 
 
 
 
 
 
 
(g)
The aggregate cost of properties for federal income tax purposes is approximately $6.03 billion at December 31, 2015.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

204


 
2015
 
2014
 
2013
Land, buildings, and improvements
 
 
 
 
 
Balance at the beginning of the year
$
7,193,796

 
$
6,519,293

 
$
3,365,424

Additions:
 
 
 
 
 
Acquisitions - Cole/Merger

 

 
3,148,943

Acquisitions/capital expenditures/other additions - non-merger
873,344

 
936,916

 
402,519

Deductions:
 
 
 
 
 
Dispositions of land, buildings, and improvements
(405,437
)
 
(99,798
)
 
(371,960
)
Held for sale
(74,638
)
 
(123,776
)
 
(19,611
)
Impairment
(59,696
)
 
(38,839
)
 
(6,022
)
Gross Real Estate Balance at close of the year
$
7,527,369

 
$
7,193,796

 
$
6,519,293

 
 
 
 
 
 
Accumulated depreciation and amortization
 
 
 
 
 
Balance at the beginning of the year
$
(752,210
)
 
$
(590,067
)
 
$
(490,938
)
Additions:
 
 
 
 
 
Depreciation expense
(210,395
)
 
(194,382
)
 
(130,285
)
Deductions:
 
 
 
 
 
Dispositions of land, buildings, and improvements
80,965

 
13,528

 
26,335

Held for sale
20,686

 
18,711

 
4,821

Balance at close of the year
(860,954
)
 
(752,210
)
 
(590,067
)
 
 
 
 
 
 
Net Real Estate Investment
$
6,666,415

 
$
6,441,586

 
$
5,929,226


205

SPIRIT REALTY CAPITAL, INC.
Schedule IV
Mortgage Loans on Real Estate
As of December 31, 2015
(In thousands)

Mortgage
 
Stated Interest Rate
 
Final Maturity Date (1)
 
Periodic Payment Terms
 
Face Amount
 
Carrying Amount of Mortgages 
Automotive parts and service <3%
 
8.60% - 9.35%
 
1/1/2021
 
3/1/2021
 
Principal & Interest (2)
 
$
30,588

 
$
24,937

Restaurants <3%
 
9.00% - 10.47%
 
7/1/2016
 
7/1/2028
 
Principal & Interest (3)
 
80,589

 
75,145

 
 
 
 
 
 
 
 
 
 
$
111,177

 
$
100,082

 
 
 
 
 
 
 
 
 
 
 
 
 
(1)  Reflects current maturity of the investment and does not consider any options to extend beyond the current maturity
(2)  Balloon payments of $11.9 million at maturity
(3)  Balloon payments of $37.7 million at maturity
 
 
2015
 
2014
 
2013
Reconciliation of Mortgage Loans on Real Estate
 
 
 
 
 
Balance January 1,
$
109,046

 
$
117,291

 
$
44,916

Additions during period
 
 
 
 
 
Mortgage loans acquired in Merger Transaction

 

 
66,238

Premium on mortgage loans acquired in Merger

 

 
15,195

New mortgage loans

 

 
650

Deductions during period
 
 
 
 
 
Collections of principal
(6,497
)
 
(5,720
)
 
(4,499
)
Foreclosures

 

 
(3,863
)
Amortization of premium
(2,466
)
 
(2,525
)
 
(1,334
)
Amortization of capitalized loan origination costs
(1
)
 

 
(12
)
Mortgage loans receivable December 31,
100,082

 
109,046

 
117,291

Equipment and other loans receivable
4,245

 
379

 
430

Provision for other loan loss
(324
)
 

 

 
3,921

 
379

 
430

Total loans receivable
$
104,003

 
$
109,425

 
$
117,721



206


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
SPIRIT REALTY CAPITAL, INC.
(Registrant)
 
 
 
 
By:
/s/ Prakash J. Parag
 
Name:
Prakash J. Parag
 
Title:
Chief Accounting Officer and Senior Vice President (Principal Accounting Officer)
Date: October 31, 2016

POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below does hereby constitute and appoint Thomas H. Nolan Jr., Phillip D. Joseph, Jr. and Jay Young, and each of them singly, our true and lawful attorneys with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Form 10-K filed herewith and any and all amendments to said Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable Spirit Realty Capital, Inc. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission in connection therewith, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Form 10-K and any and all amendments thereto.
Pursuant to the requirements of the Securities and Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Name
Title
Date
/s/ Thomas H. Nolan Jr.
Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer)
October 31, 2016
 
 
 
/s/ Phillip D. Joseph, Jr.
Chief Financial Officer, Executive Vice President and Treasurer (Principal Financial Officer)
October 31, 2016
 
 
 
/s/ Prakash J. Parag
Chief Accounting Officer and Senior Vice President (Principal Accounting Officer)
October 31, 2016
 
 
 
/s/ Kevin M. Charlton
Director
October 31, 2016
 
 
 
/s/ Todd A. Dunn
Director
October 31, 2016
 
 
 
/s/ David J. Gilbert
Director
October 31, 2016
 
 
 
/s/ Richard I. Gilchrist
Director
October 31, 2016
 
 
 
/s/ Diane M. Morefield
Director
October 31, 2016
 
 
 
/s/ Sheli Z. Rosenberg
Director
October 31, 2016
 
 
 
/s/ Thomas D. Senkbeil
Director
October 31, 2016
 
 
 
/s/ Nicholas P. Shepherd
Director
October 31, 2016



207