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CLOSED · 03:45 ET
Market ClerkRecap
Tue Oct 27 · markets closed1 signal on Oct 26140 insider buys this week · $73.9MCIRO short report next: Oct 30The week ahead

FCPT

Four Corners Property Trust, Inc.
NYSE · REAL ESTATE · REAL ESTATE INVESTMENT TRUSTS
22.37
+0.22 +0.99%
USD · close Oct 26
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Work order
41
WATCH · shorts 41
Insiders, 90 days
0
no open-market filings in 90 days
Congress, 90 days
0 / 0
no disclosures naming it
Big money
0 / 15
none of the tracked funds disclose it
Calls on record
0
nobody we score has called it yet
MKT CAP $2.5BP/E 20.2DIV YIELD 6.50%FCF YIELD —REV TTM $306.4M +9.6%NET INCOME $118.6M +12.0%NET DEBT $1.2B52W 21.03 – 26.49SEC XBRL · TTM TO Invalid Date

How FCPT rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
42%
of sentences unchanged
Added
215
new sentences
Dropped
218
sentences removed
Length
+691
words, now 24,111

New in FY2025

  • As of December 31, 2025, our assets were primarily long-term, fixed-rate leases (though most have scheduled rental increases during the terms of the leases).
  • As of December 31, 2025, $625 million of our total indebtedness consisted of senior unsecured fixed rated notes.
  • The remaining $590 million of our total indebtedness consisted of three to five-year variable-rate obligations for which we have entered into swaps that effectively fix $560 million through November 2027, and outstanding borrowings on the revolving credit facility.
  • Risk Factors - Risks Related to Our Business - Hedging transactions could have a negative effect on our results of operations.” Due to the fixed rate nature of $1.19 billion of our indebtedness and the hedging transactions described above, a hypothetical one percentage point decline in interest rates would not have materially affected our consolidated financial position, results of operations or cash flows as of December 31, 2025.
  • Our management, with participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2025.
  • Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2025.
  • Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2025.
  • Based on its assessment and those criteria, our management concluded that, as of December 31, 2025 our internal control over financial reporting is effective at a reasonable assurance level.
  • Changes in Internal Control over Financial Reporting There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2025 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
  • During the fiscal quarter ended December 31, 2025 , no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408 of Regulation S-K).
  • INDEX TO FINANCIAL STATEMENTS Audited Consolidated Financial Statements Reports of Independent Registered Public Accounting Firm (Auditor Firm ID: 185 ) F- 2 Consolidated Balance Sheets as of December 31, 2025 and 2024 F- 5 Consolidated Statements of Income for the Years Ended December 31, 2025 , 2024 , and 2023 F- 6 Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2025 , 2024 , and 2023 F- 7 Consolidated Statements of Changes in Equity for the Years Ended December 31, 2025 , 2024 , and 2023 F- 8 Consolidated Statements of Cash Flows for the Years Ended December 31, 2025 , 2024 , and 2023 F- 9 Notes to Consolidated Financial Statements F- 10 F- 1 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors Four Corners Property Trust, Inc.: Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Four Corners Property Trust, Inc. and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes and financial statement schedule III - schedule of real estate assets and accumulated depreciation (collectively, the consolidated financial statements).
  • In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles.
  • We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 12, 2026 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
  • The Company’s long-lived assets primarily consist of its real estate investment and the related intangible real estate assets, net of accumulated depreciation and amortization, which had a balance of $2.8 billion as of December 31, 2025.
  • The following are the primary procedures we performed to address this critical audit matter.
  • We evaluated the design and tested the operating effectiveness of an internal control over the Company’s impairment process, which included the identification and evaluation of the hold period over which the Company expects to own long-lived assets.
  • We also read board of directors meeting minutes, inspected other internal documentation such as strategic plans and property marketing information, and inquired of members of management involved in the identification and approval of long- lived asset sales to assess the estimated hold period the Company expects to own the long-lived assets. /s/ KPMG LLP F- 2 We have served as the Company’s auditor since 2015.
  • San Francisco, California February 12, 2026 F- 3 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors Four Corners Property Trust, Inc.: Opinion on Internal Control Over Financial Reporting We have audited Four Corners Property Trust, Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
  • In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
  • We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes and financial statement schedule III - schedule of real estate assets and accumulated depreciation (collectively, the consolidated financial statements), and our report dated February 12, 2026 expressed an unqualified opinion on those consolidated financial statements.
  • Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ KPMG LLP San Francisco, California February 12, 2026 F- 4 FOUR CORNERS PROPERTY TRUST, INC.
  • CONSOLIDATE D BALANCE SHEETS (In thousands, except share and per share data) December 31, 2025 2024 ASSETS Real estate investments: Land $ 1,499,059 $ 1,360,772 Buildings, equipment and improvements 1,998,573 1,837,872 Total real estate investments 3,497,632 3,198,644 Less: Accumulated depreciation ( 816,992 ) ( 775,505 ) Real estate investments, net 2,680,640 2,423,139 Intangible real estate assets, net 129,371 123,613 Total real estate investments and intangible real estate assets, net 2,810,011 2,546,752 Cash and cash equivalents 12,144 4,081 Straight-line rent adjustment 71,765 68,562 Derivative assets 9,385 20,733 Deferred tax assets 1,679 1,448 Other assets 15,742 11,450 Total Assets $ 2,920,726 $ 2,653,026 LIABILITIES AND EQUITY Liabilities: Term loan and revolving credit facility, net of deferred financing costs $ 581,880 $ 516,250 Senior unsecured notes, net of deferred financing costs 622,291 621,639 Dividends payable 39,567 35,358 Rent received in advance 17,939 6,738 Derivative liabilities 5,055 Other liabilities 24,155 21,778 Total liabilities 1,290,887 1,202,236 Equity: Preferred stock, par value $ 0.0001 per share, 25,000,000 authorized, zero shares issued and outstanding. $ — $ — Common stock, $ 0.0001 par value per share, 500,000,000 shares authorized, 108,188,605 and 99,825,119 shares issued and outstanding, respectively Additional paid-in capital 1,713,606 1,482,698 Accumulated deficit ( 93,555 ) ( 57,729 ) Accumulated other comprehensive income 7,665 23,633 Noncontrolling interest 2,112 2,178 Total equity 1,629,839 1,450,790 Total Liabilities and Equity $ 2,920,726 $ 2,653,026 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF INCOME (In thousands, except share and per share data) Year Ended December 31, 2025 2024 2023 Revenues: Rental $ 262,648 $ 237,134 $ 219,881 Restaurant 31,484 30,939 30,725 Total revenues 294,132 268,073 250,606 Operating expenses: General and administrative 26,843 23,789 22,680 Depreciation and amortization 60,424 54,514 50,731 Property 13,559 11,575 11,550 Restaurant 29,442 29,024 28,707 Total operating expenses 130,268 118,902 113,668 Interest expense ( 51,873 ) ( 49,231 ) ( 44,606 ) Other income, net Realized gain on sale, net — — 2,341 Income tax expense ( 303 ) ( 308 ) ( 130 ) Net income 112,488 100,595 95,462 Net income attributable to noncontrolling interest ( 124 ) ( 122 ) ( 122 ) Net Income Available to Common Shareholders $ 112,364 $ 100,473 $ 95,340 Basic net income per share: $ 1.09 $ 1.07 $ 1.08 Diluted net income per share: $ 1.09 $ 1.07 $ 1.07 Weighted average number of common shares outstanding: Basic 102,691,563 93,643,129 88,526,343 Diluted 102,948,617 94,064,498 88,747,028 Dividends declared per common share outstanding $ 1.4315 $ 1.3900 $ 1.3650 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands) Year Ended December 31, 2025 2024 2023 Net income $ 112,488 $ 100,595 $ 95,462 Other comprehensive income (loss): Effective portion of change in fair value of derivative instruments ( 6,941 ) 14,306 1,795 Reclassification adjustment of derivative instruments included in net income ( 9,053 ) ( 12,648 ) ( 10,773 ) Other comprehensive income (loss) ( 15,994 ) 1,658 ( 8,978 ) Comprehensive income 96,494 102,253 86,484 Less: comprehensive income attributable to noncontrolling interest Net income attributable to noncontrolling interest Other comprehensive income (loss) attributable to noncontrolling interest ( 26 ) ( 11 ) Comprehensive income attributable to noncontrolling interest Comprehensive Income Attributable to Common Shareholders $ 96,396 $ 102,129 $ 86,373 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In thousands, except share data) Common Stock Additional Paid-in Retained Accumulated Other Comprehensive Noncontrolling Shares Amount Capital Earnings Income (Loss) Interest Total Balance at December 31, 2022 85,637,293 $ $ 1,104,522 $ $ 30,944 $ 2,259 $ 1,138,310 Net income — — — 95,340 — 95,462 Realized and unrealized gain on derivative instruments — — — — ( 8,967 ) ( 11 ) ( 8,978 ) Dividends paid and declared on common stock — — — ( 122,192 ) — ( 157 ) ( 122,349 ) ATM proceeds, net of issuance costs 5,805,334 — 153,404 — — — 153,404 Stock-based compensation, net 174,850 — 4,014 — — — 4,014 Balance at December 31, 2023 91,617,477 1,261,940 ( 26,276 ) 21,977 2,213 1,259,863 Net income — — — 100,473 — 100,595 Realized and unrealized loss on derivative instruments — — — — 1,656 1,658 Dividends paid and declared on common stock — — — ( 131,926 ) — ( 159 ) ( 132,085 ) ATM proceeds, net of issuance costs 8,109,165 215,910 — — — 215,911 Stock-based compensation, net 98,477 — 4,848 — — — 4,848 Balance at December 31, 2024 99,825,119 1,482,698 ( 57,729 ) 23,633 2,178 1,450,790 Net income — — — 112,364 — 112,488 Realized and unrealized loss on derivative instruments — — — — ( 15,968 ) ( 26 ) ( 15,994 ) Dividends paid and declared on common stock — — — ( 148,190 ) — ( 164 ) ( 148,354 ) ATM proceeds, net of issuance costs 8,199,285 225,234 — — — 225,235 Stock-based compensation, net 164,201 — 5,674 — — — 5,674 Balance at December 31, 2025 108,188,605 $ $ 1,713,606 $ ( 93,555 ) $ 7,665 $ 2,112 $ 1,629,839 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Year Ended December 31, 2025 2024 2023 Cash flows - operating activities Net income $ 112,488 $ 100,595 $ 95,462 Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization 59,597 54,514 50,731 Impairment of long-lived assets — — Gain on disposal of land, building, and equipment — — ( 2,341 ) Non-cash revenue adjustments 1,923 2,072 2,061 Amortization of financing costs 3,158 2,597 2,311 Stock-based compensation expense 8,854 6,987 6,271 Deferred income taxes ( 231 ) ( 200 ) ( 259 ) Changes in assets and liabilities: Derivative assets and liabilities ( 64 ) ( 618 ) 8,305 Straight-line rent adjustment ( 3,203 ) ( 3,810 ) ( 5,523 ) Rent received in advance 11,201 ( 7,571 ) 2,599 Intangible assets (lease incentives) ( 97 ) ( 1,624 ) ( 1,234 ) Other assets and liabilities ( 2,172 ) ( 8,837 ) 6,722 Net cash provided by operating activities 192,281 144,105 165,105 Cash flows - investing activities Purchases of real estate investments ( 325,500 ) ( 273,016 ) ( 341,066 ) Proceeds from sale of real estate investments — — 27,765 Other Net cash used in investing activities ( 325,250 ) ( 272,916 ) ( 312,793 ) Cash flows - financing activities Proceeds from ATM equity issuance, net of issuance costs 225,234 215,911 153,404 Proceeds from issuance of senior notes — — 100,000 Repayment of senior notes — ( 50,000 ) — Proceeds from term loan borrowing 75,000 85,000 — Payment of deferred financing costs ( 6,877 ) ( 1,397 ) ( 1,098 ) Proceeds from revolving credit facility 187,000 217,000 145,000 Repayment of revolving credit facility ( 192,000 ) ( 228,000 ) ( 129,000 ) Payment of dividend to shareholders ( 143,981 ) ( 128,107 ) ( 119,717 ) Distribution to non-controlling interests ( 164 ) ( 159 ) ( 157 ) Shares withheld for taxes upon vesting ( 3,180 ) ( 2,139 ) ( 2,257 ) Net cash provided by financing activities 141,032 108,109 146,175 Net increase (decrease) in cash and cash equivalents, including restricted cash 8,063 ( 20,702 ) ( 1,513 ) Cash and cash equivalents, including restricted cash, beginning of year 4,081 24,783 26,296 Cash and cash equivalents, including restricted cash, ending of year $ 12,144 $ 4,081 $ 24,783 Supplemental disclosures: Interest paid $ 57,937 $ 59,148 $ 49,489 Operating lease payments received (lessor) 249,425 225,418 207,333 Operating lease payments remitted (lessee) Non - cash investing and financing activities: Dividends declared but not paid $ 39,567 $ 35,358 $ 31,539 Change in fair value of derivative instruments $ ( 15,930 ) $ 2,276 $ ( 17,283 ) The accompanying notes are an integral part of this financial statement.
  • The Company was incorporated in Maryland in July 2015.
  • The Company was formed as a wholly owned subsidiary of Darden Restaurants, Inc.
  • ("Darden") and became an independent publicly traded company four months later following the completion of its separation from Darden in November 2015.
  • Leasehold improvements, which are reflected on our Consolidated Balance Sheets as a component of buildings, equipment, and improvements, net, are amortized over the lesser of the non-cancelable lease term or the estimated useful lives of the related assets using the straight-line method.
  • Gains and losses on the disposal of land, buildings and equipment are included in realized gain on sale, net in our accompanying Consolidated Statements of Income (“Consolidated Income Statements”).
  • Our accounting policies regarding land, buildings, equipment, and improvements, include our judgments regarding the estimated useful lives of these assets, the residual values to which the assets are depreciated or amortized, the determination of what constitutes a reasonably assured lease term, and the determination as to what constitutes enhancing the value of or increasing the life of existing F- 10 assets.
  • Acquisition of Real Estate The Company evaluates acquisitions to determine whether transactions should be accounted for as asset acquisitions or business combinations in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2017-01, "Clarifying the Definition of a Business." The Company has determined the land, building, site improvements, and in-places leases (if any) of assets acquired were each single assets as the building and property improvements are attached to the land and cannot be physically removed and used separately from the land without incurring significant costs or reducing their fair value.
  • The judgments we make related to the expected useful lives of long-lived assets and our ability to realize undiscounted cash flows in excess of the carrying amounts of these assets are affected by factors such as the ongoing maintenance and improvements of the assets, changes in economic conditions, changes in usage or operating performance, desirability of the restaurant sites and other factors, such as our ability to sell our assets held for sale.
  • F- 11 Exit or disposal activities include the cost of disposing of the assets and are generally expensed as incurred.
  • During the year ended December 31, 2025, we recorded an impairment expense of $ 0.8 million .
  • During the years ended December 31, 2024 and 2023 , we did no t record provisions for impairment.
  • Real estate held for sale is reported at the lower of carrying amount or fair value, less estimated costs to se ll.
  • No properties were held for sale at December 31, 2025 or 2024 .
  • December 31, (In thousands) 2025 2024 2023 Cash and cash equivalents $ 12,144 $ 4,081 $ 16,322 Restricted cash (included in Other assets) — — 8,461 Total Cash, Cash Equivalents, and Restricted Cash $ 12,144 $ 4,081 $ 24,783 Debt The Company’s debt consists of non-amortizing term loans, a revolving credit facility and senior, unsecured, fixed rate notes (collectively referred to as “Debt”).

and 175 more.

Gone since FY2024

  • As of December 31, 2024, our assets were primarily long-term, fixed-rate leases (though most have scheduled rental increases during the terms of the leases).
  • As of December 31, 2024, $625 million of our total indebtedness consisted of senior unsecured fixed rated notes.
  • The remaining $520 million of our total indebtedness consisted of three to five-year variable-rate obligations for which we have entered into swaps that effectively fix $435 million through November 2025, and outstanding borrowings on the revolving credit facility.
  • Risk Factors - Risks Related to Our Business - Hedging transactions could have a negative effect on our results of operations.” Due to the fixed rate nature of $1.06 billion of our indebtedness and the hedging transactions described above, a hypothetical one percentage point decline in interest rates would not have materially affected our consolidated financial position, results of operations or cash flows as of December 31, 2024.
  • Our management, with participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2024.
  • Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2024.
  • Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2024.
  • Based on its assessment and those criteria, our management concluded that, as of December 31, 2024 our internal control over financial reporting is effective.
  • Changes in Internal Control over Financial Reporting There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2024 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
  • During the fiscal quarter ended December 31, 2024 , no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408 of Regulation S-K).
  • INDEX TO FINANCIAL STATEMENTS Audited Consolidated Financial Statements Reports of Independent Registered Public Accounting Firm (Auditor Firm ID: 185 ) F- 2 Consolidated Balance Sheets as of December 31, 2024 and 2023 F- 5 Consolidated Statements of Income for the Years Ended December 31, 2024 , 2023 , and 2022 F- 6 Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2024 , 2023 , and 2022 F- 7 Consolidated Statements of Changes in Equity for the Years Ended December 31, 2024 , 2023 , and 2022 F- 8 Consolidated Statements of Cash Flows for the Years Ended December 31, 2024 , 2023 , and 2022 F- 9 Notes to Consolidated Financial Statements F- 10 F- 1 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors Four Corners Property Trust, Inc.: Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Four Corners Property Trust, Inc. and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III - schedule of real estate assets and accumulated depreciation (collectively, the consolidated financial statements).
  • In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
  • We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 13, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
  • The Company’s long-lived assets primarily consist of its real estate investment and the related intangible real estate assets, net of accumulated depreciation and amortization, which had a balance of $2.5 billion as of December 31, 2024.
  • F- 2 The following are the primary procedures we performed to address this critical audit matter.
  • We evaluated the design and tested the operating effectiveness of an internal control over the Company’s impairment process, which included the identification and evaluation of the period over which the Company expects to own long-lived assets.
  • We also read board of directors meeting minutes, inspected other internal documentation such as strategic plans and property marketing information, and inquired of members of management involved in the identification and approval of long- lived asset sales to assess the estimated hold period the Company expects to own the long-lived assets. /s/ KPMG LLP We have served as the Company’s auditor since 2015.
  • San Francisco, California February 13, 2025 F- 3 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors Four Corners Property Trust, Inc.: Opinion on Internal Control Over Financial Reporting We have audited Four Corners Property Trust, Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
  • In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
  • We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III - schedule of real estate assets and accumulated depreciation (collectively, the consolidated financial statements), and our report dated February 13, 2025 expressed an unqualified opinion on those consolidated financial statements.
  • Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ KPMG LLP San Francisco, California February 13, 2025 F- 4 FOUR CORNERS PROPERTY TRUST, INC.
  • CONSOLIDATE D BALANCE SHEETS (In thousands, except share and per share data) December 31, 2024 2023 ASSETS Real estate investments: Land $ 1,360,772 $ 1,240,865 Buildings, equipment and improvements 1,837,872 1,708,556 Total real estate investments 3,198,644 2,949,421 Less: Accumulated depreciation ( 775,505 ) ( 738,946 ) Real estate investments, net 2,423,139 2,210,475 Intangible real estate assets, net 123,613 118,027 Total real estate investments and intangible real estate assets, net 2,546,752 2,328,502 Cash and cash equivalents 4,081 16,322 Straight-line rent adjustment 68,562 64,752 Derivative assets 20,733 20,952 Deferred tax assets 1,448 1,248 Other assets 11,450 19,858 Total Assets $ 2,653,026 $ 2,451,634 LIABILITIES AND EQUITY Liabilities: Term loan and revolving credit facility, net of deferred financing costs $ 516,250 $ 441,745 Senior unsecured notes, net of deferred financing costs 621,639 670,944 Dividends payable 35,358 31,539 Rent received in advance 6,738 14,309 Derivative liabilities 2,968 Other liabilities 21,778 30,266 Total liabilities 1,202,236 1,191,771 Equity: Preferred stock, par value $ 0.0001 per share, 25,000,000 authorized, zero shares issued and outstanding. $ — $ — Common stock, par value $ 0.0001 per share; 500,000,000 shares authorized, 99,825,119 and 91,617,477 shares issued and outstanding, respectively Additional paid-in capital 1,482,698 1,261,940 Accumulated deficit ( 57,729 ) ( 26,276 ) Accumulated other comprehensive income 23,633 21,977 Noncontrolling interest 2,178 2,213 Total equity 1,450,790 1,259,863 Total Liabilities and Equity $ 2,653,026 $ 2,451,634 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF INCOME (In thousands, except share and per share data) Year Ended December 31, 2024 2023 2022 Revenues: Rental $ 237,134 $ 219,881 $ 193,611 Restaurant 30,939 30,725 29,583 Total revenues 268,073 250,606 223,194 Operating expenses: General and administrative 23,789 22,680 20,043 Depreciation and amortization 54,514 50,731 41,471 Property 11,575 11,550 7,989 Restaurant 29,024 28,707 27,822 Total operating expenses 118,902 113,668 97,325 Interest expense ( 49,231 ) ( 44,606 ) ( 36,405 ) Other income, net Realized gain on sale, net — 2,341 8,139 Income tax expense ( 308 ) ( 130 ) ( 237 ) Net income 100,595 95,462 97,908 Net income attributable to noncontrolling interest ( 122 ) ( 122 ) ( 136 ) Net Income Available to Common Shareholders $ 100,473 $ 95,340 $ 97,772 Basic net income per share: $ 1.07 $ 1.08 $ 1.20 Diluted net income per share: $ 1.07 $ 1.07 $ 1.20 Weighted average number of common shares outstanding: Basic 93,643,129 88,526,343 81,590,124 Diluted 94,064,498 88,747,028 81,807,065 Dividends declared per common share $ 1.3900 $ 1.3650 $ 1.3375 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands) Year Ended December 31, 2024 2023 2022 Net income $ 100,595 $ 95,462 $ 97,908 Other comprehensive income (loss): Effective portion of change in fair value of derivative instruments 14,306 1,795 39,396 Reclassification adjustment of derivative instruments included in net income ( 12,648 ) ( 10,773 ) 1,430 Other comprehensive income (loss) 1,658 ( 8,978 ) 40,826 Comprehensive income 102,253 86,484 138,734 Less: comprehensive income attributable to noncontrolling interest Net income attributable to noncontrolling interest Other comprehensive income (loss) attributable to noncontrolling interest ( 11 ) Comprehensive income attributable to noncontrolling interest Comprehensive Income Attributable to Common Shareholders $ 102,129 $ 86,373 $ 138,540 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In thousands, except share data) Common Stock Additional Paid-in Retained Accumulated Other Comprehensive Noncontrolling Shares Amount Capital Earnings Income (Loss) Interest Total Balance at December 31, 2021 80,279,217 $ $ 958,737 $ 12,753 $ ( 9,824 ) $ 2,218 $ 963,892 Net income — — — 97,772 — 97,908 Realized and unrealized gain on derivative instruments — — — — 40,768 40,826 Dividends paid and declared on common stock — — — ( 109,949 ) — ( 153 ) ( 110,102 ) ATM proceeds, net of issuance costs 5,253,257 141,825 — — — 141,826 Stock-based compensation, net 104,819 — 3,960 — — — 3,960 Balance at December 31, 2022 85,637,293 1,104,522 30,944 2,259 1,138,310 Net income — — — 95,340 — 95,462 Realized and unrealized loss on derivative instruments — — — — ( 8,967 ) ( 11 ) ( 8,978 ) Dividends paid and declared on common stock — — — ( 122,192 ) — ( 157 ) ( 122,349 ) ATM proceeds, net of issuance costs 5,805,334 — 153,404 — — — 153,404 Stock-based compensation, net 174,850 — 4,014 — — — 4,014 Balance at December 31, 2023 91,617,477 1,261,940 ( 26,276 ) 21,977 2,213 1,259,863 Net income — — — 100,473 — 100,595 Realized and unrealized loss on derivative instruments — — — — 1,656 1,658 Dividends paid and declared on common stock — — — ( 131,926 ) — ( 159 ) ( 132,085 ) ATM proceeds, net of issuance costs 8,109,165 215,910 — — — 215,911 Stock-based compensation, net 98,477 — 4,848 — — — 4,848 Balance at December 31, 2024 99,825,119 $ $ 1,482,698 $ ( 57,729 ) $ 23,633 $ 2,178 $ 1,450,790 The accompanying notes are an integral part of this financial statement.
  • CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Year Ended December 31, 2024 2023 2022 Cash flows - operating activities Net income $ 100,595 $ 95,462 $ 97,908 Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization 54,514 50,731 41,471 Gain on disposal of land, building, and equipment — ( 2,341 ) ( 8,139 ) Non-cash revenue adjustments 2,072 2,061 2,151 Amortization of financing costs 2,597 2,311 2,104 Stock-based compensation expense 6,987 6,271 4,978 Deferred income taxes ( 200 ) ( 259 ) ( 125 ) Changes in assets and liabilities: Derivative assets and liabilities ( 618 ) 8,305 Straight-line rent adjustment ( 3,810 ) ( 5,523 ) ( 6,372 ) Rent received in advance ( 7,571 ) 2,599 Intangible assets (lease incentives) ( 1,624 ) ( 1,234 ) Other assets and liabilities ( 8,837 ) 6,722 6,920 Net cash provided by operating activities 144,105 165,105 142,000 Cash flows - investing activities Purchases of real estate investments ( 273,016 ) ( 341,066 ) ( 296,270 ) Proceeds from sale of real estate investments — 27,765 24,986 Change in advance deposits in acquisition of real estate investments Net cash used in investing activities ( 272,916 ) ( 312,793 ) ( 270,900 ) Cash flows - financing activities Net proceeds from ATM equity issuance 215,911 153,404 141,826 Proceeds from issuance of senior notes — 100,000 125,000 Repayment of senior notes ( 50,000 ) — — Proceeds from term loan borrowing 85,000 — 30,000 Payment of deferred financing costs ( 1,397 ) ( 1,098 ) ( 3,219 ) Proceeds from revolving credit facility 217,000 145,000 28,000 Repayment of revolving credit facility ( 228,000 ) ( 129,000 ) ( 64,000 ) Payment of dividend to shareholders ( 128,107 ) ( 119,717 ) ( 107,540 ) Distribution to non-controlling interests ( 159 ) ( 157 ) ( 153 ) Redemption of non-controlling interests — — — Shares withheld for taxes upon vesting ( 2,139 ) ( 2,257 ) ( 1,018 ) Net cash provided by financing activities 108,109 146,175 148,896 Net (decrease) increase in cash and cash equivalents, including restricted cash ( 20,702 ) ( 1,513 ) 19,996 Cash and cash equivalents, including restricted cash, beginning of year 24,783 26,296 6,300 Cash and cash equivalents, including restricted cash, ending of year $ 4,081 $ 24,783 $ 26,296 Supplemental disclosures: Interest paid $ 59,148 $ 49,489 $ 30,696 Taxes paid $ $ $ Operating lease payments received (lessor) $ 225,418 $ 207,333 $ 182,806 Operating lease payments remitted (lessee) $ $ $ Non - cash investing and financing activities: Dividends declared but not paid $ 35,358 $ 31,539 $ 29,064 Change in fair value of derivative instruments $ 2,276 $ ( 17,283 ) $ 40,193 The accompanying notes are an integral part of this financial statement.
  • FCPT was incorporated as a Maryland corporation on July 2, 2015 as a wholly owned indirect subsidiary of Darden Restaurants, Inc., (together with its consolidated subsidiaries “Darden”), for the purpose of owning, acquiring and leasing properties on a triple-net basis, for use in the restaurant and related food service industries.
  • On November 9, 2015, Darden completed a spin-off of FCPT whereby Darden contributed to us 100 % of the equity interest in entities that own 418 properties in which Darden operates restaurants, representing five of their brands, and six LongHorn Steakhouse restaurants located in the San Antonio, Texas area (the “Kerrow Restaurant Operating Business”) along with the underlying properties or interests therein associated with the Kerrow Restaurant Operating Business.
  • In exchange, we issued to Darden all of our common stock and paid to Darden $ 315.0 million in cash.
  • Subsequently, Darden distributed all of our outstanding shares of common stock pro-rata to holders of Darden common stock whereby each Darden shareholder received one share of our common stock for every three shares of Darden common stock held at the close of business on the record date, which was November 2, 2015, as well as cash in lieu of any fractional shares of our common stock which they would have otherwise received.
  • Leasehold improvements, which are reflected on our Consolidated Balance Sheets as a component of buildings, equipment, and improvements, net, are amortized over the lesser of the F- 10 non-cancelable lease term or the estimated useful lives of the related assets using the straight-line method.
  • Gains and losses on the disposal of land, buildings and equipment are included in realized gain on sale, net in our accompanying Consolidated Statements of Income (“Income Statements”).
  • Our accounting policies regarding land, buildings, equipment, and improvements, include our judgments regarding the estimated useful lives of these assets, the residual values to which the assets are depreciated or amortized, the determination of what constitutes a reasonably assured lease term, and the determination as to what constitutes enhancing the value of or increasing the life of existing assets.
  • Acquisition of Real Estate The Company evaluates acquisitions to determine whether transactions should be accounted for as asset acquisitions or business combinations in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2017-01.
  • The Company has determined the land, building, site improvements, and in-places leases (if any) of assets acquired were each single assets as the building and property improvements are attached to the land and cannot be physically removed and used separately from the land without incurring significant costs or reducing their fair value.
  • F- 11 The judgments we make related to the expected useful lives of long-lived assets and our ability to realize undiscounted cash flows in excess of the carrying amounts of these assets are affected by factors such as the ongoing maintenance and improvements of the assets, changes in economic conditions, changes in usage or operating performance, desirability of the restaurant sites and other factors, such as our ability to sell our assets held for sale.
  • Exit or disposal activities include the cost of disposing of the assets and are generally expensed as incurred.
  • During the years ended December 31, 2024, 2023, and 2022 we did no t record provisions for impairment.
  • Real estate held for sale is reported at the lower of carrying amount or fair value, less estimated costs to sell.
  • No properties were held for sale at December 31, 2024 or 2023 .

and 178 more.

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