EPRプロパティーズの適時開示・決算・その他

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 25, 2023

EPR Properties

(Exact name of registrant as specified in its charter)

Maryland

001-13561

43-1790877

(State or other jurisdiction of
incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)

909 Walnut Street,

Suite 200

Kansas City,

Missouri

64106

(Address of principal executive offices) (Zip Code)


(816)			472-1700

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common shares, par value $0.01 per share

EPR

New York Stock Exchange

5.75% Series C cumulative convertible preferred shares, par value $0.01 per share

EPR PrC

New York Stock Exchange

9.00% Series E cumulative convertible preferred shares, par value $0.01 per share

EPR PrE

New York Stock Exchange

5.75% Series G cumulative redeemable preferred shares, par value $0.01 per share

EPR PrG

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o On October 25, 2023, the Company announced its results of operations and financial condition for the third quarter and nine months ended September 30, 2023.

Item 2.02 Results of Operations and Financial Condition.

The public announcement was made by means of a press release, the text of which is set forth in Exhibit 99.1 hereto and is hereby incorporated by reference herein.

Item 7.01 Regulation FD Disclosure.

In addition, on October 25, 2023, the Company made available on its website an investor slide presentation and supplemental operating and financial data for the third quarter and nine months ended September 30, 2023, the text of which are set forth in Exhibits 99.2 and 99.3 hereto, respectively, and are hereby incorporated by reference herein.

The information set forth in Item 2.02 of this Current Report on Form 8-K, including Exhibits 99.1, 99.2 and 99.3, is being “furnished” and shall not be deemed “filed” for the purposes of or otherwise subject to liabilities under Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.



Exhibit No.						Description

99.1						Press Release dated October 25, 2023 issued by EPR Properties announcing its results of operations and financial condition for the third quarter and nine months ended September 30, 2023.

99.2						Investor slide presentation for the third quarter and nine months ended September 30, 2023, made available by EPR Properties on October 25, 2023.

99.3						Supplemental Operating and Financial Data for the third quarter and nine months ended September 30, 2023, made available by EPR Properties on October 25, 2023.

104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.



			EPR PROPERTIES

			By:						/s/ Mark A. Peterson
									Mark A. Peterson
									Executive Vice President, Treasurer and Chief Financial Officer

Date: October 25, 2023

EX-99.1 2 ex991-eprx9302023earningsr.htm PRESS RELEASE Document

Exhibit 99.1

EPR Properties Reports Third Quarter 2023 Results

Updates 2023 Earnings Guidance

Kansas City, MO, October 25, 2023 -- EPR Properties (NYSE:EPR) today announced operating results for the third quarter ended September 30, 2023 (dollars in thousands, except per share data):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023 (2)		2022		2023 (2)		2022
Total revenue	$	189,384	$	161,410	$	533,687	$	479,328
Net income available to common shareholders	50,228		44,766		109,412		115,801
Net income available to common shareholders per diluted common share	0.66		0.60		1.45		1.54


Funds From Operations as adjusted (FFOAA)(1)	113,156		88,238		306,954		260,190
FFOAA per diluted common share (1)	1.47		1.16		4.00		3.44
Adjusted Funds From Operations (AFFO) (1)	113,333		92,308		312,168		273,541
AFFO per diluted common share (1)	1.47		1.22		4.07		3.61

Note: Each of the measures above include deferred rent and interest collections from cash basis customers that were recognized as revenue of $19.3 million and $35.7 million, and $5.2 million and $11.5 million, for the three and nine months ended September 30, 2023 and 2022, respectively. See further discussion below.
(1) A non-GAAP financial measure.
(2) Each measure for 2023, except for AFFO and AFFO per diluted share, includes $2.1 million of additional straight-line rent revenue related primarily to recording a straight-line rent receivable for Regal ground leases in connection with reestablishing accrual basis accounting for Regal at August 1, 2023.

Third Quarter Company Headlines

•Regal Bankruptcy Resolution - As previously announced, the Company entered into a comprehensive restructuring agreement with Regal anchored by a new master lease for 41 of the 57 properties previously leased to Regal that became effective on August 1, 2023. Of the properties surrendered by Regal, five theaters, which are to be operated by third parties, were opened for business in early August and one of the 11 properties to be disposed was sold in September.

•Santikos Acquires Southern Theatres – On July 17, 2023, Santikos Theaters, LLC (“Santikos”) acquired VSS-Southern Theatres (“Southern”) through an asset purchase agreement. The Company has investments in ten theatre properties that were previously operated by Southern and there are no structural changes to existing lease terms. In conjunction with the transaction, Southern paid in full its remaining deferred rent of $11.6 million, which was recognized as rental revenue during the third quarter of 2023.

•Solid Deferral Collections - During the third quarter of 2023, the Company collected $19.3 million of deferred rent from cash basis customers that was booked as additional revenue, including the deferred rent discussed above in connection with the Santikos transaction and deferred amounts received related to the resolution of Regal’s bankruptcy. Through September 30, 2023, the Company has collected over $150.0 million of rent and interest that had been deferred as a result of the COVID-19 pandemic.

•Strong Liquidity Position - As of September 30, 2023, the Company had cash on hand of $173.0 million, no borrowings on its $1.0 billion unsecured revolving credit facility and a consolidated debt profile that is all at fixed interest rates with no maturities in 2023 and only $136.6 million maturing in 2024.

•Updates 2023 Earnings Guidance - The Company is increasing FFOAA per diluted common share guidance for 2023 from a range of $5.05 to $5.15 to a range of $5.10 to $5.18 and narrowing 2023 investment spending guidance from a range of $200.0 million to $300.0 million to a range of $225.0 million to $275.0 million.

“In the third quarter we delivered solid earnings results, with continued strong performance at our experiential properties as well as significant deferral collections, contributing to our increased guidance for the year,” stated Company President and CEO Greg Silvers. “Furthermore, we are pleased to see the ongoing stabilization of our portfolio as the restructured master lease agreement with Regal became effective in the quarter, and we continue to see a strong recovery at the box office. We have an attractive pipeline of committed developments and investment opportunities in experiential projects, and we are being thoughtful in deploying our capital as we selectively pursue growth while maintaining a strong balance sheet position.”

Regal Bankruptcy Resolution

On September 7, 2022, Cineworld Group, plc, Regal Entertainment Group and the Company's other Regal theatre tenants (collectively, “Regal”) filed for protection under Chapter 11 of the U.S. Bankruptcy Code (the “Code”). Regal leased 57 theatres from the Company pursuant to two master leases and 28 single property leases (the “Regal Leases”). Regal's plan of reorganization became effective on July 31, 2023 (the "Effective Date"), and Regal emerged from the Chapter 11 bankruptcy cases.

The Company entered into a comprehensive restructuring agreement with Regal anchored by a new master lease ("Master Lease") for 41 of the 57 properties previously leased to Regal ("Master Lease Properties"), which became effective on the Effective Date. The Master Lease is a triple-net lease with $65.0 million in total annual fixed rent payable beginning on August 1, 2023 that escalates by 10% every five years. The Master Lease has three tranches of properties. The initial terms of the tranches are staggered, expiring on the 11th, 13th and 15th anniversaries from the Effective Date. Additionally, the Master Lease provides for a guaranty from a parent entity of Regal and percentage rents based on gross sales of the Master Lease Properties.

Additionally, as part of the comprehensive restructuring agreement with Regal, Regal surrendered to the Company the remaining 16 properties not included in the Master Lease on the Effective Date. The Company has entered into management agreements whereby Cinemark is managing four and Phoenix Theatres is managing one of the surrendered properties. As discussed further below, the Company sold one of the remaining 11 surrendered properties in the third quarter and plans to also sell the other ten properties. Net proceeds are expected to be used to acquire non-theatre experiential properties.

For more details on the Master Lease and comprehensive restructuring agreement between the Company and Regal, see the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.

Santikos Acquisition of Southern Theatres

On July 17, 2023, Santikos acquired Southern through an asset purchase agreement. The combined Santikos entity operates 27 highly amenitized theaters in eight southeastern states. The Company has investments in ten theatre properties that were previously operated by Southern and located in six states and there are no structural changes to existing lease terms. Santikos had investments in ten theaters located in the San Antonio area prior to the transaction and purchased a total of 17 theaters in eight states from Southern, making Santikos the eighth largest theater circuit in North America. Santikos is owned by The San Antonio Area Foundation, one of the nation’s premier Community Foundations. In conjunction with the transaction, Southern paid in full its remaining deferred rent of $11.6 million, which was recognized as rental revenue during the third quarter of 2023.

Solid Deferral Collections

In addition to regular quarterly collections, during the third quarter of 2023, the Company collected $19.3 million of deferred rent from cash basis customers that was booked as additional revenue, including the deferred rent discussed above in connection with the Santikos transaction and deferred amounts received related to the resolution of Regal's bankruptcy. Additionally, during the third quarter of 2023, the Company collected $0.2 million of deferred rent from accrual basis customers that reduced receivables, leaving only $0.8 million of deferred rent receivable remaining on the balance sheet at September 30, 2023. Through September 30, 2023, the Company has collected over $150.0 million of rent and interest that had been deferred as a result of the pandemic.

Strong Liquidity Position

The Company remains focused on maintaining strong liquidity and financial flexibility. The Company had $173.0 million of cash on hand at quarter-end, no borrowings on its $1.0 billion unsecured revolving credit facility and a consolidated debt profile that is all at fixed interest rates with no maturities in 2023 and only $136.6 million due in 2024.

Investment Update

The Company's investment spending during the three months ended September 30, 2023 totaled $36.8 million, bringing the total investment spending for the nine months ended September 30, 2023 to $135.5 million. Investment spending for the quarter was primarily related to experiential build-to-suit development and redevelopment projects.

As of September 30, 2023, the Company has also committed an additional approximately $235.0 million for experiential development and redevelopment projects, which is expected to be funded over the next two years without the need to raise additional capital. The Company will continue to be more selective in making investments, utilizing cash on hand, excess cash flow and borrowings under our line of credit, until such time as the Company's cost of capital returns to acceptable levels.

Capital Recycling

During the third quarter of 2023, the Company completed the sales of two vacant theatre properties and two early childhood education center properties for net proceeds totaling $26.6 million and recognized a gain on sale of $2.6 million for the quarter. Disposition proceeds totaled $35.0 million for the nine months ended September 30, 2023.

Portfolio Update

The Company's total assets were $5.7 billion (after accumulated depreciation of approximately $1.4 billion) and total investments (a non-GAAP financial measure) were approximately $6.7 billion at September 30, 2023, with Experiential investments totaling $6.2 billion, or 92%, and Education investments totaling $0.5 billion, or 8%.

The Company's Experiential portfolio (excluding property under development and undeveloped land inventory) consisted of the following property types (owned or financed) at September 30, 2023:

•169 theatre properties;

•57 eat & play properties (including seven theatres located in entertainment districts);

•24 attraction properties;

•11 ski properties;

•seven experiential lodging properties;

•16 fitness & wellness properties;

•one gaming property; and

•three cultural properties.

As of September 30, 2023, the Company's owned Experiential portfolio consisted of approximately 19.9 million square feet, which includes 0.5 million square feet of properties the Company intends to sell. The Experiential portfolio, excluding the properties the Company intends to sell, was 99% leased and included a total of $101.3 million in property under development and $20.2 million in undeveloped land inventory.

The Company's Education portfolio consisted of the following property types (owned or financed) at September 30, 2023:

•62 early childhood education center properties; and

•nine private school properties.

As of September 30, 2023, the Company's owned Education portfolio consisted of approximately 1.3 million square feet, which includes 0.1 million square feet of properties the Company intends to sell. The Education portfolio, excluding the properties the Company intends to sell, was 100% leased.

The combined owned portfolio consisted of 21.3 million square feet and was 99% leased excluding the 0.6 million square feet of properties the Company intends to sell.

Dividend Information

The Company declared regular monthly cash dividends during the third quarter of 2023 totaling $0.825 per common share. Additionally, the Board declared its regular quarterly dividends to preferred shareholders of $0.359375 per share on both the Company's 5.75% Series C cumulative convertible preferred shares and Series G cumulative redeemable preferred shares and $0.5625 per share on its 9.00% Series E cumulative convertible preferred shares.

2023 Guidance

(Dollars in millions, except per share data):


Measure	Current					Prior
Net income available to common shareholders per diluted common share	$	1.98	to	$	2.06	$	2.14	to	$	2.24
FFOAA per diluted common share	$	5.10	to	$	5.18	$	5.05	to	$	5.15
Investment spending	$	225.0	to	$	275.0	$	200.0	to	$	300.0
Disposition proceeds	$	45.0	to	$	60.0	$	31.0	to	$	41.0

The Company is increasing its 2023 guidance for FFOAA per diluted common share from a range of $5.05 to $5.15 to a range of $5.10 to $5.18. The 2023 guidance for FFOAA per diluted common share is based on a FFO per diluted common share range of $5.06 to $5.14 adjusted for severance expense, transaction costs, provision (benefit) for credit losses, net, deferred income tax benefit and the impact of Series C and Series E dilution. FFO per diluted common share for 2023 is based on a net income available to common shareholders per diluted common share range of $1.98 to $2.06 plus impairment of real estate investments, net of $0.85, estimated real estate depreciation and amortization of $2.20 and allocated share of joint venture depreciation of $0.12, less gain on sale of real estate of $0.04 and the impact of Series C and Series E dilution of $0.05 (in accordance with the NAREIT definition of FFO).

Additional earnings guidance detail can be found in the Company's supplemental information package available in the Investor Center of the Company's website located at https://investors.eprkc.com/earnings-supplementals.

Conference Call Information

Management will host a conference call to discuss the Company's financial results on October 26, 2023 at 8:30 a.m. Eastern Time. The call may also include discussion of Company developments and forward-looking and other material information about business and financial matters. The conference will be webcast and can be accessed via the Webcasts page in the Investor Center on the Company's website located at https://investors.eprkc.com/webcasts. To access the audio-only call, visit the Webcasts page for the link to register and receive dial-in information and a PIN providing access to the live call. It is recommended that you join 10 minutes prior to the start of the event (although you may register and dial-in at any time during the call).

You may watch a replay of the webcast by visiting the Webcasts page at https://investors.eprkc.com/webcasts.

Quarterly Supplemental

The Company's supplemental information package for the third quarter and nine months ended September 30, 2023 is available in the Investor Center on the Company's website located at https://investors.eprkc.com/earnings-supplementals.

EPR Properties

Consolidated Statements of Income

(Unaudited, dollars in thousands except per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Rental revenue	$	163,940	$	140,471	$	467,401	$	422,949
Other income	14,422		11,360		33,879		30,626
Mortgage and other financing income	11,022		9,579		32,407		25,753
Total revenue	189,384		161,410		533,687		479,328
Property operating expense	14,592		14,707		42,719		42,238
Other expense	13,124		9,135		31,235		26,104
General and administrative expense	13,464		12,582		42,677		38,497
Severance expense	—		—		547		—

Transaction costs	847		148		1,153		3,540
Provision (benefit) for credit losses, net	(719)		241		(407)		9,447
Impairment charges	20,887		—		64,672		4,351
Depreciation and amortization	42,432		41,539		127,341		122,349
Total operating expenses	104,627		78,352		309,937		246,526
Gain on sale of real estate	2,550		304		1,415		304

Income from operations	87,307		83,362		225,165		233,106


Interest expense, net	31,208		32,747		94,521		99,296
Equity in (income) loss from joint ventures	(533)		(572)		2,067		(1,887)
Impairment charges on joint ventures	—		—		—		647
Income before income taxes	56,632		51,187		128,577		135,050
Income tax expense	372		388		1,060		1,150
Net income	$	56,260	$	50,799	$	127,517	$	133,900










Preferred dividend requirements	6,032		6,033		18,105		18,099

Net income available to common shareholders of EPR Properties	$	50,228	$	44,766	$	109,412	$	115,801
Net income available to common shareholders of EPR Properties per share:


Basic	$	0.67	$	0.60	$	1.45	$	1.55



Diluted	$	0.66	$	0.60	$	1.45	$	1.54
Shares used for computation (in thousands):
Basic	75,325		75,016		75,236		74,949
Diluted	75,816		75,183		75,655		75,102

EPR Properties

Condensed Consolidated Balance Sheets

(Unaudited, dollars in thousands)



	September 30, 2023		December 31, 2022
Assets
Real estate investments, net of accumulated depreciation of $1,400,642 and $1,302,640 at September 30, 2023 and December 31, 2022, respectively	$	4,571,514	$	4,714,136
Land held for development	20,168		20,168
Property under development	101,313		76,029
Operating lease right-of-use assets	190,309		200,985
Mortgage notes and related accrued interest receivable, net	477,243		457,268

Investment in joint ventures	53,855		52,964
Cash and cash equivalents	172,953		107,934
Restricted cash	2,868		2,577

Accounts receivable	54,826		53,587

Other assets	74,328		73,053
Total assets	$	5,719,377	$	5,758,701
Liabilities and Equity
Accounts payable and accrued liabilities	$	82,804	$	80,087
Operating lease liabilities	230,922		241,407
Dividends payable	28,827		27,438
Unearned rents and interest	88,530		63,939
Debt	2,814,497		2,810,111
Total liabilities	3,245,580		3,222,982


Total equity	$	2,473,797	$	2,535,719
Total liabilities and equity	$	5,719,377	$	5,758,701

Non-GAAP Financial Measures

Funds From Operations (FFO), Funds From Operations As Adjusted (FFOAA) and Adjusted Funds From Operations (AFFO)

The National Association of Real Estate Investment Trusts (NAREIT) developed FFO as a relative non-GAAP financial measure of performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP. Pursuant to the definition of FFO by the Board of Governors of NAREIT, the Company calculates FFO as net income available to common shareholders, computed in accordance with GAAP, excluding gains and losses from disposition of real estate and impairment losses on real estate, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships, joint ventures and other affiliates. Adjustments for unconsolidated partnerships, joint ventures and other affiliates are calculated to reflect FFO on the same basis. The Company has calculated FFO for all periods presented in accordance with this definition.

In addition to FFO, the Company presents FFOAA and AFFO. FFOAA is presented by adding to FFO severance expense, transaction costs, provision (benefit) for credit losses, net, costs associated with loan refinancing or payoff, preferred share redemption costs and impairment of operating lease right-of-use assets and subtracting sale participation income, gain on insurance recovery and deferred income tax (benefit) expense. AFFO is presented by adding to FFOAA non-real estate depreciation and amortization, deferred financing fees amortization, share-based compensation expense to management and Trustees and amortization of above and below market leases, net and tenant allowances; and subtracting maintenance capital expenditures (including second generation tenant improvements and leasing commissions), straight-lined rental revenue (removing the impact of straight-lined ground sublease expense), and the non-cash portion of mortgage and other financing income.

FFO, FFOAA and AFFO are widely used measures of the operating performance of real estate companies and are provided here as supplemental measures to GAAP net income available to common shareholders and earnings per share, and management provides FFO, FFOAA and AFFO herein because it believes this information is useful to investors in this regard. FFO, FFOAA and AFFO are non-GAAP financial measures. FFO, FFOAA and AFFO do not represent cash flows from operations as defined by GAAP and are not indicative that cash flows are adequate to fund all cash needs and are not to be considered alternatives to net income or any other GAAP measure as a measurement of the results of our operations or our cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate FFO, FFOAA and AFFO the same way so comparisons with other REITs may not be meaningful.

The following table summarizes FFO, FFOAA and AFFO for the three and nine months ended September 30, 2023 and 2022 and reconciles such measures to net income available to common shareholders, the most directly comparable GAAP measure:

EPR Properties

Reconciliation of Non-GAAP Financial Measures

(Unaudited, dollars in thousands except per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
FFO:
Net income available to common shareholders of EPR Properties	$	50,228	$	44,766	$	109,412	$	115,801
Gain on sale of real estate	(2,550)		(304)		(1,415)		(304)

Impairment of real estate investments, net	20,887		—		64,672		4,351
Real estate depreciation and amortization	42,224		41,331		126,718		121,721
Allocated share of joint venture depreciation	2,315		2,093		6,532		5,576
Impairment charges on joint ventures	—		—		—		647
FFO available to common shareholders of EPR Properties	$	113,104	$	87,886	$	305,919	$	247,792

FFO available to common shareholders of EPR Properties	$	113,104	$	87,886	$	305,919	$	247,792
Add: Preferred dividends for Series C preferred shares	1,938		1,938		5,814		5,814
Add: Preferred dividends for Series E preferred shares	1,938		1,939		5,814		5,817
Diluted FFO available to common shareholders of EPR Properties	$	116,980	$	91,763	$	317,547	$	259,423

FFOAA:
FFO available to common shareholders of EPR Properties	$	113,104	$	87,886	$	305,919	$	247,792

Severance expense	—		—		547		—
Transaction costs	847		148		1,153		3,540




Provision (benefit) for credit losses, net	(719)		241		(407)		9,447

Gain on insurance recovery (included in other income)	—		—		—		(552)
Deferred income tax benefit	(76)		(37)		(258)		(37)
FFOAA available to common shareholders of EPR Properties	$	113,156	$	88,238	$	306,954	$	260,190

FFOAA available to common shareholders of EPR Properties	$	113,156	$	88,238	$	306,954	$	260,190
Add: Preferred dividends for Series C preferred shares	1,938		1,938		5,814		5,814
Add: Preferred dividends for Series E preferred shares	1,938		1,939		5,814		5,817
Diluted FFOAA available to common shareholders of EPR Properties	$	117,032	$	92,115	$	318,582	$	271,821


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
AFFO:
FFOAA available to common shareholders of EPR Properties	$	113,156	$	88,238	$	306,954	$	260,190
Non-real estate depreciation and amortization	208		208		623		628
Deferred financing fees amortization	2,170		2,090		6,449		6,251
Share-based compensation expense to management and trustees	4,354		4,138		13,153		12,552
Amortization of above and below market leases, net and tenant allowances	(182)		(89)		(456)		(265)
Maintenance capital expenditures (1)	(1,753)		(386)		(7,384)		(1,871)
Straight-lined rental revenue	(4,407)		(2,374)		(7,661)		(4,702)
Straight-lined ground sublease expense	77		602		1,043		1,111
Non-cash portion of mortgage and other financing income	(290)		(119)		(553)		(353)
AFFO available to common shareholders of EPR Properties	$	113,333	$	92,308	$	312,168	$	273,541

AFFO available to common shareholders of EPR Properties	$	113,333	$	92,308	$	312,168	$	273,541
Add: Preferred dividends for Series C preferred shares	1,938		1,938		5,814		5,814
Add: Preferred dividends for Series E preferred shares	1,938		1,939		5,814		5,817
Diluted AFFO available to common shareholders of EPR Properties	$	117,209	$	96,185	$	323,796	$	285,172

FFO per common share:
Basic	$	1.50	$	1.17	$	4.07	$	3.31
Diluted	1.47		1.16		3.99		3.28
FFOAA per common share:
Basic	$	1.50	$	1.18	$	4.08	$	3.47
Diluted	1.47		1.16		4.00		3.44
AFFO per common share:
Basic	$	1.50	$	1.23	$	4.15	$	3.65
Diluted	1.47		1.22		4.07		3.61
Shares used for computation (in thousands):
Basic	75,325		75,016		75,236		74,949
Diluted	75,816		75,183		75,655		75,102

Weighted average shares outstanding-diluted EPS	75,816		75,183		75,655		75,102
Effect of dilutive Series C preferred shares	2,287		2,250		2,279		2,245

Effect of dilutive Series E preferred shares	1,663		1,664		1,663		1,664
Adjusted weighted average shares outstanding-diluted Series C and Series E	79,766		79,097		79,597		79,011
Other financial information:

Dividends per common share	$	0.8250	$	0.8250	$	2.4750	$	2.4250

(1) Includes maintenance capital expenditures and certain second generation tenant improvements and leasing commissions.

The conversion of the 5.75% Series C cumulative convertible preferred shares and the 9.00% Series E cumulative convertible preferred shares would be dilutive to FFO, FFOAA and AFFO per share for the three and nine months ended September 30, 2023 and 2022. Therefore, the additional common shares that would result from the conversion and the corresponding add-back of the preferred dividends declared on those shares are included in the calculation of diluted FFO, FFOAA and AFFO per share for those periods.

Net Debt

Net Debt represents debt (reported in accordance with GAAP) adjusted to exclude deferred financing costs, net and reduced for cash and cash equivalents. By excluding deferred financing costs, net, and reducing debt for cash and cash equivalents on hand, the result provides an estimate of the contractual amount of borrowed capital to be repaid, net of cash available to repay it. The Company believes this calculation constitutes a beneficial supplemental non-GAAP financial disclosure to investors in understanding our financial condition. The Company's method of calculating Net Debt may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

Gross Assets

Gross Assets represents total assets (reported in accordance with GAAP) adjusted to exclude accumulated depreciation and reduced for cash and cash equivalents. By excluding accumulated depreciation and reducing cash and cash equivalents, the result provides an estimate of the investment made by the Company. The Company believes that investors commonly use versions of this calculation in a similar manner. The Company's method of calculating Gross Assets may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

Net Debt to Gross Assets Ratio

Net Debt to Gross Assets Ratio is a supplemental measure derived from non-GAAP financial measures that the Company uses to evaluate capital structure and the magnitude of debt to gross assets. The Company believes that investors commonly use versions of this ratio in a similar manner. The Company's method of calculating the Net Debt to Gross Assets Ratio may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

EBITDAre

NAREIT developed EBITDAre as a relative non-GAAP financial measure of REITs, independent of a company's capital structure, to provide a uniform basis to measure the enterprise value of a company. Pursuant to the definition of EBITDAre by the Board of Governors of NAREIT, the Company calculates EBITDAre as net income, computed in accordance with GAAP, excluding interest expense (net), income tax (benefit) expense, depreciation and amortization, gains and losses from disposition of real estate, impairment losses on real estate, costs associated with loan refinancing or payoff and adjustments for unconsolidated partnerships, joint ventures and other affiliates.

Management provides EBITDAre herein because it believes this information is useful to investors as a supplemental performance measure because it can help facilitate comparisons of operating performance between periods and with other REITs. The Company's method of calculating EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. EBITDAre is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions. This measure should not be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

Adjusted EBITDAre

The Company's method of calculating Adjusted EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. Adjusted EBITDAre is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions.

This measure should not be considered as an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

Net Debt to Adjusted EBITDAre Ratio

Net Debt to Adjusted EBITDAre Ratio is a supplemental measure derived from non-GAAP financial measures that the Company uses to evaluate our capital structure and the magnitude of our debt against our operating performance. The Company believes that investors commonly use versions of this ratio in a similar manner. In addition, financial institutions use versions of this ratio in connection with debt agreements to set pricing and covenant limitations. The Company's method of calculating the Net Debt to Adjusted EBITDAre Ratio may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

Reconciliations of debt, total assets and net income (all reported in accordance with GAAP) to Net Debt, Gross Assets, Net Debt to Gross Assets Ratio, EBITDAre, Adjusted EBITDAre and Net Debt to Adjusted EBITDAre Ratio (each of which is a non-GAAP financial measure), as applicable, are included in the following tables (unaudited, in thousands except ratios):


	September 30,
	2023			2022
Net Debt:
Debt	$	2,814,497		$	2,808,587
Deferred financing costs, net	26,732			32,642
Cash and cash equivalents	(172,953)			(160,838)
Net Debt	$	2,668,276		$	2,680,391

Gross Assets:
Total Assets	$	5,719,377		$	5,792,759
Accumulated depreciation	1,400,642			1,278,427
Cash and cash equivalents	(172,953)			(160,838)
Gross Assets	$	6,947,066		$	6,910,348

Debt to Total Assets Ratio	49		%	48		%
Net Debt to Gross Assets Ratio	38		%	39		%

	Three Months Ended September 30,
	2023			2022
EBITDAre and Adjusted EBITDAre:
Net income	$	56,260		$	50,799
Interest expense, net	31,208			32,747
Income tax expense	372			388
Depreciation and amortization	42,432			41,539
Gain on sale of real estate	(2,550)			(304)
Impairment of real estate investments, net	20,887			—





Allocated share of joint venture depreciation	2,315			2,093
Allocated share of joint venture interest expense	2,164			1,822

EBITDAre	$	153,088		$	129,084





Transaction costs	847			148
Provision (benefit) for credit losses, net	(719)			241




Adjusted EBITDAre	$	153,216		$	129,473

Adjusted EBITDAre (annualized) (1)	$	612,864		$	517,892

Net Debt/Adjusted EBITDA Ratio	4.4			5.2































(1) Adjusted EBITDA for the quarter is multiplied by four to calculate an annualized amount.

Total Investments

Total investments is a non-GAAP financial measure defined as the sum of the carrying values of real estate investments (before accumulated depreciation), land held for development, property under development, mortgage notes receivable and related accrued interest receivable, net, investment in joint ventures, intangible assets, gross (before accumulated amortization and included in other assets) and notes receivable and related accrued interest receivable, net (included in other assets). Total investments is a useful measure for management and investors as it illustrates across which asset categories the Company's funds have been invested. Our method of calculating total investments may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. A reconciliation of total assets (computed in accordance with GAAP) to total investments is included in the following table (unaudited, in thousands):


	September 30, 2023		December 31, 2022

Total assets	$	5,719,377	$	5,758,701
Operating lease right-of-use assets	(190,309)		(200,985)
Cash and cash equivalents	(172,953)		(107,934)
Restricted cash	(2,868)		(2,577)
Accounts receivable	(54,826)		(53,587)
Add: accumulated depreciation on real estate investments	1,400,642		1,302,640
Add: accumulated amortization on intangible assets (1)	29,893		23,487
Prepaid expenses and other current assets (1)	(35,893)		(33,559)
Total investments	$	6,693,063	$	6,686,186

Total Investments:
Real estate investments, net of accumulated depreciation	$	4,571,514	$	4,714,136
Add back accumulated depreciation on real estate investments	1,400,642		1,302,640
Land held for development	20,168		20,168
Property under development	101,313		76,029
Mortgage notes and related accrued interest receivable, net	477,243		457,268

Investment in joint ventures	53,855		52,964
Intangible assets, gross (1)	64,156		60,109
Notes receivable and related accrued interest receivable, net (1)	4,172		2,872
Total investments	$	6,693,063	$	6,686,186

(1) Included in other assets in the accompanying consolidated balance sheet. Other assets include the following:

	September 30, 2023		December 31, 2022
Intangible assets, gross	$	64,156	$	60,109
Less: accumulated amortization on intangible assets	(29,893)		(23,487)
Notes receivable and related accrued interest receivable, net	4,172		2,872
Prepaid expenses and other current assets	35,893		33,559
Total other assets	$	74,328	$	73,053

About EPR Properties

EPR Properties (NYSE:EPR) is the leading diversified experiential net lease real estate investment trust (REIT), specializing in select enduring experiential properties in the real estate industry. We focus on real estate venues that create value by facilitating out of home leisure and recreation experiences where consumers choose to spend their discretionary time and money. We have total assets of approximately $5.7 billion (after accumulated depreciation of approximately $1.4 billion) across 44 states. We adhere to rigorous underwriting and investing criteria centered on key industry, property and tenant level cash flow standards. We believe our focused approach provides a competitive advantage and the potential for stable and attractive returns. Further information is available at www.eprkc.com.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

The financial results in this press release reflect preliminary, unaudited results, which are not final until the Company’s Quarterly Report on Form 10-Q is filed. With the exception of historical information, certain statements contained or incorporated by reference herein may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), such as those pertaining to our guidance, the uncertain financial impact of the COVID-19 pandemic, our capital resources and liquidity, our pursuit of growth opportunities, the timing of transaction closings and investment spending, our expected cash flows, the performance of our customers, our expected cash collections and our results of operations and financial condition. The forward-looking statements presented herein are based on the Company's current expectations. Forward-looking statements involve numerous risks and uncertainties, and you should not rely on them as predictions of actual events. There is no assurance that the events or circumstances reflected in the forward-looking statements will occur. You can identify forward-looking statements by use of words such as “will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,” “plans,” “would” or other similar expressions or other comparable terms or discussions of strategy, plans or intentions contained or incorporated by reference herein. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. These forward-looking statements represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. For further discussion of these factors see “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date hereof or the date of any document incorporated by reference herein. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except as required by law, we do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date hereof.

EPR Properties

Brian Moriarty, 816-472-1700

www.eprkc.com

EX-99.2 3 q32023earningscall.htm EARNINGS RELEASE PRESENTATION q32023earningscall

FOURTH QUARTER 2022 EARNINGS CALL February 23, 2023 EARNINGS CALL PRESENTATION Q3 2023

2 The financial results in this document reflect preliminary, unaudited results, which are not final until the Company’s Quarterly Report on Form 10-Q is filed. With the exception of historical information, certain statements contained or incorporated by reference herein may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), such as those pertaining to our guidance, the uncertain financial impact of the COVID-19 pandemic, our capital resources and liquidity, our pursuit of growth opportunities, the timing of transaction closings and investment spending, our expected cash flows, the performance of our customers, our expected cash collections and our results of operations and financial condition. Forward-looking statements involve numerous risks and uncertainties, and you should not rely on them as predictions of actual events. There is no assurance that the events or circumstances reflected in the forward-looking statements will occur. You can identify forward-looking statements by use of words such as “will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,” “plans,” “would” or other similar expressions or other comparable terms or discussions of strategy, plans or intentions contained or incorporated by reference herein. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. These forward-looking statements represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. For further discussion of these factors see “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date hereof or the date of any document incorporated by reference herein. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except as required by law, we do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date hereof. DISCLAIMER

INTRODUCTORY COMMENTS

PORTFOLIO UPDATE

5 PORTFOLIO OVERVIEW Education Portfolio 71 Properties; 8 Operators Occupancy at 100%** *See Quarterly Report on Form 10-Q for quarter ended September 30, 2023 for definition and calculation of this non-GAAP measure **Excluding properties EPR intends to sell Experiential Portfolio 288 Properties; 51 Operators Occupancy at 99%** $6.2B (92%) Total Investments* Total Portfolio Snapshot ~$6.7B Total Investments* 359 Properties Occupancy at 99%** Q3 Investment Spending $36.8M YTD Investment Spending $135.5M

6 PORTFOLIO COVERAGE *Normalized theatre coverage is calculated as though the Regal restructuring had been in place for 12 months ending June, 30, 2023 **BoxOfficeMojo TTM June 2023 Normalized TTM June 2023* YE 2019 Theatre Coverage 1.4x 1.5x 1.7x Box Office** $8.1B $8.1B $11.4B Non-Theatre Coverage 2.6x 2.6x 2.0x Total Portfolio Coverage 2.0x 2.1x 1.9x Strong Total Portfolio Coverage Methodology – Coverage numerator is customer's store level EBITDARM and denominator is EPR's minimum rent or interest (excludes non-cash straight-line rent or interest income from the effective interest method of accounting) EBITDARM data is sourced from customers' reported store level profit and loss statements

7 THEATRES Tenant and Operator Updates Regal Restructuring • Entered into restructuring agreement anchored by new master lease for 41 of 57 properties • Master lease became effective August 1st 5 Former Regal Locations, Now Managed Properties • 4 managed by Cinemark, 1 managed by Phoenix • All open, ramping up and regaining market share; performance in line with expectations Santikos Acquisition of Southern Theatres on July 17 • Now 8th largest theatre circuit in North America • Southern paid entire remaining deferred rent of $11.6M Potential Restructuring • Due to potential restructuring with a small, regional theatre operator, we took impairment charge of $20.9M

8 THEATRES *BoxOfficeMojo Box Office Continued Recovery* Q3 Box Office • $7B for Q1-Q3 2023, 26% increase over 2022 • $955M combined box office from Barbie and Oppenheimer • $2.6B Q3 box office, 38% increase over 2022 Q4 Box Office • Taylor Swift: The Eras Tour grossed $93M opening weekend, the second highest October opening gross ever; has grossed $132M through 10/23 • Killers of the Flower Moon grossed $23M opening weekend Year to Date Box Office through Oct. 23 • 21 films have grossed over $100M • $7.44B box office, exceeding 2022 total box office Full Year Box Office • Box office should end up slightly above $9B, up 24% over 2022

9 PORTFOLIO UPDATE Experiential Lodging Revenue & EBITDARM growth across portfolio Eat & Play Q3 portfolio revenue & EBITDARM up Attractions & Cultural Attractions saw increased gains with some EBITDARM pressure; City Museum attendance up 11%, Titanic Museums see growth Fitness & Wellness Continued growth in membership revenue for fitness, improvements in EBITDARM; construction underway on The Springs Resort & Murietta Springs Ski Vail season pass sales up 7% over last season; Alyeska joins IKON Pass this coming season

1 0 CAPITAL RECYCLING AND INVESTMENT SPENDING Capital Recycling • During the Quarter o Sold 2 KinderCare locations for use as schools for proceeds of $13.8M & gain of ~$1.5M; have sold 3 of 5 with a signed purchase agreement for 4th o Sold former Cinemex theatre in Hialeah, FL for a non-theatre use for net proceeds of $9M; gain of ~$750K o Sold 1st of 11 Regals for net proceeds of $3.7 million; a gain of ~$300K • Year to Date o Have either executed letters of intent or purchase and sale agreements for 6 of the remaining 10 former Regal theatres o In 2023, generated approx. $35M in proceeds from dispositions Investment Spending Q3 Investment spending was $36.8M on development and redevelopment projects commenced in 2022 and 2023; YTD total is $135.5M 2023 Investment Spending Guidance $225M-$275M

FINANCIAL REVIEW

1 2 (In millions except per-share data) *See Supplemental Operating and Financial Data for the Third Quarter Ended September 30, 2023 for definitions and calculations of these non-GAAP measures FINANCIAL HIGHLIGHTS Financial Performance Quarter ended September 30, 2023 2022 $ Change % Change Total Revenue $189.4 $161.4 $28.0 17% Net Income – Common 50.2 44.8 5.4 12% FFO as adj. – Common* 113.2 88.2 25.0 28% AFFO – Common* 113.3 92.3 21.0 23% Net Income/share – Common 0.66 0.60 0.06 10% FFO/share - Common, as adj.* 1.47 1.16 0.31 27% AFFO/share - Common* 1.47 1.22 0.25 20%

1 3 CASH-BASIS DEFERRAL COLLECTIONS (In millions) Q1 2022 A Q2 2022 A Q3 2022 A Q4 2022 A 2022 A Q1 2023 A Q2 2023 A Q3 2023 A Q4 2023 E 2023 E 2024 E Cash-Basis Deferral Collections (1) $1.6 $4.7 $5.2 $6.2 $17.7 $6.5 $7.3 $15.5 $0.3 $29.6 $0.8 Regal Sept Stub Rent(2) $ - $ - $ - $ 0.7 $0.7 $1.9 $0.7 $2.5 $ - $ 5.1 $ - Regal Pre- Petition Rent $ - $ - $ - $ - $ - $ - $ - $1.3 $ - $1.3 $ - Total $1.6 $4.7 $5.2 $6.9 $18.4 $8.4 $8.0 $19.3 $0.3 $36.0 $0.8 (1) Includes out-of-period property expense reimbursements and excludes any amounts that could be received from a tenant whose repayment of deferred amounts is based on exceeding an EBITDA threshold. (2) Excludes deferred rent portion of September stub rent, which is included above under cash-basis deferral collections.

1 4 FINANCIAL HIGHLIGHTS Key Ratios* Quarter ended September 30, 2023 Fixed charge coverage 3.8x Debt service coverage 4.5x Interest coverage 4.5x Net Debt to Adjusted EBITDAre 4.4x Net Debt to Gross Assets 38% AFFO payout 56% *See Supplemental Operating and Financial Data for the Third Quarter Ended September 30, 2023 for definitions and calculations of these non-GAAP measures

1 5 Debt • $2.8B total debt; all fixed rate or fixed through interest rate swaps at weighted avg. = 4.3% • Weighted avg. debt maturity of 4.5 years; no scheduled debt maturities in 2023 and only $136.6M due in 2024 Liquidity Position at 9/30/2023 • $173.0M unrestricted cash • No balance on $1B revolver CAPITAL MARKETS UPDATE

1 6 2023 GUIDANCE *See Supplemental Operating and Financial Data for the Third Quarter Ended September 30, 2023 for definition and calculation of this non-GAAP measure FFO AS ADJUSTED PER SHARE* Revised Guidance $5.10 - $5.18 Prior Guidance $5.05 - $5.15 INVESTMENT SPENDING Revised Guidance $225M - $275M Prior Guidance $200M - $300M DISPOSITION PROCEEDS Revised Guidance $45M - $60M Prior Guidance $31M - $41M PERCENTAGE RENT AND PARTICIPATING INTEREST Guidance (Unchanged) $11 M - $13M GENERAL & ADMINISTATIVE EXPENSE Guidance (Unchanged) $56 M - $58M

1 7 FFO AS ADJUSTED PER SHARE* GUIDANCE RECONCILIATION *See Supplemental Operating and Financial Data for the Third Quarter Ended September 30, 2023 for definition and calculation of this non-GAAP measure $ in millions 2023E Prior FFO As Adjusted Per Share Guidance at Midpoint $5.10 Favorable Straight-Line Rental Revenue (primarily related to Regal Ground Leases) $2.1 $0.03 Favorable Property Operating Expense Reimbursements from Regal 1.2 $0.01 Revised FFO As Adjusted Per Share Guidance at Midpoint $5.14

1 8 FFO AS ADJUSTED PER SHARE* WITHOUT DEFERRAL COLLECTIONS *See Supplemental Operating and Financial Data for the Third Quarter Ended September 30, 2023 for definition and calculation of this non-GAAP measure $ in millions 2022 A $ in millions 2023 E (1) Growth FFO As Adjusted Per Share $4.69 $5.14 9.6% Less: Deferral Collections $18.4 ($0.24) $36.0 ($0.47) FFO As Adjusted Per Share Without Deferral Collections $4.45 $4.67 4.9% (1) Estimates for 2023 reflect the mid-point of guidance.

CLOSING COMMENTS

EPR Properties 909 Walnut Street, Suite 200 Kansas City, MO 64106 www.eprkc.com 816-472-1700 info@eprkc.com

EX-99.3 4 ex993-eprx9302023supplemen.htm SUPPLEMENTAL OPERATING AND FINANCIAL DATA Document

Exhibit 99.3


TABLE OF CONTENTS

SECTION																								PAGE

Company Profile																								4
Investor Information																								5
Selected Financial Information																								6
Selected Balance Sheet Information																								7
Selected Operating Data																								8
Funds From Operations and Funds From Operations as Adjusted																								9
Adjusted Funds From Operations																								10
Capital Structure																								11
Summary of Ratios																								16
Summary of Mortgage Notes Receivable																								17
Summary of Unconsolidated Joint Ventures																								18
Investment Spending and Disposition Summaries																								19
Property Under Development - Investment Spending Estimates																								20
Portfolio Detail																								21

Lease Expirations																								22
Top Ten Customers by Total Revenue																								23

Guidance																								24
Definitions-Non-GAAP Financial Measures																								25
Appendix-Reconciliation of Certain Non-GAAP Financial Measures																								28



			Q3 2023 Supplemental			Page 2

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

The financial results in this document reflect preliminary, unaudited results, which are not final until the Company’s Quarterly Report on Form 10-Q is filed. With the exception of historical information, certain statements contained or incorporated by reference herein may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), such as those pertaining to our guidance, the uncertain financial impact of the COVID-19 pandemic, our capital resources and liquidity, our pursuit of growth opportunities, the timing of transaction closings and investment spending, our expected cash flows, the performance of our customers, our expected cash collections and our results of operations and financial condition. Forward-looking statements involve numerous risks and uncertainties, and you should not rely on them as predictions of actual events. There is no assurance that the events or circumstances reflected in the forward-looking statements will occur. You can identify forward-looking statements by use of words such as “will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,” “plans,” “would” or other similar expressions or other comparable terms or discussions of strategy, plans or intentions contained or incorporated by reference herein. Forward-looking statements necessarily are dependent on assumptions, data or methods that may be incorrect or imprecise. These forward-looking statements represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. For further discussion of these factors see “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to the extent applicable, our Quarterly Reports on Form 10-Q.

NON-GAAP INFORMATION

This document contains certain non-GAAP measures. These non-GAAP measures, as calculated by the Company, are not necessarily comparable to similarly titled measures reported by other companies. Additionally, these non-GAAP measures are not measurements of financial performance or liquidity under GAAP and should not be considered alternatives to the Company's other financial information determined under GAAP. See pages 25 through 27 for definitions of certain non-GAAP financial measures used in this document and the reconciliations of certain non-GAAP measures on pages 9 and 10 and in the Appendix on pages 28 through 32.



			Q3 2023 Supplemental			Page 3

COMPANY PROFILE


THE COMPANY						COMPANY STRATEGY
EPR Properties ("we," "us," "our," "EPR" or the "Company") is a self-administered and self-managed real estate investment trust. EPR was formed in August 1997 as a Maryland real estate investment trust ("REIT"), and an initial public offering was completed on November 18, 1997.						Our primary business objective is to enhance shareholder value by achieving predictable growth in Funds from Operations As Adjusted ("FFOAA") and dividends per share.
						Our strategic growth is focused on acquiring or developing a diversified portfolio of experiential real estate venues which create value by facilitating out of home congregate entertainment, recreation and leisure experiences where consumers choose to spend their discretionary time and money. This strategy is driven by the long-term trends of the growing experience economy.
Since that time, the Company has been a leading Experiential net lease REIT, specializing in select enduring experiential properties. We are focused on growing our Experiential portfolio with properties that offer a variety of enduring, congregate entertainment, recreation and leisure activities. Separately, our Education portfolio is a legacy investment that provides additional geographic and operator diversity.
						This focus is consistent with our depth of knowledge across each of our property types, creating a competitive advantage that allows us to more quickly identify key market trends. We deliberately apply information and our ingenuity to target properties that represent logical extensions within each of our existing property types or potential future investments.

						As part of our strategic planning and portfolio management process we assess new opportunities against the following underwriting principles:

BUILDING THE PREMIER EXPERIENTIAL REAL ESTATE PORTFOLIO



			Q3 2023 Supplemental			Page 4


INVESTOR INFORMATION

SENIOR MANAGEMENT

Greg Silvers						Mark Peterson
Chairman and Chief Executive Officer						Executive Vice President and Chief Financial Officer

Craig Evans						Greg Zimmerman
Executive Vice President, General Counsel and Secretary						Executive Vice President and Chief Investment Officer

Tonya Mater						Elizabeth Grace
Senior Vice President and Chief Accounting Officer						Senior Vice President - Human Resources and Administration

Paul Turvey						Gwen Johnson
Senior Vice President and Associate General Counsel						Senior Vice President - Asset Management


COMPANY INFORMATION

CORPORATE HEADQUARTERS						TRADING SYMBOLS
909 Walnut Street, Suite 200						Common Stock:
Kansas City, MO 64106						EPR
816-472-1700						Preferred Stock:
www.eprkc.com						EPR-PrC
						EPR-PrE
STOCK EXCHANGE LISTING						EPR-PrG
New York Stock Exchange


EQUITY RESEARCH COVERAGE

Bank of America Merrill Lynch	Jeffrey Spector/Joshua Dennerlein	646-855-1363
Citi Global Markets	Nick Joseph/Eric Wolfe	212-816-1383

Janney Montgomery Scott	Rob Stevenson	646-840-3217
J.P. Morgan	Anthony Paolone	212-622-6682
JMP Securities	Mitch Germain	212-906-3537
Kansas City Capital Associates	Jonathan Braatz	816-932-8019
Keybanc Capital Markets	Todd Thomas	917-368-2286

Raymond James & Associates	RJ Milligan	727-567-2585
RBC Capital Markets	Michael Carroll	440-715-2649
Stifel	Simon Yarmak	443-224-1345
Truist	Ki Bin Kim	212-303-4124
Wells Fargo	Connor Siversky	212-214-8069

EPR Properties is followed by the analysts identified above. Please note that any opinions, estimates, forecasts or recommendations regarding EPR Properties’ performance made by these analysts are theirs alone and do not represent opinions, estimates, forecasts or recommendations of EPR Properties or its management. EPR Properties does not by its reference above or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations.



			Q3 2023 Supplemental			Page 5


SELECTED FINANCIAL INFORMATION
(UNAUDITED, DOLLARS AND SHARES IN THOUSANDS)

	THREE MONTHS ENDED SEPTEMBER 30,						NINE MONTHS ENDED SEPTEMBER 30,
OPERATING INFORMATION:	2023			2022			2023		2022
Revenue	$	189,384		$	161,410		$	533,687	$	479,328
Net income available to common shareholders of EPR Properties	50,228			44,766			109,412		115,801
EBITDAre (1)	153,088			129,084			426,647		371,184
Adjusted EBITDAre (1)	153,216			129,473			427,940		383,619
Interest expense, net	31,208			32,747			94,521		99,296

Capitalized interest	857			335			2,486		606
Straight-lined rental revenue	4,407			2,374			7,661		4,702
Dividends declared on preferred shares	6,032			6,033			18,105		18,099
Dividends declared on common shares	62,144			61,889			186,382		181,861
General and administrative expense	13,464			12,582			42,677		38,497

	SEPTEMBER 30,
BALANCE SHEET INFORMATION:	2023			2022
Total assets	$	5,719,377		$	5,792,759
Accumulated depreciation	1,400,642			1,278,427
Cash and cash equivalents	172,953			160,838
Total assets before accumulated depreciation less cash and cash equivalents (gross assets)	6,947,066			6,910,348
Debt	2,814,497			2,808,587
Deferred financing costs, net	26,732			32,642
Net debt (1)	2,668,276			2,680,391
Equity	2,473,797			2,556,147
Common shares outstanding	75,328			75,019
Total market capitalization (using EOP closing price and liquidation values) (2)	6,168,364			5,741,570
Net debt/total market capitalization ratio (1)	43		%	47		%
Debt to total assets ratio	49		%	48		%
Net debt/gross assets ratio (1)	38		%	39		%

Net debt/Adjusted EBITDAre ratio (1) (3)	4.4			5.2


(1) See pages 25 through 27 for definitions. See calculation on page 31, as applicable.
(2) See calculation on page 15.
(3) Adjusted EBITDAre in this calculation is for the three-month period multiplied times four. See pages 25 through 27 for definitions. See calculation on page 31.



			Q3 2023 Supplemental			Page 6


SELECTED BALANCE SHEET INFORMATION
(UNAUDITED, DOLLARS IN THOUSANDS)

ASSETS	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022
Real estate investments	$	5,972,156	$	6,029,468	$	6,049,869	$	6,016,776	$	6,048,144	$	6,081,941
Less: accumulated depreciation	(1,400,642)		(1,369,790)		(1,341,527)		(1,302,640)		(1,278,427)		(1,243,240)
Land held for development	20,168		20,168		20,168		20,168		20,168		20,168
Property under development	101,313		80,650		85,829		76,029		56,347		8,241
Operating lease right-of-use assets	190,309		192,325		197,357		200,985		199,031		202,708
Mortgage notes and related accrued interest receivable, net	477,243		466,459		461,263		457,268		399,485		374,617

Investment in joint ventures	53,855		53,763		50,978		52,964		50,124		47,705
Cash and cash equivalents	172,953		99,711		96,438		107,934		160,838		168,266
Restricted cash	2,868		2,623		2,599		2,577		5,252		1,277
Accounts receivable	54,826		53,305		50,591		53,587		53,375		60,176
Other assets	74,328		74,882		83,050		73,053		78,422		71,583
Total assets	$	5,719,377	$	5,703,564	$	5,756,615	$	5,758,701	$	5,792,759	$	5,793,442

LIABILITIES AND EQUITY
Liabilities:
Accounts payable and accrued liabilities	$	82,804	$	74,493	$	76,244	$	80,087	$	83,384	$	67,178
Operating lease liabilities	230,922		233,126		238,096		241,407		237,254		240,595
Common dividends payable	22,795		22,289		21,826		21,405		21,411		21,146
Preferred dividends payable	6,032		6,032		6,033		6,033		6,033		6,033
Unearned rents and interest	88,530		71,746		71,601		63,939		79,943		72,833
Line of credit	—		—		—		—		—		—
Deferred financing costs, net	(26,732)		(28,222)		(29,576)		(31,118)		(32,642)		(34,149)
Other debt	2,841,229		2,841,229		2,841,229		2,841,229		2,841,229		2,841,229
Total liabilities	3,245,580		3,220,693		3,225,453		3,222,982		3,236,612		3,214,865
Equity:
Common stock and additional paid-in-capital	3,920,714		3,916,102		3,911,064		3,900,557		3,896,179		3,891,509
Preferred stock at par value	148		148		148		148		148		148
Treasury stock	(274,035)		(274,001)		(273,904)		(269,751)		(269,744)		(269,608)
Accumulated other comprehensive income	2,378		3,610		1,823		1,897		1,097		10,675
Distributions in excess of net income	(1,175,408)		(1,162,988)		(1,107,969)		(1,097,132)		(1,071,533)		(1,054,147)


Total equity	2,473,797		2,482,871		2,531,162		2,535,719		2,556,147		2,578,577
Total liabilities and equity	$	5,719,377	$	5,703,564	$	5,756,615	$	5,758,701	$	5,792,759	$	5,793,442



			Q3 2023 Supplemental			Page 7


SELECTED OPERATING DATA
(UNAUDITED, DOLLARS IN THOUSANDS)

	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022
Rental revenue	$	163,940	$	151,870	$	151,591	$	152,652	$	140,471	$	142,875
Other income	14,422		10,124		9,333		16,756		11,360		9,961
Mortgage and other financing income	11,022		10,913		10,472		9,295		9,579		7,610
Total revenue	189,384		172,907		171,396		178,703		161,410		160,446

Property operating expense	14,592		13,972		14,155		13,747		14,707		13,592
Other expense	13,124		9,161		8,950		7,705		9,135		8,872
General and administrative expense	13,464		15,248		13,965		13,082		12,582		12,691
Severance expense	—		547		—		—		—		—

Transaction costs	847		36		270		993		148		1,145
Provision (benefit) for credit losses, net	(719)		(275)		587		1,369		241		9,512
Impairment charges	20,887		43,785		—		22,998		—		—
Depreciation and amortization	42,432		43,705		41,204		41,303		41,539		40,766
Total operating expenses	104,627		126,179		79,131		101,197		78,352		86,578
Gain (loss) on sale of real estate	2,550		(575)		(560)		347		304		—
Income from operations	87,307		46,153		91,705		77,853		83,362		73,868

Interest expense, net	31,208		31,591		31,722		31,879		32,747		33,289
Equity in (income) loss from joint ventures	(533)		615		1,985		3,559		(572)		(1,421)
Impairment charges on joint ventures	—		—		—		—		—		647
Income before income taxes	56,632		13,947		57,998		42,415		51,187		41,353
Income tax expense	372		347		341		86		388		444








Net income	56,260		13,600		57,657		42,329		50,799		40,909

Preferred dividend requirements	6,032		6,040		6,033		6,042		6,033		6,033

Net income available to common shareholders of EPR Properties	$	50,228	$	7,560	$	51,624	$	36,287	$	44,766	$	34,876



			Q3 2023 Supplemental			Page 8


FUNDS FROM OPERATIONS AND FUNDS FROM OPERATIONS AS ADJUSTED
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT PER SHARE INFORMATION)
FUNDS FROM OPERATIONS ("FFO") (1):	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022
Net income available to common shareholders of EPR Properties	$	50,228	$	7,560	$	51,624	$	36,287	$	44,766	$	34,876
(Gain) loss on sale of real estate	(2,550)		575		560		(347)		(304)		—


Impairment of real estate investments, net	20,887		43,785		—		21,030		—		—

Real estate depreciation and amortization	42,224		43,494		41,000		41,100		41,331		40,563
Allocated share of joint venture depreciation	2,315		2,162		2,055		1,833		2,093		1,996
Impairment charges on joint ventures	—		—		—		—		—		647
FFO available to common shareholders of EPR Properties	$	113,104	$	97,576	$	95,239	$	99,903	$	87,886	$	78,082
FFO available to common shareholders of EPR Properties	$	113,104	$	97,576	$	95,239	$	99,903	$	87,886	$	78,082
Add: Preferred dividends for Series C preferred shares	1,938		1,938		1,938		1,938		1,938		1,938
Add: Preferred dividends for Series E preferred shares	1,938		1,938		1,938		1,939		1,939		1,939
Diluted FFO available to common shareholders of EPR Properties	$	116,980	$	101,452	$	99,115	$	103,780	$	91,763	$	81,959
FUNDS FROM OPERATIONS AS ADJUSTED ("FFOAA") (1):
FFO available to common shareholders of EPR Properties	$	113,104	$	97,576	$	95,239	$	99,903	$	87,886	$	78,082
Severance expense	—		547		—		—		—		—
Transaction costs	847		36		270		993		148		1,145
Provision (benefit) for credit losses, net	(719)		(275)		587		1,369		241		9,512

Sale participation income (included in other income)	—		—		—		(9,134)		—		—




Impairment of operating lease right-of-use assets	—		—		—		1,968		—		—



Deferred income tax benefit	(76)		(92)		(90)		(132)		(37)		—
FFO as adjusted available to common shareholders of EPR Properties	$	113,156	$	97,792	$	96,006	$	94,967	$	88,238	$	88,739
FFO as adjusted available to common shareholders of EPR Properties	$	113,156	$	97,792	$	96,006	$	94,967	$	88,238	$	88,739
Add: Preferred dividends for Series C preferred shares	1,938		1,938		1,938		1,938		1,938		1,938
Add: Preferred dividends for Series E preferred shares	1,938		1,938		1,938		1,939		1,939		1,939
Diluted FFO as adjusted available to common shareholders of EPR Properties	$	117,032	$	101,668	$	99,882	$	98,844	$	92,115	$	92,616
FFO per common share:
Basic	$	1.50	$	1.30	$	1.27	$	1.33	$	1.17	$	1.04
Diluted	1.47		1.27		1.25		1.31		1.16		1.04
FFO as adjusted per common share:
Basic	$	1.50	$	1.30	$	1.28	$	1.27	$	1.18	$	1.18
Diluted	1.47		1.28		1.26		1.25		1.16		1.17
Shares used for computation (in thousands):
Basic	75,325		75,297		75,084		75,022		75,016		74,986
Diluted	75,816		75,715		75,283		75,111		75,183		75,234

Effect of dilutive Series C preferred shares	2,287		2,279		2,272		2,261		2,250		2,245

Effect of dilutive Series E preferred shares	1,663		1,663		1,663		1,664		1,664		1,664
Adjusted weighted-average shares outstanding-diluted Series C and Series E	79,766		79,657		79,218		79,036		79,097		79,143
(1) See pages 25 through 27 for definitions.



			Q3 2023 Supplemental			Page 9


ADJUSTED FUNDS FROM OPERATIONS
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT PER SHARE INFORMATION)
ADJUSTED FUNDS FROM OPERATIONS ("AFFO") (1):	3RD QUARTER 2023			2ND QUARTER 2023			1ST QUARTER 2023			4TH QUARTER 2022			3RD QUARTER 2022			2ND QUARTER 2022
FFO available to common shareholders of EPR Properties	$	113,104		$	97,576		$	95,239		$	99,903		$	87,886		$	78,082
Adjustments:
Severance expense	—			547			—			—			—			—
Transaction costs	847			36			270			993			148			1,145
Provision (benefit) for credit losses, net	(719)			(275)			587			1,369			241			9,512

Sale participation income (included in other income)	—			—			—			(9,134)			—			—
Impairment of operating lease right-of-use assets	—			—			—			1,968			—			—







Deferred income tax benefit	(76)			(92)			(90)			(132)			(37)			—

Non-real estate depreciation and amortization	208			211			204			203			208			203
Deferred financing fees amortization	2,170			2,150			2,129			2,109			2,090			2,090
Share-based compensation expense to management and trustees	4,354			4,477			4,322			4,114			4,138			4,169
Amortization of above/below market leases, net and tenant allowances	(182)			(185)			(89)			(90)			(89)			(89)
Maintenance capital expenditures (2)	(1,753)			(3,455)			(2,176)			(2,674)			(386)			(134)
Straight-lined rental revenue	(4,407)			(1,149)			(2,105)			(2,291)			(2,374)			(1,733)
Straight-lined ground sublease expense	77			401			565			581			602			261
Non-cash portion of mortgage and other financing income	(290)			(141)			(122)			(120)			(119)			(118)
AFFO available to common shareholders of EPR Properties	$	113,333		$	100,101		$	98,734		$	96,799		$	92,308		$	93,388

AFFO available to common shareholders of EPR Properties	$	113,333		$	100,101		$	98,734		$	96,799		$	92,308		$	93,388
Add: Preferred dividends for Series C preferred shares	1,938			1,938			1,938			1,938			1,938			1,938
Add: Preferred dividends for Series E preferred shares	1,938			1,938			1,938			1,939			1,939			1,939
Diluted AFFO available to common shareholders of EPR Properties	$	117,209		$	103,977		$	102,610		$	100,676		$	96,185		$	97,265

Weighted average diluted shares outstanding (in thousands)	75,816			75,715			75,283			75,111			75,183			75,234
Effect of dilutive Series C preferred shares	2,287			2,279			2,272			2,261			2,250			2,245
Effect of dilutive Series E preferred shares	1,663			1,663			1,663			1,664			1,664			1,664
Adjusted weighted-average shares outstanding-diluted	79,766			79,657			79,218			79,036			79,097			79,143

AFFO per diluted common share	$	1.47		$	1.31		$	1.30		$	1.27		$	1.22		$	1.23
Dividends declared per common share	$	0.825		$	0.825		$	0.825		$	0.825		$	0.825		$	0.825
AFFO payout ratio (3)	56		%	63		%	63		%	65		%	68		%	67		%

(1) See pages 25 through 27 for definitions.

(2) Includes maintenance capital expenditures and certain second generation tenant improvements and leasing commissions.
(3) AFFO payout ratio is calculated by dividing dividends declared per common share by AFFO per diluted common share.



			Q3 2023 Supplemental			Page 10


CAPITAL STRUCTURE AS OF SEPTEMBER 30, 2023
(UNAUDITED, DOLLARS IN THOUSANDS)

CONSOLIDATED DEBT
PRINCIPAL PAYMENTS DUE ON DEBT:
	BONDS/TERM LOAN/OTHER (1)		UNSECURED CREDIT FACILITY (2)		UNSECURED SENIOR NOTES			TOTAL		WEIGHTED AVG INTEREST RATE
YEAR
2023	$	—	$	—	$	—		$	—	—%
2024	—		—		136,637			136,637		4.35%
2025	—		—		300,000			300,000		4.50%
2026	—		—		629,597			629,597		4.70%
2027	—		—		450,000			450,000		4.50%
2028	—		—		400,000			400,000		4.95%
2029	—		—		500,000			500,000		3.75%
2030	—		—		—			—		—%
2031	—		—		400,000			400,000		3.60%
2032	—		—		—			—		—%
2033	—		—		—			—		—%
Thereafter	24,995		—		—			24,995		2.53%
Less: deferred financing costs, net	—		—		—			(26,732)		—%
	$	24,995	$	—	$	2,816,234		$	2,814,497	4.32%

			BALANCE		WEIGHTED AVG INTEREST RATE			WEIGHTED AVG MATURITY
Fixed rate unsecured debt			$	2,816,234	4.30		%	4.29
Fixed rate secured debt (1)			24,995		2.53		%	23.84


Less: deferred financing costs, net			(26,732)		—		%	—
Total			$	2,814,497	4.32		%	4.50

(1) Includes $25 million of secured bonds that have been fixed through interest rate swaps through September 30, 2024.

(2) Unsecured Revolving Credit Facility Summary:
			BALANCE					RATE
	COMMITMENT		AT 9/30/2023		MATURITY			AT 9/30/2023

	$1,000,000		$—		October 6, 2025			6.616%

	Note: This facility will mature on October 6, 2025 and has two six-month extensions available at the Company's option and includes an accordion feature pursuant to which the maximum borrowing amount can be increased from $1.0 billion to $2.0 billion, in each case, subject to certain terms and conditions.



			Q3 2023 Supplemental			Page 11


CAPITAL STRUCTURE AS OF SEPTEMBER 30, 2023 AND DECEMBER 31, 2022
(UNAUDITED, DOLLARS IN THOUSANDS)

CONSOLIDATED DEBT (continued)

SUMMARY OF DEBT:	September 30, 2023		December 31, 2022

Senior unsecured notes payable, 4.35%, due August 22, 2024	$	136,637	$	136,637
Senior unsecured notes payable, 4.50%, due April 1, 2025	300,000		300,000

Senior unsecured notes payable, 4.56%, due August 22, 2026	179,597		179,597
Senior unsecured notes payable, 4.75%, due December 15, 2026	450,000		450,000
Senior unsecured notes payable, 4.50%, due June 1, 2027	450,000		450,000
Senior unsecured notes payable, 4.95%, due April 15, 2028	400,000		400,000
Senior unsecured notes payable, 3.75%, due August 15, 2029	500,000		500,000
Senior unsecured notes payable, 3.60%, due November 15, 2031	400,000		400,000
Bonds payable, variable rate, fixed at 2.53% through September 30, 2026, due August 1, 2047	24,995		24,995
Less: deferred financing costs, net	(26,732)		(31,118)
Total debt	$	2,814,497	$	2,810,111



			Q3 2023 Supplemental			Page 12

CAPITAL STRUCTURE

SENIOR NOTES

SENIOR DEBT RATINGS AS OF SEPTEMBER 30, 2023

Moody's

Baa3 (stable)

Fitch

BBB- (stable)

Standard and Poor's

BBB- (stable)

SUMMARY OF COVENANTS

The Company had outstanding public senior unsecured notes with fixed interest rates of 3.60%, 3.75%, 4.50%, 4.75% and 4.95% at September 30, 2023. Interest on these notes is paid semiannually. These public senior unsecured notes contain various covenants, including: (i) a limitation on incurrence of any debt that would cause the Company's debt to adjusted total assets ratio to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the Company’s secured debt to adjusted total assets ratio to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of total unencumbered assets not less than 150% of the Company’s outstanding unsecured debt.

The following is a summary of the key financial covenants for the Company's 3.60%, 3.75%, 4.50%, 4.75% and 4.95% public senior unsecured notes, as defined and calculated per the terms of the notes. These calculations, which are not based on U.S. generally accepted accounting principles ("GAAP") measurements, are presented to investors to show the Company's ability to incur additional debt under the terms of the senior unsecured notes only and are not measures of the Company's liquidity or performance. The actual amounts as of September 30, 2023 and June 30, 2023 are:

Actual

NOTE COVENANTS

Required

3rd Quarter 2023 (1)

2nd Quarter 2023 (1)

Limitation on incurrence of total debt (Total Debt/Total Assets)

≤ 60%

40%

Limitation on incurrence of secured debt (Secured Debt/Total Assets)

≤ 40%

—%

Limitation on incurrence of debt: Debt service coverage (Consolidated Income Available for Debt Service/Annual Debt Service) - trailing twelve months

≥ 1.5 x

4.4x

4.2x

Maintenance of total unencumbered assets (Unencumbered Assets/Unsecured Debt)

≥ 150% of unsecured debt

237%

235%

(1) See page 14 for details of calculations.



			Q3 2023 Supplemental			Page 13


CAPITAL STRUCTURE
SENIOR NOTES
(UNAUDITED, DOLLARS IN THOUSANDS)

COVENANT CALCULATIONS

TOTAL ASSETS:	September 30, 2023				TOTAL DEBT:				September 30, 2023
Total Assets per balance sheet	$	5,719,377			Secured debt obligations				$	24,995
Add: accumulated depreciation	1,400,642				Unsecured debt obligations:
Less: intangible assets, net	(34,263)				Unsecured debt				2,816,234
Total Assets	$	7,085,756			Outstanding letters of credit				—
					Guarantees				4,589
TOTAL UNENCUMBERED ASSETS:	September 30, 2023				Derivatives at fair market value, net, if liability				—
Unencumbered real estate assets, gross	$	6,388,442			Total unsecured debt obligations:				$	2,820,823
Cash and cash equivalents	172,953				Total Debt				$	2,845,818
Land held for development	20,168
Property under development	101,313
Total Unencumbered Assets	$	6,682,876


CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE:	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		TRAILING TWELVE MONTHS
Adjusted EBITDAre	$	153,216	$	138,245	$	136,479	$	135,524	$	563,464



Less: straight-line revenue, net, included in adjusted EBITDAre	(4,407)		(1,149)		(2,105)		(2,291)		(9,952)
CONSOLIDATED INCOME AVAILABLE FOR DEBT SERVICE	$	148,809	$	137,096	$	134,374	$	133,233	$	553,512

ANNUAL DEBT SERVICE:
Interest expense, gross	$	33,647	$	33,541	$	33,510	$	33,522	$	134,220

Less: deferred financing fees amortization	(2,170)		(2,150)		(2,129)		(2,109)		(8,558)
ANNUAL DEBT SERVICE	$	31,477	$	31,391	$	31,381	$	31,413	$	125,662

DEBT SERVICE COVERAGE	4.7		4.4		4.3		4.2		4.4



			Q3 2023 Supplemental			Page 14


CAPITAL STRUCTURE AS OF SEPTEMBER 30, 2023
(UNAUDITED, DOLLARS IN THOUSANDS EXCEPT SHARE INFORMATION)

EQUITY
SECURITY	SHARES OUTSTANDING	PRICE PER SHARE AT SEPTEMBER 30, 2023	LIQUIDATION PREFERENCE	DIVIDEND RATE	CONVERTIBLE	CONVERSION RATIO AT SEPTEMBER 30, 2023		CONVERSION PRICE AT SEPTEMBER 30, 2023

Common shares	75,327,746	$41.54	N/A	(1)	N/A	N/A		N/A
Series C	5,392,916	$18.68	$134,823	5.750%	Y	0.4240		$58.96
Series E	3,445,980	$25.62	$86,150	9.000%	Y	0.4826		$51.80
Series G	6,000,000	$18.57	$150,000	5.750%	N	N/A		N/A

CALCULATION OF TOTAL MARKET CAPITALIZATION:

Common shares outstanding at September 30, 2023 multiplied by closing price at September 30, 2023						$	3,129,115
Aggregate liquidation value of Series C preferred shares (2)						134,823
Aggregate liquidation value of Series E preferred shares (2)						86,150
Aggregate liquidation value of Series G preferred shares (2)						150,000
Net debt at September 30, 2023 (3)						2,668,276
Total consolidated market capitalization						$	6,168,364

(1) Total monthly dividends declared in the third quarter of 2023 were $0.825 per share.
(2) Excludes accrued unpaid dividends at September 30, 2023.
(3) See pages 25 through 27 for definitions.



			Q3 2023 Supplemental			Page 15


SUMMARY OF RATIOS
(UNAUDITED)

	3RD QUARTER 2023	2ND QUARTER 2023	1ST QUARTER 2023	4TH QUARTER 2022	3RD QUARTER 2022	2ND QUARTER 2022
Debt to total assets ratio	49%	49%	49%	49%	48%	48%

Net debt to total market capitalization ratio (1)	43%	41%	46%	46%	47%	41%

Net debt to gross assets ratio (1)	38%	39%	39%	39%	39%	39%

Net debt/Adjusted EBITDAre ratio (1)(2)	4.4	5.0	5.0	5.0	5.2	5.1









Interest coverage ratio (3)	4.5	4.1	4.0	4.0	3.8	3.8

Fixed charge coverage ratio (3)	3.8	3.5	3.4	3.4	3.2	3.3

Debt service coverage ratio (3)	4.5	4.1	4.0	4.0	3.8	3.8

FFO payout ratio (4)	56%	65%	66%	63%	71%	79%

FFO as adjusted payout ratio (5)	56%	64%	65%	66%	71%	71%

AFFO payout ratio (6)	56%	63%	63%	65%	68%	67%

(1) See pages 25 through 27 for definitions. See prior period supplementals for detailed calculations as applicable.
(2) Adjusted EBITDAre is for the quarter multiplied times four. See calculation on page 31.
(3) See page 29 for detailed calculation.
(4) FFO payout ratio is calculated by dividing dividends declared per common share by FFO per diluted common share.
(5) FFO as adjusted payout ratio is calculated by dividing dividends declared per common share by FFO as adjusted per diluted common share.
(6) AFFO payout ratio is calculated by dividing dividends declared per common share by AFFO per diluted common share.



			Q3 2023 Supplemental			Page 16



SUMMARY OF MORTGAGE NOTES RECEIVABLE
(UNAUDITED, DOLLARS IN THOUSANDS)
						CARRYING AMOUNT AS OF (1)
DESCRIPTION	INTEREST RATE		PAYOFF DATE/MATURITY DATE	OUTSTANDING PRINCIPAL AMOUNT OF MORTGAGE		SEPTEMBER 30, 2023		DECEMBER 31, 2022
Eat & play property Eugene, Oregon	8.13	%	8/31/2024	$	10,750	$	10,417	$	7,780
Attraction property Powells Point, North Carolina	7.75	%	6/30/2025	29,378		29,192		29,227
Fitness & wellness property Merriam, Kansas	7.55	%	7/31/2029	9,090		9,214		9,195
Fitness & wellness property Omaha, Nebraska	9.00	%	6/30/2030	10,905		10,943		10,898
Fitness & wellness property Omaha, Nebraska	9.00	%	6/30/2030	10,539		10,600		10,531
Experiential lodging property Nashville, Tennessee	6.99	%	9/30/2031	70,000		71,120		70,576
Ski property Girdwood, Alaska	8.74	%	7/31/2032	76,539		75,925		72,366
Fitness & wellness properties Colorado and California	7.15	%	1/10/2033	56,751		56,915		56,911
Eat & play property Austin, Texas	11.31	%	6/1/2033	9,844		9,844		10,253
Attraction property Dallas, Texas (2)	10.25	%	6/9/2033	—		—		—
Experiential lodging property Breaux Bridge, LA	7.25	%	3/8/2034	11,305		11,373		11,373
Ski property West Dover and Wilmington, Vermont	12.32	%	12/1/2034	51,050		51,049		51,049
Four ski properties Ohio and Pennsylvania	11.24	%	12/1/2034	37,562		37,506		37,529
Ski property Chesterland, Ohio	11.72	%	12/1/2034	4,550		4,514		4,532
Ski property Hunter, New York	9.03	%	1/5/2036	21,000		21,000		21,000
Eat & play property Midvale, Utah	10.25	%	5/31/2036	17,505		17,505		17,505
Eat & play property West Chester, Ohio	9.75	%	8/1/2036	18,068		18,068		18,066
Fitness & wellness property Fort Collins, Colorado	8.00	%	1/31/2038	10,292		10,064		10,089
Early childhood education center Lake Mary, Florida	8.23	%	5/9/2039	4,200		4,380		4,360
Early childhood education center Lithia, Florida	8.75	%	10/31/2039	3,959		4,003		4,028
Experiential lodging property Frankenmuth, Michigan	8.25	%	10/14/2042	13,802		13,611		—
Total				$	477,089	$	477,243	$	457,268

(1) Amounts include accrued interest and are net of allowance for credit losses.

(2) No principal had been funded on this mortgage note as of September 30, 2023.



			Q3 2023 Supplemental			Page 17

SUMMARY OF UNCONSOLIDATED JOINT VENTURES

(UNAUDITED, DOLLARS IN THOUSANDS)

PROPERTY

ACQUISITION DATE

PROPERTY TYPE

LOCATION

CARRYING VALUE AT SEPTEMBER 30, 2023

OWNERSHIP INTEREST

Bellwether Beach Resort & Beachcomber Beach Resort Hotel

12/2018

Experiential lodging

St. Pete Beach, Florida

16,576

Jellystone Park Warrens

8/2021

Experiential lodging

Warrens, Wisconsin

11,165

Camp Margaritaville Breaux Bridge

5/2022

Experiential lodging

Breaux Bridge, Louisiana

19,957

Jellystone Kozy Rest

11/2022

Experiential lodging

Harrisville, Pennsylvania

6,157


	AS OF SEPTEMBER 30, 2023
	TOTAL		EPR PORTION (2)
Total assets	$	256,463	$	191,272
Mortgage notes payable due to third parties	171,767		126,312
Mortgage note payable due to EPR (1)	11,305		9,609

	THREE MONTHS ENDED SEPTEMBER 30, 2023				NINE MONTHS ENDED SEPTEMBER 30, 2023
	TOTAL		EPR PORTION (2)		TOTAL		EPR PORTION (2)
Revenue and other income	$	23,833	$	18,327	$	62,184	$	45,282
Operating expenses	20,955		15,630		55,956		40,930
Net operating income	$	2,878	$	2,697	$	6,228	$	4,352
Interest expense	3,049		2,164		9,066		6,419
Net (loss) income	$	(171)	$	533	$	(2,838)	$	(2,067)
Allocated share of joint venture depreciation (2)	n/a		2,315		n/a		6,532
FFOAA (2)	n/a		$	2,848	n/a		$	4,465

(1) Mortgage note payable to EPR matures on March 8, 2034, with an interest rate of 7.25% through the sixth anniversary and SOFR plus 7.20%, with a cap of 8%, through maturity.
(2) Non-GAAP financial measure. See pages 25 through 27 for definitions.


SUMMARY OF UNCONSOLIDATED MORTGAGE NOTES PAYABLE DUE TO THIRD PARTIES
				SEPTEMBER 30, 2023
PROPERTY	MATURITY	EXTENSIONS	INTEREST RATE	TOTAL		EPR PORTION (2)
Bellwether Beach Resort & Beachcomber Beach Resort Hotel	May 18, 2025	Two additional one-year extensions	SOFR plus 3.65%, with SOFR capped at 3.5% through June 1, 2024	$	105,000	$	68,250
Jellystone Park Warrens	September 15, 2031	n/a	4%	23,678		22,494
Camp Margaritaville Breaux Bridge	March 8, 2034	n/a	3.85% through April 7, 2025; 4.25% April 8, 2025 through maturity	38,500		32,725
Jellystone Kozy Rest	November 1, 2029	n/a	6.38%	4,589		2,843
Total mortgage notes payable due to third parties				$	171,767	$	126,312



			Q3 2023 Supplemental			Page 18


INVESTMENT SPENDING AND DISPOSITION SUMMARIES
(UNAUDITED, DOLLARS IN THOUSANDS)
INVESTMENT SPENDING THREE MONTHS ENDED SEPTEMBER 30, 2023
INVESTMENT TYPE	TOTAL INVESTMENT SPENDING		NEW DEVELOPMENT		RE-DEVELOPMENT		ASSET ACQUISITION		MORTGAGE NOTES OR NOTES RECEIVABLE		INVESTMENT IN JOINT VENTURES
Theatres	$	2,787	$	—	$	2,787	$	—	$	—	$	—
Eat & Play	635		—		635		—		—		—
Attractions	10,841		—		58		—		10,783		—
Ski	740		—		—		—		740		—
Experiential Lodging	4,216		—		—		—		—		4,216
Fitness & Wellness	15,753		14,506		1,247		—		—		—

Cultural	1,839		—		1,839		—		—		—
Total Experiential	36,811		14,506		6,566		—		11,523		4,216





Total Investment Spending	$	36,811	$	14,506	$	6,566	$	—	$	11,523	$	4,216

INVESTMENT SPENDING NINE MONTHS ENDED SEPTEMBER 30, 2023
INVESTMENT TYPE	TOTAL INVESTMENT SPENDING		NEW DEVELOPMENT		RE-DEVELOPMENT		ASSET ACQUISITION		MORTGAGE NOTES OR NOTES RECEIVABLE		INVESTMENT IN JOINT VENTURES
Theatres	$	2,787	$	—	$	2,787	$	—	$	—	$	—
Eat & Play	19,769		18,607		1,162		—		—		—
Attractions	17,411		—		3,610		—		13,801		—
Ski	3,762		—		—		—		3,762		—
Experiential Lodging	13,152		—		—		—		—		13,152
Fitness & Wellness	73,813		25,561		1,457		43,770		3,025		—

Cultural	4,801		—		4,801		—		—		—
Total Experiential	135,495		44,168		13,817		43,770		20,588		13,152





Total Investment Spending	$	135,495	$	44,168	$	13,817	$	43,770	$	20,588	$	13,152

2023 DISPOSITIONS
	THREE MONTHS ENDED SEPTEMBER 30, 2023						NINE MONTHS ENDED SEPTEMBER 30, 2023
INVESTMENT TYPE	TOTAL DISPOSITIONS		NET PROCEEDS FROM SALE OF REAL ESTATE		NET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTES		TOTAL DISPOSITIONS		NET PROCEEDS FROM SALE OF REAL ESTATE		NET PROCEEDS FROM PAYDOWN OF MORTGAGE NOTES
Theatres	$	12,731	$	12,731	$	—	$	12,731	$	12,731	$	—
Eat & Play	—		—		—		4,029		4,029		—

Total Experiential	12,731		12,731		—		16,760		16,760		—

Total Education	13,853		13,853		—		18,197		18,197		—

Total Education	13,853		13,853		—		18,197		18,197		—

Total Dispositions	$	26,584	$	26,584	$	—	$	34,957	$	34,957	$	—



			Q3 2023 Supplemental			Page 19



PROPERTY UNDER DEVELOPMENT - INVESTMENT SPENDING ESTIMATES AT SEPTEMBER 30, 2023 (1)
(UNAUDITED, DOLLARS IN THOUSANDS)

	SEPTEMBER 30, 2023			OWNED BUILD-TO-SUIT SPENDING ESTIMATES
	PROPERTY UNDER DEVELOPMENT		# OF PROJECTS	4TH QUARTER 2023		1ST QUARTER 2024		2ND QUARTER 2024		3RD QUARTER 2024		THEREAFTER		TOTAL EXPECTED COSTS (2)		% LEASED
Total Build-to-Suit (3)	$	91,849	7	$	30,951	$	30,908	$	9,911	$	9,911	$	29,545	$	203,075	100		%
Non Build-to-Suit Development	9,464

Total Property Under Development	$	101,313

			SEPTEMBER 30, 2023	OWNED BUILD-TO-SUIT IN-SERVICE ESTIMATES
			# OF PROJECTS	4TH QUARTER 2023		1ST QUARTER 2024		2ND QUARTER 2024		3RD QUARTER 2024		THEREAFTER		TOTAL IN-SERVICE (2)		ACTUAL IN-SERVICE 3RD QUARTER 2023
Total Build-to-Suit			7	$	11,928	$	113,907	$	3,983	$	—	$	73,257	$	203,075	$	—

	SEPTEMBER 30, 2023			MORTGAGE BUILD-TO-SUIT SPENDING ESTIMATES
	MORTGAGE NOTES RECEIVABLE		# OF PROJECTS	4TH QUARTER 2023		1ST QUARTER 2024		2ND QUARTER 2024		3RD QUARTER 2024		THEREAFTER		TOTAL EXPECTED COSTS (2)
Total Build-to-Suit Mortgage Notes	$	146,450	4	$	26,473	$	22,918	$	17,659	$	5,693	$	421	$	219,614
Non Build-to-Suit Mortgage Notes	330,793
Total Mortgage Notes Receivable	$	477,243

(1) This schedule includes only those properties for which the Company has commenced construction as of September 30, 2023.
(2) "Total Expected Costs" and "Total In-Service" each reflect the total capital costs expected to be funded by the Company through completion (including capitalized interest or accrued interest as applicable).
(3) Total Build-to-Suit excludes property under development related to the Company's real estate joint ventures that own an experiential lodging property in Warrens, Wisconsin, Harrisville, Pennsylvania and Breaux Bridge, Louisiana. The Company's investment spending for these joint ventures is estimated at $5.3 million for the remainder of 2023.

Note: This schedule includes future estimates for which the Company can give no assurance as to timing or amounts. Development projects have risks. See Item 1A - "Risk Factors" in the Company's most recent Annual Report on Form 10-K and, to the extent applicable, the Company's Quarterly Reports on Form 10-Q.



			Q3 2023 Supplemental			Page 20



PORTFOLIO DETAIL AS OF SEPTEMBER 30, 2023
(UNAUDITED)


PROPERTY TYPE	PROPERTIES	OPERATORS		ANNUALIZED ADJUSTED EBITDAre (1)		STRATEGIC FOCUS

Theatres (2) (4)	169	19		39	%	Reduce
Eat & Play	57	8	(3)	24	%	Grow
Attractions	24	8		11	%	Grow
Ski	11	3		8	%	Grow
Experiential Lodging	7	4		3	%	Grow
Fitness & Wellness	16	6		5	%	Grow
Gaming	1	1		2	%	Grow
Cultural	3	2		1	%	Grow
EXPERIENTIAL PORTFOLIO	288	51		93	%

Early Childhood Education (5)	62	7		5	%	Reduce
Private schools	9	1		2	%	Reduce
EDUCATION PORTFOLIO	71	8		7	%

TOTAL PORTFOLIO	359	59		100	%

(1) See pages 25 through 27 for definitions.

(2) Excludes seven theatres located in Entertainment Districts (included in Eat & Play).
(3) Excludes non-theatre operators at Entertainment districts.
(4) Includes 11 properties that the Company intends to sell.
(5) Includes three properties that the Company intends to sell.



			Q3 2023 Supplemental			Page 21



LEASE EXPIRATIONS
AS OF SEPTEMBER 30, 2023
(UNAUDITED, DOLLARS IN THOUSANDS)

YEAR	TOTAL NUMBER OF PROPERTIES	RENTAL REVENUE FOR THE TRAILING TWELVE MONTHS ENDED SEPTEMBER 30, 2023 (1)		% OF TOTAL REVENUE
2023	—	$	—	—	%
2024	3	4,457		1	%
2025	3	3,402		—	%
2026	3	8,178		1	%
2027	4	22,554		3	%
2028	9	16,744		2	%
2029	11	18,017		2	%
2030	17	29,689		4	%
2031	8	11,094		2	%
2032	10	12,392		2	%
2033	7	9,479		1	%
2034	36	74,856		11	%
2035	31	76,490		11	%
2036	41	79,114		11	%
2037	30	62,329		9	%
2038	42	62,432		9	%
2039	3	5,384		1	%
2040	4	8,759		1	%
2041	30	18,608		3	%
2042	4	16,278		2	%
Thereafter	8	19,835		3	%
	304	$	560,091	79	%

Note: This schedule excludes non-theatre tenant leases within the Company's entertainment districts, properties under development, land held for development, properties operated by the Company and investments in mortgage notes receivable.

(1) Rental revenue for the trailing twelve months ended September 30, 2023 includes lease revenue related to the Company's existing operating ground leases (leases in which the Company is a sub-lessor) as well as the gross-up of tenant reimbursed expenses recognized during the trailing twelve months ended September 30, 2023 in accordance with Accounting Standards Update (ASU) No. 2016-02 Leases (Topic 842).



			Q3 2023 Supplemental			Page 22



TOP TEN CUSTOMERS BY PERCENTAGE OF TOTAL REVENUE
(UNAUDITED)

		PERCENTAGE OF TOTAL REVENUE	PERCENTAGE OF TOTAL REVENUE
		FOR THE THREE MONTHS ENDED	FOR THE NINE MONTHS ENDED
	CUSTOMERS	SEPTEMBER 30, 2023 (1)	SEPTEMBER 30, 2023 (1)

1.	Topgolf	14.7%	14.7%
2.	AMC Theatres	13.8%	14.5%
3.	Regal Entertainment Group	12.9%	13.4%
4.	Cinemark	6.2%	6.5%
5.	Premier Parks	4.8%	4.5%
6.	Vail Resorts	4.3%	4.7%
7.	Camelback Resort	3.2%	3.3%
8.	Santikos Theaters, LLC (2)	2.6%	2.7%
9.	Six Flags	2.6%	2.7%
10.	Endeavor Schools (3)	1.6%	2.0%

	Total	66.7%	69.0%

(1) Excludes deferral collections from cash basis tenants recognized as revenue, including deferred amounts received related to the resolution of Regal's bankruptcy, for the three and nine months ended September 30, 2023.
(2) On July 27, 2023, Santikos acquired VSS-Southern.
(3) Excludes termination fee recognized as revenue for the three and nine months ended September 30, 2023.



			Q3 2023 Supplemental			Page 23

GUIDANCE

(UNAUDITED, DOLLARS IN MILLIONS, EXCEPT PER SHARE DATA)


MEASURE		2023 GUIDANCE
	YTD ACTUALS	CURRENT			PRIOR
Investment spending	$135.5	$225.0	to	$275.0	$200.0	to	$300.0
Disposition proceeds and mortgage note payoff	$35.0	$45.0	to	$60.0	$31.0	to	$41.0
Percentage rent	$6.0	$11.0	to	$13.0	$11.0	to	$13.0
General and administrative expense	$42.7	$56.0	to	$58.0	$56.0	to	$58.0
FFO per diluted share	$3.99	$5.06	to	$5.14	$4.97	to	$5.07
FFO as adjusted (FFOAA) per diluted share	$4.00	$5.10	to	$5.18	$5.05	to	$5.15

RECONCILIATION FROM NET INCOME AVAILABLE TO COMMON SHAREHOLDERS OF EPR PROPERTIES (PER DILUTED SHARE):	YTD ACTUALS	2023 GUIDANCE
Net income available to common shareholders of EPR Properties	$1.45	$1.98	to	$2.06
(Gain) loss on sale of real estate	(0.02)	(0.04)
Impairment of real estate investments, net	0.85	0.85
Real estate depreciation and amortization	1.67	2.20
Allocated share of joint venture depreciation	0.09	0.12

Impact of Series C and Series E Dilution, if applicable	(0.05)	(0.05)
FFO available to common shareholders of EPR Properties	$3.99	$5.06	to	$5.14

Severance expense	0.01	0.01
Transaction costs	0.02	0.05


Provision (benefit) for credit losses, net	(0.01)	(0.01)

Deferred income tax benefit	—	—

Impact of Series C and Series E Dilution, if applicable	(0.01)	(0.01)
FFO as adjusted (FFOAA) available to common shareholders of EPR Properties	$4.00	$5.10	to	$5.18

Note: This schedule includes future estimates for which the Company can give no assurance as to timing or amounts. See cautionary statement concerning forward-looking statements on page 3.



			Q3 2023 Supplemental			Page 24

DEFINITIONS - NON-GAAP FINANCIAL MEASURES

EBITDAre

The National Association of Real Estate Investment Trusts (“NAREIT”) developed EBITDAre as a relative non-GAAP financial measure of REITs, independent of a company's capital structure, to provide a uniform basis to measure the enterprise value of a company. Pursuant to the definition of EBITDAre by the Board of Governors of NAREIT, the Company calculates EBITDAre as net income, computed in accordance with GAAP, excluding interest expense (net), income tax expense (benefit), depreciation and amortization, gains and losses from disposition of real estate, impairment losses on real estate, costs associated with loan refinancing or payoff and adjustments for unconsolidated partnerships, joint ventures and other affiliates. Management provides EBITDAre herein because it believes this information is useful to investors as a supplemental performance measure because it can help facilitate comparisons of operating performance between periods and with other REITs. The Company's method of calculating EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. EBITDAre is not a measure of performance under GAAP, does not represent cash generated from operations as defined by GAAP and is not indicative of cash available to fund all cash needs, including distributions. This measure should not be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

ADJUSTED EBITDAre AND ANNUALIZED ADJUSTED EBITDAre

Management uses Adjusted EBITDAre in its analysis of the performance of the business and operations of the Company. Management believes Adjusted EBITDAre is useful to investors because it excludes various items that management believes are not indicative of operating performance, and because it is an informative measure to use in computing various financial ratios to evaluate the Company. The Company defines Adjusted EBITDAre as EBITDAre (defined above) for the quarter excluding sale participation income, gain on insurance recovery, severance expense, transaction costs, provision (benefit) for credit losses, net, impairment losses on operating lease right-of-use assets and prepayment fees. This number for the quarter is then multiplied by four to get an annual amount. Annualized Adjusted EBITDAre is Adjusted EBITDAre further adjusted to reflect (1) in-service and disposed projects (2) property under development that is build-to-suit at the initial cash yields of the projects upon completion (3) removal of other non-recurring items including out of period deferrals and stub rent payments and (4) annualization of the following items to ultimately reflect the financial results of the trailing twelve months: (i) percentage rent and participating interest income and (ii) adjusted EBITDAre of managed properties and joint ventures.

The Company's method of calculating Adjusted EBITDAre and Annualized Adjusted EBITDAre may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. Adjusted EBITDAre and Annualized Adjusted EBITDAre are not measures of performance under GAAP, do not represent cash generated from operations as defined by GAAP and are not indicative of cash available to fund all cash needs, including distributions. These measures should not be considered as an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or cash flows or liquidity as defined by GAAP.

NET DEBT

Net Debt represents debt (reported in accordance with GAAP) adjusted to exclude deferred financing costs, net and reduced for cash and cash equivalents. By excluding deferred financing costs, net, and reducing debt for cash and cash equivalents on hand, the result provides an estimate of the contractual amount of borrowed capital to be repaid, net of cash available to repay it. The Company believes this calculation constitutes a beneficial supplemental non-GAAP financial disclosure to investors in understanding its financial condition. The Company's method of calculating Net Debt may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.



			Q3 2023 Supplemental			Page 25

NET DEBT TO ADJUSTED EBITDAre RATIO, NET DEBT TO GROSS ASSETS RATIO AND NET DEBT TO TOTAL MARKET CAPITALIZATION RATIO

Net Debt to Adjusted EBITDAre Ratio, Net Debt to Gross Assets Ratio and Net Debt to Total Market Capitalization Ratio are supplemental measures derived from non-GAAP financial measures that the Company uses to evaluate its capital structure and the magnitude of its debt against its operating performance. The Company believes that investors commonly use versions of these ratios in a similar manner. In addition, financial institutions use versions of these ratios in connection with debt agreements to set pricing and covenant limitations. The Company's method of calculating Net Debt to Adjusted EBITDAre Ratio, Net Debt to Gross Assets Ratio and Net Debt to Total Market Capitalization Ratio may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

FUNDS FROM OPERATIONS (“FFO”) AND FFO AS ADJUSTED

NAREIT developed FFO as a relative non-GAAP financial measure of performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP and management provides FFO herein because it believes this information is useful to investors in this regard. FFO is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share. Pursuant to the definition of FFO by the Board of Governors of NAREIT, the Company calculates FFO as net income available to common shareholders, computed in accordance with GAAP, excluding gains and losses from disposition of real estate and impairment losses on real estate, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships, joint ventures and other affiliates. Adjustments for unconsolidated partnerships, joint ventures and other affiliates are calculated to reflect FFO on the same basis. The Company has calculated FFO for all periods presented in accordance with this definition. In addition, the Company presents FFO as adjusted. Management believes it is useful to provide FFO as adjusted as a supplemental measure to GAAP net income available to common shareholders and earnings per share. FFO as adjusted is FFO plus severance expense, transaction costs, provision (benefit) for credit losses, net, costs associated with loan refinancing or payoff, preferred share redemption costs and impairment of operating lease right-of-use assets, and by subtracting sale participation income, gain on insurance recovery and deferred income tax expense (benefit). FFO and FFO as adjusted are non-GAAP financial measures. FFO and FFO as adjusted do not represent cash flows from operations as defined by GAAP and are not indicative that cash flows are adequate to fund all cash needs and are not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations, cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate FFO and FFO as adjusted the same way so comparisons with other REITs may not be meaningful.

ADJUSTED FUNDS FROM OPERATIONS (“AFFO”)

In addition to FFO, the Company presents AFFO by adding to FFO severance expense, transaction costs, provision (benefit) for credit losses, net, costs associated with loan refinancing or payoff, preferred share redemption costs, impairment of operating lease right-of-use assets, termination fees associated with tenants' exercises of public charter school buy-out options, non-real estate depreciation and amortization, deferred financing fees amortization, share-based compensation expense to management and trustees and amortization of above and below market leases, net and tenant allowances and by subtracting sale participation income, maintenance capital expenditures (including second generation tenant improvements and leasing commissions), straight-lined rental revenue (removing the impact of straight-line ground sublease expense), non-cash portion of mortgage and other financing income, gain on insurance recovery and deferred income tax (benefit) expense. AFFO is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to GAAP net income available to common shareholders and earnings per share and management provides AFFO herein because it believes this information is useful to investors in this regard. AFFO is a non-GAAP financial measure. AFFO does not represent cash flows from operations as defined by GAAP and is not indicative that cash flows are adequate to fund all cash needs and is not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or its cash flows or liquidity as defined by GAAP. It should also be noted that not all REITs calculate AFFO the same way so comparisons with other REITs may not be meaningful.



			Q3 2023 Supplemental			Page 26

INTEREST COVERAGE RATIO

The interest coverage ratio is calculated as the interest coverage amount divided by interest expense, gross. The Company calculates the interest coverage amount by adding to net income impairment charges, provision (benefit) for credit losses, net, transaction costs, interest expense, gross (including interest expense in discontinued operations), severance expense, depreciation and amortization, share-based compensation expense to management and trustees and costs associated with loan refinancing or payoff; subtracting sale participation income, interest cost capitalized, straight-line rental revenue, gain on early extinguishment of debt, gain (loss) on sale of real estate from continuing and discontinued operations, gain on insurance recovery, gain on previously held equity interest, gain on early extinguishment of debt, prepayment fees and deferred income tax benefit (expense). The Company calculates interest expense, gross, by adding to interest expense, net, interest income and interest cost capitalized. The Company considers the interest coverage ratio to be an appropriate supplemental measure of a company’s ability to meet its interest expense obligations and management believes it is useful to investors in this regard. The Company's calculation of the interest coverage ratio may be different from the calculation used by other companies, and therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

FIXED CHARGE COVERAGE RATIO

The fixed charge coverage ratio is calculated in exactly the same manner as the interest coverage ratio, except that interest expense, gross and preferred share dividends are also added to the denominator. The Company considers the fixed charge coverage ratio to be an appropriate supplemental measure of a company’s ability to make its interest and preferred share dividend payments and management believes it is useful to investors in this regard. The Company's calculation of the fixed charge coverage ratio may be different from the calculation used by other companies and, therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

DEBT SERVICE COVERAGE RATIO

The debt service coverage ratio is calculated in exactly the same manner as the interest coverage ratio, except that interest expense, gross and recurring principal payments are also added to the denominator. The Company considers the debt service coverage ratio to be an appropriate supplemental measure of a company’s ability to make its debt service payments and management believes it is useful to investors in this regard. The Company's calculation of the debt service coverage ratio may be different from the calculation used by other companies and, therefore, comparability may be limited. This information should not be considered as an alternative to any GAAP liquidity measures.

NON-GAAP PRO-RATA FINANCIAL INFORMATION - UNCONSOLIDATED JOINT VENTURES

This information includes non-GAAP financial measures. The Company's share of unconsolidated joint ventures is derived on an entity-by-entity basis by applying its ownership percentage to each line item in the GAAP financial statements of these properties to calculate its share of that line item. The Company believes this form of presentation offers insights into the financial performance and condition of our Company as a whole, given the significance of its unconsolidated joint ventures that are accounted for under the equity method of accounting, although the presentation of such information may not accurately depict the legal and economic implications of holding an unconsolidated joint venture. The Company's method of calculating its proportionate interest may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs. The Company does not control the unconsolidated joint venture for purposes of GAAP and the presentation of the assets and liabilities and revenues and expenses do not represent a legal claim to such items. Due to these limitations, the non-GAAP pro-rata financial information should not be considered in isolation or as a substitute for the Company's consolidated financial statements as reported under GAAP.



			Q3 2023 Supplemental			Page 27

Appendix to Supplemental Operating and Financial Data

Reconciliation of Certain Non-GAAP Financial Measures

Third Quarter and Nine Months Ended September 30, 2023



			Q3 2023 Supplemental			Page 28


CALCULATION OF INTEREST, FIXED CHARGE AND DEBT SERVICE COVERAGE RATIOS
(UNAUDITED, DOLLARS IN THOUSANDS)
INTEREST COVERAGE RATIO (1):	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022
Net income	$	56,260	$	13,600	$	57,657	$	42,329	$	50,799	$	40,909
Impairment charges	20,887		43,785		—		22,998		—		—
Impairment charges on joint ventures	—		—		—		—		—		647
Severance expense	—		547		—		—		—		—
Transaction costs	847		36		270		993		148		1,145
Provision (benefit) for credit losses, net	(719)		(275)		587		1,369		241		9,512
Interest expense, gross	33,647		33,541		33,510		33,522		33,595		33,512

Depreciation and amortization	42,432		43,705		41,204		41,303		41,539		40,766
Share-based compensation expense
to management and trustees	4,354		4,477		4,322		4,114		4,138		4,169


Sale participation income	—		—		—		(9,134)		—		—
Interest cost capitalized	(857)		(846)		(783)		(680)		(335)		(71)
Straight-line rental revenue	(4,407)		(1,149)		(2,105)		(2,291)		(2,374)		(1,733)

(Gain) loss on sale of real estate	(2,550)		575		560		(347)		(304)		—




Deferred income tax benefit	(76)		(92)		(90)		(132)		(37)		—
Interest coverage amount	$	149,818	$	137,904	$	135,132	$	134,044	$	127,410	$	128,856

Interest expense, net	$	31,208	$	31,591	$	31,722	$	31,879	$	32,747	$	33,289
Interest income	1,582		1,104		1,005		963		513		152
Interest cost capitalized	857		846		783		680		335		71
Interest expense, gross	$	33,647	$	33,541	$	33,510	$	33,522	$	33,595	$	33,512

Interest coverage ratio	4.5		4.1		4.0		4.0		3.8		3.8

FIXED CHARGE COVERAGE RATIO (1):
Interest coverage amount	$	149,818	$	137,904	$	135,132	$	134,044	$	127,410	$	128,856

Interest expense, gross	$	33,647	$	33,541	$	33,510	$	33,522	$	33,595	$	33,512
Preferred share dividends	6,032		6,040		6,033		6,042		6,033		6,033
Fixed charges	$	39,679	$	39,581	$	39,543	$	39,564	$	39,628	$	39,545
Fixed charge coverage ratio	3.8		3.5		3.4		3.4		3.2		3.3

DEBT SERVICE COVERAGE RATIO (1):
Interest coverage amount	$	149,818	$	137,904	$	135,132	$	134,044	$	127,410	$	128,856
Interest expense, gross	$	33,647	$	33,541	$	33,510	$	33,522	$	33,595	$	33,512
Recurring principal payments	—		—		—		—		—		—
Debt service	$	33,647	$	33,541	$	33,510	$	33,522	$	33,595	$	33,512
Debt service coverage ratio	4.5		4.1		4.0		4.0		3.8		3.8

(1) See pages 25 through 27 for definitions.



			Q3 2023 Supplemental			Page 29


RECONCILIATION OF INTEREST COVERAGE AMOUNT TO NET CASH PROVIDED BY OPERATING ACTIVITIES
(UNAUDITED, DOLLARS IN THOUSANDS)

The interest coverage amount per the table on page 29 is a non-GAAP financial measure and should not be considered an alternative to any GAAP liquidity measures. It is most directly comparable to the GAAP liquidity measure, “Net cash provided by operating activities,” and is not directly comparable to the GAAP liquidity measures, “Net cash used by investing activities” and “Net cash provided by financing activities.” The interest coverage amount can be reconciled to “Net cash provided by operating activities” per the consolidated statements of cash flows as follows:
	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022

Net cash provided by operating activities	$	149,204	$	99,358	$	121,530	$	92,041	$	132,625	$	88,963

Equity in income (loss) from joint ventures	533		(615)		(1,985)		(3,559)		572		1,421
Distributions from joint ventures	(1,300)		—		—		—		—		(780)
Amortization of deferred financing costs	(2,170)		(2,150)		(2,129)		(2,109)		(2,090)		(2,090)
Amortization of above and below market leases and tenant allowances, net	182		185		89		90		89		89
Changes in assets and liabilities:
Operating lease assets and liabilities	187		(143)		(317)		(226)		(337)		51
Mortgage notes accrued interest receivable	(420)		621		296		576		274		(40)
Accounts receivable	1,560		2,749		(2,998)		188		(3,994)		(4,744)


Other assets	(1,593)		(95)		6,276		(617)		(2,812)		(1,959)
Accounts payable and accrued liabilities	(8,795)		3,395		(8,861)		9,186		(20,807)		12,177
Unearned rents and interest	(16,800)		2,774		(7,661)		16,064		(7,144)		2,915

Straight-line rental revenue	(4,407)		(1,149)		(2,105)		(2,291)		(2,374)		(1,733)
Interest expense, gross	33,647		33,541		33,510		33,522		33,595		33,512
Interest cost capitalized	(857)		(846)		(783)		(680)		(335)		(71)
Sale participation income	—		—		—		(9,134)		—		—
Transaction costs	847		36		270		993		148		1,145

Severance expense (cash portion)	—		243		—		—		—		—


Interest coverage amount (1)	$	149,818	$	137,904	$	135,132	$	134,044	$	127,410	$	128,856

Net cash used by investing activities	$	(7,562)	$	(27,961)	$	(61,510)	$	(79,920)	$	(67,945)	$	(178,685)

Net cash used by financing activities	$	(68,040)	$	(68,201)	$	(71,486)	$	(67,677)	$	(67,524)	$	(67,898)

(1) See pages 25 through 27 for definitions.



			Q3 2023 Supplemental			Page 30


RECONCILIATION OF EBITDAre, ADJUSTED EBITDAre AND ANNUALIZED ADJUSTED EBITDAre
(UNAUDITED, DOLLARS IN THOUSANDS)
ADJUSTED EBITDAre (2):	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022
Net income	$	56,260	$	13,600	$	57,657	$	42,329	$	50,799	$	40,909
Interest expense, net	31,208		31,591		31,722		31,879		32,747		33,289
Income tax expense	372		347		341		86		388		444
Depreciation and amortization	42,432		43,705		41,204		41,303		41,539		40,766
(Gain) loss on sale of real estate	(2,550)		575		560		(347)		(304)		—

Impairment of real estate investments, net	20,887		43,785		—		21,030		—		—



Allocated share of joint venture depreciation	2,315		2,162		2,055		1,833		2,093		1,996
Allocated share of joint venture interest expense	2,164		2,172		2,083		2,215		1,822		1,276
Impairment charges on joint ventures	—		—		—		—		—		647
EBITDAre	$	153,088	$	137,937	$	135,622	$	140,328	$	129,084	$	119,327
Sale participation income (1)	—		—		—		(9,134)		—		—

Severance expense	—		547		—		—		—		—


Transaction costs	847		36		270		993		148		1,145

Provision (benefit) for credit losses, net	(719)		(275)		587		1,369		241		9,512



Impairment of operating lease right-of-use assets	—		—		—		1,968		—		—

Adjusted EBITDAre (for the quarter)	$	153,216	$	138,245	$	136,479	$	135,524	$	129,473	$	129,984
Adjusted EBITDAre (3)	$	612,864	$	552,980	$	545,916	$	542,096	$	517,892	$	519,936

ANNUALIZED ADJUSTED EBITDAre (2):
Adjusted EBITDAre (for the quarter)	$	153,216	$	138,245	$	136,479	$	135,524	$	129,473	$	129,984

In-service and disposition adjustments (4)	157		551		712		602		305		3,063
Managed and JV property adjustments (5)	(3,120)		(960)		502		3,370		—		—
Property under development adjustments (6)	1,874		1,462		1,716		1,522		—		—
Percentage rent/participation adjustments (5)	674		483		395		(2,824)		797		1,481
Deferral and stub rent collections not previously recognized (7)	(19,358)		(8,038)		(6,776)		(5,012)		(5,432)		(5,038)
Non-recurring adjustments (8)	(3,666)		(97)		902		(462)		6,345		(1,093)
Annualized Adjusted EBITDAre (for the quarter)	$	129,777	$	131,646	$	133,930	$	132,720	$	131,488	$	128,397
Annualized Adjusted EBITDAre (9)	$	519,108	$	526,584	$	535,720	$	530,880	$	525,952	$	513,588












See footnotes on following page.



			Q3 2023 Supplemental			Page 31


(1) Included in other income in the consolidated statements of income in the Company's Annual Reports on Form 10-K and the Company's Quarterly Reports on Form 10-Q. Reconciliation is as follows:
	3RD QUARTER 2023		2ND QUARTER 2023		1ST QUARTER 2023		4TH QUARTER 2022		3RD QUARTER 2022		2ND QUARTER 2022
Income from settlement of foreign currency swap contracts	$	196	$	216	$	224	$	246	$	159	$	26
Sale participation income	—		—		—		9,134		—		—

Operating income from operated properties	14,208		9,765		9,101		7,325		11,186		9,370

Miscellaneous income	18		143		8		51		15		565
Other income	$	14,422	$	10,124	$	9,333	$	16,756	$	11,360	$	9,961













(2) See pages 25 through 27 for definitions.
(3) Adjusted EBITDAre for the quarter is multiplied by four to calculate an annualized amount.

(4) Adjustments for rental properties commencing or terminating GAAP net operating income during the quarter and adjustments to revenue from mortgage notes receivable to be consistent with end of quarter balance.
(5) To annualize amounts from the actual latest quarterly amount to the trailing 12-month amount divided by four.
(6) To add in income for property under development that is build-to-suit at the initial cash yields of the projects upon completion.
(7) To remove non-recurring, out-of-period deferred and stub rent collections.
(8) Adjustments for various non-recurring items during the quarter.
(9) Annualized Adjusted EBITDAre for the quarter is multiplied by four to calculate an annualized amount.



			Q3 2023 Supplemental			Page 32