stag-20200930
0001479094--12-312020Q3FALSE149,230,244P6M00014790942020-01-012020-09-300001479094us-gaap:CommonStockMember2020-01-012020-09-300001479094us-gaap:SeriesCPreferredStockMember2020-01-012020-09-30xbrli:shares00014790942020-11-04iso4217:USD00014790942020-09-3000014790942019-12-31iso4217:USDxbrli:shares0001479094us-gaap:SeriesCPreferredStockMember2019-12-310001479094us-gaap:SeriesCPreferredStockMember2020-09-3000014790942020-07-012020-09-3000014790942019-07-012019-09-3000014790942019-01-012019-09-300001479094us-gaap:PreferredStockMember2020-06-300001479094us-gaap:CommonStockMember2020-06-300001479094us-gaap:AdditionalPaidInCapitalMember2020-06-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2020-06-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-06-300001479094us-gaap:ParentMember2020-06-300001479094us-gaap:NoncontrollingInterestMember2020-06-3000014790942020-06-300001479094us-gaap:CommonStockMember2020-07-012020-09-300001479094us-gaap:AdditionalPaidInCapitalMember2020-07-012020-09-300001479094us-gaap:ParentMember2020-07-012020-09-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2020-07-012020-09-300001479094us-gaap:NoncontrollingInterestMember2020-07-012020-09-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-07-012020-09-300001479094us-gaap:PreferredStockMember2020-09-300001479094us-gaap:CommonStockMember2020-09-300001479094us-gaap:AdditionalPaidInCapitalMember2020-09-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2020-09-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-09-300001479094us-gaap:ParentMember2020-09-300001479094us-gaap:NoncontrollingInterestMember2020-09-300001479094us-gaap:PreferredStockMember2019-06-300001479094us-gaap:CommonStockMember2019-06-300001479094us-gaap:AdditionalPaidInCapitalMember2019-06-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2019-06-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-06-300001479094us-gaap:ParentMember2019-06-300001479094us-gaap:NoncontrollingInterestMember2019-06-3000014790942019-06-300001479094us-gaap:CommonStockMember2019-07-012019-09-300001479094us-gaap:AdditionalPaidInCapitalMember2019-07-012019-09-300001479094us-gaap:ParentMember2019-07-012019-09-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2019-07-012019-09-300001479094us-gaap:NoncontrollingInterestMember2019-07-012019-09-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-07-012019-09-300001479094us-gaap:PreferredStockMember2019-09-300001479094us-gaap:CommonStockMember2019-09-300001479094us-gaap:AdditionalPaidInCapitalMember2019-09-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2019-09-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-09-300001479094us-gaap:ParentMember2019-09-300001479094us-gaap:NoncontrollingInterestMember2019-09-3000014790942019-09-300001479094us-gaap:PreferredStockMember2019-12-310001479094us-gaap:CommonStockMember2019-12-310001479094us-gaap:AdditionalPaidInCapitalMember2019-12-310001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2019-12-310001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-12-310001479094us-gaap:ParentMember2019-12-310001479094us-gaap:NoncontrollingInterestMember2019-12-310001479094us-gaap:CommonStockMember2020-01-012020-09-300001479094us-gaap:AdditionalPaidInCapitalMember2020-01-012020-09-300001479094us-gaap:ParentMember2020-01-012020-09-300001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2020-01-012020-09-300001479094us-gaap:NoncontrollingInterestMember2020-01-012020-09-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-01-012020-09-300001479094us-gaap:PreferredStockMember2018-12-310001479094us-gaap:CommonStockMember2018-12-310001479094us-gaap:AdditionalPaidInCapitalMember2018-12-310001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2018-12-310001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2018-12-310001479094us-gaap:ParentMember2018-12-310001479094us-gaap:NoncontrollingInterestMember2018-12-3100014790942018-12-310001479094us-gaap:AccumulatedDistributionsInExcessOfNetIncomeMember2019-01-012019-09-300001479094us-gaap:ParentMember2019-01-012019-09-300001479094us-gaap:CommonStockMember2019-01-012019-09-300001479094us-gaap:AdditionalPaidInCapitalMember2019-01-012019-09-300001479094us-gaap:NoncontrollingInterestMember2019-01-012019-09-300001479094us-gaap:AccumulatedOtherComprehensiveIncomeMember2019-01-012019-09-30xbrli:pure0001479094stag:STAGIndustrialIncMember2020-01-012020-09-300001479094stag:STAGIndustrialIncMember2020-01-012020-06-30stag:buildingstag:stateutr:sqft0001479094srt:WarehouseMember2020-09-300001479094srt:IndustrialPropertyMember2020-09-300001479094srt:OfficeBuildingMember2020-09-300001479094stag:TaxableRealEstateInvestmentTrustSubsidyMember2020-07-012020-09-300001479094stag:TaxableRealEstateInvestmentTrustSubsidyMember2020-01-012020-09-300001479094stag:TaxableRealEstateInvestmentTrustSubsidyMember2019-07-012019-09-300001479094stag:TaxableRealEstateInvestmentTrustSubsidyMember2019-01-012019-09-300001479094us-gaap:LandMember2020-09-300001479094us-gaap:LandMember2019-12-310001479094us-gaap:BuildingMember2020-09-300001479094us-gaap:BuildingMember2019-12-310001479094us-gaap:LeaseholdImprovementsMember2020-09-300001479094us-gaap:LeaseholdImprovementsMember2019-12-310001479094us-gaap:LandBuildingsAndImprovementsMember2020-09-300001479094us-gaap:LandBuildingsAndImprovementsMember2019-12-310001479094us-gaap:ConstructionInProgressMember2020-09-300001479094us-gaap:ConstructionInProgressMember2019-12-310001479094us-gaap:FiniteLivedIntangibleAssetsMember2020-09-300001479094us-gaap:FiniteLivedIntangibleAssetsMember2019-12-310001479094stag:CantonMI11020Member2020-03-310001479094stag:CantonMI11020Member2020-01-012020-03-310001479094stag:RochesterNY11020Member2020-03-310001479094stag:RochesterNY11020Member2020-01-012020-03-310001479094stag:HudsonWI2620Member2020-03-310001479094stag:HudsonWI2620Member2020-01-012020-03-310001479094stag:McClellanCA2620Member2020-03-310001479094stag:McClellanCA2620Member2020-01-012020-03-310001479094stag:RichmondVA2620Member2020-03-310001479094stag:RichmondVA2620Member2020-01-012020-03-310001479094stag:MuskegoWI2720Member2020-03-310001479094stag:MuskegoWI2720Member2020-01-012020-03-310001479094stag:WarrenMI21120Member2020-03-310001479094stag:WarrenMI21120Member2020-01-012020-03-310001479094stag:LanghornePA3920Member2020-03-310001479094stag:LanghornePA3920Member2020-01-012020-03-310001479094stag:TulsaOK3920Member2020-03-310001479094stag:TulsaOK3920Member2020-01-012020-03-310001479094stag:AcquistionsQ12020Member2020-03-310001479094stag:AcquistionsQ12020Member2020-01-012020-03-310001479094stag:RanchoCordovaCA61120Member2020-06-300001479094stag:RanchoCordovaCA61120Member2020-04-012020-06-300001479094stag:SchaumburgIL62920Member2020-06-300001479094stag:SchaumburgIL62920Member2020-04-012020-06-300001479094stag:AcquisitionsQ22020Member2020-06-300001479094stag:AcquisitionsQ22020Member2020-04-012020-06-300001479094stag:MountLaurelNJ83120Member2020-09-300001479094stag:MountLaurelNJ83120Member2020-07-012020-09-300001479094stag:ClintonPA9320Member2020-09-300001479094stag:ClintonPA9320Member2020-07-012020-09-300001479094stag:ClintonPA92420Member2020-09-300001479094stag:ClintonPA92420Member2020-07-012020-09-300001479094stag:CharlotteNC92820Member2020-09-300001479094stag:CharlotteNC92820Member2020-07-012020-09-300001479094stag:TwinsburgOH93020Member2020-09-300001479094stag:TwinsburgOH93020Member2020-07-012020-09-300001479094stag:AcquisitionsQ32020Member2020-09-300001479094stag:AcquisitionsQ32020Member2020-07-012020-09-300001479094stag:Acquisitions2020Member2020-09-300001479094stag:Acquisitions2020Member2020-01-012020-09-300001479094us-gaap:ConstructionInProgressMember2020-09-300001479094us-gaap:LeasesAcquiredInPlaceMember2020-09-300001479094us-gaap:LeasesAcquiredInPlaceMember2020-01-012020-09-300001479094us-gaap:CustomerRelationshipsMember2020-09-300001479094us-gaap:CustomerRelationshipsMember2020-01-012020-09-300001479094us-gaap:AboveMarketLeasesMember2020-09-300001479094us-gaap:AboveMarketLeasesMember2020-01-012020-09-300001479094us-gaap:LeasesAcquiredInPlaceMarketAdjustmentMember2020-09-300001479094us-gaap:LeasesAcquiredInPlaceMarketAdjustmentMember2020-01-012020-09-300001479094stag:Acquisitions2020Member2020-07-012020-09-300001479094us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2020-09-300001479094us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2020-07-012020-09-300001479094us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2020-01-012020-09-300001479094us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2019-07-012019-09-300001479094us-gaap:DisposalGroupDisposedOfBySaleNotDiscontinuedOperationsMember2019-01-012019-09-300001479094us-gaap:OperatingIncomeLossMember2020-07-012020-09-300001479094us-gaap:FairValueMeasurementsNonrecurringMember2020-09-300001479094us-gaap:OperatingIncomeLossMember2020-01-012020-09-300001479094us-gaap:OperatingIncomeLossMember2019-07-012019-09-300001479094us-gaap:OperatingIncomeLossMember2019-01-012019-09-300001479094us-gaap:AboveMarketLeasesMember2019-12-310001479094us-gaap:OtherIntangibleAssetsMember2020-09-300001479094us-gaap:OtherIntangibleAssetsMember2019-12-310001479094us-gaap:OtherIntangibleAssetsMember2020-07-012020-09-300001479094us-gaap:OtherIntangibleAssetsMember2019-07-012019-09-300001479094us-gaap:OtherIntangibleAssetsMember2020-01-012020-09-300001479094us-gaap:OtherIntangibleAssetsMember2019-01-012019-09-300001479094stag:AboveAndBelowMarketLeasesMember2020-09-300001479094us-gaap:LineOfCreditMember2020-09-300001479094us-gaap:LineOfCreditMember2019-12-310001479094us-gaap:LineOfCreditMemberus-gaap:LondonInterbankOfferedRateLIBORMember2020-01-012020-09-300001479094us-gaap:LineOfCreditMember2020-01-012020-09-300001479094stag:A150MillionUnsecuredTermLoanCMemberus-gaap:LongTermDebtMember2020-09-300001479094stag:A150MillionUnsecuredTermLoanCMemberus-gaap:LongTermDebtMember2019-12-310001479094stag:A150MillionUnsecuredTermLoanCMemberus-gaap:LongTermDebtMember2020-01-012020-09-300001479094us-gaap:LongTermDebtMemberstag:A150MillionUnsecuredTermLoanBMember2020-09-300001479094us-gaap:LongTermDebtMemberstag:A150MillionUnsecuredTermLoanBMember2019-12-310001479094us-gaap:LongTermDebtMemberstag:A150MillionUnsecuredTermLoanBMember2020-01-012020-09-300001479094stag:A150MillionUnsecuredTermLoanAMemberus-gaap:LongTermDebtMember2020-09-300001479094stag:A150MillionUnsecuredTermLoanAMemberus-gaap:LongTermDebtMember2019-12-310001479094stag:A150MillionUnsecuredTermLoanAMemberus-gaap:LongTermDebtMember2020-01-012020-09-300001479094stag:A150MillionUnsecuredTermLoanDMemberus-gaap:LongTermDebtMember2020-09-300001479094stag:A150MillionUnsecuredTermLoanDMemberus-gaap:LongTermDebtMember2019-12-310001479094stag:A150MillionUnsecuredTermLoanDMemberus-gaap:LongTermDebtMember2020-01-012020-09-300001479094stag:A300MillionUnsecuredTermLoanGMemberus-gaap:LongTermDebtMember2020-09-300001479094stag:A300MillionUnsecuredTermLoanGMemberus-gaap:LongTermDebtMember2019-12-310001479094stag:A300MillionUnsecuredTermLoanGMemberus-gaap:LongTermDebtMember2020-01-012020-09-300001479094stag:A175MillionUnsecuredTermLoanEMemberus-gaap:LongTermDebtMember2020-09-300001479094stag:A175MillionUnsecuredTermLoanEMemberus-gaap:LongTermDebtMember2019-12-310001479094stag:A175MillionUnsecuredTermLoanEMemberus-gaap:LongTermDebtMember2020-01-012020-09-300001479094stag:A200MillionUnsecuredTermLoanFMemberus-gaap:LongTermDebtMember2020-09-300001479094stag:A200MillionUnsecuredTermLoanFMemberus-gaap:LongTermDebtMember2019-12-310001479094stag:A200MillionUnsecuredTermLoanFMemberus-gaap:LongTermDebtMember2020-01-012020-09-300001479094us-gaap:LongTermDebtMember2020-09-300001479094us-gaap:LongTermDebtMember2019-12-310001479094stag:A100MillionSeriesFUnsecuredNotesMemberus-gaap:UnsecuredDebtMember2020-09-300001479094stag:A100MillionSeriesFUnsecuredNotesMemberus-gaap:UnsecuredDebtMember2019-12-310001479094stag:A100MillionSeriesFUnsecuredNotesMemberus-gaap:UnsecuredDebtMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A50MillionSeriesAUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A50MillionSeriesAUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A50MillionSeriesAUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A100MillionSeriesDUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A100MillionSeriesDUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A100MillionSeriesDUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A75MillionSeriesGUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A75MillionSeriesGUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A75MillionSeriesGUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A50MillionSeriesBUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A50MillionSeriesBUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A50MillionSeriesBUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A80MillionSeriesCUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A80MillionSeriesCUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A80MillionSeriesCUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A20MillionSeriesEUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A20MillionSeriesEUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A20MillionSeriesEUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A100MillionSeriesHUnsecuredNotesMember2020-09-300001479094us-gaap:UnsecuredDebtMemberstag:A100MillionSeriesHUnsecuredNotesMember2019-12-310001479094us-gaap:UnsecuredDebtMemberstag:A100MillionSeriesHUnsecuredNotesMember2020-01-012020-09-300001479094us-gaap:UnsecuredDebtMember2020-09-300001479094us-gaap:UnsecuredDebtMember2019-12-310001479094stag:WellsFargoBankNationalAssociationCMBSLoanMemberus-gaap:MortgagesMember2020-09-300001479094stag:WellsFargoBankNationalAssociationCMBSLoanMemberus-gaap:MortgagesMember2019-12-310001479094stag:WellsFargoBankNationalAssociationCMBSLoanMemberus-gaap:MortgagesMember2020-01-012020-09-300001479094us-gaap:MortgagesMemberstag:ThriventFinancialforLutheransDueDecember152023Member2020-09-300001479094us-gaap:MortgagesMemberstag:ThriventFinancialforLutheransDueDecember152023Member2019-12-310001479094us-gaap:MortgagesMemberstag:ThriventFinancialforLutheransDueDecember152023Member2020-01-012020-09-300001479094us-gaap:MortgagesMember2020-09-300001479094us-gaap:MortgagesMember2019-12-310001479094us-gaap:LondonInterbankOfferedRateLIBORMember2020-09-300001479094us-gaap:LondonInterbankOfferedRateLIBORMemberstag:TermLoanMember2020-01-012020-09-300001479094us-gaap:LondonInterbankOfferedRateLIBORMemberstag:A300MillionUnsecuredTermLoanGMember2020-01-012020-09-300001479094us-gaap:LondonInterbankOfferedRateLIBORMembersrt:MinimumMemberstag:A300MillionUnsecuredTermLoanGMember2020-01-012020-09-300001479094srt:ScenarioForecastMemberstag:A300MillionUnsecuredTermLoanGMemberus-gaap:LongTermDebtMember2021-03-190001479094us-gaap:LineOfCreditMemberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2020-09-300001479094us-gaap:LineOfCreditMemberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2019-12-31stag:extention0001479094us-gaap:InterestRateSwapMember2020-09-300001479094us-gaap:AccountsPayableAndAccruedLiabilitiesMember2020-09-300001479094us-gaap:AccountsPayableAndAccruedLiabilitiesMember2019-09-300001479094us-gaap:InterestExpenseMember2020-07-012020-09-300001479094us-gaap:InterestExpenseMember2019-07-012019-09-300001479094us-gaap:InterestExpenseMember2020-01-012020-09-300001479094us-gaap:InterestExpenseMember2019-01-012019-09-300001479094stag:WellsFargoBankNationalAssociationCMBSLoanMemberstag:JohnstownNYQ42012OneMember2020-04-292020-04-290001479094stag:WellsFargoBankNationalAssociationCMBSLoanMemberstag:JohnstownNYQ42012OneMember2020-01-012020-09-300001479094stag:A300MillionUnsecuredTermLoanGMember2020-04-170001479094stag:A300MillionUnsecuredTermLoanGMember2020-01-012020-09-300001479094stag:A300MillionUnsecuredTermLoanGMember2020-04-172020-04-1700014790942020-04-170001479094stag:A200MillionUnsecuredTermLoanFMember2020-03-252020-03-2500014790942020-01-012020-03-310001479094stag:InterestRateDerivativeRoyalBankofCanadaMarch202015Member2020-09-300001479094stag:InterestRateDerivativeTheTorontoDominionBankMarch202015Member2020-09-300001479094stag:InterestRateDerivativeTheTorontoDominionBankSeptember102017Member2020-09-300001479094stag:InterestRateDerivativeWellsFargoBankMarch202015Member2020-09-300001479094stag:InterestRateDerivativeTheTorontoDominionBankFebruary142020Member2020-09-300001479094stag:InterestRateDerivativeRegionsBankFebruary142020Member2020-09-300001479094stag:InterestRateDerivativeCapitalOneFebruary142020Member2020-09-300001479094stag:InterestRateDerivativeTheTorontoDominionBankOctober302017Member2020-09-300001479094stag:InterestRateDerivativeRoyalBankofCanadaOctober302017Member2020-09-300001479094stag:InterestRateDerivativeWellsFargoBankOctober302017Member2020-09-300001479094stag:InterestRateDerivativePNCBank25mOctober302017Member2020-09-300001479094stag:InterestRateDerivativePNCBank50mOctober302017Member2020-09-300001479094stag:InterestRateDerivativeTDBank75mSep292020Member2020-09-300001479094stag:InterestRateDerivativeWellsFargoBank75mSep292020Member2020-09-300001479094stag:InterestRateDerivativeTDBank75mMarch192021Member2020-09-300001479094stag:InterestRateDerivativeWellsFargoBank75mMarch192021Member2020-09-300001479094stag:InterestRateDerivativeTheTorontoDominionBankJuly262019Member2020-09-300001479094stag:InterestRateDerivativePNCBankJuly262019Member2020-09-300001479094stag:InterestRateDerivativeBankofMontrealJuly262019Member2020-09-300001479094stag:InterestRateDerivativeUSBankJuly262019Member2020-09-300001479094stag:InterestRateDerivativeWellsFargoBankJuly152020Member2020-09-300001479094stag:InterestRateDerivativeUSBankJuly152020Member2020-09-300001479094stag:InterestRateDerivativeRegionsBankJuly152020Member2020-09-300001479094stag:InterestRateDerivativeBankOfMontrealJuly152020Member2020-09-300001479094us-gaap:InterestRateSwapMember2019-12-310001479094us-gaap:InterestRateSwapMember2020-07-012020-09-300001479094us-gaap:InterestRateSwapMember2019-07-012019-09-300001479094us-gaap:InterestRateSwapMember2020-01-012020-09-300001479094us-gaap:InterestRateSwapMember2019-01-012019-09-300001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueMeasurementsRecurringMember2020-09-300001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2020-09-300001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMember2020-09-300001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2020-09-300001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueMeasurementsRecurringMember2019-12-310001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2019-12-310001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMember2019-12-310001479094us-gaap:InterestRateSwapMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2019-12-310001479094us-gaap:SeriesCPreferredStockMember2020-07-012020-09-300001479094us-gaap:SeriesCPreferredStockMember2020-04-012020-06-300001479094us-gaap:SeriesCPreferredStockMember2020-01-012020-03-310001479094us-gaap:SeriesCPreferredStockMember2019-10-012019-12-310001479094us-gaap:SeriesCPreferredStockMember2019-07-012019-09-300001479094us-gaap:SeriesCPreferredStockMember2019-04-012019-06-300001479094us-gaap:SeriesCPreferredStockMember2019-01-012019-03-310001479094us-gaap:SeriesCPreferredStockMember2019-01-012019-12-310001479094us-gaap:SubsequentEventMemberus-gaap:SeriesCPreferredStockMember2020-10-092020-10-090001479094stag:AtTheMarketProgram2019600MillionMember2020-09-300001479094us-gaap:CommonStockMemberstag:AtTheMarketProgram2019600MillionMember2020-09-300001479094us-gaap:CommonStockMemberstag:AtTheMarketProgram2019600MillionMember2020-01-012020-09-300001479094us-gaap:CommonStockMemberstag:AtTheMarketProgram2019600MillionMember2019-01-012019-12-310001479094us-gaap:CommonStockMembersrt:WeightedAverageMemberstag:AtTheMarketProgram2019600MillionMember2019-12-3100014790942020-01-132020-01-1300014790942020-01-130001479094us-gaap:CommonStockMember2020-01-132020-01-130001479094us-gaap:WarrantMember2020-01-132020-01-130001479094us-gaap:OverAllotmentOptionMember2020-01-132020-01-1300014790942020-01-162020-01-160001479094us-gaap:CommonStockMember2020-09-012020-09-3000014790942020-09-012020-09-300001479094us-gaap:CommonStockMember2020-08-012020-08-3100014790942020-08-012020-08-310001479094us-gaap:CommonStockMember2020-07-012020-07-3100014790942020-07-012020-07-310001479094us-gaap:CommonStockMember2020-06-012020-06-3000014790942020-06-012020-06-300001479094us-gaap:CommonStockMember2020-05-012020-05-3100014790942020-05-012020-05-310001479094us-gaap:CommonStockMember2020-04-012020-04-3000014790942020-04-012020-04-300001479094us-gaap:CommonStockMember2020-03-012020-03-3100014790942020-03-012020-03-310001479094us-gaap:CommonStockMember2020-02-012020-02-2900014790942020-02-012020-02-290001479094us-gaap:CommonStockMember2020-01-012020-01-3100014790942020-01-012020-01-310001479094us-gaap:CommonStockMember2019-12-012019-12-3100014790942019-12-012019-12-310001479094us-gaap:CommonStockMember2019-11-012019-11-3000014790942019-11-012019-11-300001479094us-gaap:CommonStockMember2019-10-012019-10-3100014790942019-10-012019-10-310001479094us-gaap:CommonStockMember2019-09-012019-09-3000014790942019-09-012019-09-300001479094us-gaap:CommonStockMember2019-08-012019-08-3100014790942019-08-012019-08-310001479094us-gaap:CommonStockMember2019-07-012019-07-3100014790942019-07-012019-07-310001479094us-gaap:CommonStockMember2019-06-012019-06-3000014790942019-06-012019-06-300001479094us-gaap:CommonStockMember2019-05-012019-05-3100014790942019-05-012019-05-310001479094us-gaap:CommonStockMember2019-04-012019-04-3000014790942019-04-012019-04-300001479094us-gaap:CommonStockMember2019-03-012019-03-3100014790942019-03-012019-03-310001479094us-gaap:CommonStockMember2019-02-012019-02-2800014790942019-02-012019-02-280001479094us-gaap:CommonStockMember2019-01-012019-01-3100014790942019-01-012019-01-3100014790942019-01-012019-12-310001479094us-gaap:SubsequentEventMember2020-10-092020-10-090001479094us-gaap:RestrictedStockMember2020-01-082020-01-080001479094us-gaap:RestrictedStockMember2020-02-132020-02-130001479094us-gaap:RestrictedStockMember2018-12-310001479094us-gaap:RestrictedStockMember2019-01-012019-12-310001479094us-gaap:RestrictedStockMember2019-12-310001479094us-gaap:RestrictedStockMember2020-01-012020-09-300001479094us-gaap:RestrictedStockMember2020-09-300001479094us-gaap:RestrictedStockMember2019-01-072019-01-070001479094us-gaap:RestrictedStockMember2020-01-010001479094us-gaap:RestrictedStockMember2020-07-012020-09-300001479094us-gaap:RestrictedStockMember2019-07-012019-09-300001479094us-gaap:RestrictedStockMember2019-01-012019-09-300001479094stag:LongTermIncentivePlanUnitsMemberus-gaap:NoncontrollingInterestMember2018-12-310001479094stag:OtherNoncontrollingCommonUnitsMemberus-gaap:NoncontrollingInterestMember2018-12-310001479094stag:LimitedPartnerNoncontrollingInterestMember2018-12-310001479094stag:LongTermIncentivePlanUnitsMemberus-gaap:NoncontrollingInterestMember2019-01-012019-12-310001479094stag:OtherNoncontrollingCommonUnitsMemberus-gaap:NoncontrollingInterestMember2019-01-012019-12-310001479094us-gaap:NoncontrollingInterestMember2019-01-012019-12-310001479094stag:LongTermIncentivePlanUnitsMemberus-gaap:NoncontrollingInterestMember2019-12-310001479094stag:OtherNoncontrollingCommonUnitsMemberus-gaap:NoncontrollingInterestMember2019-12-310001479094stag:LimitedPartnerNoncontrollingInterestMember2019-12-310001479094stag:LongTermIncentivePlanUnitsMemberus-gaap:NoncontrollingInterestMember2020-01-012020-09-300001479094stag:OtherNoncontrollingCommonUnitsMemberus-gaap:NoncontrollingInterestMember2020-01-012020-09-300001479094stag:LongTermIncentivePlanUnitsMemberus-gaap:NoncontrollingInterestMember2020-09-300001479094stag:OtherNoncontrollingCommonUnitsMemberus-gaap:NoncontrollingInterestMember2020-09-300001479094stag:LimitedPartnerNoncontrollingInterestMember2020-09-300001479094stag:LongTermIncentivePlanUnitsMember2020-01-010001479094stag:LongTermIncentivePlanUnitsMember2020-01-012020-09-300001479094stag:LongTermIncentivePlanUnitsMember2020-09-300001479094us-gaap:ShareBasedCompensationAwardTrancheOneMemberstag:LongTermIncentivePlanUnitsMembersrt:DirectorMember2020-01-082020-01-080001479094us-gaap:ShareBasedCompensationAwardTrancheOneMemberstag:LongTermIncentivePlanUnitsMember2020-01-082020-01-080001479094stag:LongTermIncentivePlanUnitsMember2020-01-082020-01-080001479094stag:LongTermIncentivePlanUnitsMember2018-12-310001479094stag:LongTermIncentivePlanUnitsMember2019-01-012019-12-310001479094stag:LongTermIncentivePlanUnitsMember2019-12-310001479094stag:LongTermIncentivePlanUnitsMember2020-07-012020-09-300001479094stag:LongTermIncentivePlanUnitsMember2019-07-012019-09-300001479094stag:LongTermIncentivePlanUnitsMember2019-01-012019-09-300001479094us-gaap:PerformanceSharesMember2020-01-082020-01-080001479094stag:PerformanceUnitsGrantedIn2017Memberstag:LongTermIncentivePlanUnitsMember2020-01-082020-01-080001479094stag:PerformanceUnitsGrantedIn2017Memberus-gaap:CommonStockMember2020-01-082020-01-080001479094us-gaap:RestrictedStockMemberstag:PerformanceUnitsGrantedIn2017Member2020-01-082020-01-080001479094stag:PerformanceUnitsGrantedIn2017Member2019-01-072019-01-070001479094us-gaap:PerformanceSharesMember2020-09-300001479094us-gaap:PerformanceSharesMember2020-01-012020-09-300001479094us-gaap:RestrictedStockMemberus-gaap:GeneralAndAdministrativeExpenseMember2020-07-012020-09-300001479094us-gaap:RestrictedStockMemberus-gaap:GeneralAndAdministrativeExpenseMember2019-07-012019-09-300001479094us-gaap:RestrictedStockMemberus-gaap:GeneralAndAdministrativeExpenseMember2020-01-012020-09-300001479094us-gaap:RestrictedStockMemberus-gaap:GeneralAndAdministrativeExpenseMember2019-01-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberstag:LongTermIncentivePlanUnitsMember2020-07-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberstag:LongTermIncentivePlanUnitsMember2019-07-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberstag:LongTermIncentivePlanUnitsMember2020-01-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberstag:LongTermIncentivePlanUnitsMember2019-01-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberus-gaap:PerformanceSharesMember2020-07-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberus-gaap:PerformanceSharesMember2019-07-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberus-gaap:PerformanceSharesMember2020-01-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMemberus-gaap:PerformanceSharesMember2019-01-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMembersrt:DirectorMember2020-07-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMembersrt:DirectorMember2019-07-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMembersrt:DirectorMember2020-01-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMembersrt:DirectorMember2019-01-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMember2020-07-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMember2019-07-012019-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMember2020-01-012020-09-300001479094us-gaap:GeneralAndAdministrativeExpenseMember2019-01-012019-09-300001479094us-gaap:CommonStockMembersrt:DirectorMember2020-07-012020-09-300001479094us-gaap:CommonStockMembersrt:DirectorMember2019-01-012019-09-300001479094us-gaap:CommonStockMembersrt:DirectorMember2020-01-012020-09-300001479094us-gaap:CommonStockMembersrt:DirectorMember2019-07-012019-09-30stag:leases0001479094us-gaap:AccruedIncomeReceivableMember2020-09-300001479094us-gaap:AccruedIncomeReceivableMember2019-12-310001479094srt:MinimumMember2020-09-300001479094srt:MaximumMember2020-09-30utr:Rate0001479094us-gaap:OperatingExpenseMember2020-07-012020-09-300001479094us-gaap:OperatingExpenseMember2019-07-012019-09-300001479094us-gaap:OperatingExpenseMember2020-01-012020-09-300001479094us-gaap:OperatingExpenseMember2019-01-012019-09-300001479094us-gaap:StockCompensationPlanMember2020-07-012020-09-300001479094us-gaap:StockCompensationPlanMember2019-07-012019-09-300001479094us-gaap:StockCompensationPlanMember2020-01-012020-09-300001479094us-gaap:StockCompensationPlanMember2019-01-012019-09-300001479094us-gaap:SubsequentEventMember2020-10-012020-11-050001479094us-gaap:SubsequentEventMember2020-11-05
Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
____________________________________________________________________________
 
FORM 10-Q 
____________________________________________________________________________
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the Quarterly Period Ended September 30, 2020
 
OR
 
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from              to              .
 
Commission file number 1-34907
 
____________________________________________________________________________
 
STAG Industrial, Inc.
(Exact name of registrant as specified in its charter) 
____________________________________________________________________________
Maryland27-3099608
(State or other jurisdiction of(IRS Employer Identification No.)
incorporation or organization)
One Federal Street

23rd Floor
Boston,Massachusetts02110
(Address of principal executive offices)(Zip code)
                        
(617) 574-4777
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, $0.01 par value per shareSTAGNew York Stock Exchange
6.875% Series C Cumulative Redeemable Preferred Stock ($0.01 par value)STAG-PCNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes   No 
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes   No 
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer      Accelerated filer       Non-accelerated filer      Smaller reporting company      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.
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No 

The number of shares of common stock outstanding at November 4, 2020 was 149,230,244.



Table of Contents
STAG Industrial, Inc.
Table of Contents 
  
PART I.
  
Item 1.
  
 
  
 
  
 
  
 
  
 
  
 
  
Item 2.
  
Item 3.
  
Item 4.
  
PART II.
  
Item 1. 
  
Item 1A. 
  
Item 2.
  
Item 3.
  
Item 4.
  
Item 5.
  
Item 6. 
  
 

2

Table of Contents
Part I. Financial Information
Item 1.  Financial Statements

STAG Industrial, Inc.
Consolidated Balance Sheets
(unaudited, in thousands, except share data)
 September 30, 2020December 31, 2019
Assets  
Rental Property:  
Land$447,356 $435,923 
Buildings and improvements, net of accumulated depreciation of $473,369 and $387,633, respectively
3,164,553 3,087,435 
Deferred leasing intangibles, net of accumulated amortization of $264,262 and $241,304, respectively
439,046 475,149 
Total rental property, net4,050,955 3,998,507 
Cash and cash equivalents70,137 9,041 
Restricted cash4,623 2,823 
Tenant accounts receivable66,761 57,592 
Prepaid expenses and other assets49,157 38,231 
Interest rate swaps 303 
Operating lease right-of-use assets24,124 15,129 
Assets held for sale, net 43,019 
Total assets$4,265,757 $4,164,645 
Liabilities and Equity  
Liabilities:  
Unsecured credit facility$ $146,000 
Unsecured term loans, net970,696 871,375 
Unsecured notes, net573,181 572,883 
Mortgage notes, net52,365 54,755 
Accounts payable, accrued expenses and other liabilities74,619 53,737 
Interest rate swaps45,812 18,819 
Tenant prepaid rent and security deposits23,413 21,993 
Dividends and distributions payable18,302 17,465 
Deferred leasing intangibles, net of accumulated amortization of $14,176 and $12,064, respectively
24,991 26,738 
Operating lease liabilities26,414 16,989 
Total liabilities1,809,793 1,800,754 
Commitments and contingencies (Note 11)
Equity:  
Preferred stock, par value $0.01 per share, 20,000,000 shares authorized at September 30, 2020 and December 31, 2019,
  
Series C, 3,000,000 shares (liquidation preference of $25.00 per share) issued and outstanding at September 30, 2020 and December 31, 2019
75,000 75,000 
Common stock, par value $0.01 per share, 300,000,000 shares authorized at September 30, 2020 and December 31, 2019, respectively, 149,227,013 and 142,815,593 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively
1,492 1,428 
Additional paid-in capital3,155,271 2,970,553 
Cumulative dividends in excess of earnings(782,037)(723,027)
Accumulated other comprehensive loss(45,055)(18,426)
Total stockholders’ equity2,404,671 2,305,528 
Noncontrolling interest51,293 58,363 
Total equity2,455,964 2,363,891 
Total liabilities and equity$4,265,757 $4,164,645 

The accompanying notes are an integral part of these consolidated financial statements.
3

Table of Contents
STAG Industrial, Inc.
Consolidated Statements of Operations
(unaudited, in thousands, except per share data)
 Three months ended September 30,Nine months ended September 30,
 2020201920202019
Revenue            
Rental income$117,247 $102,294 $353,057 $294,271 
Other income48 127 403 498 
Total revenue117,295 102,421 353,460 294,769 
Expenses   
Property20,817 18,157 63,156 54,623 
General and administrative9,537 8,924 29,316 26,723 
Depreciation and amortization53,921 46,908 160,215 133,844 
Loss on impairments3,172 4,413 3,172 9,757 
Other expenses436 458 1,500 1,284 
Total expenses87,883 78,860 257,359 226,231 
Other income (expense)   
Interest and other income 165 12 400 30 
Interest expense(15,928)(14,053)(46,125)(39,080)
Loss on extinguishment of debt  (834) 
Gain on involuntary conversion 1,500  2,157  
Gain on the sales of rental property, net9,060 1,670 56,864 3,261 
Total other income (expense)(5,203)(12,371)12,462 (35,789)
Net income$24,209 $11,190 $108,563 $32,749 
Less: income attributable to noncontrolling interest after preferred stock dividends466 290 2,471 912 
Net income attributable to STAG Industrial, Inc.$23,743 $10,900 $106,092 $31,837 
Less: preferred stock dividends1,289 1,289 3,867 3,867 
Less: amount allocated to participating securities68 78 204 236 
Net income attributable to common stockholders$22,386 $9,533 $102,021 $27,734 
Weighted average common shares outstanding — basic148,997 127,272 148,412 122,460 
Weighted average common shares outstanding — diluted149,905 127,469 148,865 122,720 
Net income per share — basic and diluted   
Net income per share attributable to common stockholders — basic$0.15 $0.07 $0.69 $0.23 
Net income per share attributable to common stockholders — diluted$0.15 $0.07 $0.69 $0.23 

The accompanying notes are an integral part of these consolidated financial statements.
4

Table of Contents
STAG Industrial, Inc.
Consolidated Statements of Comprehensive Income
(unaudited, in thousands)
 Three months ended September 30,Nine months ended September 30,
 2020201920202019
Net income$24,209 $11,190 $108,563 $32,749 
Other comprehensive income (loss):    
Income (loss) on interest rate swaps4,927 (6,435)(27,273)(29,441)
Other comprehensive income (loss)4,927 (6,435)(27,273)(29,441)
Comprehensive income29,136 4,755 81,290 3,308 
Income attributable to noncontrolling interest after preferred stock dividends(466)(290)(2,471)(912)
Other comprehensive (income) loss attributable to noncontrolling interest(145)176 644 930 
Comprehensive income attributable to STAG Industrial, Inc.$28,525 $4,641 $79,463 $3,326 

The accompanying notes are an integral part of these consolidated financial statements.
5

Table of Contents
STAG Industrial, Inc.
Consolidated Statements of Equity
(unaudited, in thousands, except share data)
 Preferred StockCommon StockAdditional Paid-in CapitalCumulative Dividends in Excess of EarningsAccumulated Other Comprehensive LossTotal Stockholders’ EquityNoncontrolling Interest - Unit Holders in Operating PartnershipTotal Equity
 SharesAmount
Three months ended September 30, 2020
Balance, June 30, 2020$75,000 148,941,121 $1,489 $3,148,163 $(750,770)$(49,837)$2,424,045 $56,272 $2,480,317 
Proceeds from sales of common stock, net—   (21)— — (21)— (21)
Dividends and distributions, net— — — — (55,010)— (55,010)(1,411)(56,421)
Non-cash compensation activity, net— 3,518  1,972  — 1,972 981 2,953 
Redemption of common units to common stock— 282,374 3 4,453 — — 4,456 (4,456)— 
Rebalancing of noncontrolling interest— — — 704 — — 704 (704)— 
Other comprehensive income— — — — — 4,782 4,782 145 4,927 
Net income— — — — 23,743 — 23,743 466 24,209 
Balance, September 30, 2020$75,000 149,227,013 $1,492 $3,155,271 $(782,037)$(45,055)$2,404,671 $51,293 $2,455,964 
Three months ended September 30, 2019
Balance, June 30, 2019$75,000 126,372,945 $1,264 $2,501,013 $(653,759)$(17,771)$1,905,747 $57,505 $1,963,252 
Proceeds from sales of common stock, net— 6,375,129 64 183,148 — — 183,212 — 183,212 
Dividends and distributions, net— — — — (47,465)— (47,465)(1,375)(48,840)
Non-cash compensation activity, net— 3,162  1,675  — 1,675 901 2,576 
Redemption of common units to common stock— 207,152 2 3,001 — — 3,003 (3,003)— 
Rebalancing of noncontrolling interest— — — (1,719)— — (1,719)1,719 — 
Other comprehensive loss— — — — — (6,259)(6,259)(176)(6,435)
Net income— — — — 10,900 — 10,900 290 11,190 
Balance, September 30, 2019$75,000 132,958,388 $1,330 $2,687,118 $(690,324)$(24,030)$2,049,094 $55,861 $2,104,955 
Nine months ended September 30, 2020
Balance, December 31, 2019$75,000 142,815,593 $1,428 $2,970,553 $(723,027)$(18,426)$2,305,528 $58,363 $2,363,891 
Proceeds from sales of common stock, net— 5,600,000 56 172,579 — — 172,635 — 172,635 
Dividends and distributions, net— — — — (164,712)— (164,712)(4,412)(169,124)
Non-cash compensation activity, net— 81,316 1 3,084 (390)— 2,695 4,577 7,272 
Redemption of common units to common stock— 730,104 7 11,535 — — 11,542 (11,542)— 
Rebalancing of noncontrolling interest— — — (2,480)— — (2,480)2,480 — 
Other comprehensive loss— — — — — (26,629)(26,629)(644)(27,273)
Net income— — — — 106,092 — 106,092 2,471 108,563 
Balance, September 30, 2020$75,000 149,227,013 $1,492 $3,155,271 $(782,037)$(45,055)$2,404,671 $51,293 $2,455,964 
Nine months ended September 30, 2019
Balance, December 31, 2018$75,000 112,165,786 $1,122 $2,118,179 $(584,979)$4,481 $1,613,803 $55,829 $1,669,632 
Leases cumulative effect adjustment— — — — (214)— (214)— (214)
Proceeds from sales of common stock, net— 19,997,332 201 567,876 — — 568,077 — 568,077 
Dividends and distributions, net— — — — (136,595)— (136,595)(5,247)(141,842)
Non-cash compensation activity, net— 134,188 1 2,198 (373)— 1,826 4,168 5,994 
Redemption of common units to common stock— 661,082 6 9,232 — — 9,238 (9,238)— 
Rebalancing of noncontrolling interest— — — (10,367)— — (10,367)10,367 — 
Other comprehensive loss— — — — — (28,511)(28,511)(930)(29,441)
Net income— — — — 31,837 — 31,837 912 32,749 
Balance, September 30, 2019$75,000 132,958,388 $1,330 $2,687,118 $(690,324)$(24,030)$2,049,094 $55,861 $2,104,955 
The accompanying notes are an integral part of these consolidated financial statements.
6

Table of Contents
STAG Industrial, Inc.
Consolidated Statements of Cash Flows
(unaudited, in thousands)
 Nine months ended September 30,
 20202019
Cash flows from operating activities:        
Net income$108,563 $32,749 
Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation and amortization160,215 133,844 
Loss on impairments3,172 9,757 
Gain on involuntary conversion (2,157) 
Non-cash portion of interest expense2,172 1,909 
Amortization of above and below market leases, net3,629 3,344 
Straight-line rent adjustments, net(8,170)(8,586)
Dividends on forfeited equity compensation 7 
Loss on extinguishment of debt834  
Gain on the sales of rental property, net(56,864)(3,261)
Non-cash compensation expense8,736 7,371 
Change in assets and liabilities:  
Tenant accounts receivable1,181 509 
Prepaid expenses and other assets(13,638)(10,525)
Accounts payable, accrued expenses and other liabilities15,038 8,834 
Tenant prepaid rent and security deposits1,420 (1,022)
Total adjustments115,568 142,181 
Net cash provided by operating activities224,131 174,930 
Cash flows from investing activities:  
Acquisitions of land and buildings and improvements(162,086)(616,647)
Additions of land and building and improvements(39,687)(40,193)
Acquisitions of other assets(450)(2,513)
Acquisitions of operating lease right-of-use assets(2,321) 
Proceeds from sales of rental property, net121,339 23,700 
Proceeds from involuntary conversion782  
Acquisition deposits, net(1,124)(1,190)
Acquisitions of deferred leasing intangibles(32,815)(128,832)
Acquisitions of operating lease liabilities 2,321  
Net cash used in investing activities(114,041)(765,675)
Cash flows from financing activities:  
Proceeds from unsecured credit facility387,000 768,000 
Repayment of unsecured credit facility(533,000)(790,500)
Proceeds from unsecured term loans400,000 175,000 
Repayment of unsecured term loans(300,000) 
Repayment of mortgage notes (2,485)(1,441)
Payment of loan fees and costs(1,129)(1,226)
Payment of defeasance fees and other costs (425) 
Proceeds from sales of common stock, net172,605 568,390 
Dividends and distributions(168,288)(139,303)
Repurchase and retirement of share-based compensation(1,472)(1,444)
Net cash provided by (used in) financing activities(47,194)577,476 
Increase (decrease) in cash and cash equivalents and restricted cash62,896 (13,269)
Cash and cash equivalents and restricted cash—beginning of period11,864 22,542 
Cash and cash equivalents and restricted cash—end of period$74,760 $9,273 
Supplemental disclosure:  
Cash paid for interest, net of capitalized interest$41,797 $35,372 
Supplemental schedule of non-cash investing and financing activities  
Acquisitions of land and buildings and improvements$(482)$(72)
Acquisitions of deferred leasing intangibles$(106)$(24)
Change in additions of land, building, and improvements included in accounts payable, accrued expenses, and other liabilities$(3,970)$(10,824)
Additions to building and other capital improvements from non-cash compensation$(24)$(59)
Change in loan fees, costs, and offering costs included in accounts payable, accrued expenses, and other liabilities$(1,020)$(314)
Leases cumulative effect adjustment$ $(214)
Dividends and distributions accrued$18,302 $16,293 
The accompanying notes are an integral part of these consolidated financial statements.
7

Table of Contents
STAG Industrial, Inc.
Notes to Consolidated Financial Statements
(unaudited)
1. Organization and Description of Business

STAG Industrial, Inc. (the “Company”) is an industrial real estate operating company focused on the acquisition and operation of single-tenant, industrial properties throughout the United States. The Company was formed as a Maryland corporation and has elected to be treated and intends to continue to qualify as a real estate investment trust (“REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. The Company is structured as an umbrella partnership REIT, commonly called an UPREIT, and owns substantially all of its assets and conducts substantially all of its business through its operating partnership, STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). As of September 30, 2020 and December 31, 2019, the Company owned a 97.8% and 97.5%, respectively, common equity interest in the Operating Partnership. The Company, through its wholly owned subsidiary, is the sole general partner of the Operating Partnership. As used herein, the “Company” refers to STAG Industrial, Inc. and its consolidated subsidiaries and partnerships, including the Operating Partnership, except where context otherwise requires.

As of September 30, 2020, the Company owned 462 buildings in 38 states with approximately 92.3 million rentable square feet, consisting of 384 warehouse/distribution buildings, 70 light manufacturing buildings, and eight flex/office buildings.

COVID-19 Pandemic

Currently, one of the most significant risks and uncertainties facing the Company and the real estate industry generally is the potential adverse effect of the ongoing public health crisis of the novel coronavirus disease (“COVID-19”) pandemic.

The Company closely monitors the effect of the COVID-19 pandemic on all aspects of its business, including how the pandemic will affect its tenants and business partners. While the Company did not incur significant disruptions from the COVID-19 pandemic during the nine months ended September 30, 2020, a number of the Company’s tenants requested rent deferral or rent abatement as a result of the pandemic and other tenants may make requests in the future. The Company entered into a limited number of rent deferral agreements during the three and nine months ended September 30, 2020, which resulted in the recognition of approximately $0.4 million and $1.9 million of rent deferrals during the three and nine months ended September 30, 2020, respectively. The Company evaluates tenant rent relief requests on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in modified agreements, nor is the Company foregoing its contractual rights under its lease agreements.

The Company remains unable to predict the ultimate impact that the pandemic will have on its financial condition, results of operations and cash flows due to numerous uncertainties. The extent to which the COVID-19 pandemic affects the Company’s operations and those of its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others.

2. Summary of Significant Accounting Policies

Interim Financial Information
 
The accompanying interim financial statements have been presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements include all adjustments, consisting of normal recurring items, necessary for their fair statement in conformity with GAAP. Interim results are not necessarily indicative of results for a full year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019.

8

Table of Contents
Basis of Presentation

The Company’s consolidated financial statements include the accounts of the Company, the Operating Partnership, and their subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as “Noncontrolling Common Units.” These Noncontrolling Common Units are held by other limited partners in the form of common units (“Other Common Units”) and long term incentive plan units (“LTIP units”) issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”). All significant intercompany balances and transactions have been eliminated in the consolidation of entities. The financial statements of the Company are presented on a consolidated basis for all periods presented.

New Accounting Standards

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the quarter ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. We have not modified any contracts to date, however, we will evaluate any debt, derivative and lease contracts that are modified in the future to ensure they are eligible for modification relief and apply the practical expedients as needed.

Restricted Cash

The following table presents a reconciliation of cash and cash equivalents and restricted cash reported on the accompanying Consolidated Balance Sheets to amounts reported on the accompanying Consolidated Statements of Cash Flows.

Reconciliation of cash and cash equivalents and restricted cash (in thousands)September 30, 2020December 31, 2019
Cash and cash equivalents$70,137 $9,041 
Restricted cash4,623 2,823 
Total cash and cash equivalents and restricted cash$74,760 $11,864 

Taxes

Federal Income Taxes

The Company’s taxable REIT subsidiary recognized net income of approximately $0, $0, $0 and $0.3 million for the three and nine months ended September 30, 2020 and 2019, respectively, which has been included on the accompanying Consolidated Statements of Operations.

State and Local Income, Excise, and Franchise Tax

State and local income, excise, and franchise taxes in the amount of $0.4 million, $1.3 million, $0.3 million and $0.9 million have been recorded in other expenses on the accompanying Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019, respectively.

Uncertain Tax Positions

As of September 30, 2020 and December 31, 2019, there were no liabilities for uncertain tax positions.

Concentrations of Credit Risk

Management believes the current credit risk of the Company’s portfolio is reasonably well diversified and does not contain any unusual concentration of credit risk.

9

Table of Contents
3. Rental Property

The following table summarizes the components of rental property as of September 30, 2020 and December 31, 2019.

Rental Property (in thousands)September 30, 2020December 31, 2019
Land$447,356 $435,923 
Buildings, net of accumulated depreciation of $311,326 and $254,458, respectively
2,862,026 2,787,234 
Tenant improvements, net of accumulated depreciation of $23,641 and $21,487, respectively
39,495 38,339 
Building and land improvements, net of accumulated depreciation of $138,402 and $111,688, respectively
243,807 232,456 
Construction in progress19,225 29,406 
Deferred leasing intangibles, net of accumulated amortization of $264,262 and $241,304, respectively
439,046 475,149 
Total rental property, net$4,050,955 $3,998,507 

Acquisitions

The following table summarizes the acquisitions of the Company during the three and nine months ended September 30, 2020.

Market (1)
Date AcquiredSquare FeetNumber of BuildingsPurchase Price
(in thousands)
Detroit, MIJanuary 10, 2020491,049 1 $29,543 
Rochester, NYJanuary 10, 2020124,850 1 8,565 
Minneapolis/St Paul, MNFebruary 6, 2020139,875 1 10,460 
Sacramento, CAFebruary 6, 2020160,534 1 18,468 
Richmond, VAFebruary 6, 202078,128 1 5,481 
Milwaukee/Madison, WIFebruary 7, 202081,230 1 7,219 
Detroit, MIFebruary 11, 2020311,123 1 23,141 
Philadelphia, PAMarch 9, 202078,000 1 6,571 
Tulsa, OKMarch 9, 2020134,600 1 9,895 
Three months ended March 31, 20201,599,389 9 119,343 
Sacramento, CAJune 11, 202054,463 1 5,730 
Chicago, ILJune 29, 202067,817 1 6,184 
Three months ended June 30, 2020122,280 2 11,914 
Philadelphia, PAAugust 31, 2020112,294 1 8,427 
Pittsburgh, PASeptember 3, 2020125,000 1 15,580 
Pittsburgh, PASeptember 24, 202066,387 1 6,685 
Charlotte, NCSeptember 28, 202050,000 1 5,729 
Cleveland, OHSeptember 29, 2020276,000 1 28,261 
Three months ended September 30, 2020629,681 5 64,682 
Nine months ended September 30, 20202,351,350 16 $195,939 
(1) As defined by CoStar Realty Information Inc (“CoStar”). If the building is located outside of a CoStar defined market, the city and state is reflected.

10

Table of Contents
The following table summarizes the allocation of the consideration paid at the date of acquisition during the nine months ended September 30, 2020 for the acquired assets and liabilities in connection with the acquisitions identified in the table above.
Acquired Assets and LiabilitiesPurchase Price (in thousands)Weighted Average Amortization Period (years) of Intangibles at Acquisition
Land$15,338 N/A
Buildings135,570 N/A
Tenant improvements2,096 N/A
Building and land improvements8,895 N/A
Construction in progress669 N/A
Other assets450 N/A
Operating lease right-of-use assets2,321 N/A
Deferred leasing intangibles - In-place leases21,496 8.0
Deferred leasing intangibles - Tenant relationships10,150 11.1
Deferred leasing intangibles - Above market leases3,962 12.6
Deferred leasing intangibles - Below market leases(2,687)5.3
Operating lease liabilities(2,321)N/A
Total purchase price$195,939  

The following table summarizes the results of operations for the three and nine months ended September 30, 2020 for the buildings acquired during the nine months ended September 30, 2020 included in the Company’s Consolidated Statements of Operations from the date of acquisition.

Results of Operations (in thousands)Three months ended September 30, 2020Nine months ended September 30, 2020
Total revenue$3,298 $8,046 
Net income$601 $1,462 

Dispositions

During the nine months ended September 30, 2020, the Company sold five buildings to third parties comprised of approximately 1.7 million rentable square feet with a net book value of approximately $64.4 million. These buildings contributed approximately $0.1 million, $0.8 million, $1.3 million and $4.5 million to revenue for the three and nine months ended September 30, 2020 and 2019, respectively. These buildings contributed approximately $(0.3) million, $(0.4) million, $(0.2) million and $0.3 million to net income (loss) (exclusive of gain on the sales of rental property, net and loss on extinguishment of debt) for the three and nine months ended September 30, 2020 and 2019, respectively. Net proceeds from the sales of rental property were approximately $121.3 million and the Company recognized the full gain on the sales of rental property, net, of approximately $56.9 million for the nine months ended September 30, 2020.

Loss on Impairments

The following table summarizes the Company’s loss on impairments for assets held and used during the nine months ended September 30, 2020.
Market(1)
Number of Buildings
Event or Change in Circumstance Leading to Impairment Evaluation(2)
Valuation technique utilized to estimate fair value
Fair Value(3)
Loss on Impairments
(in thousands)
Williamsport, PA1Change in estimated hold periodDiscounted cash flows(4)
Three months ended September 30, 2020$5,019 $3,172 
Nine months ended September 30, 2020$5,019 $3,172 

(1)As defined by CoStar. If the building is located outside of a CoStar defined market, the city and state is reflected.
(2)The Company tested the asset group for impairment utilizing a recovery analysis, and it was determined that the carrying value of the property and intangibles were not recoverable from the estimated future undiscounted cash flows.
(3)The estimated fair value of the property is based on Level 3 inputs and is a non-recurring fair value measurement. Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
(4)Level 3 inputs used to determine fair value for the property impaired for the three months ended September 30, 2020: discount rate of 10.5% and exit capitalization rate of 10.0%.

During the three and nine months ended September 30, 2019, the Company recognized approximately $4.4 million and $9.8 million, respectively, of loss on impairments related to six buildings.
11

Table of Contents

Gain on Involuntary Conversion

During the three and nine months ended September 30, 2020, the Company recognized a gain on involuntary conversion of approximately $1.5 million and $2.2 million, respectively, related to an eminent domain taking of a portion of a parcel of land. During the three and nine months ended September 30, 2019, the Company did not recognize any gain on involuntary conversion.

Deferred Leasing Intangibles

The following table summarizes the deferred leasing intangibles on the accompanying Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

September 30, 2020December 31, 2019
Deferred Leasing Intangibles (in thousands)GrossAccumulated AmortizationNetGrossAccumulated AmortizationNet
Above market leases$93,002 $(36,711)$56,291 $92,607 $(32,115)$60,492 
Other intangible lease assets610,306 (227,551)382,755 623,846 (209,189)414,657 
Total deferred leasing intangible assets$703,308 $(264,262)$439,046 $716,453 $(241,304)$475,149 
Below market leases$39,167 $(14,176)$24,991 $38,802 $(12,064)$26,738 
Total deferred leasing intangible liabilities$39,167 $(14,176)$24,991 $38,802 $(12,064)$26,738 

The following table summarizes the amortization expense and the net decrease to rental income for the amortization of deferred leasing intangibles during the three and nine months ended September 30, 2020 and 2019.

 Three months ended September 30,Nine months ended September 30,
Deferred Leasing Intangibles Amortization (in thousands)2020201920202019
Net decrease to rental income related to above and below market lease amortization$1,482 $1,248 $3,646 $3,361 
Amortization expense related to other intangible lease assets$21,780 $18,472 $63,158 $53,185 

The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of September 30, 2020.

YearAmortization Expense Related to Other Intangible Lease Assets (in thousands)Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands)
Remainder of 2020$18,290 $859 
2021$65,614 $2,764 
2022$56,254 $2,298 
2023$47,759 $2,504 
2024$38,947 $2,812 

4. Debt

The following table summarizes the Company’s outstanding indebtedness, including borrowings under the Company’s unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes as of September 30, 2020 and December 31, 2019.
12

Table of Contents
LoanPrincipal Outstanding as of September 30, 2020 (in thousands)    Principal Outstanding as of December 31, 2019 (in thousands)
Interest 
Rate(1)(2)
    Maturity Date
Prepayment Terms(3) 
Unsecured credit facility:
Unsecured Credit Facility(4)
$ 
 
$146,000  L + 0.90%January 12, 2024i
Total unsecured credit facility 
 
146,000     
Unsecured term loans: 
 
    
Unsecured Term Loan C(5)
 150,000 2.39 %September 29, 2020i
Unsecured Term Loan B(5)
 
 
150,000  3.05 %March 21, 2021i
Unsecured Term Loan A150,000 
 
150,000  3.38 %March 31, 2022i
Unsecured Term Loan D150,000 
 
150,000  2.85 % January 4, 2023i
Unsecured Term Loan G(6)
300,000  2.77 %April 18, 2023i
Unsecured Term Loan E175,000 175,000 3.92 %January 15, 2024i
Unsecured Term Loan F200,000 100,000 3.11 %January 12, 2025i
Total unsecured term loans975,000 875,000 
Less: Total unamortized deferred financing fees and debt issuance costs(4,304)(3,625)
Total carrying value unsecured term loans, net970,696 
 
871,375     
Unsecured notes: 
 
    
Series F Unsecured Notes100,000 100,000 3.98 %

January 5, 2023ii
Series A Unsecured Notes50,000 
 
50,000  4.98 %October 1, 2024ii
Series D Unsecured Notes100,000 
 
100,000  4.32 %February 20, 2025ii
Series G Unsecured Notes75,000 75,000 4.10 %June 13, 2025ii
Series B Unsecured Notes50,000 
 
50,000  4.98 %July 1, 2026ii
Series C Unsecured Notes80,000 
 
80,000  4.42 %December 30, 2026ii
Series E Unsecured Notes20,000 
 
20,000  4.42 %February 20, 2027ii
Series H Unsecured Notes100,000 100,000 4.27 %June 13, 2028ii
Total unsecured notes575,000 575,000 

Less: Total unamortized deferred financing fees and debt issuance costs(1,819)(2,117)

Total carrying value unsecured notes, net573,181 
 
572,883 
 
 

  

Mortgage notes (secured debt):  

  
Wells Fargo Bank, National Association CMBS Loan49,013 
 
51,406  4.31 %December 1, 2022iii
Thrivent Financial for Lutherans3,587 3,679 4.78 %December 15, 2023iv
Total mortgage notes 52,600 
 
55,085   
Add: Total unamortized fair market value premiums31 39  
Less: Total unamortized deferred financing fees and debt issuance costs (266)(369)
Total carrying value mortgage notes, net52,365 
 
54,755  
Total / weighted average interest rate(7)
$1,596,242 
 
$1,645,013 3.62 %
(1)Interest rate as of September 30, 2020. At September 30, 2020, the one-month LIBOR (“L”) was 0.14825%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The spread over the applicable rate for the Company’s unsecured credit facility and unsecured term loans is based on the Company’s debt rating, as defined in the respective loan agreements.
(2)The unsecured term loans have a stated interest rate of one-month LIBOR plus a spread of 1.0%, with the exception of the Unsecured Term Loan G which has a spread of 1.5% and is subject to a minimum rate for LIBOR of 0.25%. As of September 30, 2020, one-month LIBOR for the Unsecured Term Loans A, D, E, F, and G was swapped to a fixed rate of 2.38%, 1.85%, 2.92%, 2.11%, and 1.17%, respectively. One-month LIBOR for the Unsecured Term Loan G will be swapped to a fixed rate of 0.28% effective March 19, 2021.
(3)Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; (iii) pre-payable without penalty three months prior to the maturity date, however can be defeased; and (iv) pre-payable without penalty three months prior to the maturity date.
(4)The capacity of the unsecured credit facility is $500.0 million. Deferred financing fees and debt issuance costs, net of accumulated amortization related to the unsecured credit facility of approximately $1.8 million and $2.4 million is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019, respectively. The initial maturity date is January 15, 2023, which may be extended pursuant to two six-month extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(5)The Unsecured Term Loan B and the Unsecured Term Loan C were paid in full on April 17, 2020 in connection with the execution of the Unsecured Term Loan G.
13

Table of Contents
(6)The initial maturity date is April 16, 2021, which may be extended pursuant to two one-year extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each one-year option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(7)The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $975.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums.

The aggregate undrawn nominal commitment on the unsecured credit facility as of September 30, 2020 was approximately $497.0 million, including issued letters of credit. The Company’s actual borrowing capacity at any given point in time may be less and is restricted to a maximum amount based on the Company’s debt covenant compliance. Total accrued interest for the Company’s indebtedness was approximately $7.8 million and $6.3 million as of September 30, 2020 and December 31, 2019, respectively, and is included in accounts payable, accrued expenses and other liabilities on the accompanying Consolidated Balance Sheets.

The following table summarizes the costs included in interest expense related to the Company’s debt arrangements on the accompanying Consolidated Statement of Operations for the three and nine months ended September 30, 2020 and 2019.

Three months ended September 30,Nine months ended September 30,
Costs Included in Interest Expense (in thousands)2020201920202019
Amortization of deferred financing fees and debt issuance costs and fair market value premiums$750 $673 $2,172 $1,909 
Facility, unused, and other fees$315 $348 $995 $1,118 

On April 29, 2020, the mortgage note associated with the Wells Fargo, National Association CMBS Loan was partially defeased in the amount of approximately $1.0 million in connection with the sale of the Johnstown, NY property, which had served as partial collateral for the mortgage note. The associated defeasance fees and unamortized deferred financing fees and debt issuance costs of approximately $0.1 million were written off to loss on extinguishment of debt in the accompanying Consolidated Statement of Operations during the nine months ended September 30, 2020.

On April 17, 2020, the Company entered into the $300.0 million Unsecured Term Loan G with Wells Fargo, National Association, as administrative agent on behalf of the various lenders under the agreement. In connection with the execution of the Unsecured Term Loan G, the Unsecured Term Loan B and Unsecured Term Loan C were paid in full. As of September 30, 2020, the Unsecured Term Loan G bore an interest rate of LIBOR plus a spread of 1.5% based on the Company’s debt rating, as defined in the loan agreement, and subject to a minimum rate for LIBOR of 0.25%. The Unsecured Term Loan G matures on April 16, 2021, subject to two one year extension options at the Company's discretion, and subject to certain conditions (other than lender discretion) such as the absence of default and the payment of an extension fee. The Company intends to exercise both extension options. To exercise the extension options the Company is required pay a fee equal to (i) 0.15% of the outstanding amount on the effective day of the first extension period and (ii) 0.20% of the outstanding amount on the effective day of the second extension period. In connection with the refinancing, the Company incurred approximately $2.1 million in deferred financing fees, including approximately $1.1 million of accrued extension fees, which are being amortized through the extended maturity date of April 18, 2023. In connection with the refinancing, the Company also recognized a loss on extinguishment of debt of approximately $0.7 million related to associated unamortized deferred financing fees and debt issuance costs related to the Unsecured Term Loan B and the Unsecured Term Loan C and other third-party costs. The Company is required to pay an annual fee of $35,000. The Unsecured Term Loan G has an accordion feature that allows the Company to increase its borrowing capacity to $600.0 million, subject to the satisfaction of certain conditions and lender consents. The Company and certain wholly owned subsidiaries of the Operating Partnership are guarantors of the Unsecured Term Loan G. The agreement also contains financial and other covenants substantially similar to the covenants in the Company’s unsecured credit facility.

On March 25, 2020, the Company drew the remaining $100.0 million of the $200.0 million Unsecured Term Loan F that was entered into on July 12, 2019.

14

Table of Contents
Financial Covenant Considerations

The Company was in compliance with all financial and other covenants as of September 30, 2020 and December 31, 2019 related to its unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes. The real estate net book value of the properties that are collateral for the Company’s debt arrangements was approximately $82.3 million and $85.5 million at September 30, 2020 and December 31, 2019, respectively, and is limited to senior, property-level secured debt financing arrangements.

Fair Value of Debt

The following table summarizes the aggregate principal outstanding under the Company’s debt arrangements and the corresponding estimate of fair value as of September 30, 2020 and December 31, 2019.

 September 30, 2020December 31, 2019
Indebtedness (in thousands)Principal OutstandingFair ValuePrincipal OutstandingFair Value
Unsecured credit facility$ $ $146,000 $146,000 
Unsecured term loans975,000 965,296 875,000 875,000 
Unsecured notes575,000 628,955 575,000 614,493 
Mortgage notes52,600 55,009 55,085 56,021 
Total principal amount1,602,600 $1,649,260 1,651,085 $1,691,514 
Add: Total unamortized fair market value premiums31 39 
Less: Total unamortized deferred financing fees and debt issuance costs(6,389)(6,111)
Total carrying value$1,596,242 $1,645,013 

The applicable fair value guidance establishes a three tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value of the Company’s debt is based on Level 3 inputs.

5. Derivative Financial Instruments

Risk Management Objective of Using Derivatives

The Company’s use of derivative instruments is limited to the utilization of interest rate swaps to manage interest rate risk exposure on existing and future liabilities and not for speculative purposes. The principal objective of such arrangements is to minimize the risks and related costs associated with the Company’s operating and financial structure.

15

Table of Contents
The following table summarizes the Company’s outstanding interest rate swaps as of September 30, 2020. All of the Company’s interest rate swaps are designated as qualifying cash flow hedges.

Interest Rate
Derivative Counterparty
Trade Date    Effective DateNotional Amount
(in thousands)
Fair Value
(in thousands)
Pay Fixed Interest RateReceive Variable Interest RateMaturity Date
Royal Bank of CanadaJan-08-2015Mar-20-2015$25,000 $(182)1.7090 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Mar-20-2015$25,000 $(182)1.7105 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Sep-10-2017$100,000 $(970)2.2255 %One-month LMar-21-2021
Wells Fargo, N.A.Jan-08-2015Mar-20-2015$25,000 $(639)1.8280 %One-month LMar-31-2022
The Toronto-Dominion BankJan-08-2015Feb-14-2020$25,000 $(874)2.4535 %One-month LMar-31-2022
Regions BankJan-08-2015Feb-14-2020$50,000 $(1,766)2.4750 %One-month LMar-31-2022
Capital One, N.A.Jan-08-2015Feb-14-2020$50,000 $(1,808)2.5300 %One-month LMar-31-2022
The Toronto-Dominion BankJul-20-2017Oct-30-2017$25,000 $(979)1.8485 %One-month LJan-04-2023
Royal Bank of CanadaJul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
Wells Fargo, N.A.Jul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$25,000 $(978)1.8485 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$50,000 $(1,956)1.8475 %One-month LJan-04-2023
The Toronto-Dominion BankApr-20-2020Sep-29-2020$75,000 $(272)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Sep-29-2020$75,000 $(279)0.2790 %One-month LApr-18-2023
The Toronto-Dominion BankApr-20-2020Mar-19-2021$75,000 $(230)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Mar-19-2021$75,000 $(239)0.2800 %One-month LApr-18-2023
The Toronto-Dominion BankJul-24-2018Jul-26-2019$50,000 $(4,568)2.9180 %One-month LJan-12-2024
PNC Bank, N.A.Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
Bank of Montreal Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
U.S. Bank, N.A.Jul-24-2018Jul-26-2019$25,000 $(2,284)2.9190 %One-month LJan-12-2024
Wells Fargo, N.A.May-02-2019Jul-15-2020$50,000 $(4,412)2.2460 %One-month LJan-15-2025
U.S. Bank, N.A.May-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Regions BankMay-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Bank of MontrealJul-16-2019Jul-15-2020$50,000 $(3,276)1.7165 %One-month LJan-15-2025

The following table summarizes the fair value of the interest rate swaps outstanding as of September 30, 2020 and December 31, 2019.
Balance Sheet Line Item (in thousands)Notional Amount September 30, 2020Fair Value September 30, 2020Notional Amount December 31, 2019Fair Value December 31, 2019
Interest rate swaps-Asset$ $ $250,000 $303 
Interest rate swaps-Liability$1,125,000 $(45,812)$850,000 $(18,819)

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate swaps are to add stability to interest expense and to manage its exposure to interest rate movements. 

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings.

Amounts reported in accumulated other comprehensive income (loss) related to derivatives designated as qualifying cash flow hedges will be reclassified to interest expense as interest payments are made on the Company’s variable rate debt. The Company estimates that approximately $16.6 million will be reclassified from accumulated other comprehensive loss as an increase to interest expense over the next 12 months.

16

Table of Contents
The following table summarizes the effect of cash flow hedge accounting and the location in the consolidated financial statements for the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Effect of Cash Flow Hedge Accounting (in thousands)2020201920202019
Income (loss) recognized in accumulated other comprehensive loss on interest rate swaps$169 $(5,913)$(36,167)$(26,715)
Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense$(4,758)$522 $(8,894)$2,726 
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded$15,928 $14,053 $46,125 $39,080 

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness.

As of September 30, 2020, the Company had not breached the provisions of these agreements and had not posted any collateral related to these agreements. If the Company had breached any of these provisions at September 30, 2020, it could have been required to settle its obligations under the agreement of the interest rate swaps in a net liability position by counterparty plus accrued interest for approximately $46.9 million.

Fair Value of Interest Rate Swaps

The Company’s valuation of the interest rate swaps is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs including interest rate curves.

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of September 30, 2020 and December 31, 2019, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The following table summarizes the Company’s financial instruments that are accounted for at fair value on a recurring basis as of September 30, 2020 and December 31, 2019. 
  Fair Value Measurements as of September 30, 2020 Using
Balance Sheet Line Item (in thousands)Fair Value September 30, 2020Level 1Level 2Level 3
Interest rate swaps-Asset$ $ $ $ 
Interest rate swaps-Liability$(45,812)$ $(45,812)$ 

  Fair Value Measurements as of December 31, 2019 Using
Balance Sheet Line Item (in thousands)Fair Value December 31, 2019Level 1Level 2Level 3
Interest rate swaps-Asset$303 $ $303 $ 
Interest rate swaps-Liability$(18,819)$ $(18,819)$ 

17

Table of Contents
6. Equity

Preferred Stock

The following table summarizes the Company’s outstanding preferred stock issuances as of September 30, 2020.

Preferred Stock IssuancesIssuance DateNumber of SharesLiquidation Value Per ShareInterest Rate
6.875% Series C Cumulative Redeemable Preferred Stock ("Series C Preferred Stock")March 17, 20163,000,000 $25.00 6.875 %

The following tables summarize the dividends attributable to the Company’s outstanding preferred stock issuances during the nine months ended September 30, 2020 and the year ended December 31, 2019.
Quarter Ended 2020Declaration DateSeries C
Preferred Stock Per Share
Payment Date
September 30July 9, 2020$0.4296875 September 30, 2020
June 30April 9, 20200.4296875 June 30, 2020
March 31January 8, 20200.4296875 March 31, 2020
Total $1.2890625  

Quarter Ended 2019Declaration DateSeries C
Preferred Stock Per Share
Payment Date
December 31October 15, 2019$0.4296875 December 31, 2019
September 30July 15, 20190.4296875 September 30, 2019
June 30April 9, 20190.4296875 July 1, 2019
March 31January 10, 20190.4296875 April 1, 2019
Total $1.7187500  

On October 9, 2020, the Company’s board of directors declared the Series C Preferred Stock dividends for the quarter ending December 31, 2020 at a quarterly rate of $0.4296875 per share.

Common Stock

The following table summarizes the terms of the Company’s at-the market (“ATM”) common stock offering program as of September 30, 2020.
ATM Common Stock Offering ProgramDateMaximum Aggregate Offering Price (in thousands)Aggregate Common Stock Available as of September 30, 2020 (in thousands)
2019 $600 million ATMFebruary 14, 2019$600,000 $318,248 

The table below summarizes the activity under the ATM common stock offering program during the year ended December 31, 2019 (in thousands, except share data). There was no activity under the ATM common stock offering program during the nine months ended September 30, 2020.
 Year ended December 31, 2019
ATM Common Stock Offering ProgramShares
Sold
Weighted Average Price Per ShareNet
Proceeds
2019 $600 million ATM9,711,706 $29.01 $279,156 
Total/weighted average9,711,706 $29.01 $279,156 

On January 13, 2020, the Company completed an underwritten public offering of an aggregate 10,062,500 shares of common stock at a price to the underwriters of $30.9022 per share, consisting of (i) 5,600,000 shares offered directly by the Company and (ii) 4,462,500 shares offered by the forward dealer in connection with certain forward sale agreements (including 1,312,500 shares offered pursuant to the underwriters’ option to purchase additional shares, which option was exercised in full). The offering closed on January 16, 2020 and the Company received net proceeds from the sale of shares offered directly by the Company of approximately $173.1 million. Subject to the Company’s right to elect cash or net share settlement, the Company has the ability to settle the forward sales agreements at any time through scheduled maturity date of the forward sale agreements of January 13, 2021.

18

Table of Contents
The following tables summarize the dividends attributable to the Company’s outstanding shares of common stock that were declared during the nine months ended September 30, 2020 and the year ended December 31, 2019.

Month Ended 2020Declaration DateRecord DatePer SharePayment Date
September 30July 9, 2020September 30, 2020$0.12 October 15, 2020
August 31July 9, 2020August 31, 20200.12 September 15, 2020
July 31July 9, 2020July 31, 20200.12 August 17, 2020
June 30April 9, 2020June 30, 20200.12 July 15, 2020
May 31April 9, 2020May 29, 20200.12 June 15, 2020
April 30April 9, 2020April 30, 20200.12 May 15, 2020
March 31January 8, 2020March 31, 20200.12 April 15, 2020
February 29January 8, 2020February 28, 20200.12 March 16, 2020
January 31January 8, 2020January 31, 20200.12 February 18, 2020
Total $1.08  

Month Ended 2019Declaration DateRecord DatePer SharePayment Date
December 31October 15, 2019December 31, 2019$0.119167 January 15, 2020
November 30October 15, 2019November 29, 20190.119167 December 16, 2019
October 31October 15, 2019October 31, 20190.119167 November 15, 2019
September 30July 15, 2019September 30, 20190.119167 October 15, 2019
August 31July 15, 2019August 30, 20190.119167 September 16, 2019
July 31July 15, 2019July 31, 20190.119167 August 15, 2019
June 30April 9, 2019June 28, 20190.119167 July 15, 2019
May 31April 9, 2019May 31, 20190.119167 June 17, 2019
April 30April 9, 2019April 30, 20190.119167 May 15, 2019
March 31January 10, 2019March 29, 20190.119167 April 15, 2019
February 28January 10, 2019February 28, 20190.119167 March 15, 2019
January 31January 10, 2019January 31, 20190.119167 February 15, 2019
Total $1.430004  

On October 9, 2020, the Company’s board of directors declared the common stock dividends for the months ending October 31, 2020, November 30, 2020, and December 31, 2020 at a monthly rate of $0.12 per share of common stock.
19

Table of Contents

Restricted Shares of Common Stock

Restricted shares of common stock granted on February 13, 2020 and January 8, 2020 to certain employees of the Company, subject to the recipient’s continued employment, will vest over four years in equal installments on January 1 of each year beginning in 2021. Refer to Note 8 for a discussion of the restricted shares of common stock granted on January 8, 2020 pursuant to the January 6, 2017 performance units. The following table summarizes activity related to the Company’s unvested restricted shares of common stock for the nine months ended September 30, 2020 and the year ended December 31, 2019.

Unvested Restricted Shares of Common StockShares    
Balance at December 31, 2018190,462  
Granted110,830 (1)
Vested(101,109)(2)
Forfeited(7,138) 
Balance at December 31, 2019193,045  
Granted75,419 (1)
Vested(78,010)(2)
Forfeited(1,376) 
Balance at September 30, 2020189,078 
(1)The fair value per share on the grant date of February 13, 2020, January 8, 2020, and January 7, 2019 was $32.64, $31.49, and $24.85, respectively.
(2)The Company repurchased and retired 33,119 and 28,504 restricted shares of common stock that vested during the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively.

The weighted average grant date fair value of unvested restricted shares of common stock was $24.38 per share at December 31, 2019, $31.60 per share granted during the nine months ended September 30, 2020, $23.11 per share vested during the nine months ended September 30, 2020, $26.15 per share forfeited during the nine months ended September 30, 2020, and $27.77 per share at September 30, 2020.

The unrecognized compensation expense associated with the Company’s restricted shares of common stock at September 30, 2020 was approximately $3.7 million and is expected to be recognized over a weighted average period of approximately 2.5 years.

The following table summarizes the fair value at vesting for the restricted shares of common stock that vested during the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Vested Restricted Shares of Common Stock2020201920202019
Vested restricted shares of common stock  78,010 78,431 
Fair value of vested restricted shares of common stock (in thousands)$ $ $2,463 $1,951 
 
7. Noncontrolling Interest

The following table summarizes the activity for noncontrolling interest in the Company for the nine months ended September 30, 2020 and the year ended December 31, 2019.
Noncontrolling InterestLTIP UnitsOther
Common Units
Total
Noncontrolling Common Units
Noncontrolling Interest
Balance at December 31, 20181,616,200 2,453,234 4,069,434 3.5 %
Granted/Issued364,173  364,173 N/A
Forfeited(16,618) (16,618)N/A
Conversions from LTIP units to Other Common Units(266,397)266,397  N/A
Redemptions from Other Common Units to common stock (680,137)(680,137)N/A
Balance at December 31, 20191,697,358 2,039,494 3,736,852 2.5 %
Granted/Issued278,806  278,806 N/A
Forfeited   N/A
Conversions from LTIP units to Other Common Units(283,741)283,741  N/A
Redemptions from Other Common Units to common stock (730,104)(730,104)N/A
Balance at September 30, 20201,692,423 1,593,131 3,285,554 2.2 %

20

Table of Contents
The weighted average grant date fair value of outstanding LTIP units was $21.64 per unit at December 31, 2019, $29.47 per unit granted during the nine months ended September 30, 2020, $18.27 per unit converted during the nine months ended September 30, 2020, and $23.49 per unit at September 30, 2020.

LTIP Units

LTIP units granted on January 8, 2020 to non-employee, independent directors, subject to the recipient’s continued service, will vest over one year on January 1, 2021. LTIP units granted on January 8, 2020 to certain senior executive officers and senior employees, subject to the recipient’s continued employment, will vest quarterly over four years, with the first vesting date having been March 31, 2020. Refer to Note 8 for a discussion of the LTIP units granted on January 8, 2020 pursuant to the January 6, 2017 performance units.

The fair value of the LTIP units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the LTIP units are based on Level 3 inputs and are non-recurring fair value measurements. The following table summarizes the assumptions used in valuing such LTIP units granted during the nine months ended September 30, 2020 (excluding those LTIP units granted pursuant to the January 6, 2017 performance units; refer to Note 8 for details).

LTIP UnitsAssumptions
Grant dateJanuary 8, 2020
Expected term (years)10
Expected volatility18.0 %
Expected dividend yield5.75 %
Risk-free interest rate1.61 %
Fair value of LTIP units at issuance (in thousands)$4,030 
LTIP units at issuance136,741 
Fair value unit price per LTIP unit at issuance$29.47 

The following table summarizes activity related to the Company’s unvested LTIP units for the nine months ended September 30, 2020 and the year ended December 31, 2019.

Unvested LTIP UnitsLTIP Units
Balance at December 31, 2018251,216 
Granted364,173 
Vested(371,423)
Forfeited(16,618)
Balance at December 31, 2019227,348 
Granted278,806 
Vested(201,442)
Forfeited 
Balance at September 30, 2020304,712 

The weighted average grant date fair value of unvested LTIP units was $23.37 per unit at December 31, 2019, $29.47 per unit granted during the nine months ended September 30, 2020, $26.23 per unit vested during the nine months ended September 30, 2020, and $27.06 per unit at September 30, 2020.

The unrecognized compensation expense associated with the Company’s LTIP units at September 30, 2020 was approximately $5.6 million and is expected to be recognized over a weighted average period of approximately 2.4 years.

The following table summarizes the fair value at vesting for the LTIP units that vested during the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Vested LTIP units2020201920202019
Vested LTIP units27,297 29,989 201,442 234,330 
Fair value of vested LTIP units (in thousands)$832 $884 $5,906 $6,348 

21

Table of Contents
8. Equity Incentive Plan

On January 8, 2020, the Company granted performance units approved by the compensation committee of the board of directors under the 2011 Plan to certain key employees of the Company. The terms of the performance units granted on January 8, 2020 are substantially the same as the terms of the performance units granted on January 7, 2019, except that the measuring period commenced on January 1, 2020 and ends on December 31, 2022.

The fair value of the performance units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the performance units are based on Level 3 inputs and are non-recurring fair value measurements. The performance unit equity compensation expense is recognized ratably from the grant date into earnings over the vesting period. The following table summarizes the assumptions used in valuing the performance units granted during the nine months ended September 30, 2020.

Performance UnitsAssumptions
Grant dateJanuary 8, 2020
Expected volatility17.4 %
Expected dividend yield5.75 %
Risk-free interest rate1.59 %
Fair value of performance units grant (in thousands)$5,389 

On December 31, 2019, the measuring period pursuant to the January 6, 2017 performance units concluded and it was determined that the Company’s total stockholder return exceeded the threshold percentage and return hurdle. The compensation committee of the board of directors approved the issuance of 76,096 vested LTIP units and 46,376 vested shares of common stock to the participants (of which 18,241 shares of common stock were repurchased and retired), which were issued on January 8, 2020. The compensation committee of the board of directors also approved the issuance of 65,969 LTIP units and 3,398 restricted shares of common stock that will vest over one year on December 31, 2020, which were issued on January 8, 2020.

The unrecognized compensation expense associated with the Company’s performance units at September 30, 2020 was approximately $7.3 million and is expected to be recognized over a weighted average period of approximately 1.8 years.

Non-cash Compensation Expense

The following table summarizes the amount recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations for the amortization of restricted shares of common stock, LTIP units, performance units, and the Company’s director compensation for the three and nine months ended September 30, 2020 and 2019.

 Three months ended September 30,Nine months ended September 30,
Non-Cash Compensation Expense (in thousands)2020    201920202019
Restricted shares of common stock$487 $447 $1,435 $1,318 
LTIP units981 

901 2,923 

2,687 
Performance units1,356 1,107 4,004 3,062 
Director compensation (1)
122 

101 374 304 
Total non-cash compensation expense$2,946 $2,556 $8,736 $7,371 
(1)All of the Company’s independent directors elected to receive shares of common stock in lieu of cash for their service during the three and nine months ended September 30, 2020 and 2019. The number of shares of common stock granted is calculated based on the trailing ten days average common stock price ending on the third business day preceding the grant date.

9. Leases

Lessor Leases

The Company has operating leases in which it is the lessor for its rental property. Certain leases contain variable lease payments based upon changes in the Consumer Price Index (“CPI”). Certain leases contain options to renew or terminate the lease, and options for the lessee to purchase the rental property, all of which are predominately at the sole discretion of the lessee.

22

Table of Contents
The following table summarizes the components of rental income recognized during the three and nine months ended September 30, 2020 and 2019 included in the accompanying Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Rental Income (in thousands)20202019    20202019
Fixed lease payments$92,120 $80,262   $273,750 $227,337 
Variable lease payments23,757 20,189 74,351 61,628 
Straight-line rental income2,852 3,091 8,602 8,667 
Net decrease to rental income related to above and below market lease amortization(1,482)(1,248)(3,646)(3,361)
Total rental income$117,247 $102,294 $353,057 $294,271 

During the nine months ended September 30, 2020 and 2019 the Company evaluated its operating leases and determined that the future collectability for 10 tenants under 11 leases was not reasonably assured. As a result the Company converted to the cash basis of accounting for these leases which resulted in a reduction of rental income of approximately $0.8 million, $1.7 million, $0, and $0 for three and nine months ended September 30, 2020 and 2019, respectively, due to the reversal of accrued rent. Additionally, there was $0.9 million, $1.5 million, $0, and $0 of contractual rental income that was not recognized for payments that were not received from these tenants for the three and nine months ended September 30, 2020 and 2019, respectively.

As of September 30, 2020 and December 31, 2019, the Company had accrued rental income of approximately $54.6 million and $44.3 million, respectively, included in tenant accounts receivable on the accompanying Consolidated Balance Sheets.

As of September 30, 2020 and December 31, 2019, the Company had approximately $28.4 million and $22.6 million, respectively, of total lease security deposits available in the form of existing letters of credit, which are not reflected on the accompanying Consolidated Balance Sheets. As of September 30, 2020 and December 31, 2019, the Company had approximately $0.7 million and $0.7 million, respectively, of lease security deposits available in cash, which are included in restricted cash on the accompanying Consolidated Balance Sheets. The Company’s remaining lease security deposits are commingled in cash and cash equivalents. These funds may be used to settle tenant accounts receivables in the event of a default under the related lease. As of September 30, 2020 and December 31, 2019, the Company’s total liability associated with these lease security deposits was approximately $10.1 million and $9.8 million, respectively, and is included in tenant prepaid rent and security deposits on the accompanying Consolidated Balance Sheets.

The Company estimates that billings for real estate taxes, which are the responsibility of certain tenants under the terms of their leases and are not reflected on the Company’s consolidated financial statements, was approximately $5.0 million, $14.7 million, $5.1 million and $13.1 million for the three and nine months ended September 30, 2020 and 2019, respectively. These amounts would have been the maximum real estate tax expense of the Company, excluding any penalties or interest, had the tenants not met their contractual obligations for these periods.

The following table summarizes the maturity of fixed lease payments under the Company’s leases as of September 30, 2020.

YearMaturity of Fixed Lease Payments (in thousands)
Remainder of 2020$92,565 
2021$362,825 
2022$327,365 
2023$284,041 
2024$240,067 
Thereafter$911,977 

Lessee Leases

The Company has operating leases in which it is the lessee for ground leases and its corporate office lease. These leases have remaining lease terms of approximately 5.8 years to 49.1 years. Certain ground leases contain options to extend the leases for ten years to 20 years, all of which are reasonably certain to be exercised, and are included in the computation of the Company’s right-of-use assets and operating lease liabilities.

23

Table of Contents
The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

Operating Lease Term and Discount RateSeptember 30, 2020December 31, 2019
Weighted average remaining lease term (years)28.936.0
Weighted average discount rate6.8 %7.1 %

The following table summarizes the operating lease cost recognized during the three and nine months ended September 30, 2020 and 2019 included in the Company’s Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Operating Lease Cost (in thousands)20202019    20202019
Operating lease cost included in property expense attributable to ground leases$345 $331   $1,007 $993 
Operating lease cost included in general and administrative expense attributable to corporate office lease424 266 1,165 799 
Total operating lease cost$769 $597 $2,172 $1,792 

The following table summarizes supplemental cash flow information related to operating leases recognized during the nine months ended September 30, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows.

 Nine months ended September 30,
Operating Leases (in thousands)20202019
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)$1,728 $1,711 
Right-of-use assets obtained in exchange for new lease liabilities$7,718 $ 

The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of September 30, 2020.
Year
Maturity of Operating Lease Liabilities(1)
(in thousands)
Remainder of 2020$606 
20212,222 
20223,100 
20233,153 
20243,196 
Thereafter59,245 
Total lease payments71,522 
Less: Imputed interest(45,108)
Present value of operating lease liabilities$26,414 
(1)Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented.

10. Earnings Per Share

During the three and nine months ended September 30, 2020 and 2019, there were 189,202, 186,956, 220,284 and 218,231, respectively, of unvested restricted shares of common stock on a weighted average basis that were considered participating securities.

24

Table of Contents
The following table reconciles the numerators and denominators in the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2020 and 2019.

Three months ended September 30,Nine months ended September 30,
Earnings Per Share (in thousands, except per share data)2020201920202019
Numerator 
Net income attributable to common stockholders$22,386 $9,533 $102,021 $27,734 
Denominator 
Weighted average common shares outstanding — basic148,997 127,272 148,412 122,460 
Effect of dilutive securities(1)
Share-based compensation675 178 375 254 
Shares issuable under forward sales agreements233 19 78 6 
Weighted average common shares outstanding — diluted149,905 127,469 148,865 122,720 
Net income per share — basic and diluted
Net income per share attributable to common stockholders — basic$0.15 $0.07 $0.69 $0.23 
Net income per share attributable to common stockholders — diluted$0.15 $0.07 $0.69 $0.23 
(1)During the three and nine months ended September 30, 2020 and 2019, there were 189, 187, 220 and 218, unvested shares of restricted common stock, respectively, on a weighted average basis that were not included in the computation of diluted earnings per share because the allocation of income under the two-class method was more dilutive.

11. Commitments and Contingencies

The Company is subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance subject to deductible requirements. Management believes that the ultimate settlement of these actions will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.

The Company has letters of credit of approximately $3.0 million as of September 30, 2020 related to construction projects and certain other agreements.

12. Subsequent Events

The following non-recognized subsequent events were noted.

Subsequent to September 30, 2020, the Company acquired nine buildings with approximately 3.7 million square feet for an aggregate contractual purchase price of approximately $256.5 million. The Company has not finalized the acquisition accounting, and therefore is not able to provide the disclosures otherwise required by GAAP, for these acquisitions.
25


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
You should read the following discussion with the financial statements and related notes included elsewhere in Item 1 of this report and the audited financial statements and related notes thereto included in our most recent Annual Report on Form 10-K.
 
As used herein, except where the context otherwise requires, “Company,” “we,” “our” and “us,” refer to STAG Industrial, Inc. and our consolidated subsidiaries and partnerships, including our operating partnership, STAG Industrial Operating Partnership, L.P. (the “Operating Partnership”). 

Forward-Looking Statements
 
This report contains “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in 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”)). You can identify forward-looking statements by the use of words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “seeks,” “should,” “will,” and variations of such words or similar expressions. Forward-looking statements in this report include, among others, statements about our future financial condition, results of operations, capitalization rates on future acquisitions, our business strategy and objectives, including our acquisition strategy, occupancy and leasing rates and trends, and expected liquidity needs and sources (including capital expenditures and the ability to obtain financing or raise capital). Our forward-looking statements reflect our current views about our plans, intentions, expectations, strategies and prospects, which are based on the information currently available to us and on assumptions we have made. Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by our forward-looking statements are reasonable, we can give no assurance that our plans, intentions, expectations, strategies or prospects will be attained or achieved and you should not place undue reliance on these forward-looking statements. Furthermore, actual results may differ materially from those described in the forward-looking statements and may be affected by a variety of risks and factors including, without limitation:

the factors included in our Annual Report on Form 10-K for the year ended December 31, 2019, as updated elsewhere in this report, including those set forth under the headings “Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations;”

the potential adverse effect of the ongoing public health crisis of the novel coronavirus disease (“COVID-19”) pandemic, or any future pandemic, epidemic or outbreak of infectious disease, on the financial condition, results of operations, cash flows and performance of the Company and its tenants, the real estate market and the global economy and financial markets;

our ability to raise equity capital on attractive terms;

the competitive environment in which we operate;

real estate risks, including fluctuations in real estate values, the general economic climate in local markets and competition for tenants in such markets, and the repurposing or redevelopment of retail properties into industrial properties (in part or whole);

decreased rental rates or increased vacancy rates;

potential defaults (including bankruptcies or insolvency) on or non-renewal of leases by tenants;

acquisition risks, including our ability to identify and complete accretive acquisitions and/or failure of such acquisitions to perform in accordance with projections;

the timing of acquisitions and dispositions;

technological developments, particularly those affecting supply chains and logistics;

potential natural disasters, epidemics, pandemics, and other potentially catastrophic events such as acts of war and/or terrorism;

26

Table of Contents
international, national, regional and local economic conditions;

the general level of interest rates and currencies;

potential changes in the law or governmental regulations and interpretations of those laws and regulations, including changes in real estate and zoning laws or real estate investment trust (“REIT”) or corporate income tax laws, and potential increases in real property tax rates; 

financing risks, including the risks that our cash flows from operations may be insufficient to meet required payments of principal and interest and we may be unable to refinance our existing debt upon maturity or obtain new financing on attractive terms or at all; 

credit risk in the event of non-performance by the counterparties to the interest rate swaps and revolving and unfunded debt;

how and when pending forward equity sales may settle;

lack of or insufficient amounts of insurance;

our ability to maintain our qualification as a REIT;

our ability to retain key personnel; 

litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and

possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by us.

Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Moreover, you should interpret many of the risks identified in this report, as well as the risks set forth above, as being heightened as a result of the ongoing and numerous adverse impacts of the COVID-19 pandemic. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Certain Definitions

In this report:

We define “GAAP” as generally accepted accounting principles in the United States.

We define “total annualized base rental revenue” as the contractual monthly base rent as of September 30, 2020 (which differs from rent calculated in accordance with GAAP) multiplied by 12. If a tenant is in a free rent period as of September 30, 2020, the total annualized base rental revenue is calculated based on the first contractual monthly base rent amount multiplied by 12.

We define “occupancy rate” as the percentage of total leasable square footage for which either revenue recognition has commenced in accordance with GAAP or the lease term has commenced as of the close of the reporting period, whichever occurs earlier.

We define the “Value Add Portfolio” as properties that meet any of the following criteria: (i) less than 75% occupied as of the acquisition date; (ii) will be less than 75% occupied due to known move-outs within two years of the acquisition date; (iii) out of service with significant physical renovation of the asset; or (iv) development.

We define “Stabilization” for properties under development or being redeveloped as the earlier of achieving 90% occupancy or 12 months after completion. With respect to properties acquired and immediately added to the Value Add Portfolio, (i) if acquired with less than 75% occupancy as of the acquisition date, Stabilization will occur upon the earlier of achieving 90% occupancy or 12 months from the acquisition date; or (ii) if acquired and will be less than 75% occupied due to known move-outs within two years of the acquisition date, Stabilization will occur upon the earlier of achieving 90% occupancy after the known move-outs have occurred or 12 months after the known move-outs have occurred.
27

Table of Contents

We define the “Operating Portfolio” as all warehouse and light manufacturing assets that were acquired stabilized or have achieved Stabilization. The Operating Portfolio excludes non-core flex/office assets, assets contained in the Value Add Portfolio, and assets classified as held for sale.

We define a “Comparable Lease” as a lease in the same space with a similar lease structure as compared to the previous in-place lease, excluding new leases for space that was not occupied under our ownership.

We define “SL Rent Change” as the percentage change in the average monthly base rent over the term of the lease that commenced during the period compared to the Comparable Lease for assets included in the Operating Portfolio. Rent under gross or similar type leases are converted to a net rent based on an estimate of the applicable recoverable expenses, and this calculation excludes the impact of any holdover rent.

We define “Cash Rent Change” as the percentage change in the base rent of the lease commenced during the period compared to the base rent of the Comparable Lease for assets included in the Operating Portfolio. The calculation compares the first base rent payment due after the lease commencement date compared to the base rent of the last monthly payment due prior to the termination of the lease, excluding holdover rent. Rent under gross or similar type leases are converted to a net rent based on an estimate of the applicable recoverable expenses.

We define “New Lease” as any lease that is signed for an initial term equal to or greater than 12 months for any vacant space, including a lease signed by a new tenant or an existing tenant that is expanding into new (additional) space.

We define “Renewal Lease” as a lease signed by an existing tenant to extend the term for 12 months or more, including (i) a renewal of the same space as the current lease at lease expiration, (ii) a renewal of only a portion of the current space at lease expiration, or (iii) an early renewal or workout, which ultimately does extend the original term for 12 months or more.

Overview

We are a REIT focused on the acquisition, ownership, and operation of single-tenant, industrial properties throughout the United States. We are a Maryland corporation and our common stock is publicly traded on the New York Stock Exchange under the symbol “STAG.”

We are organized and conduct our operations to qualify as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, and generally are not subject to federal income tax to the extent we currently distribute our income to our stockholders and maintain our qualification as a REIT. We remain subject to state and local taxes on our income and property and to U.S. federal income and excise taxes on our undistributed income.

Factors That May Influence Future Results of Operations

Our ability to increase revenues or cash flow will depend in part on our (i) external growth, specifically acquisition activity, and (ii) internal growth, specifically occupancy and rental rates on our portfolio. A variety of other factors, including those noted below, also affect our future results of operations.

COVID-19 Pandemic

Since March 2020, the COVID-19 pandemic has severely harmed global economic activity and caused significant volatility and negative pressure in financial markets. The global impact of the pandemic continues to evolve and many countries, including the United States, continue to react by instituting quarantines, mandating business and school closures and restricting travel. As a result, the COVID-19 pandemic is negatively impacting almost every industry, including the real estate industry and the industries of our tenants, directly or indirectly. The rapid development and fluidity of the COVID-19 pandemic precludes any prediction as to the ultimate adverse impact the pandemic may have on our business, financial condition, results of operations and cash flows.

While we did not incur significant disruptions from the COVID-19 pandemic during the nine months ended September 30, 2020, a number of our tenants requested rent deferral or rent abatement as a result of the pandemic. We entered into a limited number of rent deferral agreements during the three and nine months ended September 30, 2020, which resulted in approximately $0.4 million and $1.9 million of rent deferrals during the three and nine months ended September 30, 2020, respectively. We evaluate tenant rent relief requests on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in modified agreements, nor are we foregoing our contractual rights under our lease agreements.
28

Table of Contents

The COVID-19 pandemic or a future pandemic, epidemic or outbreak of infectious disease affecting states or regions in which we or our tenants operate could have material and adverse effects on our business, financial condition, results of operations and cash flows due to, among other factors: health or other government authorities requiring the closure of offices or other businesses or instituting quarantines of personnel as the result of, or in order to avoid, exposure to a contagious disease; disruption in supply and delivery chains; a general decline in business activity and demand for real estate; reduced economic activity, general economic decline or recession, which may impact our tenants’ businesses, financial condition and liquidity and may cause one or more of our tenants to be unable to make rent payments to us timely, or at all, or to otherwise seek modifications of lease obligations; difficulty accessing debt and equity capital on attractive terms, or at all, and a severe disruption and instability in the global financial markets or deteriorations in credit and financing conditions, which may affect our access to capital necessary to fund business operations or address maturing liabilities on a timely basis; and the potential negative impact on the health of our personnel, particularly if a significant number of our employees are impacted, which would result in a deterioration in our ability to ensure business continuity during a disruption.

The extent to which the COVID-19 pandemic or any other pandemic, epidemic or disease impacts our operations and those of our tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Nevertheless, the COVID-19 pandemic (or a future pandemic, epidemic or disease) presents material uncertainty and risk with respect to our business, financial condition, results of operations and cash flows.

Outlook

Our business is affected by the uncertainty regarding the COVID-19 pandemic, the effectiveness of policies introduced to neutralize the disease, and the impact of those policies on economic activity. In June, the National Bureau of Economic Research announced the United States entered into a recession in February 2020. In the third quarter, economic measurements suggest that the U.S. economy may be starting to recover. The ultimate shape of the recovery will depend on many factors, including the length and severity of the COVID-19 pandemic. While there has been a negative impact to our tenants, we believe we will benefit from having a well-diversified portfolio across industry, market, and lease term. Additionally, we strongly believe the current economic environment is likely to curb new industrial supply in the near term and to accelerate a number of trends that positively impact industrial demand.

The U.S. federal and state governments, as well as the Federal Reserve, responded to the profoundly uncertain economic outlook with a series of policies to ease the economic burden of COVID-19 closures on businesses and individuals. The major U.S. congressional policy action known as the Coronavirus, Aid, Relief and Economic Security Act, or the CARES Act, allocated $2 trillion in federal aid to specific industries, small businesses and individuals. The Federal Reserve also took major actions including the completion of two emergency federal funds rate cuts in March 2020 to a range between 0% to 0.25%, adding liquidity to the bond market, establishing new lending facilities, and expanding its bond buying program to include mortgage backed securities, investment grade corporate debt, and high yield corporate ETFs. While we expect supportive fiscal and monetary policy to continue, the timing and the magnitude of further fiscal support will be likely driven by the outcome of the 2020 elections.

The current economic circumstances, while challenging, will provide an opportunity to demonstrate the diversification of our portfolio. Specifically, our existing portfolio should benefit from competitive rental rates and strong occupancy. Furthermore, we believe certain characteristics of our business should position us well in an uncertain environment, including the fact that we have a highly diversified portfolio, minimal floating rate debt exposure (taking into account our hedging activities), strong liquidity, strong access to capital, and that many of our competitors for the assets we purchase tend to be smaller local and regional investors who are likely to be more heavily impacted by interest rates and availability of capital.

Due to the COVID-19 pandemic, we expect acceleration in a number of industrial specific trends to support stronger long-term demand, including:

the rise of e-commerce (as compared to the traditional retail store distribution model) and the concomitant demand by e-commerce industry participants for well-located, functional distribution space;
the increasing attractiveness of the United States as a manufacturing and distribution location because of the size of the U.S. consumer market, an increase in overseas labor costs, a desire for greater supply chain resilience and redundancy and the overall cost of supplying and shipping goods (i.e. the shortening and fattening of the supply chain); and
the overall quality of the transportation infrastructure in the United States.

Our portfolio continues to benefit from historically low availability throughout the national industrial market. We expect a near-term reduction in national industrial demand, in the aggregate, brought on by the pandemic. Certain industries and geographies are expected to be more heavily impacted. However, the acceleration in e-commerce brought on by the COVID-19 pandemic
29

Table of Contents
and the policy response to the pandemic has helped industrial space demand remain strong as the national availability rate remains stable. We believe the diversification of our portfolio by market, tenant industry, and tenant credit will prove to be a strength in this environment. Industrial development continues to be concentrated in the larger primary markets, but it is likely to decelerate in the near-term. We have limited exposure to many of the most active development markets. We will continue to monitor the supply and demand fundamentals for industrial real estate and assess its impact on our business.

Conditions in Our Markets

The buildings in our portfolio are located in markets throughout the United States. Positive or negative changes in economic or other conditions, new supply, adverse weather conditions, natural disasters, epidemics, and other factors in these markets may affect our overall performance.

Rental Income

We receive income primarily in the form of rental income from the tenants who occupy our buildings. The amount of rental income generated by the buildings in our portfolio depends principally on occupancy and rental rates. As of September 30, 2020, our Operating Portfolio was approximately 96.9% leased and our SL Rent Change on New Leases and Renewal Leases in our Operating Portfolio together grew approximately 4.7% and 7.4% during the three and nine months ended September 30, 2020, respectively. Our Cash Rent Change on New Leases and Renewal Leases in our Operating Portfolio together grew approximately 1.3% and 1.7% during the three and nine months ended September 30, 2020.

Future economic downturns or regional downturns affecting our submarkets that impair our ability to renew or re-lease space and the ability of our tenants to fulfill their lease commitments, as in the case of tenant bankruptcies, including those brought on by the COVID-19 pandemic, could adversely affect our ability to maintain or increase rental rates at our buildings. Our ability to lease our properties and the attendant rental rate is dependent upon, among other things, (i) the overall economy, (ii) the supply/demand dynamic in our markets, (iii) the quality of our properties, including age, clear height, and configuration, and (iv) our tenants’ ability to meet their contractual obligations to us.

30

Table of Contents
The following table summarizes our Operating Portfolio leases that commenced during the three and nine months ended September 30, 2020. Certain leases contain rental concessions; any such rental concessions are accounted for on a straight-line basis over the term of the lease.
Operating PortfolioSquare Feet Cash
Basis Rent Per
Square Foot
SL Rent Per
Square Foot
Total Costs Per
Square
Foot(1)
Cash
Rent Change
SL Rent Change
Weighted Average Lease
Term(2)
(years)
Rental Concessions per Square Foot(3)
Three months ended September 30, 2020
New Leases1,576,265 $4.00 $3.97 $1.24 (4.7)%(5.2)%4.4 $1.10 
Renewal Leases4,006,340 $3.86 $4.01 $0.60 3.1 %7.9 %6.2 $0.40 
Total/weighted average5,582,605 $3.90 $4.00 $0.79 1.3 %4.7 %5.7 $0.60 
Nine months ended September 30, 2020
New Leases2,448,688 $3.99 $4.09 $1.94 (4.9)%(1.2)%5.8 $0.89 
Renewal Leases7,629,286 $4.13 $4.31 $0.76 3.6 %9.8 %5.7 $0.38 
Total/weighted average10,077,974 $4.10 $4.26 $1.04 1.7 %7.4 %5.7 $0.50 
(1)We define Total Costs as the costs for improvements of vacant and renewal spaces, as well as the contingent-based legal fees and commissions for leasing transactions. Total Costs per square foot represent the total costs expected to be incurred on the leases that commenced during the period and do not reflect actual expenditures for the period.
(2)We define weighted average lease term as the contractual lease term in years, assuming that tenants exercise no renewal options, purchase options, or early termination rights, weighted by square footage.
(3)Represents the total rental concessions for the entire lease term.

Additionally, for the three and nine months ended September 30, 2020, leases commenced totaling 82,420 and 564,358 square feet, respectively, related to the Value Add Portfolio and are excluded from the Operating Portfolio statistics above.

Property Operating Expenses

Our property operating expenses generally consist of utilities, real estate taxes, management fees, insurance, and site repair and maintenance costs. For the majority of our tenants, our property operating expenses are controlled, in part, by the triple net provisions in tenant leases. In our triple net leases, the tenant is responsible for all aspects of and costs related to the building and its operation during the lease term, including utilities, taxes, insurance and maintenance costs, but typically excluding roof and building structure. However, we also have modified gross leases and gross leases in our building portfolio. The terms of those leases vary and on some occasions we may absorb certain building related expenses of our tenants. In our modified gross leases, we are responsible for some building related expenses during the lease term, but the cost of most of the expenses is passed through to the tenant for reimbursement to us. In our gross leases, we are responsible for all costs related to the building and its operation during the lease term. Our overall performance will be affected by the extent to which we are able to pass-through property operating expenses to our tenants.

Scheduled Lease Expirations

Our ability to re-lease space subject to expiring leases will impact our results of operations and is affected by economic and competitive conditions in our markets and by the desirability of our individual buildings. Leases that comprise approximately 9.3% of our annualized base rental revenue will expire during the period from October 1, 2020 to September 30, 2021, excluding month-to-month leases. We assume, based upon internal renewal probability estimates that some of our tenants will renew and others will vacate and the associated space will be re-let subject to downtime assumptions. Using the aforementioned assumptions, we expect that the rental rates on the respective new leases will generally be the same as the rates under existing leases expiring during the period October 1, 2020 to September 30, 2021, thereby resulting in approximately the same revenue from the same space.

31

Table of Contents
The following table summarizes lease expirations for leases in place as of September 30, 2020, plus available space, for each of the ten calendar years beginning with 2020 and thereafter in our portfolio. The information in the table assumes that tenants exercise no renewal options and no early termination rights.
Lease Expiration YearNumber
of
Leases
Expiring
Total Rentable
Square Feet
% of
Total
Occupied
Square Feet
Total Annualized
Base Rental 
Revenue
(in thousands)
% of Total
Annualized
Base Rental Revenue
Available— 3,369,218 — — — 
Month-to-month leases586,591 0.7 %$2,725 0.7 %
Remainder of 20201,464,980 1.6 %8,861 2.2 %
202159 9,299,999 10.5 %41,847 10.4 %
202278 9,434,716 10.6 %41,881 10.4 %
202382 12,195,437 13.7 %49,848 12.4 %
202464 10,206,756 11.5 %46,104 11.5 %
202557 9,293,133 10.4 %41,176 10.3 %
202652 9,230,178 10.4 %41,727 10.4 %
202725 3,427,788 3.9 %17,347 4.3 %
202825 4,631,094 5.2 %20,436 5.1 %
202923 5,190,476 5.8 %23,347 5.8 %
Thereafter55 13,971,702 15.7 %66,083 16.5 %
Total531 92,302,068 100.0 %$401,382 100.0 %

Portfolio Summary

The following table summarizes information relating to diversification by building type in our portfolio as of September 30, 2020.

Square FootageAnnualized Base Rental Revenue
Building TypeNumber of BuildingsAmount%Occupancy RateAmount
(in thousands)
%
Warehouse/Distribution382 83,645,946 90.6 %96.8 %$359,659 89.6 %
Light Manufacturing70 7,902,777 8.6 %97.5 %38,498 9.6 %
Total Operating Portfolio/weighted average 
452 91,548,723 99.2 %96.9 %$398,157 99.2 %
Value Add/Other321,030 0.3 %14.0 %345 0.1 %
Flex/Office432,315 0.5 %48.9 %2,880 0.7 %
Total portfolio/weighted average 
462 92,302,068 100.0 %96.3 %$401,382 100.0 %

32

Table of Contents
Portfolio Acquisitions

The following table summarizes our acquisitions during the three and nine months ended September 30, 2020.
Market (1)
Date AcquiredSquare FeetNumber of BuildingsPurchase Price
(in thousands)
Detroit, MIJanuary 10, 2020491,049 $29,543 
Rochester, NYJanuary 10, 2020124,850 8,565 
Minneapolis/St Paul, MNFebruary 6, 2020139,875 10,460 
Sacramento, CAFebruary 6, 2020160,534 18,468 
Richmond, VAFebruary 6, 202078,128 5,481 
Milwaukee/Madison, WIFebruary 7, 202081,230 7,219 
Detroit, MIFebruary 11, 2020311,123 23,141 
Philadelphia, PAMarch 9, 202078,000 6,571 
Tulsa, OKMarch 9, 2020134,600 9,895 
Three months ended March 31, 20201,599,389 9 119,343 
Sacramento, CAJune 11, 202054,463 5,730 
Chicago, ILJune 29, 202067,817 6,184 
Three months ended June 30, 2020122,280 2 $11,914 
Philadelphia, PAAugust 31, 2020112,294 8,427 
Pittsburgh, PASeptember 3, 2020125,000 15,580 
Pittsburgh, PASeptember 24, 202066,387 6,685 
Charlotte, NCSeptember 28, 202050,000 5,729 
Cleveland, OHSeptember 29, 2020276,000 28,261 
Three months ended September 30, 2020629,681 5 64,682 
Nine months ended September 30, 20202,351,350 16 $195,939 
(1) As defined by CoStar Realty Information Inc (“CoStar”). If the building is located outside of a CoStar defined market, the city and state is reflected.

Portfolio Dispositions

During the nine months ended September 30, 2020, we sold five buildings comprised of approximately 1.7 million rentable square feet with a net book value of approximately $64.4 million to third parties. Net proceeds from the sales of rental property were approximately $121.3 million and we recognized the full gain on the sales of rental property, net, of approximately $56.9 million for the nine months ended September 30, 2020.

33

Table of Contents
Geographic Diversification
The following table summarizes information about the 20 largest markets in our portfolio based on total annualized base rental revenue as of September 30, 2020.
Top 20 Markets (1)
% of Total Annualized Base Rental Revenue
Philadelphia, PA9.3 %
Chicago, IL6.8 %
Greenville/Spartanburg, SC5.8 %
Pittsburgh, PA4.7 %
Detroit, MI4.5 %
Milwaukee/Madison, WI4.3 %
Minneapolis/St Paul, MN4.0 %
Houston, TX3.5 %
Charlotte, NC2.8 %
Indianapolis, IN2.5 %
Cincinnati/Dayton, OH2.5 %
Boston, MA2.5 %
West Michigan, MI2.4 %
Columbus, OH2.3 %
El Paso, TX2.2 %
Columbia, SC1.8 %
Westchester/So Connecticut, CT/NY1.7 %
Cleveland, OH1.7 %
Raleigh/Durham, NC1.6 %
Kansas City, MO1.5 %
Total68.4 %
(1) As defined by CoStar.

Industry Diversification

The following table summarizes information about the 20 largest tenant industries in our portfolio based on total annualized base rental revenue as of September 30, 2020.
Top 20 Tenant Industries (1)
% of Total Annualized Base Rental Revenue
Auto Components 11.9 %
Air Freight & Logistics 7.9 %
Commercial Services & Supplies7.2 %
Containers & Packaging 7.2 %
Household Durables 5.0 %
Machinery 5.0 %
Building Products 4.6 %
Food Products 4.5 %
Internet & Direct Mkt Retail 4.3 %
Media 3.9 %
Food & Staples Retailing 3.6 %
Electrical Equipment 3.1 %
Beverages 2.8 %
Specialty Retail 2.4 %
Electronic Equip, Instruments 2.2 %
Chemicals 2.0 %
Textiles, Apparel, Luxury Good1.9 %
Household Products 1.8 %
Metals & Mining 1.7 %
Oil, Gas & Consumable Fuels 1.4 %
Total84.4 %
(1) Industry classification based on Global Industry Classification Standard methodology.

34

Table of Contents
Tenant Diversification

The following table summarizes information about the 20 largest tenants in our portfolio based on total annualized base rental revenue as of September 30, 2020.
Top 20 Tenants (1)
Number of Leases% of Total Annualized Base Rental Revenue
Amazon52.9 %
General Service Administration11.8 %
XPO Logistics, Inc. 51.3 %
TriMas Corporation 41.0 %
Penguin Random House LLC 10.9 %
DS Smith North America 20.9 %
American Tire Distributors Inc50.9 %
Ford Motor Company 10.8 %
Carolina Beverage Group 20.8 %
Hachette Book Group, Inc. 10.8 %
Yanfeng US Automotive Interior20.8 %
Packaging Corp of America 50.8 %
FedEx Corporation 30.8 %
Schneider Electric USA, Inc. 30.8 %
Kenco Logistic Services, LLC 20.7 %
Perrigo Company 20.7 %
Generation Brands 10.7 %
DHL Supply Chain 40.7 %
R.R. Donnelley & Sons Company 50.7 %
WestRock Company 50.7 %
Total5919.5 %
(1) Includes tenants, guarantors, and/or non-guarantor parents.

Critical Accounting Policies

See “Critical Accounting Policies” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2019, for a discussion of our critical accounting policies and estimates.

Results of Operations

The following discussion of our results of our same store (as defined below) net operating income (“NOI”) should be read in conjunction with our consolidated financial statements. For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see “Non-GAAP Financial Measures” below. Same store results are considered to be useful to investors in evaluating our performance because they provide information relating to changes in building-level operating performance without taking into account the effects of acquisitions or dispositions. We encourage the reader to not only look at our same store results, but also our total portfolio results, due to historic and future growth.

We define same store properties as properties that were in the Operating Portfolio for the entirety of the comparative periods presented. The results for same store properties exclude termination fees, solar income, and revenue associated with one-time tenant reimbursements of capital expenditures. Same store properties exclude Operating Portfolio properties with expansions placed into service after December 31, 2018. On September 30, 2020, we owned 367 industrial buildings consisting of approximately 73.0 million square feet, which represents approximately 79.1% of our total portfolio, that are considered our same store portfolio in the analysis below. Same store occupancy decreased approximately 0.1% to 96.2% as of September 30, 2020 compared to 96.3% as of September 30, 2019.

Comparison of the three months ended September 30, 2020 to the three months ended September 30, 2019

The following table summarizes selected operating information for our same store portfolio and our total portfolio for the three months ended September 30, 2020 and 2019 (dollars in thousands). This table includes a reconciliation from our same store portfolio to our total portfolio by also providing information for the three months ended September 30, 2020 and 2019 with respect to the buildings acquired and disposed of and Operating Portfolio buildings with expansions placed into service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018 and our flex/office buildings and Value Add Portfolio.
35

Table of Contents

 Same Store PortfolioAcquisitions/DispositionsOtherTotal Portfolio
 Three months ended September 30,ChangeThree months ended September 30,Three months ended September 30,Three months ended September 30,Change
 20202019$%202020192020201920202019$%
Revenue          
Operating revenue          
Rental income$90,004 $89,678 $326 0.4 %$25,192 $10,958 $2,051 $1,658 $117,247 $102,294 $14,953 14.6 %
Other income33 64 (31)(48.4)%15 63 — — 48 127 (79)(62.2)%
Total operating revenue90,037 89,742 295 0.3 %25,207 11,021 2,051 1,658 117,295 102,421 14,874 14.5 %
Expenses         
Property15,772 15,376 396 2.6 %3,979 1,973 1,066 808 20,817 18,157 2,660 14.6 %
Net operating income (1)
$74,265 $74,366 $(101)(0.1)%$21,228 $9,048 $985 $850 96,478 84,264 12,214 14.5 %
Other expenses          
General and administrative     9,537 8,924 613 6.9 %
Depreciation and amortization     53,921 46,908 7,013 15.0 %
Loss on impairments3,172 4,413 (1,241)(28.1)%
Other expenses     436 458 (22)(4.8)%
Total other expenses      67,066 60,703 6,363 10.5 %
Total expenses     87,883 78,860 9,023 11.4 %
Other income (expense)         
Interest and other income      165 12 153 1,275.0 %
Interest expense     (15,928)(14,053)(1,875)13.3 %
Gain on involuntary conversion 1,500 — 1,500 100.0 %
Gain on the sales of rental property, net     9,060 1,670 7,390 442.5 %
Total other income (expense)     (5,203)(12,371)7,168 (57.9)%
Net income     $24,209 $11,190 $13,019 116.3 %
(1)For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see “Non-GAAP Financial Measures” below.

36

Table of Contents
Net Income

Net income for our total portfolio increased by $13.0 million, or 116.3%, to $24.2 million for the three months ended September 30, 2020, compared to $11.2 million for the three months ended September 30, 2019.

Same Store Total Operating Revenue

Same store total operating revenue consists primarily of rental income consisting of (i) fixed lease payments, variable lease payments, straight-line rental income, and above and below market lease amortization from our properties (“lease income”), and (ii) other tenant billings for insurance, real estate taxes and certain other expenses (“other billings”).

For a detailed reconciliation of our same store total operating revenue to net income, see the table above.

Same store rental income, which is comprised of lease income and other billings as discussed below, increased by $0.3 million, or 0.4%, to $90.0 million for the three months ended September 30, 2020 compared to $89.7 million for the three months ended September 30, 2019.

Same store lease income decreased by $1.0 million, or 1.2%, to $75.6 million for the three months ended September 30, 2020 compared to $76.6 million for the three months ended September 30, 2019. The decrease is partially attributable to the reduction of rental income of approximately $1.7 million for certain leases in which we determined that the future collectability was not reasonably assured, and accordingly, we converted to the cash basis of accounting and reversed any accounts receivable and accrued rent balances into rental income and did not recognize revenue for payments that were not received from the tenants. The decrease was also attributable to the reduction of base rent of approximately $1.5 million from tenant vacancies and downsizing, as well as a net increase in the amortization of net above market leases of approximately $0.4 million. These decreases were partially offset by an increase in rental income of approximately $2.6 million due to the execution of new leases and lease renewals with existing tenants.

Same store other billings increased by $0.8 million, or 5.9%, to $13.9 million for the three months ended September 30, 2020 compared to $13.1 million for the three months ended September 30, 2019. The increase was attributable to an increase of approximately $0.5 million related to other expense reimbursements due to new leases and an increase in real estate taxes levied by the taxing authority of approximately $0.3 million.

Same Store Operating Expenses

Same store operating expenses consist primarily of property operating expenses and real estate taxes and insurance.

For a detailed reconciliation of our same store operating expenses to net income, see the table above.

Total same store property operating expenses increased by $0.4 million, or 2.6%, to $15.8 million for the three months ended September 30, 2020 compared to $15.4 million for the three months ended September 30, 2019. This increase was primarily related to an increase in real estate taxes levied by the taxing authority of approximately $0.9 million, as well as an increase of $0.1 million related to insurance expense. These increases were partially offset by an decrease in repairs and maintenance expense and utilities expense of approximately $0.6 million.

Acquisitions and Dispositions Net Operating Income

For a detailed reconciliation of our acquisitions and dispositions NOI to net income, see the table above.

Subsequent to December 31, 2018, we acquired 80 buildings consisting of approximately 17.2 million square feet (excluding five buildings that were included in the Value Add Portfolio at September 30, 2020 or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018), and sold 14 buildings and two land parcels consisting of approximately 3.3 million square feet. For the three months ended September 30, 2020 and 2019, the buildings acquired after December 31, 2018 contributed approximately $21.2 million and $8.5 million to NOI, respectively. For the three months ended September 30, 2020 and 2019, the buildings sold after December 31, 2018 contributed approximately $20,000 and $0.5 million to NOI, respectively. Refer to Note 3 in the accompanying Notes to Consolidated Financial Statements for additional discussion regarding buildings acquired or sold.

37

Table of Contents
Other Net Operating Income

Our other assets include our flex/office buildings, Value Add Portfolio, and Operating Portfolio buildings with expansions placed in service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018. Other NOI also includes termination, solar, and other income adjustments from buildings in our same store portfolio.

For a detailed reconciliation of our other NOI to net income, see the table above.

At September 30, 2020, we owned eight flex/office buildings consisting of approximately 0.4 million square feet, two buildings in our Value Add Portfolio consisting of approximately 0.3 million square feet, and five buildings consisting of approximately 1.4 million square feet that were Operating Portfolio buildings with expansions placed in service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018. These buildings contributed approximately $1.4 million and $0.9 million to NOI for the three months ended September 30, 2020 and 2019, respectively. Additionally, there was approximately $(0.4) million and $15,000 of termination, solar, and other income adjustments from certain buildings in our same store portfolio for the three months ended September 30, 2020 and 2019, respectively.

Total Other Expenses

Total other expenses consist of general and administrative expenses, depreciation and amortization, loss on impairments, and other expenses.

Total other expenses increased $6.4 million, or 10.5%, for the three months ended September 30, 2020 to $67.1 million compared to $60.7 million for the three months ended September 30, 2019. The increase is primarily a result of an increase in depreciation and amortization of approximately $7.0 million due to an increase in the depreciable asset base as a result of net acquisitions. Additionally, general and administrative expenses increased by approximately $0.6 million primarily due to increases in compensation and other payroll costs. These increases were partially offset by a decrease in loss on impairments of approximately $1.2 million as discussed in Note 3 of the accompanying Notes to Consolidated Financial Statements.

Total Other Income (Expense)

Total other income (expense) consists of interest and other income, interest expense, gain on involuntary conversion, and gain on the sales of rental property, net. Interest expense includes interest incurred during the period as well as adjustments related to amortization of financing fees and debt issuance costs, and amortization of fair market value adjustments associated with the assumption of debt.

Total net other expense decreased $7.2 million, or 57.9%, for the three months ended September 30, 2020 to $5.2 million compared $12.4 million for the three months ended September 30, 2019. This decrease was primarily a result of an increase in the gain on the sales of rental property, net of approximately $7.4 million and a gain on involuntary conversion of approximately $1.5 million related to an eminent domain taking of a portion of a parcel of land that occurred during the three months ended September 30, 2020. Additionally, there was an increase of approximately $0.2 million in interest and other income due to an increased cash and cash equivalents balance during the three months ended September 30, 2020 compared to the three months ended September 30, 2019. These increases in other income were partially offset by an increase in interest expense of approximately $1.9 million which was primarily attributable to the funding of unsecured term loans on March 25, 2020 and December 18, 2019.

Comparison of the nine months ended September 30, 2020 to the nine months ended September 30, 2019

The following table summarizes selected operating information for our same store portfolio and our total portfolio for the nine months ended September 30, 2020 and 2019 (dollars in thousands). This table includes a reconciliation from our same store portfolio to our total portfolio by also providing information for the nine months ended September 30, 2020 and 2019 with respect to the buildings acquired and disposed of and Operating Portfolio buildings with expansions placed into service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018 and our flex/office buildings and Value Add Portfolio.

38

Table of Contents

 Same Store PortfolioAcquisitions/DispositionsOtherTotal Portfolio
 Nine months ended September 30,ChangeNine months ended September 30,Nine months ended September 30,Nine months ended September 30,Change
 20202019$%202020192020201920202019$%
Revenue                                     
Operating revenue          
Rental income$270,324 $268,675 $1,649 0.6 %$74,683 $20,621 $8,050 $4,975 $353,057 $294,271 $58,786 20.0 %
Other income304 396 (92)(23.2)%60 102 39 — 403 498 (95)(19.1)%
Total operating revenue270,628 269,071 1,557 0.6 %74,743 20,723 8,089 4,975 353,460 294,769 58,691 19.9 %
Expenses         
Property47,976 47,803 173 0.4 %11,688 4,234 3,492 2,586 63,156 54,623 8,533 15.6 %
Net operating income (1)
$222,652 $221,268 $1,384 0.6 %$63,055 $16,489 $4,597 $2,389 290,304 240,146 50,158 20.9 %
Other expenses          
General and administrative     29,316 26,723 2,593 9.7 %
Depreciation and amortization     160,215 133,844 26,371 19.7 %
Loss on impairments     3,172 9,757 (6,585)(67.5)%
Other expenses     1,500 1,284 216 16.8 %
Total other expenses      194,203 171,608 22,595 13.2 %
Total expenses     257,359 226,231 31,128 13.8 %
Other income (expense)       
Interest and other income 400 30 370 1,233.3 %
Interest expense     (46,125)(39,080)(7,045)18.0 %
Loss on extinguishment of debt     (834)— (834)100.0 %
Gain on involuntary conversion 2,157 — 2,157 100.0 %
Gain on the sales of rental property, net     56,864 3,261 53,603 1,643.8 %
Total other income (expense)     12,462 (35,789)48,251 (134.8)%
Net income     $108,563 $32,749 $75,814 231.5 %
(1)For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see “Non-GAAP Financial Measures” below.


39

Table of Contents
Net Income

Net income for our total portfolio increased by $75.8 million, or 231.5%, to $108.6 million for the nine months ended September 30, 2020 compared to $32.7 million for the nine months ended September 30, 2019.

Same Store Total Operating Revenue

Same store total operating revenue consists primarily of rental income consisting of (i) fixed lease payments, variable lease payments, straight-line rental income, and above and below market lease amortization from our properties (“lease income”), and (ii) other tenant billings for insurance, real estate taxes and certain other expenses (“other billings”).

For a detailed reconciliation of our same store total operating revenue to net income, see the table above.

Same store rental income, which is comprised of lease income and other billings as discussed below, increased by $1.6 million, or 0.6%, to $270.3 million for the nine months ended September 30, 2020 compared to $268.7 million for the nine months ended September 30, 2019.

Same store lease income increased by $0.5 million, or 0.2%, to $228.6 million for the nine months ended September 30, 2020 compared to $228.1 million for the nine months ended September 30, 2019. Approximately $7.2 million of the increase was attributable to rental increases due to the execution of new leases and lease renewals with existing tenants. This increase was partially offset by a reduction of rental income of approximately $3.4 million for certain leases in which we determined that the future collectability was not reasonably assured, and accordingly, we converted to the cash basis of accounting and reversed any accounts receivable and accrued rent balances into rental income and did not recognize revenue for payments that were not received from the tenants. Rental income also decreased due to the reduction of base rent of approximately $2.9 million from tenant vacancies and downsizing, as well as a net decrease in the amortization of net above market leases of approximately $0.4 million.

Same store other billings increased by $0.6 million, or 1.6%, to $41.2 million for the nine months ended September 30, 2020 compared to $40.6 million for the nine months ended September 30, 2019. The increase was primarily attributable to an increase in operating expense and insurance expense reimbursements of approximately $0.6 million due to new leases.

Same Store Operating Expenses

Same store operating expenses consist primarily of property operating expenses and real estate taxes and insurance.

For a detailed reconciliation of our same store operating expenses to net income, see the table above.

Total same store operating expenses increased by $0.2 million or 0.4% to $48.0 million for the nine months ended September 30, 2020 compared to $47.8 million for the nine months ended September 30, 2019. This increase was primarily related to an increase in real estate taxes levied by the taxing authority of approximately $1.1 million, as well as an increase in repairs and maintenance expense and insurance expense of approximately $0.3 million and $0.1 million, respectively. These increases were partially offset by a decrease in snow removal expense and utilities expense of approximately $1.0 million and $0.3 million, respectively.

Acquisitions and Dispositions Net Operating Income

For a detailed reconciliation of our acquisitions and dispositions NOI to net income, see the table above.

Subsequent to December 31, 2018, we acquired 80 buildings consisting of approximately 17.2 million square feet (excluding five buildings that were included in the Value Add Portfolio at September 30, 2020 or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018), and sold 14 buildings and two land parcels consisting of approximately 3.3 million square feet. For the nine months ended September 30, 2020 and September 30, 2019, the buildings acquired after December 31, 2018 contributed approximately $62.7 million and $13.4 million to NOI, respectively. For the nine months ended September 30, 2020 and September 30, 2019, the buildings sold after December 31, 2018 contributed approximately $0.4 million and $3.1 million to NOI, respectively. Refer to Note 3 in the accompanying Notes to Consolidated Financial Statements for additional discussion regarding buildings acquired or sold.

40

Table of Contents
Other Net Operating Income

Our other assets include our flex/office buildings, Value Add Portfolio, and Operating Portfolio buildings with expansions placed in service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018. Other NOI also includes termination, solar, and other income adjustments from buildings in our same store portfolio.

For a detailed reconciliation of our other NOI to net income, see the table above.

At September 30, 2020, we owned eight flex/office buildings consisting of approximately 0.4 million square feet, two buildings in our Value Add Portfolio consisting of approximately 0.3 million square feet, and five buildings consisting of approximately 1.4 million square feet that were Operating Portfolio buildings with expansions placed in service or transferred from the Value Add Portfolio to the Operating Portfolio after December 31, 2018. These buildings contributed approximately $4.2 million and $2.3 million to NOI for the nine months ended September 30, 2020 and September 30, 2019, respectively. Additionally, there was $0.4 million and $0.1 million of termination, solar, and other income adjustments from certain buildings in our same store portfolio for the nine months ended September 30, 2020 and September 30, 2019, respectively.

Total Other Expenses

Total other expenses consist of general and administrative expenses, depreciation and amortization, loss on impairments, and other expenses.

Total other expenses increased $22.6 million, or 13.2%, to $194.2 million for the nine months ended September 30, 2020 compared to $171.6 million for the nine months ended September 30, 2019. This is primarily a result of an increase in depreciation and amortization of approximately $26.4 million as a result of net acquisitions that increased the depreciable asset base, as well as an increase of approximately $2.6 million in general and administrative expense primarily due to increases in compensation and other payroll costs. These increases were partially offset by a reduction in loss on impairments of approximately $6.6 million as discussed in Note 3 of the accompanying Notes to Consolidated Financial Statements.

Total Other Income (Expense)

Total other income (expense) consists of interest and other income, interest expense, loss on extinguishment of debt, gain on involuntary conversion, and gain on the sales of rental property, net. Interest expense includes interest incurred during the period as well as adjustments related to amortization of financing fees and debt issuance costs, and amortization of fair market value adjustments associated with the assumption of debt.

Total other income (expense) increased $48.3 million, or 134.8%, to a total net other income of $12.5 million for the nine months ended September 30, 2020 compared to $35.8 million total net other expense for the nine months ended September 30, 2019. This increase is primarily the result of an increase in gain on the sales of rental property, net of approximately $53.6 million and a gain on involuntary conversion of approximately $2.2 million related to an eminent domain taking of a portion of a parcel of land that occurred during the nine months ended September 30, 2020. Additionally, there was an increase of approximately $0.4 million in interest and other income due to an increased cash and cash equivalents balance during the nine months ended September 30, 2020 compared to the nine months ended September 30, 2019. These increases were partially offset by an increase in interest expense of approximately $7.0 million which was primarily attributable to the funding of unsecured term loans on March 25, 2020, December 18, 2019, and July 25, 2019. Additionally, we recognized a loss on extinguishment of debt of approximately $0.8 million during the nine months ended September 30, 2020 that was primarily related to the refinance of the Unsecured Term Loan B and the Unsecured Term Loan C on April 17, 2020, as discussed in Note 4 of the accompanying Notes to Consolidated Financial Statements.

Non-GAAP Financial Measures

In this report, we disclose funds from operations (“FFO”) and NOI, which meet the definition of “non-GAAP financial measures” as set forth in Item 10(e) of Regulation S-K promulgated by the Securities and Exchange Commission (“SEC”). As a result, we are required to include in this report a statement of why management believes that presentation of these measures provides useful information to investors.

41

Table of Contents
Funds From Operations

FFO should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further, FFO should be compared with our reported net income (loss) in accordance with GAAP, as presented in our consolidated financial statements included in this report.

We calculate FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”). FFO represents GAAP net income (loss), excluding gains (or losses) from sales of depreciable operating buildings, land sales, impairment write-downs of depreciable real estate, real estate related depreciation and amortization (excluding amortization of deferred financing costs and fair market value of debt adjustment) and after adjustments for unconsolidated partnerships and joint ventures.

Management uses FFO as a supplemental performance measure because it is a widely recognized measure of the performance of REITs. FFO may be used by investors as a basis to compare our operating performance with that of other REITs.

However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our buildings that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our buildings, all of which have real economic effects and could materially impact our results from operations, the utility of FFO as a measure of our performance is limited. In addition, other REITs may not calculate FFO in accordance with the NAREIT definition, and, accordingly, our FFO may not be comparable to such other REITs’ FFO. FFO should not be used as a measure of our liquidity, and is not indicative of funds available for our cash needs, including our ability to pay dividends.

The following table sets forth a reconciliation of our FFO attributable to common stockholders and unit holders for the periods presented to net income, the nearest GAAP equivalent.
Three months ended September 30,Nine months ended September 30,
Reconciliation of Net Income to FFO (in thousands)2020201920202019
Net income$24,209 $11,190 $108,563 $32,749 
Rental property depreciation and amortization53,853 46,834 160,007 133,622 
Loss on impairments3,172 4,413 3,172 9,757 
Gain on the sales of rental property, net(9,060)(1,670)(56,864)(3,261)
FFO72,174 60,767 214,878 172,867 
Preferred stock dividends(1,289)(1,289)(3,867)(3,867)
Amount allocated to restricted shares of common stock and unvested units(184)(218)(590)(697)
FFO attributable to common stockholders and unit holders$70,701 $59,260 $210,421 $168,303 

Net Operating Income

We consider NOI to be an appropriate supplemental performance measure to net income (loss) because we believe it helps investors and management understand the core operations of our buildings. NOI is defined as rental income, which includes billings for common area maintenance, real estate taxes and insurance, less property expenses and real estate taxes and insurance. NOI should not be viewed as an alternative measure of our financial performance since it excludes expenses which could materially impact our results of operations. Further, our NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating NOI.
42

Table of Contents

The following table sets forth a reconciliation of our NOI for the periods presented to net income, the nearest GAAP equivalent.

Three months ended September 30,Nine months ended September 30,
Reconciliation of Net Income to NOI (in thousands)2020201920202019
Net income$24,209 $11,190 $108,563 $32,749 
General and administrative9,537 8,924 29,316 26,723 
Transaction costs23 94 82 247 
Depreciation and amortization53,921 46,908 160,215 133,844 
Interest and other income(165)(12)(400)(30)
Interest expense15,928 14,053 46,125 39,080 
Loss on impairments3,172 4,413 3,172 9,757 
Gain on involuntary conversion (1,500)— (2,157)— 
Loss on extinguishment of debt— — 834 — 
Other expenses413 364 1,418 1,037 
Gain on the sales of rental property, net(9,060)(1,670)(56,864)(3,261)
Net operating income $96,478 $84,264 $290,304 $240,146 

Cash Flows

Comparison of the nine months ended September 30, 2020 to the nine months ended September 30, 2019

The following table summarizes our cash flows for the nine months ended September 30, 2020 compared to the nine months ended September 30, 2019.
 Nine months ended September 30,Change
Cash Flows (dollars in thousands)20202019$%  
Net cash provided by operating activities$224,131 $174,930 $49,201 28.1 %
Net cash used in investing activities$114,041 $765,675 $(651,634)(85.1)%
Net cash provided by (used in) financing activities$(47,194)$577,476 $(624,670)(108.2)%
 
Net cash provided by operating activities increased $49.2 million to $224.1 million for the nine months ended September 30, 2020 compared to $174.9 million for the nine months ended September 30, 2019. The increase was primarily attributable to incremental operating cash flows from property acquisitions completed after September 30, 2019, and operating performance at existing properties. These increases were partially offset by the loss of cash flows from property dispositions completed after September 30, 2019 and fluctuations in working capital due to timing of payments and rental receipts.

Net cash used in investing activities decreased $651.6 million to $114.0 million for the nine months ended September 30, 2020 compared to $765.7 million for the nine months ended September 30, 2019. The decrease was primarily attributable to an increase in proceeds from sales of rental property, net related to the disposition of five buildings during the nine months ended September 30, 2020 for net proceeds of approximately $121.3 million, compared to the nine months ended September 30, 2019 where we sold six buildings and two land parcels for net proceeds of approximately $23.7 million. The decrease was also attributable to the acquisition of 16 buildings for a total cash consideration of approximately $195.4 million for the nine months ended September 30, 2020 compared to the acquisition of 46 buildings for a total cash consideration of approximately $748.0 million for the nine months ended September 30, 2019.

Net cash provided by (used in) financing activities decreased $624.7 million to $(47.2) million for the nine months ended September 30, 2020 compared to $577.5 million for the nine months ended September 30, 2019. The decrease in net cash provided (used in) by financing activities is primarily attributable to a decrease of net proceeds from the sales of common stock of approximately $395.8 million, an increase of net cash outflow on our unsecured credit facility of approximately $123.5 million and our unsecured term loans of $75.0 million, and an increase of approximately $29.0 million in dividends paid during the nine months ended September 30, 2020 compared to the nine months ended September 30, 2019.
43

Table of Contents

Liquidity and Capital Resources

We believe that our liquidity needs will be satisfied through cash flows generated by operations, disposition proceeds, and financing activities. Operating cash flow is primarily rental income, expense recoveries from tenants, and other income from operations and is our principal source of funds that we use to pay operating expenses, debt service, recurring capital expenditures and the distributions required to maintain our REIT qualification. We look to the capital markets (common equity, preferred equity, and debt) to primarily fund our acquisition activity. We seek to increase cash flows from our properties by maintaining quality standards for our buildings that promote high occupancy rates and permit increases in rental rates while reducing tenant turnover and controlling operating expenses. We believe that our revenue, together with proceeds from building sales and debt and equity financings, will continue to provide funds for our short-term and medium-term liquidity needs.

Our short-term liquidity requirements consist primarily of funds to pay for operating expenses and other expenditures directly associated with our buildings, including interest expense, interest rate swap payments, scheduled principal payments on outstanding indebtedness, funding of property acquisitions under contract, general and administrative expenses, and capital expenditures for tenant improvements and leasing commissions.

Our long-term liquidity needs, in addition to recurring short-term liquidity needs as discussed above, consist primarily of funds necessary to pay for acquisitions, non-recurring capital expenditures, and scheduled debt maturities. We intend to satisfy our long-term liquidity needs through cash flow from operations, the issuance of equity or debt securities, other borrowings, property dispositions, or, in connection with acquisitions of certain additional buildings, the issuance of common units in the Operating Partnership.

In response to the COVID-19 pandemic, we have worked to ensure that we maintain adequate liquidity. On April 17, 2020 we refinanced the Unsecured Term Loan B and the Unsecured Term Loan C, as discussed in “Indebtedness Outstanding” below. As of September 30, 2020, we had total immediate liquidity of approximately $567.1 million, comprised of $70.1 million of cash and cash equivalents and $497.0 million of immediate availability on our unsecured credit facility. When incorporating the remaining undrawn balance available on our unsecured credit facility and the approximately $132.5 million of forward equity proceeds available to us at our option through January 13, 2021, our total liquidity as of September 30, 2020 was approximately $699.6 million, with a material amount of that liquidity comprised of cash and cash equivalents.

In addition, we require funds for future dividends to be paid to our common and preferred stockholders and unit holders in the Operating Partnership. These distributions on our common stock are voluntary (at the discretion of our board of directors), to the extent we have satisfied distribution requirements in order to maintain our REIT status for federal income tax purposes, and may be reduced or stopped if needed to fund other liquidity requirements or for other reasons. The following table summarizes the dividends attributable to our outstanding common stock that had a record date during the nine months ended September 30, 2020.

Month Ended 2020Declaration DateRecord DatePer SharePayment Date
September 30July 9, 2020September 30, 2020$0.12 October 15, 2020
August 31July 9, 2020August 31, 20200.12 September 15, 2020
July 31July 9, 2020July 31, 20200.12 August 17, 2020
June 30April 9, 2020June 30, 20200.12 July 15, 2020
May 31April 9, 2020May 29, 20200.12 June 15, 2020
April 30April 9, 2020April 30, 20200.12 May 15, 2020
March 31January 8, 2020March 31, 20200.12 April 15, 2020
February 29January 8, 2020February 28, 20200.12 March 16, 2020
January 31January 8, 2020January 31, 20200.12 February 18, 2020
Total $1.08  

On October 9, 2020, our board of directors declared the common stock dividends for the months ending October 31, 2020, November 30, 2020, and December 31, 2020 at a monthly rate of $0.12 per share of common stock.

44

Table of Contents
During the nine months ended September 30, 2020, we declared quarterly cumulative dividends on the 6.875% Series C Cumulative Redeemable Preferred Stock (“Series C Preferred Stock”) at a rate equivalent to the fixed annual rate of $1.71875 per share. The following table summarizes the dividends on the Series C Preferred Stock during the nine months ended September 30, 2020.
Quarter Ended 2020Declaration DateSeries C
Preferred Stock Per Share
Payment Date
September 30July 9, 2020$0.4296875 September 30, 2020
June 30April 9, 2020$0.4296875 June 30, 2020
March 31January 8, 20200.4296875 March 31, 2020
Total $1.2890625  

On October 9, 2020, our board of directors declared the Series C Preferred Stock dividends for the quarter ending December 31, 2020 at a quarterly rate of $0.4296875 per share.

Indebtedness Outstanding

The following table summarizes certain information with respect to our indebtedness outstanding as of September 30, 2020
LoanPrincipal Outstanding as of September 30, 2020 (in thousands)
Interest 
Rate(1)(2)
Maturity Date
Prepayment Terms(3) 
Unsecured credit facility:
Unsecured Credit Facility(4)
$— L + 0.90%January 12, 2024i
Total unsecured credit facility 
Unsecured term loans:
Unsecured Term Loan A150,000 3.38 %March 31, 2022i
Unsecured Term Loan D150,000 2.85 %January 4, 2023i
Unsecured Term Loan G(5)
300,000 2.77 %April 18, 2023i
Unsecured Term Loan E175,000 3.92 %January 15, 2024i
Unsecured Term Loan F200,000 3.11 %January 12, 2025i
Total unsecured term loans975,000 
Less: Total unamortized deferred financing fees and debt issuance costs(4,304)
Total carrying value unsecured term loans, net970,696 
Unsecured notes:
Series F Unsecured Notes100,000 3.98 %

January 5, 2023ii
Series A Unsecured Notes50,000 4.98 %October 1, 2024ii
Series D Unsecured Notes100,000 4.32 %February 20, 2025ii
Series G Unsecured Notes75,000 4.10 %June 13, 2025ii
Series B Unsecured Notes50,000 4.98 %July 1, 2026ii
Series C Unsecured Notes80,000 4.42 %December 30, 2026ii
Series E Unsecured Notes20,000 4.42 %February 20, 2027ii
Series H Unsecured Notes100,000 4.27 %June 13, 2028ii
Total unsecured notes575,000 

Less: Total unamortized deferred financing fees and debt issuance costs(1,819)

Total carrying value unsecured notes, net573,181 


Mortgage notes (secured debt):

Wells Fargo Bank, National Association CMBS Loan49,013 4.31 %December 1, 2022iii
Thrivent Financial for Lutherans3,587 4.78 %December 15, 2023iv
Total mortgage notes 52,600 
Add: Total unamortized fair market value premiums31 
Less: Total unamortized deferred financing fees and debt issuance costs (266)
Total carrying value mortgage notes, net52,365 
Total / weighted average interest rate(6)
$1,596,242 3.62 %

(1)Interest rate as of September 30, 2020. At September 30, 2020, the one-month LIBOR (“L”) was 0.14825%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The spread over the applicable rate for our unsecured credit facility and unsecured term loans is based on the our debt rating, as defined in the respective loan agreements.
(2)The unsecured term loans have a stated interest rate of one-month LIBOR plus a spread of 1.0%, with the exception of the Unsecured Term Loan G which has a spread of 1.5% and is subject to a minimum rate for LIBOR of 0.25%. As of September 30, 2020, one-month LIBOR for the Unsecured Term Loans
45

Table of Contents
A, D, E, F, and G was swapped to a fixed rate of 2.38%, 1.85%, 2.92%, 2.11%, and 1.17%, respectively. One-month LIBOR for the Unsecured Term Loan G will be swapped to a fixed rate of 0.28% effective March 19, 2021.
(3)Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; (iii) pre-payable without penalty three months prior to the maturity date, however can be defeased; and (iv) pre-payable without penalty three months prior to the maturity date.
(4)The capacity of the unsecured credit facility is $500.0 million. The initial maturity date is January 15, 2023, which may be extended pursuant to two six-month extension options exercisable at our discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(5)The initial maturity date is April 16, 2021, which may be extended pursuant to two one-year extension options exercisable at our discretion upon advance written notice. Exercise of each one-year option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(6)The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $975.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums.

The aggregate undrawn nominal commitments on the unsecured credit facility and unsecured term loans as of September 30, 2020 was approximately $497.0 million, including issued letters of credit. Our actual borrowing capacity at any given point in time may be less and is restricted to a maximum amount based on our debt covenant compliance.

Our unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes are subject to ongoing compliance with a number of financial and other covenants. As of September 30, 2020, we were in compliance with the applicable financial covenants.

On April 17, 2020, we entered into the $300.0 million Unsecured Term Loan G with Wells Fargo, National Association, as administrative agent on behalf of the various lenders under the agreement. In connection with execution of the Unsecured Term Loan G, the Unsecured Term Loan B and Unsecured Term Loan C were paid in full. As of September 30, 2020, the Unsecured Term Loan G bore an interest rate of LIBOR plus a spread of 1.5% based on our debt rating, as defined in the loan agreement, and subject to a minimum rate for LIBOR of 0.25%. The Unsecured Term Loan G matures on April 16, 2021, subject to two one-year extension options at our discretion, and subject to certain conditions (other than lender discretion) such as the absence of default and the payment of an extension fee. We intend to exercise both extension options. To exercise the extension options we are required pay a fee equal to (i) 0.15% of the outstanding amount on the effective day of the first extension period and (ii) 0.20% of the outstanding amount on the effective day of the second extension period. The Unsecured Term Loan G has an accordion feature that allows us to increase its borrowing capacity to $600.0 million, subject to the satisfaction of certain conditions and lender consents. The Company and certain wholly owned subsidiaries of the Operating Partnership are guarantors of the Unsecured Term Loan G. The agreement also contains financial and other covenants substantially similar to the covenants in our unsecured credit facility.

The following table summarizes our debt capital structure as of September 30, 2020.

Debt Capital StructureSeptember 30, 2020
Total principal outstanding (in thousands)$1,602,600 
Weighted average duration (years)3.6 
% Secured debt3.3 %
% Debt maturing next 12 months— %
Net Debt to Real Estate Cost Basis(1)
32.3 %
(1)We define Net Debt as our amounts outstanding under our unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes, less cash and cash equivalents. We define Real Estate Cost Basis as the book value of rental property and deferred leasing intangibles, exclusive of the related accumulated depreciation and amortization.

We regularly pursue new financing opportunities to ensure an appropriate balance sheet position. As a result of these dedicated efforts, we are confident in our ability to meet future debt maturities and building acquisition funding needs. We believe that our current balance sheet is in an adequate position at the date of this filing, despite possible volatility in the credit markets.

Our interest rate exposure as it relates to interest expense payments on our floating rate debt is managed through our use of interest rate swaps, which fix the rate of our long term floating rate debt. For a detailed discussion on our use of interest rate swaps, see “Interest Rate Risk” below.

46

Table of Contents
Equity

Preferred Stock

The following table summarizes our outstanding preferred stock issuances as of September 30, 2020.
Preferred Stock IssuancesIssuance DateNumber of SharesLiquidation Value Per ShareInterest Rate
Series C Preferred StockMarch 17, 20163,000,000 $25.00 6.875 %

Common Stock

The following table summarizes our at-the-market (“ATM”) common stock offering program as of September 30, 2020. We may from time to time sell common stock through sales agents under the program. There was no activity under the ATM common stock offering program during the three months ended September 30, 2020.
ATM Common Stock Offering ProgramDateMaximum Aggregate Offering Price (in thousands)Aggregate Common Stock Available as of September 30, 2020 (in thousands)
2019 $600 million ATMFebruary 14, 2019$600,000 $318,248 

On January 13, 2020, we completed an underwritten public offering of an aggregate 10,062,500 shares of common stock at a price to the underwriters of $30.9022 per share, consisting of (i) 5,600,000 shares offered directly by us and (ii) 4,462,500 shares offered by the forward dealer in connection with certain forward sale agreements (including 1,312,500 shares offered pursuant to the underwriters’ option to purchase additional shares, which option was exercised in full). The offering closed on January 16, 2020 and we received net proceeds from the sale of shares offered directly by us of approximately $173.1 million. Subject to our right to elect cash or net share settlement, we have the ability to settle the forward sales agreements at any time through scheduled maturity date of the forward sale agreements of January 13, 2021.

Noncontrolling Interest

We own our interests in all of our properties and conduct substantially all of our business through the Operating Partnership. We are the sole member of the sole general partner of the Operating Partnership. As of September 30, 2020, we owned approximately 97.8% of the Operating Partnership, and our current and former executive officers, directors, senior employees and their affiliates, and third parties who contributed properties to us in exchange for common units in our Operating Partnership, owned the remaining 2.2%.

Interest Rate Risk

We use interest rate swaps to fix the rate of our variable rate debt. As of September 30, 2020, all of our outstanding variable rate debt, with the exception of our unsecured credit facility, was fixed with interest rate swaps through maturity.

We recognize all derivatives on the balance sheet at fair value. If the derivative is designated as a hedge, depending on the nature of the hedge, changes in the fair value of derivatives are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in other comprehensive income (loss), which is a component of equity. Derivatives that are not designated as hedges must be adjusted to fair value and the changes in fair value must be reflected as income or expense.

We have established criteria for suitable counterparties in relation to various specific types of risk. We only use counterparties that have a credit rating of no lower than investment grade at swap inception from Moody’s Investor Services, Standard & Poor’s, or Fitch Ratings or other nationally recognized rating agencies.

47

Table of Contents
The following table details our outstanding interest rate swaps as of September 30, 2020.

Interest Rate
Derivative Counterparty
Trade Date    Effective DateNotional Amount
(in thousands)
Fair Value
(in thousands)
Pay Fixed Interest RateReceive Variable Interest RateMaturity Date
Royal Bank of CanadaJan-08-2015Mar-20-2015$25,000 $(182)1.7090 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Mar-20-2015$25,000 $(182)1.7105 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Sep-10-2017$100,000 $(970)2.2255 %One-month LMar-21-2021
Wells Fargo, N.A.Jan-08-2015Mar-20-2015$25,000 $(639)1.8280 %One-month LMar-31-2022
The Toronto-Dominion BankJan-08-2015Feb-14-2020$25,000 $(874)2.4535 %One-month LMar-31-2022
Regions BankJan-08-2015Feb-14-2020$50,000 $(1,766)2.4750 %One-month LMar-31-2022
Capital One, N.A.Jan-08-2015Feb-14-2020$50,000 $(1,808)2.5300 %One-month LMar-31-2022
The Toronto-Dominion BankJul-20-2017Oct-30-2017$25,000 $(979)1.8485 %One-month LJan-04-2023
Royal Bank of CanadaJul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
Wells Fargo, N.A.Jul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$25,000 $(978)1.8485 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$50,000 $(1,956)1.8475 %One-month LJan-04-2023
The Toronto-Dominion BankApr-20-2020Sep-29-2020$75,000 $(272)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Sep-29-2020$75,000 $(279)0.2790 %One-month LApr-18-2023
The Toronto-Dominion BankApr-20-2020Mar-19-2021$75,000 $(230)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Mar-19-2021$75,000 $(239)0.2800 %One-month LApr-18-2023
The Toronto-Dominion BankJul-24-2018Jul-26-2019$50,000 $(4,568)2.9180 %One-month LJan-12-2024
PNC Bank, N.A.Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
Bank of Montreal Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
U.S. Bank, N.A.Jul-24-2018Jul-26-2019$25,000 $(2,284)2.9190 %One-month LJan-12-2024
Wells Fargo, N.A.May-02-2019Jul-15-2020$50,000 $(4,412)2.2460 %One-month LJan-15-2025
U.S. Bank, N.A.May-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Regions BankMay-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Bank of MontrealJul-16-2019Jul-15-2020$50,000 $(3,276)1.7165 %One-month LJan-15-2025

The swaps outlined in the above table were all designated as cash flow hedges of interest rate risk, and all are valued as Level 2 financial instruments. Level 2 financial instruments are defined as significant other observable inputs. As of September 30, 2020, the fair value of all of our 24 interest rate swaps were in a liability position of approximately $45.8 million, including any adjustment for nonperformance risk related to these agreements.

As of September 30, 2020, we had $975.0 million of variable rate debt. As of September 30, 2020, all of our outstanding variable rate debt, with the exception of our unsecured credit facility, was fixed with interest rate swaps through maturity. To the extent interest rates increase, interest costs on our floating rate debt not fixed with interest rate swaps will increase, which could adversely affect our cash flow and our ability to pay principal and interest on our debt and our ability to make distributions to our security holders. From time to time, we may enter into interest rate swap agreements and other interest rate hedging contracts, including swaps, caps and floors. In addition, an increase in interest rates could decrease the amounts third parties are willing to pay for our assets, thereby limiting our ability to change our portfolio promptly in response to changes in economic or other conditions.

Off-balance Sheet Arrangements

As of September 30, 2020, we had letters of credit related to development projects and certain other agreements of approximately $3.0 million. As of September 30, 2020, we had no other material off-balance sheet arrangements.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

Our future income, cash flows and fair values relevant to financial instruments are dependent upon prevailing market interest rates. Market risk refers to the risk of loss from adverse changes in market prices and interest rates. The primary market risk we are exposed to is interest rate risk.  We have used derivative financial instruments to manage, or hedge, interest rate risks related to our borrowings, primarily through interest rate swaps.

As of September 30, 2020, we had $975.0 million of variable rate debt outstanding. As of September 30, 2020, all of our outstanding variable rate debt, with the exception of our unsecured credit facility which had a balance of zero, was fixed with interest rate swaps through maturity. To the extent we undertake additional variable rate indebtedness, if interest rates increase, then so will the interest costs on our unhedged variable rate debt, which could adversely affect our cash flow and our ability to
48

Table of Contents
pay principal and interest on our debt and our ability to make distributions to our security holders. Further, rising interest rates could limit our ability to refinance existing debt when it matures or significantly increase our future interest expense. From time to time, we enter into interest rate swap agreements and other interest rate hedging contracts, including swaps, caps and floors. While these agreements are intended to lessen the impact of rising interest rates on us, they also expose us to the risk that the other parties to the agreements will not perform, we could incur significant costs associated with the settlement of the agreements, the agreements will be unenforceable and the underlying transactions will fail to qualify as highly-effective cash flow hedges under GAAP. In addition, an increase in interest rates could decrease the amounts third parties are willing to pay for our assets, thereby limiting our ability to change our portfolio promptly in response to changes in economic or other conditions.

Item 4.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As required by SEC Rule 13a-15(b), we have evaluated, under the supervision of and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act, as of September 30, 2020. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures for the periods covered by this report were effective to provide reasonable assurance that information required to be disclosed by our Company in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls

There was no change to our internal control over financial reporting during the quarter ended September 30, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

49

Table of Contents
PART II. Other Information

Item 1.  Legal Proceedings
From time to time, we are a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of our business. We are not currently a party, as plaintiff or defendant, to any legal proceedings which, individually or in the aggregate, would be expected to have a material effect on our business, financial condition or results of operations if determined adversely to our company.

Item 1A.  Risk Factors
Other than the following, there have been no material changes from the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on February 12, 2020.

The COVID-19 pandemic or any future pandemic, epidemic or outbreak of infectious disease could have material and adverse effects on our business, financial condition, results of operations and cash flows and the markets and communities in which we and our tenants operate.

The COVID-19 pandemic has severely impacted global economic activity and caused significant volatility and negative pressure in financial markets. The global impact of the outbreak continues to rapidly evolve and many countries, including the United States, have reacted by instituting quarantines, mandating business and school closures and restricting travel. As a result, the COVID-19 pandemic is negatively impacting almost every industry directly or indirectly. Additionally, in June, the National Bureau of Economic Research announced that the United States entered into a recession in February 2020. The rapid development and fluidity of the COVID-19 pandemic precludes any prediction as to the ultimate adverse impact of COVID-19.

The COVID-19 pandemic or any future pandemic, epidemic or outbreak of infectious disease affecting states or regions in which we or our tenants operate could have material and adverse effects on our business, financial condition, results of operations and cash flows due to, among other factors:

health or other government authorities requiring the closure of offices or other businesses or instituting quarantines of personnel as the result of, or in order to avoid, exposure to a contagious disease;
disruption in supply and delivery chains;
a general decline in business activity and demand for real estate;
the repurposing or redevelopment of retail properties made defunct by the pandemic into industrial properties;
reduced economic activity, general economic decline or recession, which may impact our tenants’ businesses, financial condition and liquidity and may cause one or more of our tenants to be unable to make rent payments to us timely, or at all, or to otherwise seek modifications of lease obligations;
difficulty accessing debt and equity capital on attractive terms, or at all, and a severe disruption and instability in the global financial markets or deteriorations in credit and financing conditions, which may affect our access to capital necessary to fund business operations or address maturing liabilities on a timely basis; and
the potential negative impact on the health of our personnel, particularly if a significant number of our employees are impacted, which would result in a deterioration in our ability to ensure business continuity during a disruption.

The ultimate impact of the COVID-19 pandemic or a similar health epidemic is highly uncertain and subject to change. We do not yet know the full extent of potential impacts on our business and operations, our tenant’s business and operations or the global economy as a whole. While the spread of COVID-19 may eventually be contained or mitigated, there is no guarantee that a future outbreak or any other widespread epidemics will not occur, or that the global economy will recover, either of which could materially harm our business.

The rapid development and fluidity of this situation precludes any prediction as to the full adverse impact of the COVID-19 pandemic. The COVID-19 pandemic presents material uncertainty and risk with respect to our financial condition, results of operations, cash flows and performance. Moreover, many risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on February 12, 2020, should be interpreted as heightened risks as a result of the impact of the COVID-19 pandemic.

50

Table of Contents
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Equity Securities

During the quarter ended September 30, 2020, the Operating Partnership issued 85,966 common units in the Operating Partnership upon exchange of outstanding long term incentive plan units issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated. Subject to certain restrictions, common units in the Operating Partnership may be redeemed for cash in an amount equal to the value of a share of common stock or, at our election, for a share of common stock on a one-for-one basis.

During the quarter ended September 30, 2020, we issued 282,374 shares of common stock upon redemption of 282,374 common units in the Operating Partnership held by various limited partners. The issuance of such shares of common stock was either registered under the Securities Act or effected in reliance upon an exemption from registration provided by Section 4(a)(2) under the Securities Act and the rules and regulations promulgated thereunder. We relied on the exemption based on representations given by the holders of the common units.

All other issuances of unregistered securities during the quarter ended September 30, 2020, if any, have previously been disclosed in filings with the SEC.

Item 3. Defaults Upon Senior Securities

None.

Item 4.  Mine Safety Disclosures
Not applicable.

Item 5.  Other Information

None.
51

Table of Contents
Item 6.  Exhibits
Exhibit 
Number
Description of Document
31.1 *
31.2 *
32.1 **
101.INS *Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH *Inline XBRL Taxonomy Extension Schema Document
101.CAL *Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF *Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB *Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE *Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 *Cover Page Interactive Date File (formatted as Inline XBRL and contained in Exhibit 101)
*    Filed herewith.
**    Furnished herewith.





52

Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
  STAG INDUSTRIAL, INC.
  
Date: November 5, 2020BY:
/s/ WILLIAM R. CROOKER
  William R. Crooker
  Chief Financial Officer, Executive Vice President and Treasurer (Principal Financial Officer)
BY:
/s/ JACLYN M. PAUL
Jaclyn M. Paul
Chief Accounting Officer, Senior Vice President (Principal Accounting Officer)

53
Document

Exhibit 31.2
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, William R. Crooker, certify that:
1.I have reviewed this quarterly report on Form 10-Q of STAG Industrial, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 5, 2020/s/ WILLIAM R. CROOKER
William R. Crooker
Chief Financial Officer, Executive Vice President
and Treasurer


Document

Exhibit 31.1
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Benjamin S. Butcher, certify that:
1.I have reviewed this quarterly report on Form 10-Q of STAG Industrial, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 5, 2020/s/ BENJAMIN S. BUTCHER
Benjamin S. Butcher
Chairman, Chief Executive Officer and President



Document

Exhibit 32.1
Certification Pursuant To
18 U.S.C. Section 1350,
as Adopted Pursuant to
Section 906 of The Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report of STAG Industrial, Inc. on Form 10-Q for the period ended September 30, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned officers of STAG Industrial, Inc., certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)the Report, containing the financial statements, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of STAG Industrial, Inc.
Date: November 5, 2020/s/ BENJAMIN S. BUTCHER
Benjamin S. Butcher
Chairman, Chief Executive Officer and President
  
 /s/ WILLIAM R. CROOKER
 
William R. Crooker
Chief Financial Officer, Executive Vice President and Treasurer


v3.20.2
Document and Entity Information - shares
9 Months Ended
Sep. 30, 2020
Nov. 04, 2020
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2020  
Document Transition Report false  
Entity File Number 1-34907  
Entity Registrant Name STAG Industrial, Inc.  
Entity Incorporation, State or Country Code MD  
Entity Tax Identification Number 27-3099608  
Entity Address, Address Line One One Federal Street  
Entity Address, Address Line Two 23rd Floor  
Entity Address, City or Town Boston,  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 02110  
City Area Code 617  
Local Phone Number 574-4777  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   149,230,244
Entity Central Index Key 0001479094  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q3  
Amendment Flag false  
Entity Central Index Key 0001479094  
Current Fiscal Year End Date --12-31  
Common Stock    
Entity Information [Line Items]    
Title of 12(b) Security Common stock, $0.01 par value per share  
Trading Symbol STAG  
Security Exchange Name NYSE  
Series C Preferred Stock    
Entity Information [Line Items]    
Title of 12(b) Security 6.875% Series C Cumulative Redeemable Preferred Stock ($0.01 par value)  
Trading Symbol STAG-PC  
Security Exchange Name NYSE  
v3.20.2
Consolidated Balance Sheets - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Rental Property:    
Land $ 447,356 $ 435,923
Buildings and improvements, net of accumulated depreciation of $473,369 and $387,633, respectively 3,164,553 3,087,435
Deferred leasing intangibles, net of accumulated amortization of $264,262 and $241,304, respectively 439,046 475,149
Total rental property, net 4,050,955 3,998,507
Cash and cash equivalents 70,137 9,041
Restricted cash 4,623 2,823
Tenant accounts receivable 66,761 57,592
Prepaid expenses and other assets 49,157 38,231
Interest rate swaps 0 303
Operating lease right-of-use assets 24,124 15,129
Assets held for sale, net 0 43,019
Total assets 4,265,757 4,164,645
Liabilities:    
Unsecured credit facility 0 146,000
Unsecured term loans, net 970,696 871,375
Unsecured notes, net 573,181 572,883
Mortgage notes, net 52,365 54,755
Accounts payable, accrued expenses and other liabilities 74,619 53,737
Interest rate swaps 45,812 18,819
Tenant prepaid rent and security deposits 23,413 21,993
Dividends and distributions payable 18,302 17,465
Deferred leasing intangibles, net of accumulated amortization of $14,176 and $12,064, respectively 24,991 26,738
Operating lease liabilities 26,414 16,989
Total liabilities 1,809,793 1,800,754
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract]    
Common stock, par value $0.01 per share, 300,000,000 shares authorized at September 30, 2020 and December 31, 2019, respectively, 149,227,013 and 142,815,593 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively 1,492 1,428
Additional paid-in capital 3,155,271 2,970,553
Cumulative dividends in excess of earnings (782,037) (723,027)
Accumulated other comprehensive loss (45,055) (18,426)
Total stockholders’ equity 2,404,671 2,305,528
Noncontrolling interest 51,293 58,363
Total equity 2,455,964 2,363,891
Total liabilities and equity 4,265,757 4,164,645
Series C Preferred Stock    
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract]    
Preferred stock $ 75,000 $ 75,000
v3.20.2
Consolidated Balance Sheet (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Building and Improvements, accumulated depreciation $ 473,369 $ 387,633
Deferred leasing intangible assets, accumulated amortization 264,262 241,304
Deferred leasing intangible liabilities, accumulated amortization $ 14,176 $ 12,064
Preferred Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Preferred Stock, Shares Authorized 20,000,000 20,000,000
Preferred Stock, Shares Outstanding 3,000,000 3,000,000
Common Stock, Par or Stated Value Per Share $ 0.01 $ 0.01
Common Stock, Shares Authorized 300,000,000 300,000,000
Common Stock, Shares, Issued 149,227,013 142,815,593
Common Stock, Shares, Outstanding 149,227,013 142,815,593
Series C Preferred Stock    
Preferred Stock, Shares Issued 3,000,000 3,000,000
Preferred Stock, Liquidation Preference Per Share $ 25.00 $ 25.00
v3.20.2
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Revenues [Abstract]        
Rental income $ 117,247 $ 102,294 $ 353,057 $ 294,271
Other income 48 127 403 498
Total revenue 117,295 102,421 353,460 294,769
Expenses        
Property 20,817 18,157 63,156 54,623
General and administrative 9,537 8,924 29,316 26,723
Depreciation and amortization 53,921 46,908 160,215 133,844
Loss on impairments 3,172 4,413 3,172 9,757
Other expenses 436 458 1,500 1,284
Total expenses 87,883 78,860 257,359 226,231
Other income (expense)        
Interest and other income 165 12 400 30
Interest expense (15,928) (14,053) (46,125) (39,080)
Loss on extinguishment of debt 0 0 (834) 0
Gain on involuntary conversion 1,500 0 2,157 0
Gain on the sales of rental property, net 9,060 1,670 56,864 3,261
Total other income (expense) (5,203) (12,371) 12,462 (35,789)
Net income 24,209 11,190 108,563 32,749
Less: income attributable to noncontrolling interest after preferred stock dividends 466 290 2,471 912
Net income attributable to STAG Industrial, Inc. 23,743 10,900 106,092 31,837
Less: preferred stock dividends 1,289 1,289 3,867 3,867
Less: amount allocated to participating securities 68 78 204 236
Net income attributable to common stockholders $ 22,386 $ 9,533 $ 102,021 $ 27,734
Weighted average common shares outstanding — basic 148,997 127,272 148,412 122,460
Weighted average common shares outstanding — diluted 149,905 127,469 148,865 122,720
Net income per share — basic and diluted        
Net income per share attributable to common stockholders — basic $ 0.15 $ 0.07 $ 0.69 $ 0.23
Net income per share attributable to common stockholders — diluted $ 0.15 $ 0.07 $ 0.69 $ 0.23
v3.20.2
Consolidated Statements of Comprehensive Income (Loss) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Statement of Comprehensive Income [Abstract]        
Net income $ 24,209 $ 11,190 $ 108,563 $ 32,749
Other comprehensive income (loss):        
Income (loss) on interest rate swaps 4,927 (6,435) (27,273) (29,441)
Other comprehensive income (loss) 4,927 (6,435) (27,273) (29,441)
Comprehensive income 29,136 4,755 81,290 3,308
Income attributable to noncontrolling interest after preferred stock dividends (466) (290) (2,471) (912)
Other comprehensive (income) loss attributable to noncontrolling interest (145) 176 644 930
Comprehensive income attributable to STAG Industrial, Inc. $ 28,525 $ 4,641 $ 79,463 $ 3,326
v3.20.2
Consolidated Statements of Equity - USD ($)
$ in Thousands
Total
Preferred Stock
Common Stock
Additional Paid-in Capital
Cumulative Dividends in excess of Earnings
Accumulated Other Comprehensive Income (Loss)
Total Stockholders' Equity
Noncontrolling Interest - Unit holders in Operating Partnership
Balance at Dec. 31, 2018 $ 1,669,632 $ 75,000 $ 1,122 $ 2,118,179 $ (584,979) $ 4,481 $ 1,613,803 $ 55,829
Balance (in shares) at Dec. 31, 2018     112,165,786          
Increase (Decrease) in Stockholders' Equity                
Cumulative Effect of New Accoutning Principle in Period of Adoption (214)       (214)   (214)  
Proceeds from sales of common stock, net 568,077   $ 201 567,876     568,077  
Proceeds from sales of common stock (in shares)     19,997,332          
Dividends, Common Stock         (136,595)      
Dividends             (136,595)  
Dividends and Distributions, Net (141,842)              
Distribution Made to Limited Partner, Cash Distributions Declared               (5,247)
Non-cash compensation activity, net 5,994     2,198     1,826 4,168
Non-cash compensation activity (in shares)     134,188          
Non-cash compensation activity (in excess of earnings)     $ (1)   (373)      
Redemption of common units to common stock     $ (6) (9,232)     (9,238) (9,238)
Redemption of common units to common stock (in shares)     661,082          
Rebalancing of noncontrolling interest       (10,367)     (10,367) 10,367
Other comprehensive income (29,441)         (28,511) (28,511) (930)
Net income 32,749       31,837   31,837 912
Balance at Sep. 30, 2019 2,104,955 75,000 $ 1,330 2,687,118 (690,324) (24,030) 2,049,094 55,861
Balance (in shares) at Sep. 30, 2019     132,958,388          
Balance at Dec. 31, 2018 1,669,632 75,000 $ 1,122 2,118,179 (584,979) 4,481 1,613,803 $ 55,829
Balance (in shares) at Dec. 31, 2018     112,165,786          
Increase (Decrease) in Stockholders' Equity                
Redemption of common units to common stock (in shares)               0
Balance at Dec. 31, 2019 2,363,891 75,000 $ 1,428 2,970,553 (723,027) (18,426) 2,305,528 $ 58,363
Balance (in shares) at Dec. 31, 2019     142,815,593          
Balance at Jun. 30, 2019 1,963,252 75,000 $ 1,264 2,501,013 (653,759) (17,771) 1,905,747 57,505
Balance (in shares) at Jun. 30, 2019     126,372,945          
Increase (Decrease) in Stockholders' Equity                
Proceeds from sales of common stock, net 183,212   $ 64 183,148     183,212  
Proceeds from sales of common stock (in shares)     6,375,129          
Dividends, Common Stock         (47,465)      
Dividends             (47,465)  
Dividends and Distributions, Net (48,840)              
Distribution Made to Limited Partner, Cash Distributions Declared               (1,375)
Non-cash compensation activity, net 2,576     1,675     1,675 901
Non-cash compensation activity (in shares)     3,162          
Non-cash compensation activity (in excess of earnings)     $ 0   0      
Redemption of common units to common stock     $ (2) (3,001)     (3,003) (3,003)
Redemption of common units to common stock (in shares)     207,152          
Rebalancing of noncontrolling interest       (1,719)     (1,719) 1,719
Other comprehensive income (6,435)         (6,259) (6,259) (176)
Net income 11,190       10,900   10,900 290
Balance at Sep. 30, 2019 2,104,955 75,000 $ 1,330 2,687,118 (690,324) (24,030) 2,049,094 55,861
Balance (in shares) at Sep. 30, 2019     132,958,388          
Balance at Dec. 31, 2019 2,363,891 75,000 $ 1,428 2,970,553 (723,027) (18,426) 2,305,528 58,363
Balance (in shares) at Dec. 31, 2019     142,815,593          
Increase (Decrease) in Stockholders' Equity                
Proceeds from sales of common stock, net 172,635   $ 56 172,579     172,635  
Proceeds from sales of common stock (in shares)     5,600,000          
Dividends, Common Stock         (164,712)      
Dividends             (164,712)  
Dividends and Distributions, Net (169,124)              
Distribution Made to Limited Partner, Cash Distributions Declared               4,412
Non-cash compensation activity, net 7,272     3,084     2,695 4,577
Non-cash compensation activity (in shares)     81,316          
Non-cash compensation activity (in excess of earnings)     $ (1)   (390)      
Redemption of common units to common stock     $ (7) (11,535)     (11,542) $ (11,542)
Redemption of common units to common stock (in shares)     730,104         0
Rebalancing of noncontrolling interest       (2,480)     (2,480) $ 2,480
Other comprehensive income (27,273)         (26,629) (26,629) (644)
Net income 108,563       106,092   106,092 2,471
Balance at Sep. 30, 2020 2,455,964 75,000 $ 1,492 3,155,271 (782,037) (45,055) 2,404,671 51,293
Balance (in shares) at Sep. 30, 2020     149,227,013          
Balance at Jun. 30, 2020 2,480,317 75,000 $ 1,489 3,148,163 (750,770) (49,837) 2,424,045 56,272
Balance (in shares) at Jun. 30, 2020     148,941,121          
Increase (Decrease) in Stockholders' Equity                
Proceeds from sales of common stock, net (21)   $ 0 (21)     (21)  
Proceeds from sales of common stock (in shares)     0          
Dividends, Common Stock         (55,010)      
Dividends             (55,010)  
Dividends and Distributions, Net (56,421)              
Distribution Made to Limited Partner, Cash Distributions Declared               (1,411)
Non-cash compensation activity, net 2,953     1,972     1,972 981
Non-cash compensation activity (in shares)     3,518          
Non-cash compensation activity (in excess of earnings)     $ 0   0      
Redemption of common units to common stock     $ (3) (4,453)     (4,456) (4,456)
Redemption of common units to common stock (in shares)     282,374          
Rebalancing of noncontrolling interest       704     704 (704)
Other comprehensive income 4,927         4,782 4,782 145
Net income 24,209       23,743   23,743 466
Balance at Sep. 30, 2020 $ 2,455,964 $ 75,000 $ 1,492 $ 3,155,271 $ (782,037) $ (45,055) $ 2,404,671 $ 51,293
Balance (in shares) at Sep. 30, 2020     149,227,013          
v3.20.2
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Cash flows from operating activities:    
Net income $ 108,563 $ 32,749
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 160,215 133,844
Loss on impairments 3,172 9,757
Gain on involuntary conversion (2,157) 0
Non-cash portion of interest expense 2,172 1,909
Amortization of above and below market leases, net 3,629 3,344
Straight-line rent adjustments, net (8,170) (8,586)
Dividends on forfeited equity compensation 0 7
Loss on extinguishment of debt 834 0
Gain on the sales of rental property, net (56,864) (3,261)
Non-cash compensation expense 8,736 7,371
Change in assets and liabilities:    
Tenant accounts receivable 1,181 509
Prepaid expenses and other assets (13,638) (10,525)
Accounts payable, accrued expenses and other liabilities 15,038 8,834
Tenant prepaid rent and security deposits 1,420 (1,022)
Total adjustments 115,568 142,181
Net cash provided by operating activities 224,131 174,930
Cash flows from investing activities:    
Acquisitions of land and buildings and improvements (162,086) (616,647)
Additions of land and building and improvements (39,687) (40,193)
Acquisitions of other assets 450 2,513
Proceeds from sales of rental property, net 121,339 23,700
Proceeds from involuntary conversion 782 0
Acquisition deposits, net (1,124) (1,190)
Acquisitions of deferred leasing intangibles (32,815) (128,832)
Acquisitions of operating lease liabilities 2,321 0
Net cash used in investing activities (114,041) (765,675)
Cash flows from financing activities:    
Proceeds from unsecured credit facility 387,000 768,000
Repayment of unsecured credit facility (533,000) (790,500)
Proceeds from unsecured term loans 400,000 175,000
Repayment of unsecured term loans (300,000) 0
Repayment of mortgage notes (2,485) (1,441)
Payment of loan fees and costs 1,129 1,226
Payment of defeasance fees and other costs (425) 0
Proceeds from sales of common stock, net 172,605 568,390
Dividends and distributions 168,288 139,303
Repurchase and retirement of share-based compensation (1,472) (1,444)
Net cash provided by (used in) financing activities (47,194) 577,476
Increase (decrease) in cash and cash equivalents and restricted cash 62,896 (13,269)
Cash and cash equivalents and restricted cash—beginning of period 11,864 22,542
Cash and cash equivalents and restricted cash—end of period 74,760 9,273
Supplemental disclosure:    
Cash paid for interest, net of capitalized interest 41,797 35,372
Supplemental schedule of non-cash investing and financing activities    
Acquisitions of land and buildings and improvements 482 72
Acquisitions of deferred leasing intangibles 106 24
Change in additions of land, building, and improvements included in accounts payable, accrued expenses, and other liabilities (3,970) (10,824)
Additions to building and other capital improvements from non-cash compensation (24) (59)
Change in loan fees, costs, and offering costs included in accounts payable, accrued expenses, and other liabilities (1,020) (314)
Leases cumulative effect adjustment 0 (214)
Dividends and distributions payable 18,302 16,293
Payment to acquire operating lease right-of-use assets $ 2,321 $ 0
v3.20.2
Organization and Description of Business
9 Months Ended
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Description of Business Organization and Description of Business
STAG Industrial, Inc. (the “Company”) is an industrial real estate operating company focused on the acquisition and operation of single-tenant, industrial properties throughout the United States. The Company was formed as a Maryland corporation and has elected to be treated and intends to continue to qualify as a real estate investment trust (“REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. The Company is structured as an umbrella partnership REIT, commonly called an UPREIT, and owns substantially all of its assets and conducts substantially all of its business through its operating partnership, STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). As of September 30, 2020 and December 31, 2019, the Company owned a 97.8% and 97.5%, respectively, common equity interest in the Operating Partnership. The Company, through its wholly owned subsidiary, is the sole general partner of the Operating Partnership. As used herein, the “Company” refers to STAG Industrial, Inc. and its consolidated subsidiaries and partnerships, including the Operating Partnership, except where context otherwise requires.

As of September 30, 2020, the Company owned 462 buildings in 38 states with approximately 92.3 million rentable square feet, consisting of 384 warehouse/distribution buildings, 70 light manufacturing buildings, and eight flex/office buildings.

COVID-19 Pandemic

Currently, one of the most significant risks and uncertainties facing the Company and the real estate industry generally is the potential adverse effect of the ongoing public health crisis of the novel coronavirus disease (“COVID-19”) pandemic.

The Company closely monitors the effect of the COVID-19 pandemic on all aspects of its business, including how the pandemic will affect its tenants and business partners. While the Company did not incur significant disruptions from the COVID-19 pandemic during the nine months ended September 30, 2020, a number of the Company’s tenants requested rent deferral or rent abatement as a result of the pandemic and other tenants may make requests in the future. The Company entered into a limited number of rent deferral agreements during the three and nine months ended September 30, 2020, which resulted in the recognition of approximately $0.4 million and $1.9 million of rent deferrals during the three and nine months ended September 30, 2020, respectively. The Company evaluates tenant rent relief requests on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in modified agreements, nor is the Company foregoing its contractual rights under its lease agreements.

The Company remains unable to predict the ultimate impact that the pandemic will have on its financial condition, results of operations and cash flows due to numerous uncertainties. The extent to which the COVID-19 pandemic affects the Company’s operations and those of its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others.
v3.20.2
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2020
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Interim Financial Information
 
The accompanying interim financial statements have been presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements include all adjustments, consisting of normal recurring items, necessary for their fair statement in conformity with GAAP. Interim results are not necessarily indicative of results for a full year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019.
Basis of Presentation

The Company’s consolidated financial statements include the accounts of the Company, the Operating Partnership, and their subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as “Noncontrolling Common Units.” These Noncontrolling Common Units are held by other limited partners in the form of common units (“Other Common Units”) and long term incentive plan units (“LTIP units”) issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”). All significant intercompany balances and transactions have been eliminated in the consolidation of entities. The financial statements of the Company are presented on a consolidated basis for all periods presented.

New Accounting Standards

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the quarter ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. We have not modified any contracts to date, however, we will evaluate any debt, derivative and lease contracts that are modified in the future to ensure they are eligible for modification relief and apply the practical expedients as needed.

Restricted Cash

The following table presents a reconciliation of cash and cash equivalents and restricted cash reported on the accompanying Consolidated Balance Sheets to amounts reported on the accompanying Consolidated Statements of Cash Flows.

Reconciliation of cash and cash equivalents and restricted cash (in thousands)September 30, 2020December 31, 2019
Cash and cash equivalents$70,137 $9,041 
Restricted cash4,623 2,823 
Total cash and cash equivalents and restricted cash$74,760 $11,864 

Taxes

Federal Income Taxes

The Company’s taxable REIT subsidiary recognized net income of approximately $0, $0, $0 and $0.3 million for the three and nine months ended September 30, 2020 and 2019, respectively, which has been included on the accompanying Consolidated Statements of Operations.

State and Local Income, Excise, and Franchise Tax

State and local income, excise, and franchise taxes in the amount of $0.4 million, $1.3 million, $0.3 million and $0.9 million have been recorded in other expenses on the accompanying Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019, respectively.

Uncertain Tax Positions

As of September 30, 2020 and December 31, 2019, there were no liabilities for uncertain tax positions.

Concentrations of Credit Risk
Management believes the current credit risk of the Company’s portfolio is reasonably well diversified and does not contain any unusual concentration of credit risk.
v3.20.2
Rental Property
9 Months Ended
Sep. 30, 2020
Real Estate [Abstract]  
Rental Property Rental Property
The following table summarizes the components of rental property as of September 30, 2020 and December 31, 2019.

Rental Property (in thousands)September 30, 2020December 31, 2019
Land$447,356 $435,923 
Buildings, net of accumulated depreciation of $311,326 and $254,458, respectively
2,862,026 2,787,234 
Tenant improvements, net of accumulated depreciation of $23,641 and $21,487, respectively
39,495 38,339 
Building and land improvements, net of accumulated depreciation of $138,402 and $111,688, respectively
243,807 232,456 
Construction in progress19,225 29,406 
Deferred leasing intangibles, net of accumulated amortization of $264,262 and $241,304, respectively
439,046 475,149 
Total rental property, net$4,050,955 $3,998,507 

Acquisitions

The following table summarizes the acquisitions of the Company during the three and nine months ended September 30, 2020.

Market (1)
Date AcquiredSquare FeetNumber of BuildingsPurchase Price
(in thousands)
Detroit, MIJanuary 10, 2020491,049 $29,543 
Rochester, NYJanuary 10, 2020124,850 8,565 
Minneapolis/St Paul, MNFebruary 6, 2020139,875 10,460 
Sacramento, CAFebruary 6, 2020160,534 18,468 
Richmond, VAFebruary 6, 202078,128 5,481 
Milwaukee/Madison, WIFebruary 7, 202081,230 7,219 
Detroit, MIFebruary 11, 2020311,123 23,141 
Philadelphia, PAMarch 9, 202078,000 6,571 
Tulsa, OKMarch 9, 2020134,600 9,895 
Three months ended March 31, 20201,599,389 9 119,343 
Sacramento, CAJune 11, 202054,463 5,730 
Chicago, ILJune 29, 202067,817 6,184 
Three months ended June 30, 2020122,280 2 11,914 
Philadelphia, PAAugust 31, 2020112,294 8,427 
Pittsburgh, PASeptember 3, 2020125,000 15,580 
Pittsburgh, PASeptember 24, 202066,387 6,685 
Charlotte, NCSeptember 28, 202050,000 5,729 
Cleveland, OHSeptember 29, 2020276,000 28,261 
Three months ended September 30, 2020629,681 5 64,682 
Nine months ended September 30, 20202,351,350 16 $195,939 
(1) As defined by CoStar Realty Information Inc (“CoStar”). If the building is located outside of a CoStar defined market, the city and state is reflected.
The following table summarizes the allocation of the consideration paid at the date of acquisition during the nine months ended September 30, 2020 for the acquired assets and liabilities in connection with the acquisitions identified in the table above.
Acquired Assets and LiabilitiesPurchase Price (in thousands)Weighted Average Amortization Period (years) of Intangibles at Acquisition
Land$15,338 N/A
Buildings135,570 N/A
Tenant improvements2,096 N/A
Building and land improvements8,895 N/A
Construction in progress669 N/A
Other assets450 N/A
Operating lease right-of-use assets2,321 N/A
Deferred leasing intangibles - In-place leases21,496 8.0
Deferred leasing intangibles - Tenant relationships10,150 11.1
Deferred leasing intangibles - Above market leases3,962 12.6
Deferred leasing intangibles - Below market leases(2,687)5.3
Operating lease liabilities(2,321)N/A
Total purchase price$195,939  

The following table summarizes the results of operations for the three and nine months ended September 30, 2020 for the buildings acquired during the nine months ended September 30, 2020 included in the Company’s Consolidated Statements of Operations from the date of acquisition.

Results of Operations (in thousands)Three months ended September 30, 2020Nine months ended September 30, 2020
Total revenue$3,298 $8,046 
Net income$601 $1,462 

Dispositions

During the nine months ended September 30, 2020, the Company sold five buildings to third parties comprised of approximately 1.7 million rentable square feet with a net book value of approximately $64.4 million. These buildings contributed approximately $0.1 million, $0.8 million, $1.3 million and $4.5 million to revenue for the three and nine months ended September 30, 2020 and 2019, respectively. These buildings contributed approximately $(0.3) million, $(0.4) million, $(0.2) million and $0.3 million to net income (loss) (exclusive of gain on the sales of rental property, net and loss on extinguishment of debt) for the three and nine months ended September 30, 2020 and 2019, respectively. Net proceeds from the sales of rental property were approximately $121.3 million and the Company recognized the full gain on the sales of rental property, net, of approximately $56.9 million for the nine months ended September 30, 2020.

Loss on Impairments

The following table summarizes the Company’s loss on impairments for assets held and used during the nine months ended September 30, 2020.
Market(1)
Number of Buildings
Event or Change in Circumstance Leading to Impairment Evaluation(2)
Valuation technique utilized to estimate fair value
Fair Value(3)
Loss on Impairments
(in thousands)
Williamsport, PA1Change in estimated hold periodDiscounted cash flows(4)
Three months ended September 30, 2020$5,019 $3,172 
Nine months ended September 30, 2020$5,019 $3,172 

(1)As defined by CoStar. If the building is located outside of a CoStar defined market, the city and state is reflected.
(2)The Company tested the asset group for impairment utilizing a recovery analysis, and it was determined that the carrying value of the property and intangibles were not recoverable from the estimated future undiscounted cash flows.
(3)The estimated fair value of the property is based on Level 3 inputs and is a non-recurring fair value measurement. Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
(4)Level 3 inputs used to determine fair value for the property impaired for the three months ended September 30, 2020: discount rate of 10.5% and exit capitalization rate of 10.0%.

During the three and nine months ended September 30, 2019, the Company recognized approximately $4.4 million and $9.8 million, respectively, of loss on impairments related to six buildings.
Gain on Involuntary Conversion

During the three and nine months ended September 30, 2020, the Company recognized a gain on involuntary conversion of approximately $1.5 million and $2.2 million, respectively, related to an eminent domain taking of a portion of a parcel of land. During the three and nine months ended September 30, 2019, the Company did not recognize any gain on involuntary conversion.

Deferred Leasing Intangibles

The following table summarizes the deferred leasing intangibles on the accompanying Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

September 30, 2020December 31, 2019
Deferred Leasing Intangibles (in thousands)GrossAccumulated AmortizationNetGrossAccumulated AmortizationNet
Above market leases$93,002 $(36,711)$56,291 $92,607 $(32,115)$60,492 
Other intangible lease assets610,306 (227,551)382,755 623,846 (209,189)414,657 
Total deferred leasing intangible assets$703,308 $(264,262)$439,046 $716,453 $(241,304)$475,149 
Below market leases$39,167 $(14,176)$24,991 $38,802 $(12,064)$26,738 
Total deferred leasing intangible liabilities$39,167 $(14,176)$24,991 $38,802 $(12,064)$26,738 

The following table summarizes the amortization expense and the net decrease to rental income for the amortization of deferred leasing intangibles during the three and nine months ended September 30, 2020 and 2019.

 Three months ended September 30,Nine months ended September 30,
Deferred Leasing Intangibles Amortization (in thousands)2020201920202019
Net decrease to rental income related to above and below market lease amortization$1,482 $1,248 $3,646 $3,361 
Amortization expense related to other intangible lease assets$21,780 $18,472 $63,158 $53,185 

The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of September 30, 2020.

YearAmortization Expense Related to Other Intangible Lease Assets (in thousands)Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands)
Remainder of 2020$18,290 $859 
2021$65,614 $2,764 
2022$56,254 $2,298 
2023$47,759 $2,504 
2024$38,947 $2,812 
v3.20.2
Debt
9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]  
Debt DebtThe following table summarizes the Company’s outstanding indebtedness, including borrowings under the Company’s unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes as of September 30, 2020 and December 31, 2019.
LoanPrincipal Outstanding as of September 30, 2020 (in thousands)    Principal Outstanding as of December 31, 2019 (in thousands)
Interest 
Rate(1)(2)
    Maturity Date
Prepayment Terms(3) 
Unsecured credit facility:
Unsecured Credit Facility(4)
$— 
 
$146,000  L + 0.90%January 12, 2024i
Total unsecured credit facility 
 
146,000     
Unsecured term loans: 
 
    
Unsecured Term Loan C(5)
— 150,000 2.39 %September 29, 2020i
Unsecured Term Loan B(5)
— 
 
150,000  3.05 %March 21, 2021i
Unsecured Term Loan A150,000 
 
150,000  3.38 %March 31, 2022i
Unsecured Term Loan D150,000 
 
150,000  2.85 % January 4, 2023i
Unsecured Term Loan G(6)
300,000 — 2.77 %April 18, 2023i
Unsecured Term Loan E175,000 175,000 3.92 %January 15, 2024i
Unsecured Term Loan F200,000 100,000 3.11 %January 12, 2025i
Total unsecured term loans975,000 875,000 
Less: Total unamortized deferred financing fees and debt issuance costs(4,304)(3,625)
Total carrying value unsecured term loans, net970,696 
 
871,375     
Unsecured notes: 
 
    
Series F Unsecured Notes100,000 100,000 3.98 %

January 5, 2023ii
Series A Unsecured Notes50,000 
 
50,000  4.98 %October 1, 2024ii
Series D Unsecured Notes100,000 
 
100,000  4.32 %February 20, 2025ii
Series G Unsecured Notes75,000 75,000 4.10 %June 13, 2025ii
Series B Unsecured Notes50,000 
 
50,000  4.98 %July 1, 2026ii
Series C Unsecured Notes80,000 
 
80,000  4.42 %December 30, 2026ii
Series E Unsecured Notes20,000 
 
20,000  4.42 %February 20, 2027ii
Series H Unsecured Notes100,000 100,000 4.27 %June 13, 2028ii
Total unsecured notes575,000 575,000 

Less: Total unamortized deferred financing fees and debt issuance costs(1,819)(2,117)

Total carrying value unsecured notes, net573,181 
 
572,883 
 
 

  

Mortgage notes (secured debt):  

  
Wells Fargo Bank, National Association CMBS Loan49,013 
 
51,406  4.31 %December 1, 2022iii
Thrivent Financial for Lutherans3,587 3,679 4.78 %December 15, 2023iv
Total mortgage notes 52,600 
 
55,085   
Add: Total unamortized fair market value premiums31 39  
Less: Total unamortized deferred financing fees and debt issuance costs (266)(369)
Total carrying value mortgage notes, net52,365 
 
54,755  
Total / weighted average interest rate(7)
$1,596,242 
 
$1,645,013 3.62 %
(1)Interest rate as of September 30, 2020. At September 30, 2020, the one-month LIBOR (“L”) was 0.14825%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The spread over the applicable rate for the Company’s unsecured credit facility and unsecured term loans is based on the Company’s debt rating, as defined in the respective loan agreements.
(2)The unsecured term loans have a stated interest rate of one-month LIBOR plus a spread of 1.0%, with the exception of the Unsecured Term Loan G which has a spread of 1.5% and is subject to a minimum rate for LIBOR of 0.25%. As of September 30, 2020, one-month LIBOR for the Unsecured Term Loans A, D, E, F, and G was swapped to a fixed rate of 2.38%, 1.85%, 2.92%, 2.11%, and 1.17%, respectively. One-month LIBOR for the Unsecured Term Loan G will be swapped to a fixed rate of 0.28% effective March 19, 2021.
(3)Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; (iii) pre-payable without penalty three months prior to the maturity date, however can be defeased; and (iv) pre-payable without penalty three months prior to the maturity date.
(4)The capacity of the unsecured credit facility is $500.0 million. Deferred financing fees and debt issuance costs, net of accumulated amortization related to the unsecured credit facility of approximately $1.8 million and $2.4 million is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019, respectively. The initial maturity date is January 15, 2023, which may be extended pursuant to two six-month extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(5)The Unsecured Term Loan B and the Unsecured Term Loan C were paid in full on April 17, 2020 in connection with the execution of the Unsecured Term Loan G.
(6)The initial maturity date is April 16, 2021, which may be extended pursuant to two one-year extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each one-year option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(7)The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $975.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums.

The aggregate undrawn nominal commitment on the unsecured credit facility as of September 30, 2020 was approximately $497.0 million, including issued letters of credit. The Company’s actual borrowing capacity at any given point in time may be less and is restricted to a maximum amount based on the Company’s debt covenant compliance. Total accrued interest for the Company’s indebtedness was approximately $7.8 million and $6.3 million as of September 30, 2020 and December 31, 2019, respectively, and is included in accounts payable, accrued expenses and other liabilities on the accompanying Consolidated Balance Sheets.

The following table summarizes the costs included in interest expense related to the Company’s debt arrangements on the accompanying Consolidated Statement of Operations for the three and nine months ended September 30, 2020 and 2019.

Three months ended September 30,Nine months ended September 30,
Costs Included in Interest Expense (in thousands)2020201920202019
Amortization of deferred financing fees and debt issuance costs and fair market value premiums$750 $673 $2,172 $1,909 
Facility, unused, and other fees$315 $348 $995 $1,118 

On April 29, 2020, the mortgage note associated with the Wells Fargo, National Association CMBS Loan was partially defeased in the amount of approximately $1.0 million in connection with the sale of the Johnstown, NY property, which had served as partial collateral for the mortgage note. The associated defeasance fees and unamortized deferred financing fees and debt issuance costs of approximately $0.1 million were written off to loss on extinguishment of debt in the accompanying Consolidated Statement of Operations during the nine months ended September 30, 2020.

On April 17, 2020, the Company entered into the $300.0 million Unsecured Term Loan G with Wells Fargo, National Association, as administrative agent on behalf of the various lenders under the agreement. In connection with the execution of the Unsecured Term Loan G, the Unsecured Term Loan B and Unsecured Term Loan C were paid in full. As of September 30, 2020, the Unsecured Term Loan G bore an interest rate of LIBOR plus a spread of 1.5% based on the Company’s debt rating, as defined in the loan agreement, and subject to a minimum rate for LIBOR of 0.25%. The Unsecured Term Loan G matures on April 16, 2021, subject to two one year extension options at the Company's discretion, and subject to certain conditions (other than lender discretion) such as the absence of default and the payment of an extension fee. The Company intends to exercise both extension options. To exercise the extension options the Company is required pay a fee equal to (i) 0.15% of the outstanding amount on the effective day of the first extension period and (ii) 0.20% of the outstanding amount on the effective day of the second extension period. In connection with the refinancing, the Company incurred approximately $2.1 million in deferred financing fees, including approximately $1.1 million of accrued extension fees, which are being amortized through the extended maturity date of April 18, 2023. In connection with the refinancing, the Company also recognized a loss on extinguishment of debt of approximately $0.7 million related to associated unamortized deferred financing fees and debt issuance costs related to the Unsecured Term Loan B and the Unsecured Term Loan C and other third-party costs. The Company is required to pay an annual fee of $35,000. The Unsecured Term Loan G has an accordion feature that allows the Company to increase its borrowing capacity to $600.0 million, subject to the satisfaction of certain conditions and lender consents. The Company and certain wholly owned subsidiaries of the Operating Partnership are guarantors of the Unsecured Term Loan G. The agreement also contains financial and other covenants substantially similar to the covenants in the Company’s unsecured credit facility.

On March 25, 2020, the Company drew the remaining $100.0 million of the $200.0 million Unsecured Term Loan F that was entered into on July 12, 2019.
Financial Covenant Considerations

The Company was in compliance with all financial and other covenants as of September 30, 2020 and December 31, 2019 related to its unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes. The real estate net book value of the properties that are collateral for the Company’s debt arrangements was approximately $82.3 million and $85.5 million at September 30, 2020 and December 31, 2019, respectively, and is limited to senior, property-level secured debt financing arrangements.

Fair Value of Debt

The following table summarizes the aggregate principal outstanding under the Company’s debt arrangements and the corresponding estimate of fair value as of September 30, 2020 and December 31, 2019.

 September 30, 2020December 31, 2019
Indebtedness (in thousands)Principal OutstandingFair ValuePrincipal OutstandingFair Value
Unsecured credit facility$— $— $146,000 $146,000 
Unsecured term loans975,000 965,296 875,000 875,000 
Unsecured notes575,000 628,955 575,000 614,493 
Mortgage notes52,600 55,009 55,085 56,021 
Total principal amount1,602,600 $1,649,260 1,651,085 $1,691,514 
Add: Total unamortized fair market value premiums31 39 
Less: Total unamortized deferred financing fees and debt issuance costs(6,389)(6,111)
Total carrying value$1,596,242 $1,645,013 
The applicable fair value guidance establishes a three tier value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value of the Company’s debt is based on Level 3 inputs.
v3.20.2
Derivative Financial Instruments
9 Months Ended
Sep. 30, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Use of Derivative Financial Instruments Derivative Financial Instruments
Risk Management Objective of Using Derivatives

The Company’s use of derivative instruments is limited to the utilization of interest rate swaps to manage interest rate risk exposure on existing and future liabilities and not for speculative purposes. The principal objective of such arrangements is to minimize the risks and related costs associated with the Company’s operating and financial structure.
The following table summarizes the Company’s outstanding interest rate swaps as of September 30, 2020. All of the Company’s interest rate swaps are designated as qualifying cash flow hedges.

Interest Rate
Derivative Counterparty
Trade Date    Effective DateNotional Amount
(in thousands)
Fair Value
(in thousands)
Pay Fixed Interest RateReceive Variable Interest RateMaturity Date
Royal Bank of CanadaJan-08-2015Mar-20-2015$25,000 $(182)1.7090 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Mar-20-2015$25,000 $(182)1.7105 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Sep-10-2017$100,000 $(970)2.2255 %One-month LMar-21-2021
Wells Fargo, N.A.Jan-08-2015Mar-20-2015$25,000 $(639)1.8280 %One-month LMar-31-2022
The Toronto-Dominion BankJan-08-2015Feb-14-2020$25,000 $(874)2.4535 %One-month LMar-31-2022
Regions BankJan-08-2015Feb-14-2020$50,000 $(1,766)2.4750 %One-month LMar-31-2022
Capital One, N.A.Jan-08-2015Feb-14-2020$50,000 $(1,808)2.5300 %One-month LMar-31-2022
The Toronto-Dominion BankJul-20-2017Oct-30-2017$25,000 $(979)1.8485 %One-month LJan-04-2023
Royal Bank of CanadaJul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
Wells Fargo, N.A.Jul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$25,000 $(978)1.8485 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$50,000 $(1,956)1.8475 %One-month LJan-04-2023
The Toronto-Dominion BankApr-20-2020Sep-29-2020$75,000 $(272)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Sep-29-2020$75,000 $(279)0.2790 %One-month LApr-18-2023
The Toronto-Dominion BankApr-20-2020Mar-19-2021$75,000 $(230)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Mar-19-2021$75,000 $(239)0.2800 %One-month LApr-18-2023
The Toronto-Dominion BankJul-24-2018Jul-26-2019$50,000 $(4,568)2.9180 %One-month LJan-12-2024
PNC Bank, N.A.Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
Bank of Montreal Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
U.S. Bank, N.A.Jul-24-2018Jul-26-2019$25,000 $(2,284)2.9190 %One-month LJan-12-2024
Wells Fargo, N.A.May-02-2019Jul-15-2020$50,000 $(4,412)2.2460 %One-month LJan-15-2025
U.S. Bank, N.A.May-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Regions BankMay-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Bank of MontrealJul-16-2019Jul-15-2020$50,000 $(3,276)1.7165 %One-month LJan-15-2025

The following table summarizes the fair value of the interest rate swaps outstanding as of September 30, 2020 and December 31, 2019.
Balance Sheet Line Item (in thousands)Notional Amount September 30, 2020Fair Value September 30, 2020Notional Amount December 31, 2019Fair Value December 31, 2019
Interest rate swaps-Asset$— $— $250,000 $303 
Interest rate swaps-Liability$1,125,000 $(45,812)$850,000 $(18,819)

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate swaps are to add stability to interest expense and to manage its exposure to interest rate movements. 

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings.

Amounts reported in accumulated other comprehensive income (loss) related to derivatives designated as qualifying cash flow hedges will be reclassified to interest expense as interest payments are made on the Company’s variable rate debt. The Company estimates that approximately $16.6 million will be reclassified from accumulated other comprehensive loss as an increase to interest expense over the next 12 months.
The following table summarizes the effect of cash flow hedge accounting and the location in the consolidated financial statements for the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Effect of Cash Flow Hedge Accounting (in thousands)2020201920202019
Income (loss) recognized in accumulated other comprehensive loss on interest rate swaps$169 $(5,913)$(36,167)$(26,715)
Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense$(4,758)$522 $(8,894)$2,726 
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded$15,928 $14,053 $46,125 $39,080 

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness.

As of September 30, 2020, the Company had not breached the provisions of these agreements and had not posted any collateral related to these agreements. If the Company had breached any of these provisions at September 30, 2020, it could have been required to settle its obligations under the agreement of the interest rate swaps in a net liability position by counterparty plus accrued interest for approximately $46.9 million.

Fair Value of Interest Rate Swaps

The Company’s valuation of the interest rate swaps is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs including interest rate curves.

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of September 30, 2020 and December 31, 2019, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The following table summarizes the Company’s financial instruments that are accounted for at fair value on a recurring basis as of September 30, 2020 and December 31, 2019. 
  Fair Value Measurements as of September 30, 2020 Using
Balance Sheet Line Item (in thousands)Fair Value September 30, 2020Level 1Level 2Level 3
Interest rate swaps-Asset$— $— $— $— 
Interest rate swaps-Liability$(45,812)$— $(45,812)$— 

  Fair Value Measurements as of December 31, 2019 Using
Balance Sheet Line Item (in thousands)Fair Value December 31, 2019Level 1Level 2Level 3
Interest rate swaps-Asset$303 $— $303 $— 
Interest rate swaps-Liability$(18,819)$— $(18,819)$— 
v3.20.2
Noncontrolling Interest
9 Months Ended
Sep. 30, 2020
Noncontrolling Interest [Abstract]  
Noncontrolling Interest Noncontrolling Interest
The following table summarizes the activity for noncontrolling interest in the Company for the nine months ended September 30, 2020 and the year ended December 31, 2019.
Noncontrolling InterestLTIP UnitsOther
Common Units
Total
Noncontrolling Common Units
Noncontrolling Interest
Balance at December 31, 20181,616,200 2,453,234 4,069,434 3.5 %
Granted/Issued364,173 — 364,173 N/A
Forfeited(16,618)— (16,618)N/A
Conversions from LTIP units to Other Common Units(266,397)266,397 — N/A
Redemptions from Other Common Units to common stock— (680,137)(680,137)N/A
Balance at December 31, 20191,697,358 2,039,494 3,736,852 2.5 %
Granted/Issued278,806 — 278,806 N/A
Forfeited— — — N/A
Conversions from LTIP units to Other Common Units(283,741)283,741 — N/A
Redemptions from Other Common Units to common stock— (730,104)(730,104)N/A
Balance at September 30, 20201,692,423 1,593,131 3,285,554 2.2 %
The weighted average grant date fair value of outstanding LTIP units was $21.64 per unit at December 31, 2019, $29.47 per unit granted during the nine months ended September 30, 2020, $18.27 per unit converted during the nine months ended September 30, 2020, and $23.49 per unit at September 30, 2020.

LTIP Units

LTIP units granted on January 8, 2020 to non-employee, independent directors, subject to the recipient’s continued service, will vest over one year on January 1, 2021. LTIP units granted on January 8, 2020 to certain senior executive officers and senior employees, subject to the recipient’s continued employment, will vest quarterly over four years, with the first vesting date having been March 31, 2020. Refer to Note 8 for a discussion of the LTIP units granted on January 8, 2020 pursuant to the January 6, 2017 performance units.

The fair value of the LTIP units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the LTIP units are based on Level 3 inputs and are non-recurring fair value measurements. The following table summarizes the assumptions used in valuing such LTIP units granted during the nine months ended September 30, 2020 (excluding those LTIP units granted pursuant to the January 6, 2017 performance units; refer to Note 8 for details).

LTIP UnitsAssumptions
Grant dateJanuary 8, 2020
Expected term (years)10
Expected volatility18.0 %
Expected dividend yield5.75 %
Risk-free interest rate1.61 %
Fair value of LTIP units at issuance (in thousands)$4,030 
LTIP units at issuance136,741 
Fair value unit price per LTIP unit at issuance$29.47 

The following table summarizes activity related to the Company’s unvested LTIP units for the nine months ended September 30, 2020 and the year ended December 31, 2019.

Unvested LTIP UnitsLTIP Units
Balance at December 31, 2018251,216 
Granted364,173 
Vested(371,423)
Forfeited(16,618)
Balance at December 31, 2019227,348 
Granted278,806 
Vested(201,442)
Forfeited— 
Balance at September 30, 2020304,712 

The weighted average grant date fair value of unvested LTIP units was $23.37 per unit at December 31, 2019, $29.47 per unit granted during the nine months ended September 30, 2020, $26.23 per unit vested during the nine months ended September 30, 2020, and $27.06 per unit at September 30, 2020.

The unrecognized compensation expense associated with the Company’s LTIP units at September 30, 2020 was approximately $5.6 million and is expected to be recognized over a weighted average period of approximately 2.4 years.

The following table summarizes the fair value at vesting for the LTIP units that vested during the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Vested LTIP units2020201920202019
Vested LTIP units27,297 29,989 201,442 234,330 
Fair value of vested LTIP units (in thousands)$832 $884 $5,906 $6,348 
v3.20.2
Equity Incentive Plan
9 Months Ended
Sep. 30, 2020
Share-based Payment Arrangement [Abstract]  
Equity Incentive Plan Equity Incentive Plan
On January 8, 2020, the Company granted performance units approved by the compensation committee of the board of directors under the 2011 Plan to certain key employees of the Company. The terms of the performance units granted on January 8, 2020 are substantially the same as the terms of the performance units granted on January 7, 2019, except that the measuring period commenced on January 1, 2020 and ends on December 31, 2022.

The fair value of the performance units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the performance units are based on Level 3 inputs and are non-recurring fair value measurements. The performance unit equity compensation expense is recognized ratably from the grant date into earnings over the vesting period. The following table summarizes the assumptions used in valuing the performance units granted during the nine months ended September 30, 2020.

Performance UnitsAssumptions
Grant dateJanuary 8, 2020
Expected volatility17.4 %
Expected dividend yield5.75 %
Risk-free interest rate1.59 %
Fair value of performance units grant (in thousands)$5,389 

On December 31, 2019, the measuring period pursuant to the January 6, 2017 performance units concluded and it was determined that the Company’s total stockholder return exceeded the threshold percentage and return hurdle. The compensation committee of the board of directors approved the issuance of 76,096 vested LTIP units and 46,376 vested shares of common stock to the participants (of which 18,241 shares of common stock were repurchased and retired), which were issued on January 8, 2020. The compensation committee of the board of directors also approved the issuance of 65,969 LTIP units and 3,398 restricted shares of common stock that will vest over one year on December 31, 2020, which were issued on January 8, 2020.

The unrecognized compensation expense associated with the Company’s performance units at September 30, 2020 was approximately $7.3 million and is expected to be recognized over a weighted average period of approximately 1.8 years.

Non-cash Compensation Expense

The following table summarizes the amount recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations for the amortization of restricted shares of common stock, LTIP units, performance units, and the Company’s director compensation for the three and nine months ended September 30, 2020 and 2019.

 Three months ended September 30,Nine months ended September 30,
Non-Cash Compensation Expense (in thousands)2020    201920202019
Restricted shares of common stock$487 $447 $1,435 $1,318 
LTIP units981 

901 2,923 

2,687 
Performance units1,356 1,107 4,004 3,062 
Director compensation (1)
122 

101 374 304 
Total non-cash compensation expense$2,946 $2,556 $8,736 $7,371 
(1)All of the Company’s independent directors elected to receive shares of common stock in lieu of cash for their service during the three and nine months ended September 30, 2020 and 2019. The number of shares of common stock granted is calculated based on the trailing ten days average common stock price ending on the third business day preceding the grant date.
v3.20.2
Leases
9 Months Ended
Sep. 30, 2020
Leases [Abstract]  
Leases Leases
Lessor Leases

The Company has operating leases in which it is the lessor for its rental property. Certain leases contain variable lease payments based upon changes in the Consumer Price Index (“CPI”). Certain leases contain options to renew or terminate the lease, and options for the lessee to purchase the rental property, all of which are predominately at the sole discretion of the lessee.
The following table summarizes the components of rental income recognized during the three and nine months ended September 30, 2020 and 2019 included in the accompanying Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Rental Income (in thousands)20202019    20202019
Fixed lease payments$92,120 $80,262   $273,750 $227,337 
Variable lease payments23,757 20,189 74,351 61,628 
Straight-line rental income2,852 3,091 8,602 8,667 
Net decrease to rental income related to above and below market lease amortization(1,482)(1,248)(3,646)(3,361)
Total rental income$117,247 $102,294 $353,057 $294,271 

During the nine months ended September 30, 2020 and 2019 the Company evaluated its operating leases and determined that the future collectability for 10 tenants under 11 leases was not reasonably assured. As a result the Company converted to the cash basis of accounting for these leases which resulted in a reduction of rental income of approximately $0.8 million, $1.7 million, $0, and $0 for three and nine months ended September 30, 2020 and 2019, respectively, due to the reversal of accrued rent. Additionally, there was $0.9 million, $1.5 million, $0, and $0 of contractual rental income that was not recognized for payments that were not received from these tenants for the three and nine months ended September 30, 2020 and 2019, respectively.

As of September 30, 2020 and December 31, 2019, the Company had accrued rental income of approximately $54.6 million and $44.3 million, respectively, included in tenant accounts receivable on the accompanying Consolidated Balance Sheets.

As of September 30, 2020 and December 31, 2019, the Company had approximately $28.4 million and $22.6 million, respectively, of total lease security deposits available in the form of existing letters of credit, which are not reflected on the accompanying Consolidated Balance Sheets. As of September 30, 2020 and December 31, 2019, the Company had approximately $0.7 million and $0.7 million, respectively, of lease security deposits available in cash, which are included in restricted cash on the accompanying Consolidated Balance Sheets. The Company’s remaining lease security deposits are commingled in cash and cash equivalents. These funds may be used to settle tenant accounts receivables in the event of a default under the related lease. As of September 30, 2020 and December 31, 2019, the Company’s total liability associated with these lease security deposits was approximately $10.1 million and $9.8 million, respectively, and is included in tenant prepaid rent and security deposits on the accompanying Consolidated Balance Sheets.

The Company estimates that billings for real estate taxes, which are the responsibility of certain tenants under the terms of their leases and are not reflected on the Company’s consolidated financial statements, was approximately $5.0 million, $14.7 million, $5.1 million and $13.1 million for the three and nine months ended September 30, 2020 and 2019, respectively. These amounts would have been the maximum real estate tax expense of the Company, excluding any penalties or interest, had the tenants not met their contractual obligations for these periods.

The following table summarizes the maturity of fixed lease payments under the Company’s leases as of September 30, 2020.

YearMaturity of Fixed Lease Payments (in thousands)
Remainder of 2020$92,565 
2021$362,825 
2022$327,365 
2023$284,041 
2024$240,067 
Thereafter$911,977 

Lessee Leases

The Company has operating leases in which it is the lessee for ground leases and its corporate office lease. These leases have remaining lease terms of approximately 5.8 years to 49.1 years. Certain ground leases contain options to extend the leases for ten years to 20 years, all of which are reasonably certain to be exercised, and are included in the computation of the Company’s right-of-use assets and operating lease liabilities.
The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

Operating Lease Term and Discount RateSeptember 30, 2020December 31, 2019
Weighted average remaining lease term (years)28.936.0
Weighted average discount rate6.8 %7.1 %

The following table summarizes the operating lease cost recognized during the three and nine months ended September 30, 2020 and 2019 included in the Company’s Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Operating Lease Cost (in thousands)20202019    20202019
Operating lease cost included in property expense attributable to ground leases$345 $331   $1,007 $993 
Operating lease cost included in general and administrative expense attributable to corporate office lease424 266 1,165 799 
Total operating lease cost$769 $597 $2,172 $1,792 

The following table summarizes supplemental cash flow information related to operating leases recognized during the nine months ended September 30, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows.

 Nine months ended September 30,
Operating Leases (in thousands)20202019
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)$1,728 $1,711 
Right-of-use assets obtained in exchange for new lease liabilities$7,718 $— 

The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of September 30, 2020.
Year
Maturity of Operating Lease Liabilities(1)
(in thousands)
Remainder of 2020$606 
20212,222 
20223,100 
20233,153 
20243,196 
Thereafter59,245 
Total lease payments71,522 
Less: Imputed interest(45,108)
Present value of operating lease liabilities$26,414 
(1)Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented.
Leases Leases
Lessor Leases

The Company has operating leases in which it is the lessor for its rental property. Certain leases contain variable lease payments based upon changes in the Consumer Price Index (“CPI”). Certain leases contain options to renew or terminate the lease, and options for the lessee to purchase the rental property, all of which are predominately at the sole discretion of the lessee.
The following table summarizes the components of rental income recognized during the three and nine months ended September 30, 2020 and 2019 included in the accompanying Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Rental Income (in thousands)20202019    20202019
Fixed lease payments$92,120 $80,262   $273,750 $227,337 
Variable lease payments23,757 20,189 74,351 61,628 
Straight-line rental income2,852 3,091 8,602 8,667 
Net decrease to rental income related to above and below market lease amortization(1,482)(1,248)(3,646)(3,361)
Total rental income$117,247 $102,294 $353,057 $294,271 

During the nine months ended September 30, 2020 and 2019 the Company evaluated its operating leases and determined that the future collectability for 10 tenants under 11 leases was not reasonably assured. As a result the Company converted to the cash basis of accounting for these leases which resulted in a reduction of rental income of approximately $0.8 million, $1.7 million, $0, and $0 for three and nine months ended September 30, 2020 and 2019, respectively, due to the reversal of accrued rent. Additionally, there was $0.9 million, $1.5 million, $0, and $0 of contractual rental income that was not recognized for payments that were not received from these tenants for the three and nine months ended September 30, 2020 and 2019, respectively.

As of September 30, 2020 and December 31, 2019, the Company had accrued rental income of approximately $54.6 million and $44.3 million, respectively, included in tenant accounts receivable on the accompanying Consolidated Balance Sheets.

As of September 30, 2020 and December 31, 2019, the Company had approximately $28.4 million and $22.6 million, respectively, of total lease security deposits available in the form of existing letters of credit, which are not reflected on the accompanying Consolidated Balance Sheets. As of September 30, 2020 and December 31, 2019, the Company had approximately $0.7 million and $0.7 million, respectively, of lease security deposits available in cash, which are included in restricted cash on the accompanying Consolidated Balance Sheets. The Company’s remaining lease security deposits are commingled in cash and cash equivalents. These funds may be used to settle tenant accounts receivables in the event of a default under the related lease. As of September 30, 2020 and December 31, 2019, the Company’s total liability associated with these lease security deposits was approximately $10.1 million and $9.8 million, respectively, and is included in tenant prepaid rent and security deposits on the accompanying Consolidated Balance Sheets.

The Company estimates that billings for real estate taxes, which are the responsibility of certain tenants under the terms of their leases and are not reflected on the Company’s consolidated financial statements, was approximately $5.0 million, $14.7 million, $5.1 million and $13.1 million for the three and nine months ended September 30, 2020 and 2019, respectively. These amounts would have been the maximum real estate tax expense of the Company, excluding any penalties or interest, had the tenants not met their contractual obligations for these periods.

The following table summarizes the maturity of fixed lease payments under the Company’s leases as of September 30, 2020.

YearMaturity of Fixed Lease Payments (in thousands)
Remainder of 2020$92,565 
2021$362,825 
2022$327,365 
2023$284,041 
2024$240,067 
Thereafter$911,977 

Lessee Leases

The Company has operating leases in which it is the lessee for ground leases and its corporate office lease. These leases have remaining lease terms of approximately 5.8 years to 49.1 years. Certain ground leases contain options to extend the leases for ten years to 20 years, all of which are reasonably certain to be exercised, and are included in the computation of the Company’s right-of-use assets and operating lease liabilities.
The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

Operating Lease Term and Discount RateSeptember 30, 2020December 31, 2019
Weighted average remaining lease term (years)28.936.0
Weighted average discount rate6.8 %7.1 %

The following table summarizes the operating lease cost recognized during the three and nine months ended September 30, 2020 and 2019 included in the Company’s Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Operating Lease Cost (in thousands)20202019    20202019
Operating lease cost included in property expense attributable to ground leases$345 $331   $1,007 $993 
Operating lease cost included in general and administrative expense attributable to corporate office lease424 266 1,165 799 
Total operating lease cost$769 $597 $2,172 $1,792 

The following table summarizes supplemental cash flow information related to operating leases recognized during the nine months ended September 30, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows.

 Nine months ended September 30,
Operating Leases (in thousands)20202019
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)$1,728 $1,711 
Right-of-use assets obtained in exchange for new lease liabilities$7,718 $— 

The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of September 30, 2020.
Year
Maturity of Operating Lease Liabilities(1)
(in thousands)
Remainder of 2020$606 
20212,222 
20223,100 
20233,153 
20243,196 
Thereafter59,245 
Total lease payments71,522 
Less: Imputed interest(45,108)
Present value of operating lease liabilities$26,414 
(1)Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented.
v3.20.2
Earnings Per Share
9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per ShareDuring the three and nine months ended September 30, 2020 and 2019, there were 189,202, 186,956, 220,284 and 218,231, respectively, of unvested restricted shares of common stock on a weighted average basis that were considered participating securities.
The following table reconciles the numerators and denominators in the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2020 and 2019.

Three months ended September 30,Nine months ended September 30,
Earnings Per Share (in thousands, except per share data)2020201920202019
Numerator 
Net income attributable to common stockholders$22,386 $9,533 $102,021 $27,734 
Denominator 
Weighted average common shares outstanding — basic148,997 127,272 148,412 122,460 
Effect of dilutive securities(1)
Share-based compensation675 178 375 254 
Shares issuable under forward sales agreements233 19 78 
Weighted average common shares outstanding — diluted149,905 127,469 148,865 122,720 
Net income per share — basic and diluted
Net income per share attributable to common stockholders — basic$0.15 $0.07 $0.69 $0.23 
Net income per share attributable to common stockholders — diluted$0.15 $0.07 $0.69 $0.23 
(1)During the three and nine months ended September 30, 2020 and 2019, there were 189, 187, 220 and 218, unvested shares of restricted common stock, respectively, on a weighted average basis that were not included in the computation of diluted earnings per share because the allocation of income under the two-class method was more dilutive.
v3.20.2
Commitments and Contingencies
9 Months Ended
Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and ContingenciesThe Company is subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance subject to deductible requirements. Management believes that the ultimate settlement of these actions will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.The Company has letters of credit of approximately $3.0 million as of September 30, 2020 related to construction projects and certain other agreements.
v3.20.2
Subsequent Events
9 Months Ended
Sep. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
The following non-recognized subsequent events were noted.

Subsequent to September 30, 2020, the Company acquired nine buildings with approximately 3.7 million square feet for an aggregate contractual purchase price of approximately $256.5 million. The Company has not finalized the acquisition accounting, and therefore is not able to provide the disclosures otherwise required by GAAP, for these acquisitions.
v3.20.2
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2020
Accounting Policies [Abstract]  
Quarterly Financial Information
Interim Financial Information
 
The accompanying interim financial statements have been presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements include all adjustments, consisting of normal recurring items, necessary for their fair statement in conformity with GAAP. Interim results are not necessarily indicative of results for a full year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019.
Basis of Presentation
Basis of Presentation

The Company’s consolidated financial statements include the accounts of the Company, the Operating Partnership, and their subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as “Noncontrolling Common Units.” These Noncontrolling Common Units are held by other limited partners in the form of common units (“Other Common Units”) and long term incentive plan units (“LTIP units”) issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”). All significant intercompany balances and transactions have been eliminated in the consolidation of entities. The financial statements of the Company are presented on a consolidated basis for all periods presented.
New Accounting Pronouncements
New Accounting Standards

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the quarter ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. We have not modified any contracts to date, however, we will evaluate any debt, derivative and lease contracts that are modified in the future to ensure they are eligible for modification relief and apply the practical expedients as needed.
v3.20.2
Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Tables)
9 Months Ended
Sep. 30, 2020
Accounting Policies [Abstract]  
Schedule of Cash, Cash Equivalents and Restricted Cash
The following table presents a reconciliation of cash and cash equivalents and restricted cash reported on the accompanying Consolidated Balance Sheets to amounts reported on the accompanying Consolidated Statements of Cash Flows.

Reconciliation of cash and cash equivalents and restricted cash (in thousands)September 30, 2020December 31, 2019
Cash and cash equivalents$70,137 $9,041 
Restricted cash4,623 2,823 
Total cash and cash equivalents and restricted cash$74,760 $11,864 
v3.20.2
Rental Property (Tables)
9 Months Ended
Sep. 30, 2020
Real Estate [Abstract]  
Schedule of components of rental property
The following table summarizes the components of rental property as of September 30, 2020 and December 31, 2019.

Rental Property (in thousands)September 30, 2020December 31, 2019
Land$447,356 $435,923 
Buildings, net of accumulated depreciation of $311,326 and $254,458, respectively
2,862,026 2,787,234 
Tenant improvements, net of accumulated depreciation of $23,641 and $21,487, respectively
39,495 38,339 
Building and land improvements, net of accumulated depreciation of $138,402 and $111,688, respectively
243,807 232,456 
Construction in progress19,225 29,406 
Deferred leasing intangibles, net of accumulated amortization of $264,262 and $241,304, respectively
439,046 475,149 
Total rental property, net$4,050,955 $3,998,507 
Schedule of real estate properties acquired
The following table summarizes the acquisitions of the Company during the three and nine months ended September 30, 2020.

Market (1)
Date AcquiredSquare FeetNumber of BuildingsPurchase Price
(in thousands)
Detroit, MIJanuary 10, 2020491,049 $29,543 
Rochester, NYJanuary 10, 2020124,850 8,565 
Minneapolis/St Paul, MNFebruary 6, 2020139,875 10,460 
Sacramento, CAFebruary 6, 2020160,534 18,468 
Richmond, VAFebruary 6, 202078,128 5,481 
Milwaukee/Madison, WIFebruary 7, 202081,230 7,219 
Detroit, MIFebruary 11, 2020311,123 23,141 
Philadelphia, PAMarch 9, 202078,000 6,571 
Tulsa, OKMarch 9, 2020134,600 9,895 
Three months ended March 31, 20201,599,389 9 119,343 
Sacramento, CAJune 11, 202054,463 5,730 
Chicago, ILJune 29, 202067,817 6,184 
Three months ended June 30, 2020122,280 2 11,914 
Philadelphia, PAAugust 31, 2020112,294 8,427 
Pittsburgh, PASeptember 3, 2020125,000 15,580 
Pittsburgh, PASeptember 24, 202066,387 6,685 
Charlotte, NCSeptember 28, 202050,000 5,729 
Cleveland, OHSeptember 29, 2020276,000 28,261 
Three months ended September 30, 2020629,681 5 64,682 
Nine months ended September 30, 20202,351,350 16 $195,939 
(1) As defined by CoStar Realty Information Inc (“CoStar”). If the building is located outside of a CoStar defined market, the city and state is reflected.
Summary of allocation of the consideration paid for the acquired assets and liabilities in connection with the acquisition of buildings at the date of acquisition
The following table summarizes the allocation of the consideration paid at the date of acquisition during the nine months ended September 30, 2020 for the acquired assets and liabilities in connection with the acquisitions identified in the table above.
Acquired Assets and LiabilitiesPurchase Price (in thousands)Weighted Average Amortization Period (years) of Intangibles at Acquisition
Land$15,338 N/A
Buildings135,570 N/A
Tenant improvements2,096 N/A
Building and land improvements8,895 N/A
Construction in progress669 N/A
Other assets450 N/A
Operating lease right-of-use assets2,321 N/A
Deferred leasing intangibles - In-place leases21,496 8.0
Deferred leasing intangibles - Tenant relationships10,150 11.1
Deferred leasing intangibles - Above market leases3,962 12.6
Deferred leasing intangibles - Below market leases(2,687)5.3
Operating lease liabilities(2,321)N/A
Total purchase price$195,939  
Schedule of pro forma information for acquired properties
The following table summarizes the results of operations for the three and nine months ended September 30, 2020 for the buildings acquired during the nine months ended September 30, 2020 included in the Company’s Consolidated Statements of Operations from the date of acquisition.

Results of Operations (in thousands)Three months ended September 30, 2020Nine months ended September 30, 2020
Total revenue$3,298 $8,046 
Net income$601 $1,462 
Impaired Assets to be Disposed of by Method Other than Sale
The following table summarizes the Company’s loss on impairments for assets held and used during the nine months ended September 30, 2020.
Market(1)
Number of Buildings
Event or Change in Circumstance Leading to Impairment Evaluation(2)
Valuation technique utilized to estimate fair value
Fair Value(3)
Loss on Impairments
(in thousands)
Williamsport, PA1Change in estimated hold periodDiscounted cash flows(4)
Three months ended September 30, 2020$5,019 $3,172 
Nine months ended September 30, 2020$5,019 $3,172 

(1)As defined by CoStar. If the building is located outside of a CoStar defined market, the city and state is reflected.
(2)The Company tested the asset group for impairment utilizing a recovery analysis, and it was determined that the carrying value of the property and intangibles were not recoverable from the estimated future undiscounted cash flows.
(3)The estimated fair value of the property is based on Level 3 inputs and is a non-recurring fair value measurement. Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
(4)Level 3 inputs used to determine fair value for the property impaired for the three months ended September 30, 2020: discount rate of 10.5% and exit capitalization rate of 10.0%.

During the three and nine months ended September 30, 2019, the Company recognized approximately $4.4 million and $9.8 million, respectively, of loss on impairments related to six buildings.
Schedule of Finite-Lived Intangible Assets and Below Market Leases
The following table summarizes the deferred leasing intangibles on the accompanying Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

September 30, 2020December 31, 2019
Deferred Leasing Intangibles (in thousands)GrossAccumulated AmortizationNetGrossAccumulated AmortizationNet
Above market leases$93,002 $(36,711)$56,291 $92,607 $(32,115)$60,492 
Other intangible lease assets610,306 (227,551)382,755 623,846 (209,189)414,657 
Total deferred leasing intangible assets$703,308 $(264,262)$439,046 $716,453 $(241,304)$475,149 
Below market leases$39,167 $(14,176)$24,991 $38,802 $(12,064)$26,738 
Total deferred leasing intangible liabilities$39,167 $(14,176)$24,991 $38,802 $(12,064)$26,738 

The following table summarizes the amortization expense and the net decrease to rental income for the amortization of deferred leasing intangibles during the three and nine months ended September 30, 2020 and 2019.

 Three months ended September 30,Nine months ended September 30,
Deferred Leasing Intangibles Amortization (in thousands)2020201920202019
Net decrease to rental income related to above and below market lease amortization$1,482 $1,248 $3,646 $3,361 
Amortization expense related to other intangible lease assets$21,780 $18,472 $63,158 $53,185 
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of September 30, 2020.

YearAmortization Expense Related to Other Intangible Lease Assets (in thousands)Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands)
Remainder of 2020$18,290 $859 
2021$65,614 $2,764 
2022$56,254 $2,298 
2023$47,759 $2,504 
2024$38,947 $2,812 
Below Market Lease, Future Amortization Income
The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of September 30, 2020.

YearAmortization Expense Related to Other Intangible Lease Assets (in thousands)Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands)
Remainder of 2020$18,290 $859 
2021$65,614 $2,764 
2022$56,254 $2,298 
2023$47,759 $2,504 
2024$38,947 $2,812 
v3.20.2
Debt (Tables)
9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]  
Summary of the mortgage notes payable, unsecured term loans and credit facility The following table summarizes the Company’s outstanding indebtedness, including borrowings under the Company’s unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes as of September 30, 2020 and December 31, 2019.
LoanPrincipal Outstanding as of September 30, 2020 (in thousands)    Principal Outstanding as of December 31, 2019 (in thousands)
Interest 
Rate(1)(2)
    Maturity Date
Prepayment Terms(3) 
Unsecured credit facility:
Unsecured Credit Facility(4)
$— 
 
$146,000  L + 0.90%January 12, 2024i
Total unsecured credit facility 
 
146,000     
Unsecured term loans: 
 
    
Unsecured Term Loan C(5)
— 150,000 2.39 %September 29, 2020i
Unsecured Term Loan B(5)
— 
 
150,000  3.05 %March 21, 2021i
Unsecured Term Loan A150,000 
 
150,000  3.38 %March 31, 2022i
Unsecured Term Loan D150,000 
 
150,000  2.85 % January 4, 2023i
Unsecured Term Loan G(6)
300,000 — 2.77 %April 18, 2023i
Unsecured Term Loan E175,000 175,000 3.92 %January 15, 2024i
Unsecured Term Loan F200,000 100,000 3.11 %January 12, 2025i
Total unsecured term loans975,000 875,000 
Less: Total unamortized deferred financing fees and debt issuance costs(4,304)(3,625)
Total carrying value unsecured term loans, net970,696 
 
871,375     
Unsecured notes: 
 
    
Series F Unsecured Notes100,000 100,000 3.98 %

January 5, 2023ii
Series A Unsecured Notes50,000 
 
50,000  4.98 %October 1, 2024ii
Series D Unsecured Notes100,000 
 
100,000  4.32 %February 20, 2025ii
Series G Unsecured Notes75,000 75,000 4.10 %June 13, 2025ii
Series B Unsecured Notes50,000 
 
50,000  4.98 %July 1, 2026ii
Series C Unsecured Notes80,000 
 
80,000  4.42 %December 30, 2026ii
Series E Unsecured Notes20,000 
 
20,000  4.42 %February 20, 2027ii
Series H Unsecured Notes100,000 100,000 4.27 %June 13, 2028ii
Total unsecured notes575,000 575,000 

Less: Total unamortized deferred financing fees and debt issuance costs(1,819)(2,117)

Total carrying value unsecured notes, net573,181 
 
572,883 
 
 

  

Mortgage notes (secured debt):  

  
Wells Fargo Bank, National Association CMBS Loan49,013 
 
51,406  4.31 %December 1, 2022iii
Thrivent Financial for Lutherans3,587 3,679 4.78 %December 15, 2023iv
Total mortgage notes 52,600 
 
55,085   
Add: Total unamortized fair market value premiums31 39  
Less: Total unamortized deferred financing fees and debt issuance costs (266)(369)
Total carrying value mortgage notes, net52,365 
 
54,755  
Total / weighted average interest rate(7)
$1,596,242 
 
$1,645,013 3.62 %
(1)Interest rate as of September 30, 2020. At September 30, 2020, the one-month LIBOR (“L”) was 0.14825%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The spread over the applicable rate for the Company’s unsecured credit facility and unsecured term loans is based on the Company’s debt rating, as defined in the respective loan agreements.
(2)The unsecured term loans have a stated interest rate of one-month LIBOR plus a spread of 1.0%, with the exception of the Unsecured Term Loan G which has a spread of 1.5% and is subject to a minimum rate for LIBOR of 0.25%. As of September 30, 2020, one-month LIBOR for the Unsecured Term Loans A, D, E, F, and G was swapped to a fixed rate of 2.38%, 1.85%, 2.92%, 2.11%, and 1.17%, respectively. One-month LIBOR for the Unsecured Term Loan G will be swapped to a fixed rate of 0.28% effective March 19, 2021.
(3)Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; (iii) pre-payable without penalty three months prior to the maturity date, however can be defeased; and (iv) pre-payable without penalty three months prior to the maturity date.
(4)The capacity of the unsecured credit facility is $500.0 million. Deferred financing fees and debt issuance costs, net of accumulated amortization related to the unsecured credit facility of approximately $1.8 million and $2.4 million is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019, respectively. The initial maturity date is January 15, 2023, which may be extended pursuant to two six-month extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(5)The Unsecured Term Loan B and the Unsecured Term Loan C were paid in full on April 17, 2020 in connection with the execution of the Unsecured Term Loan G.
(6)The initial maturity date is April 16, 2021, which may be extended pursuant to two one-year extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each one-year option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions.
(7)The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $975.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums.
Interest Income and Interest Expense Disclosure [Table Text Block]
The following table summarizes the costs included in interest expense related to the Company’s debt arrangements on the accompanying Consolidated Statement of Operations for the three and nine months ended September 30, 2020 and 2019.

Three months ended September 30,Nine months ended September 30,
Costs Included in Interest Expense (in thousands)2020201920202019
Amortization of deferred financing fees and debt issuance costs and fair market value premiums$750 $673 $2,172 $1,909 
Facility, unused, and other fees$315 $348 $995 $1,118 
Schedule of aggregate carrying value of the debt and the corresponding estimate of fair value
The following table summarizes the aggregate principal outstanding under the Company’s debt arrangements and the corresponding estimate of fair value as of September 30, 2020 and December 31, 2019.

 September 30, 2020December 31, 2019
Indebtedness (in thousands)Principal OutstandingFair ValuePrincipal OutstandingFair Value
Unsecured credit facility$— $— $146,000 $146,000 
Unsecured term loans975,000 965,296 875,000 875,000 
Unsecured notes575,000 628,955 575,000 614,493 
Mortgage notes52,600 55,009 55,085 56,021 
Total principal amount1,602,600 $1,649,260 1,651,085 $1,691,514 
Add: Total unamortized fair market value premiums31 39 
Less: Total unamortized deferred financing fees and debt issuance costs(6,389)(6,111)
Total carrying value$1,596,242 $1,645,013 
v3.20.2
Derivative Financial Instruments (Tables)
9 Months Ended
Sep. 30, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Derivative Instruments [Table Text Block]
The following table summarizes the Company’s outstanding interest rate swaps as of September 30, 2020. All of the Company’s interest rate swaps are designated as qualifying cash flow hedges.

Interest Rate
Derivative Counterparty
Trade Date    Effective DateNotional Amount
(in thousands)
Fair Value
(in thousands)
Pay Fixed Interest RateReceive Variable Interest RateMaturity Date
Royal Bank of CanadaJan-08-2015Mar-20-2015$25,000 $(182)1.7090 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Mar-20-2015$25,000 $(182)1.7105 %One-month LMar-21-2021
The Toronto-Dominion BankJan-08-2015Sep-10-2017$100,000 $(970)2.2255 %One-month LMar-21-2021
Wells Fargo, N.A.Jan-08-2015Mar-20-2015$25,000 $(639)1.8280 %One-month LMar-31-2022
The Toronto-Dominion BankJan-08-2015Feb-14-2020$25,000 $(874)2.4535 %One-month LMar-31-2022
Regions BankJan-08-2015Feb-14-2020$50,000 $(1,766)2.4750 %One-month LMar-31-2022
Capital One, N.A.Jan-08-2015Feb-14-2020$50,000 $(1,808)2.5300 %One-month LMar-31-2022
The Toronto-Dominion BankJul-20-2017Oct-30-2017$25,000 $(979)1.8485 %One-month LJan-04-2023
Royal Bank of CanadaJul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
Wells Fargo, N.A.Jul-20-2017Oct-30-2017$25,000 $(980)1.8505 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$25,000 $(978)1.8485 %One-month LJan-04-2023
PNC Bank, N.A.Jul-20-2017Oct-30-2017$50,000 $(1,956)1.8475 %One-month LJan-04-2023
The Toronto-Dominion BankApr-20-2020Sep-29-2020$75,000 $(272)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Sep-29-2020$75,000 $(279)0.2790 %One-month LApr-18-2023
The Toronto-Dominion BankApr-20-2020Mar-19-2021$75,000 $(230)0.2750 %One-month LApr-18-2023
Wells Fargo, N.A.Apr-20-2020Mar-19-2021$75,000 $(239)0.2800 %One-month LApr-18-2023
The Toronto-Dominion BankJul-24-2018Jul-26-2019$50,000 $(4,568)2.9180 %One-month LJan-12-2024
PNC Bank, N.A.Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
Bank of Montreal Jul-24-2018Jul-26-2019$50,000 $(4,568)2.9190 %One-month LJan-12-2024
U.S. Bank, N.A.Jul-24-2018Jul-26-2019$25,000 $(2,284)2.9190 %One-month LJan-12-2024
Wells Fargo, N.A.May-02-2019Jul-15-2020$50,000 $(4,412)2.2460 %One-month LJan-15-2025
U.S. Bank, N.A.May-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Regions BankMay-02-2019Jul-15-2020$50,000 $(4,411)2.2459 %One-month LJan-15-2025
Bank of MontrealJul-16-2019Jul-15-2020$50,000 $(3,276)1.7165 %One-month LJan-15-2025
Schedule of interest rate swaps
The following table summarizes the fair value of the interest rate swaps outstanding as of September 30, 2020 and December 31, 2019.
Balance Sheet Line Item (in thousands)Notional Amount September 30, 2020Fair Value September 30, 2020Notional Amount December 31, 2019Fair Value December 31, 2019
Interest rate swaps-Asset$— $— $250,000 $303 
Interest rate swaps-Liability$1,125,000 $(45,812)$850,000 $(18,819)
Schedule of the location in the financial statements of the gain or loss recognized on interest rate swaps
The following table summarizes the effect of cash flow hedge accounting and the location in the consolidated financial statements for the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Effect of Cash Flow Hedge Accounting (in thousands)2020201920202019
Income (loss) recognized in accumulated other comprehensive loss on interest rate swaps$169 $(5,913)$(36,167)$(26,715)
Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense$(4,758)$522 $(8,894)$2,726 
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded$15,928 $14,053 $46,125 $39,080 
Schedule of financial instruments accounted for at fair value on a recurring basis
The following table summarizes the Company’s financial instruments that are accounted for at fair value on a recurring basis as of September 30, 2020 and December 31, 2019. 
  Fair Value Measurements as of September 30, 2020 Using
Balance Sheet Line Item (in thousands)Fair Value September 30, 2020Level 1Level 2Level 3
Interest rate swaps-Asset$— $— $— $— 
Interest rate swaps-Liability$(45,812)$— $(45,812)$— 

  Fair Value Measurements as of December 31, 2019 Using
Balance Sheet Line Item (in thousands)Fair Value December 31, 2019Level 1Level 2Level 3
Interest rate swaps-Asset$303 $— $303 $— 
Interest rate swaps-Liability$(18,819)$— $(18,819)$— 
v3.20.2
Equity (Tables)
9 Months Ended
Sep. 30, 2020
Stockholders' Equity Note [Abstract]  
Schedule of Stock by Class
The following table summarizes the Company’s outstanding preferred stock issuances as of September 30, 2020.

Preferred Stock IssuancesIssuance DateNumber of SharesLiquidation Value Per ShareInterest Rate
6.875% Series C Cumulative Redeemable Preferred Stock ("Series C Preferred Stock")March 17, 20163,000,000 $25.00 6.875 %
Dividends Declared [Table Text Block]
The following tables summarize the dividends attributable to the Company’s outstanding preferred stock issuances during the nine months ended September 30, 2020 and the year ended December 31, 2019.
Quarter Ended 2020Declaration DateSeries C
Preferred Stock Per Share
Payment Date
September 30July 9, 2020$0.4296875 September 30, 2020
June 30April 9, 20200.4296875 June 30, 2020
March 31January 8, 20200.4296875 March 31, 2020
Total $1.2890625  

Quarter Ended 2019Declaration DateSeries C
Preferred Stock Per Share
Payment Date
December 31October 15, 2019$0.4296875 December 31, 2019
September 30July 15, 20190.4296875 September 30, 2019
June 30April 9, 20190.4296875 July 1, 2019
March 31January 10, 20190.4296875 April 1, 2019
Total $1.7187500  
On October 9, 2020, the Company’s board of directors declared the Series C Preferred Stock dividends for the quarter ending December 31, 2020 at a quarterly rate of $0.4296875 per share.
Schedule of stock sale activity
The following table summarizes the terms of the Company’s at-the market (“ATM”) common stock offering program as of September 30, 2020.
ATM Common Stock Offering ProgramDateMaximum Aggregate Offering Price (in thousands)Aggregate Common Stock Available as of September 30, 2020 (in thousands)
2019 $600 million ATMFebruary 14, 2019$600,000 $318,248 

The table below summarizes the activity under the ATM common stock offering program during the year ended December 31, 2019 (in thousands, except share data). There was no activity under the ATM common stock offering program during the nine months ended September 30, 2020.
 Year ended December 31, 2019
ATM Common Stock Offering ProgramShares
Sold
Weighted Average Price Per ShareNet
Proceeds
2019 $600 million ATM9,711,706 $29.01 $279,156 
Total/weighted average9,711,706 $29.01 $279,156 

On January 13, 2020, the Company completed an underwritten public offering of an aggregate 10,062,500 shares of common stock at a price to the underwriters of $30.9022 per share, consisting of (i) 5,600,000 shares offered directly by the Company and (ii) 4,462,500 shares offered by the forward dealer in connection with certain forward sale agreements (including 1,312,500 shares offered pursuant to the underwriters’ option to purchase additional shares, which option was exercised in full). The offering closed on January 16, 2020 and the Company received net proceeds from the sale of shares offered directly by the Company of approximately $173.1 million. Subject to the Company’s right to elect cash or net share settlement, the Company has the ability to settle the forward sales agreements at any time through scheduled maturity date of the forward sale agreements of January 13, 2021.
Common Stock Dividends Declared [Table Text Block]
The following tables summarize the dividends attributable to the Company’s outstanding shares of common stock that were declared during the nine months ended September 30, 2020 and the year ended December 31, 2019.

Month Ended 2020Declaration DateRecord DatePer SharePayment Date
September 30July 9, 2020September 30, 2020$0.12 October 15, 2020
August 31July 9, 2020August 31, 20200.12 September 15, 2020
July 31July 9, 2020July 31, 20200.12 August 17, 2020
June 30April 9, 2020June 30, 20200.12 July 15, 2020
May 31April 9, 2020May 29, 20200.12 June 15, 2020
April 30April 9, 2020April 30, 20200.12 May 15, 2020
March 31January 8, 2020March 31, 20200.12 April 15, 2020
February 29January 8, 2020February 28, 20200.12 March 16, 2020
January 31January 8, 2020January 31, 20200.12 February 18, 2020
Total $1.08  

Month Ended 2019Declaration DateRecord DatePer SharePayment Date
December 31October 15, 2019December 31, 2019$0.119167 January 15, 2020
November 30October 15, 2019November 29, 20190.119167 December 16, 2019
October 31October 15, 2019October 31, 20190.119167 November 15, 2019
September 30July 15, 2019September 30, 20190.119167 October 15, 2019
August 31July 15, 2019August 30, 20190.119167 September 16, 2019
July 31July 15, 2019July 31, 20190.119167 August 15, 2019
June 30April 9, 2019June 28, 20190.119167 July 15, 2019
May 31April 9, 2019May 31, 20190.119167 June 17, 2019
April 30April 9, 2019April 30, 20190.119167 May 15, 2019
March 31January 10, 2019March 29, 20190.119167 April 15, 2019
February 28January 10, 2019February 28, 20190.119167 March 15, 2019
January 31January 10, 2019January 31, 20190.119167 February 15, 2019
Total $1.430004  
On October 9, 2020, the Company’s board of directors declared the common stock dividends for the months ending October 31, 2020, November 30, 2020, and December 31, 2020 at a monthly rate of $0.12 per share of common stock.
Schedule of activity related to unvested restricted stock awards The following table summarizes activity related to the Company’s unvested restricted shares of common stock for the nine months ended September 30, 2020 and the year ended December 31, 2019.
Unvested Restricted Shares of Common StockShares    
Balance at December 31, 2018190,462  
Granted110,830 (1)
Vested(101,109)(2)
Forfeited(7,138) 
Balance at December 31, 2019193,045  
Granted75,419 (1)
Vested(78,010)(2)
Forfeited(1,376) 
Balance at September 30, 2020189,078 
(1)The fair value per share on the grant date of February 13, 2020, January 8, 2020, and January 7, 2019 was $32.64, $31.49, and $24.85, respectively.
(2)The Company repurchased and retired 33,119 and 28,504 restricted shares of common stock that vested during the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively.
Schedule of vested restricted shares of common stock activity
The following table summarizes the fair value at vesting for the restricted shares of common stock that vested during the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Vested Restricted Shares of Common Stock2020201920202019
Vested restricted shares of common stock— — 78,010 78,431 
Fair value of vested restricted shares of common stock (in thousands)$— $— $2,463 $1,951 
v3.20.2
Noncontrolling Interest (Tables)
9 Months Ended
Sep. 30, 2020
Noncontrolling Interest [Abstract]  
Noncontrolling interest activity
The following table summarizes the activity for noncontrolling interest in the Company for the nine months ended September 30, 2020 and the year ended December 31, 2019.
Noncontrolling InterestLTIP UnitsOther
Common Units
Total
Noncontrolling Common Units
Noncontrolling Interest
Balance at December 31, 20181,616,200 2,453,234 4,069,434 3.5 %
Granted/Issued364,173 — 364,173 N/A
Forfeited(16,618)— (16,618)N/A
Conversions from LTIP units to Other Common Units(266,397)266,397 — N/A
Redemptions from Other Common Units to common stock— (680,137)(680,137)N/A
Balance at December 31, 20191,697,358 2,039,494 3,736,852 2.5 %
Granted/Issued278,806 — 278,806 N/A
Forfeited— — — N/A
Conversions from LTIP units to Other Common Units(283,741)283,741 — N/A
Redemptions from Other Common Units to common stock— (730,104)(730,104)N/A
Balance at September 30, 20201,692,423 1,593,131 3,285,554 2.2 %
Schedule of share-based payment award, LTIP unit awards, valuation assumptions The following table summarizes the assumptions used in valuing such LTIP units granted during the nine months ended September 30, 2020 (excluding those LTIP units granted pursuant to the January 6, 2017 performance units; refer to Note 8 for details).
LTIP UnitsAssumptions
Grant dateJanuary 8, 2020
Expected term (years)10
Expected volatility18.0 %
Expected dividend yield5.75 %
Risk-free interest rate1.61 %
Fair value of LTIP units at issuance (in thousands)$4,030 
LTIP units at issuance136,741 
Fair value unit price per LTIP unit at issuance$29.47 
Schedule of activity related to unvested LTIP unit awards
The following table summarizes activity related to the Company’s unvested LTIP units for the nine months ended September 30, 2020 and the year ended December 31, 2019.

Unvested LTIP UnitsLTIP Units
Balance at December 31, 2018251,216 
Granted364,173 
Vested(371,423)
Forfeited(16,618)
Balance at December 31, 2019227,348 
Granted278,806 
Vested(201,442)
Forfeited— 
Balance at September 30, 2020304,712 
Schedule of vested LTIP unit award activity
The following table summarizes the fair value at vesting for the LTIP units that vested during the three and nine months ended September 30, 2020 and 2019.
 Three months ended September 30,Nine months ended September 30,
Vested LTIP units2020201920202019
Vested LTIP units27,297 29,989 201,442 234,330 
Fair value of vested LTIP units (in thousands)$832 $884 $5,906 $6,348 
v3.20.2
Equity Incentive Plan (Tables)
9 Months Ended
Sep. 30, 2020
Share-based Payment Arrangement [Abstract]  
Schedule of share-based payment award, performance unit awards, valuation assumptions The following table summarizes the assumptions used in valuing the performance units granted during the nine months ended September 30, 2020.
Performance UnitsAssumptions
Grant dateJanuary 8, 2020
Expected volatility17.4 %
Expected dividend yield5.75 %
Risk-free interest rate1.59 %
Fair value of performance units grant (in thousands)$5,389 
Summary of Equity Compensation Expense
The following table summarizes the amount recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations for the amortization of restricted shares of common stock, LTIP units, performance units, and the Company’s director compensation for the three and nine months ended September 30, 2020 and 2019.

 Three months ended September 30,Nine months ended September 30,
Non-Cash Compensation Expense (in thousands)2020    201920202019
Restricted shares of common stock$487 $447 $1,435 $1,318 
LTIP units981 

901 2,923 

2,687 
Performance units1,356 1,107 4,004 3,062 
Director compensation (1)
122 

101 374 304 
Total non-cash compensation expense$2,946 $2,556 $8,736 $7,371 
(1)All of the Company’s independent directors elected to receive shares of common stock in lieu of cash for their service during the three and nine months ended September 30, 2020 and 2019. The number of shares of common stock granted is calculated based on the trailing ten days average common stock price ending on the third business day preceding the grant date.
v3.20.2
Leases (Tables)
9 Months Ended
Sep. 30, 2020
Leases [Abstract]  
Operating Lease, Lease Income [Table Text Block]
The following table summarizes the components of rental income recognized during the three and nine months ended September 30, 2020 and 2019 included in the accompanying Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Rental Income (in thousands)20202019    20202019
Fixed lease payments$92,120 $80,262   $273,750 $227,337 
Variable lease payments23,757 20,189 74,351 61,628 
Straight-line rental income2,852 3,091 8,602 8,667 
Net decrease to rental income related to above and below market lease amortization(1,482)(1,248)(3,646)(3,361)
Total rental income$117,247 $102,294 $353,057 $294,271 
Lessor, Operating Lease, Payments to be Received, Maturity
The following table summarizes the maturity of fixed lease payments under the Company’s leases as of September 30, 2020.

YearMaturity of Fixed Lease Payments (in thousands)
Remainder of 2020$92,565 
2021$362,825 
2022$327,365 
2023$284,041 
2024$240,067 
Thereafter$911,977 
Lease, Cost [Table Text Block]
The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019.

Operating Lease Term and Discount RateSeptember 30, 2020December 31, 2019
Weighted average remaining lease term (years)28.936.0
Weighted average discount rate6.8 %7.1 %

The following table summarizes the operating lease cost recognized during the three and nine months ended September 30, 2020 and 2019 included in the Company’s Consolidated Statements of Operations.

 Three months ended September 30,Nine months ended September 30,
Operating Lease Cost (in thousands)20202019    20202019
Operating lease cost included in property expense attributable to ground leases$345 $331   $1,007 $993 
Operating lease cost included in general and administrative expense attributable to corporate office lease424 266 1,165 799 
Total operating lease cost$769 $597 $2,172 $1,792 

The following table summarizes supplemental cash flow information related to operating leases recognized during the nine months ended September 30, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows.

 Nine months ended September 30,
Operating Leases (in thousands)20202019
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)$1,728 $1,711 
Right-of-use assets obtained in exchange for new lease liabilities$7,718 $— 
Lessee, Operating Lease, Liability, Maturity [Table Text Block]
The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of September 30, 2020.
Year
Maturity of Operating Lease Liabilities(1)
(in thousands)
Remainder of 2020$606 
20212,222 
20223,100 
20233,153 
20243,196 
Thereafter59,245 
Total lease payments71,522 
Less: Imputed interest(45,108)
Present value of operating lease liabilities$26,414 
(1)Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented.
v3.20.2
Earnings Per Share (Tables)
9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]  
Schedule of computation of basic and diluted earnings per common share
The following table reconciles the numerators and denominators in the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2020 and 2019.

Three months ended September 30,Nine months ended September 30,
Earnings Per Share (in thousands, except per share data)2020201920202019
Numerator 
Net income attributable to common stockholders$22,386 $9,533 $102,021 $27,734 
Denominator 
Weighted average common shares outstanding — basic148,997 127,272 148,412 122,460 
Effect of dilutive securities(1)
Share-based compensation675 178 375 254 
Shares issuable under forward sales agreements233 19 78 
Weighted average common shares outstanding — diluted149,905 127,469 148,865 122,720 
Net income per share — basic and diluted
Net income per share attributable to common stockholders — basic$0.15 $0.07 $0.69 $0.23 
Net income per share attributable to common stockholders — diluted$0.15 $0.07 $0.69 $0.23 
(1)During the three and nine months ended September 30, 2020 and 2019, there were 189, 187, 220 and 218, unvested shares of restricted common stock, respectively, on a weighted average basis that were not included in the computation of diluted earnings per share because the allocation of income under the two-class method was more dilutive.
v3.20.2
Organization and Description of Business (Details)
ft² in Millions
6 Months Ended 9 Months Ended
Jun. 30, 2020
Sep. 30, 2020
ft²
building
state
Real Estate Properties [Line Items]    
Number of properties   462
Number of states in which the entity owned buildings | state   38
Area (in square feet) | ft²   92.3
STAG Industrial, Inc. [Member]    
Real Estate Properties [Line Items]    
Ownership interest in Operating Partnership (as a percent) 97.50% 97.80%
Warehouse - Distribution buildings    
Real Estate Properties [Line Items]    
Number of properties   384
Light Manufacturing buildings    
Real Estate Properties [Line Items]    
Number of properties   70
Flex/Office Buildings    
Real Estate Properties [Line Items]    
Number of properties   8
v3.20.2
Organization, Consolidation and Presentation of Financial Statements - COVID-19 Pandemic (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Rent Deferrals Granted $ 0.4 $ 1.9
v3.20.2
Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Sep. 30, 2019
Dec. 31, 2018
Accounting Policies [Abstract]        
Cash and cash equivalents $ 70,137 $ 9,041    
Restricted cash 4,623 2,823    
Cash and cash equivalents and restricted cash—end of period $ 74,760 $ 11,864 $ 9,273 $ 22,542
v3.20.2
Summary of Significant Accounting Policies - Taxes (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Business Acquisition [Line Items]          
Net income $ 24,209,000 $ 11,190,000 $ 108,563,000 $ 32,749,000  
State and local income, excise and franchise taxes 400,000 300,000 1,300,000 900,000  
Liabilities for uncertain tax positions 0   0   $ 0
Real Estate Investment Trust          
Business Acquisition [Line Items]          
Net income $ 0 $ 0 $ 0 $ 300,000  
v3.20.2
Rental Property - Summary (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net $ 4,050,955 $ 3,998,507
Deferred leasing intangible assets, accumulated amortization 264,262 241,304
Land    
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net 447,356 435,923
Buildings, net of accumulated depreciation of $311,326 and $254,458, respectively    
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net 2,862,026 2,787,234
Rental property, accumulated depreciation 311,326 254,458
Tenant improvements, net of accumulated depreciation of $23,641 and $21,487, respectively    
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net 39,495 38,339
Rental property, accumulated depreciation 23,641 21,487
Building and land improvements, net of accumulated depreciation of $138,402 and $111,688, respectively    
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net 243,807 232,456
Rental property, accumulated depreciation 138,402 111,688
Construction in progress    
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net 19,225 29,406
Deferred leasing intangibles, net of accumulated amortization of $264,262 and $241,304, respectively    
Property Subject to or Available for Operating Lease [Line Items]    
Rental property, net $ 439,046 $ 475,149
v3.20.2
Rental Property - Acquisitions (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
USD ($)
ft²
building
Jun. 30, 2020
USD ($)
ft²
building
Mar. 31, 2020
USD ($)
ft²
building
Sep. 30, 2020
USD ($)
ft²
building
Business Acquisition [Line Items]        
Area (in square feet) 92,300,000     92,300,000
Acquisitions 2020        
Business Acquisition [Line Items]        
Area (in square feet) 2,351,350     2,351,350
Number of properties | building       16
Business Combination, Consideration Transferred | $       $ 195,939
Acquistions Q1 2020        
Business Acquisition [Line Items]        
Area (in square feet)     1,599,389  
Number of properties | building     9  
Business Combination, Consideration Transferred | $     $ 119,343  
Canton, MI - 1-10-20        
Business Acquisition [Line Items]        
Area (in square feet)     491,049  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 29,543  
Rochester, NY - 1-10-20        
Business Acquisition [Line Items]        
Area (in square feet)     124,850  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 8,565  
Hudson, WI - 2-6-20        
Business Acquisition [Line Items]        
Area (in square feet)     139,875  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 10,460  
McClellan, CA - 2-6-20        
Business Acquisition [Line Items]        
Area (in square feet)     160,534  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 18,468  
Richmond, VA - 2-6-20        
Business Acquisition [Line Items]        
Area (in square feet)     78,128  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 5,481  
Muskego, WI - 2-7-20        
Business Acquisition [Line Items]        
Area (in square feet)     81,230  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 7,219  
Warren, MI - 2-11-20        
Business Acquisition [Line Items]        
Area (in square feet)     311,123  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 23,141  
Langhorne, PA - 3-9-20        
Business Acquisition [Line Items]        
Area (in square feet)     78,000  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 6,571  
Tulsa, OK - 3-9-20        
Business Acquisition [Line Items]        
Area (in square feet)     134,600  
Number of properties | building     1  
Business Combination, Consideration Transferred | $     $ 9,895  
Acquisitions Q2 2020        
Business Acquisition [Line Items]        
Area (in square feet)   122,280    
Number of properties | building   2    
Business Combination, Consideration Transferred | $   $ 11,914    
Rancho Cordova, CA 6-11-20        
Business Acquisition [Line Items]        
Area (in square feet)   54,463    
Number of properties | building   1    
Business Combination, Consideration Transferred | $   $ 5,730    
Schaumburg, IL 6-29-20        
Business Acquisition [Line Items]        
Area (in square feet)   67,817    
Number of properties | building   1    
Business Combination, Consideration Transferred | $   $ 6,184    
Acquisitions Q3 2020        
Business Acquisition [Line Items]        
Area (in square feet) 629,681     629,681
Number of properties | building 5      
Business Combination, Consideration Transferred | $ $ 64,682      
Mount Laurel, NJ - 8-31-20        
Business Acquisition [Line Items]        
Area (in square feet) 112,294     112,294
Number of properties | building 1      
Business Combination, Consideration Transferred | $ $ 8,427      
Clinton, PA - 9-3-20        
Business Acquisition [Line Items]        
Area (in square feet) 125,000     125,000
Number of properties | building 1      
Business Combination, Consideration Transferred | $ $ 15,580      
Clinton, PA - 9-24-20        
Business Acquisition [Line Items]        
Area (in square feet) 66,387     66,387
Number of properties | building 1      
Business Combination, Consideration Transferred | $ $ 6,685      
Charlotte, NC - 9-28-20        
Business Acquisition [Line Items]        
Area (in square feet) 50,000     50,000
Number of properties | building 1      
Business Combination, Consideration Transferred | $ $ 5,729      
Twinsburg, OH - 9-30-20        
Business Acquisition [Line Items]        
Area (in square feet) 276,000     276,000
Number of properties | building 1      
Business Combination, Consideration Transferred | $ $ 28,261      
v3.20.2
Rental Property - Acquisitions - Allocation of Consideration (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2020
Dec. 31, 2019
Allocation of the consideration paid for the acquired assets and liabilities    
Land $ 15,338  
Buildings 135,570  
Tenant improvements 2,096  
Building and land improvements 8,895  
Other assets 450  
Operating lease right-of-use assets 24,124 $ 15,129
Total purchase price 195,939  
Operating lease liabilities (26,414) $ (16,989)
Acquisitions 2020    
Allocation of the consideration paid for the acquired assets and liabilities    
Operating lease right-of-use assets 2,321  
Operating lease liabilities (2,321)  
Construction in progress    
Allocation of the consideration paid for the acquired assets and liabilities    
Construction in progress 669  
In-place leases    
Allocation of the consideration paid for the acquired assets and liabilities    
Deferred leasing intangibles $ (21,496)  
Weighted average amortization period of lease intangibles 8 years  
Tenant relationships    
Allocation of the consideration paid for the acquired assets and liabilities    
Deferred leasing intangibles $ (10,150)  
Weighted average amortization period of lease intangibles 11 years 1 month 6 days  
Above market leases    
Allocation of the consideration paid for the acquired assets and liabilities    
Deferred leasing intangibles $ (3,962)  
Weighted average amortization period of lease intangibles 12 years 7 months 6 days  
Below market leases    
Allocation of the consideration paid for the acquired assets and liabilities    
Deferred leasing intangibles $ 2,687  
Weighted average amortization period of lease intangibles 5 years 3 months 18 days  
v3.20.2
Rental Property - Acquisitions - Results of Operations (Details) - Acquisitions 2020 - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2020
Business Acquisition [Line Items]    
Revenue $ 3,298 $ 8,046
Net income (loss) $ 601 $ 1,462
v3.20.2
Rental Property - Disposals (Details)
ft² in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2020
USD ($)
ft²
building
Sep. 30, 2019
USD ($)
Sep. 30, 2020
USD ($)
ft²
building
Sep. 30, 2019
USD ($)
Dec. 31, 2019
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Number of buildings disposed | building 462   462    
Area (in square feet) | ft² 92.3   92.3    
Carrying value of property sold $ 4,050,955,000   $ 4,050,955,000   $ 3,998,507,000
Disposal Group, Disposed of by Sale, Not Discontinued Operations          
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Number of buildings disposed | building 5   5    
Area (in square feet) | ft² 1.7   1.7    
Carrying value of property sold $ 64,400,000   $ 64,400,000    
Contribution to revenue 100,000 $ 1,300,000 800,000 $ 4,500,000  
Disposal Group, Including Discontinued Operation, Operating Income (Loss) $ (300,000) $ (200,000) (400,000) $ 300,000  
Net proceeds from sales of rental property     121,300,000    
Gain (Loss) on Sale     $ 56,900,000    
v3.20.2
Rental Property - Loss on Impairments (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
USD ($)
building
Sep. 30, 2019
USD ($)
Sep. 30, 2020
USD ($)
Sep. 30, 2019
USD ($)
building
Impaired Assets to be Disposed of by Method Other than Sale [Line Items]        
Number of Buildings Impaired | building 1     6
Fair Value Inputs Exit Capitalization Rate 10.00%      
Fair Value Inputs, Discount Rates 10.50%      
Fair Value, Nonrecurring        
Impaired Assets to be Disposed of by Method Other than Sale [Line Items]        
Property, Plant, and Equipment, Fair Value Disclosure $ 5,019   $ 5,019  
Operating Income (Loss) [Member]        
Impaired Assets to be Disposed of by Method Other than Sale [Line Items]        
Impairment of Real Estate $ 3,172 $ 4,400 $ 3,172 $ 9,800
v3.20.2
Rental Property - Gain on Involuntary Conversion (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Gain on involuntary conversion $ 1,500 $ 0 $ 2,157 $ 0
Operating Income (Loss) [Member]        
Gain on involuntary conversion $ 1,500   $ 2,200  
v3.20.2
Rental Property - Deferred Leasing Intangibles (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]          
Deferred leasing intangibles, gross $ 703,308   $ 703,308   $ 716,453
Deferred leasing intangibles assets, accumulated amortization (264,262)   (264,262)   (241,304)
Deferred leasing intangibles, net 439,046   439,046   475,149
Below market lease, gross 39,167   39,167   38,802
Below market lease, accumulated amortization (14,176)   (14,176)   (12,064)
Below market lease, net 24,991   24,991   26,738
Net decrease to rental income related to above and below market lease amortization 1,482 $ 1,248 3,646 $ 3,361  
Above market leases          
Finite-Lived Intangible Assets [Line Items]          
Deferred leasing intangibles, gross 93,002   93,002   92,607
Deferred leasing intangibles assets, accumulated amortization (36,711)   (36,711)   (32,115)
Deferred leasing intangibles, net 56,291   56,291   60,492
Other intangible lease assets          
Finite-Lived Intangible Assets [Line Items]          
Deferred leasing intangibles, gross 610,306   610,306   623,846
Deferred leasing intangibles assets, accumulated amortization (227,551)   (227,551)   (209,189)
Deferred leasing intangibles, net 382,755   382,755   $ 414,657
Amortization expense related to other intangible lease assets 21,780 $ 18,472 63,158 $ 53,185  
Estimated Net Amortization of In-Place Leases, Leasing Commissions and Tenant Relationships          
Remainder of 2020 18,290   18,290    
2021 65,614   65,614    
2022 56,254   56,254    
2023 47,759   47,759    
2024 38,947   38,947    
Net decrease to rental income related to above and below market lease amortization          
Estimated Net Amortization of In-Place Leases, Leasing Commissions and Tenant Relationships          
Remainder of 2020 859   859    
2021 2,764   2,764    
2022 2,298   2,298    
2023 2,504   2,504    
2024 $ 2,812   $ 2,812    
v3.20.2
Debt - Summary (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2020
USD ($)
extention
Mar. 19, 2021
Apr. 17, 2020
USD ($)
extention
Dec. 31, 2019
USD ($)
Debt Instrument [Line Items]        
Long-term debt, gross $ 1,602,600     $ 1,651,085
Unamortized debt issuance costs (6,389)     (6,111)
Unamortized fair market value premium 31     39
Principal outstanding $ 1,596,242     1,645,013
Weighted average interest rate 3.62%      
Interest Rate Swaps        
Debt Instrument [Line Items]        
Derivative notional amount swapped $ 975,000      
London Interbank Offered Rate (LIBOR) [Member]        
Debt Instrument [Line Items]        
Stated interest rate 0.14825%      
Term Loan | London Interbank Offered Rate (LIBOR) [Member]        
Debt Instrument [Line Items]        
Debt Instrument, Basis Spread on Variable Rate 1.00%      
$300 Million Unsecured Term Loan [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross     $ 300,000  
Number Of Extensions | extention     2  
Debt Instrument Term Extension Period 1 year      
$300 Million Unsecured Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member]        
Debt Instrument [Line Items]        
Debt Instrument, Basis Spread on Variable Rate 1.50%      
$300 Million Unsecured Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member]        
Debt Instrument [Line Items]        
Debt Instrument, Basis Spread on Variable Rate 0.25%      
Unsecured Credit Facility        
Debt Instrument [Line Items]        
Principal outstanding $ 0     146,000
Debt Instrument, Maturity Date Jan. 12, 2024      
Maximum borrowing capacity $ 500,000      
Number Of Extensions | extention 2      
Debt Instrument Term Extension Period 6 months      
Unsecured Credit Facility | Prepaid Expenses and Other Assets        
Debt Instrument [Line Items]        
Unamortized debt issuance costs $ (1,800)     (2,400)
Unsecured Credit Facility | London Interbank Offered Rate (LIBOR) [Member]        
Debt Instrument [Line Items]        
Debt Instrument, Basis Spread on Variable Rate 0.90%      
Unsecured Term Loans        
Debt Instrument [Line Items]        
Long-term debt, gross $ 975,000     875,000
Unamortized debt issuance costs (4,304)     (3,625)
Principal outstanding 970,696     871,375
Unsecured Term Loans | $150 Million Wells Fargo Unsecured Term Loan C        
Debt Instrument [Line Items]        
Long-term debt, gross $ 0     150,000
Debt Instrument, Interest Rate, Effective Percentage 2.39%      
Debt Instrument, Maturity Date Sep. 29, 2020      
Unsecured Term Loans | $150 Million Wells Fargo Unsecured Term Loan B        
Debt Instrument [Line Items]        
Long-term debt, gross $ 0     150,000
Debt Instrument, Interest Rate, Effective Percentage 3.05%      
Debt Instrument, Maturity Date Mar. 21, 2021      
Unsecured Term Loans | $150 Million Wells Fargo Unsecured Term Loan A        
Debt Instrument [Line Items]        
Long-term debt, gross $ 150,000     150,000
Debt Instrument, Interest Rate, Effective Percentage 3.38%      
Debt Instrument, Maturity Date Mar. 31, 2022      
Fixed Interest Rate (as a percent) 2.38%      
Unsecured Term Loans | $150 Million Unsecured Term Loan D [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 150,000     150,000
Debt Instrument, Interest Rate, Effective Percentage 2.85%      
Debt Instrument, Maturity Date Jan. 04, 2023      
Fixed Interest Rate (as a percent) 1.85%      
Unsecured Term Loans | $300 Million Unsecured Term Loan [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 300,000     0
Debt Instrument, Interest Rate, Effective Percentage 2.77%      
Debt Instrument, Maturity Date Apr. 18, 2023      
Fixed Interest Rate (as a percent) 1.17%      
Unsecured Term Loans | $300 Million Unsecured Term Loan [Member] | Scenario, Forecast [Member]        
Debt Instrument [Line Items]        
Fixed Interest Rate (as a percent)   0.28%    
Unsecured Term Loans | $175 Million Unsecured Term Loan E [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 175,000     175,000
Debt Instrument, Interest Rate, Effective Percentage 3.92%      
Debt Instrument, Maturity Date Jan. 15, 2024      
Fixed Interest Rate (as a percent) 2.92%      
Unsecured Term Loans | $200 Million Unsecured Term Loan F [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 200,000     100,000
Debt Instrument, Interest Rate, Effective Percentage 3.11%      
Debt Instrument, Maturity Date Jan. 12, 2025      
Fixed Interest Rate (as a percent) 2.11%      
Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 575,000     575,000
Unamortized debt issuance costs (1,819)     (2,117)
Principal outstanding 573,181     572,883
Unsecured Notes | $100 Million Series F Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 100,000     100,000
Stated interest rate 3.98%      
Debt Instrument, Maturity Date Jan. 05, 2023      
Unsecured Notes | $50 Million Series A Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 50,000     50,000
Stated interest rate 4.98%      
Debt Instrument, Maturity Date Oct. 01, 2024      
Unsecured Notes | $100 Million Series D Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 100,000     100,000
Stated interest rate 4.32%      
Debt Instrument, Maturity Date Feb. 20, 2025      
Unsecured Notes | $75 Million Series G Unsecured Notes [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 75,000     75,000
Stated interest rate 4.10%      
Debt Instrument, Maturity Date Jun. 13, 2025      
Unsecured Notes | $50 Million Series B Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 50,000     50,000
Stated interest rate 4.98%      
Debt Instrument, Maturity Date Jul. 01, 2026      
Unsecured Notes | $80 Million Series C Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 80,000     80,000
Stated interest rate 4.42%      
Debt Instrument, Maturity Date Dec. 30, 2026      
Unsecured Notes | $20 Million Series E Unsecured Notes        
Debt Instrument [Line Items]        
Long-term debt, gross $ 20,000     20,000
Stated interest rate 4.42%      
Debt Instrument, Maturity Date Feb. 20, 2027      
Unsecured Notes | $100 Million Series H Unsecured Notes [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 100,000     100,000
Stated interest rate 4.27%      
Debt Instrument, Maturity Date Jun. 13, 2028      
Mortgage Loans Payable        
Debt Instrument [Line Items]        
Long-term debt, gross $ 52,600     55,085
Unamortized debt issuance costs (266)     (369)
Unamortized fair market value premium 31     39
Principal outstanding 52,365     54,755
Mortgage Loans Payable | Wells Fargo Bank, National Association CMBS Loan        
Debt Instrument [Line Items]        
Long-term debt, gross $ 49,013     51,406
Stated interest rate 4.31%      
Debt Instrument, Maturity Date Dec. 01, 2022      
Penalty free prepayment period 3 months      
Mortgage Loans Payable | Thrivent Financial for Lutherans Due December 15, 2023 [Member]        
Debt Instrument [Line Items]        
Long-term debt, gross $ 3,587     $ 3,679
Stated interest rate 4.78%      
Debt Instrument, Maturity Date Dec. 15, 2023      
Penalty free prepayment period 3 months      
v3.20.2
Debt - 2020 Activity (Details)
3 Months Ended 9 Months Ended
Apr. 29, 2020
USD ($)
Apr. 17, 2020
USD ($)
extention
Mar. 25, 2020
USD ($)
Sep. 30, 2020
USD ($)
extention
Mar. 31, 2020
Sep. 30, 2019
USD ($)
Sep. 30, 2020
USD ($)
extention
Sep. 30, 2019
USD ($)
Dec. 31, 2019
USD ($)
Debt Instrument [Line Items]                  
Debt Instrument, Unused Borrowing Capacity, Amount       $ 497,000,000.0     $ 497,000,000.0    
Line of Credit Facility, Accordion Feature, Increase Limit   $ 600,000,000.0              
Debt Instrument, Covenant Compliance         The Company was in compliance with all financial and other covenants   The Company was in compliance with all financial and other covenants    
Net book value of properties that are collateral for debt arrangements       $ 82,300,000     $ 82,300,000   $ 85,500,000
Unsecured Credit Facility                  
Debt Instrument [Line Items]                  
Number Of Extensions | extention       2     2    
Debt Instrument Term Extension Period             6 months    
Accounts Payable and Accrued Liabilities [Member]                  
Debt Instrument [Line Items]                  
Interest payable       $ 7,800,000   $ 6,300,000 $ 7,800,000 $ 6,300,000  
Interest Expense [Member]                  
Debt Instrument [Line Items]                  
Amortization of deferred financing fees       750,000   673,000 2,172,000 1,909,000  
Line of Credit Facility, Commitment Fee Amount       $ 315,000   $ 348,000 995,000 $ 1,118,000  
Wells Fargo Bank, National Association CMBS Loan | Johnstown, NY, Q4 2012, One [Member]                  
Debt Instrument [Line Items]                  
Extinguishment of Debt, Amount $ 1,000,000.0                
Write off of Deferred Debt Issuance Cost             $ 100,000    
$300 Million Unsecured Term Loan [Member]                  
Debt Instrument [Line Items]                  
Write off of Deferred Debt Issuance Cost   $ 700,000              
Number Of Extensions | extention   2              
Debt Instrument Term Extension Period             1 year    
First Extention Fee   0.15%              
Second Extention Fee   0.0020              
Debt Issuance Costs, Gross   $ 2,100,000              
Deferred Financing Accrued Extension Fee   1,100,000              
Debt Instrument, Fee Amount   $ 35,000              
$200 Million Unsecured Term Loan F [Member]                  
Debt Instrument [Line Items]                  
Proceeds from Issuance of Debt     $ 100,000,000.0            
v3.20.2
Debt - Fair Value (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Long-term debt, gross $ 1,602,600 $ 1,651,085
Unamortized fair market value premium 31 39
Unamortized debt issuance costs (6,389) (6,111)
Principal outstanding 1,596,242 1,645,013
Long-term debt, fair value 1,649,260 1,691,514
Unsecured Credit Facility    
Debt Instrument [Line Items]    
Principal outstanding 0 146,000
Long-term debt, fair value 0 146,000
Unsecured Term Loans    
Debt Instrument [Line Items]    
Long-term debt, gross 975,000 875,000
Unamortized debt issuance costs (4,304) (3,625)
Principal outstanding 970,696 871,375
Long-term debt, fair value 965,296 875,000
Unsecured Notes    
Debt Instrument [Line Items]    
Long-term debt, gross 575,000 575,000
Unamortized debt issuance costs (1,819) (2,117)
Principal outstanding 573,181 572,883
Long-term debt, fair value 628,955 614,493
Mortgage Loans Payable    
Debt Instrument [Line Items]    
Long-term debt, gross 52,600 55,085
Unamortized fair market value premium 31 39
Unamortized debt issuance costs (266) (369)
Principal outstanding 52,365 54,755
Long-term debt, fair value $ 55,009 $ 56,021
v3.20.2
Derivative Financial Instruments - Risk Management and Unsecured Loan Swaps (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Interest Rate Swaps    
Unsecured Term Loan Swaps    
Notional amount assets $ 0 $ 250,000
Notional amount liabilities 1,125,000 850,000
Notional amount liabilities 1,125,000 $ 850,000
Interest Rate Derivative, Royal Bank of Canada, March 20, 2015    
Unsecured Term Loan Swaps    
Notional amount liabilities 25,000  
Derivative Liability, Fair Value, Gross Liability $ (182)  
Fixed Interest Rate (as a percent) 1.709%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (182)  
Fixed Interest Rate (as a percent) 1.709%  
Interest Rate Derivative, The Toronto-Dominion Bank, March 20, 2015    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (182)  
Fixed Interest Rate (as a percent) 1.7105%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (182)  
Fixed Interest Rate (as a percent) 1.7105%  
Interest Rate Derivative, The Toronto-Dominion Bank, September 10, 2017    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 100,000  
Derivative Liability, Fair Value, Gross Liability $ (970)  
Fixed Interest Rate (as a percent) 2.2255%  
Notional amount liabilities $ 100,000  
Derivative Liability, Fair Value, Gross Liability $ (970)  
Fixed Interest Rate (as a percent) 2.2255%  
Interest Rate Derivative, Wells Fargo Bank, March 20, 2015    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (639)  
Fixed Interest Rate (as a percent) 1.828%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (639)  
Fixed Interest Rate (as a percent) 1.828%  
Interest Rate Derivative, The Toronto-Dominion Bank, February 14, 2020    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (874)  
Fixed Interest Rate (as a percent) 2.4535%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (874)  
Fixed Interest Rate (as a percent) 2.4535%  
Interest Rate Derivative, Regions Bank, February 14, 2020    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (1,766)  
Fixed Interest Rate (as a percent) 2.475%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (1,766)  
Fixed Interest Rate (as a percent) 2.475%  
Interest Rate Derivative, Capital One, February 14, 2020    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (1,808)  
Fixed Interest Rate (as a percent) 2.53%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (1,808)  
Fixed Interest Rate (as a percent) 2.53%  
Interest Rate Derivative, The Toronto-Dominion Bank, October 30, 2017    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (979)  
Fixed Interest Rate (as a percent) 1.8485%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (979)  
Fixed Interest Rate (as a percent) 1.8485%  
Interest Rate Derivative, Royal Bank of Canada, October 30, 2017    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (980)  
Fixed Interest Rate (as a percent) 1.8505%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (980)  
Fixed Interest Rate (as a percent) 1.8505%  
Interest Rate Derivative, Wells Fargo Bank, October 30, 2017    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (980)  
Fixed Interest Rate (as a percent) 1.8505%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (980)  
Fixed Interest Rate (as a percent) 1.8505%  
Interest Rate Derivative, PNC Bank, $25m, October 30, 2017    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (978)  
Fixed Interest Rate (as a percent) 1.8485%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (978)  
Fixed Interest Rate (as a percent) 1.8485%  
Interest Rate Derivative, PNC Bank, $50m, October 30, 2017    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (1,956)  
Fixed Interest Rate (as a percent) 1.8475%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (1,956)  
Fixed Interest Rate (as a percent) 1.8475%  
Interest Rate Derivative, TD Bank, $75m, Sep 29, 2020    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (272)  
Fixed Interest Rate (as a percent) 0.275%  
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (272)  
Fixed Interest Rate (as a percent) 0.275%  
Interest Rate Derivative, Wells Fargo Bank, $75m, Sep 29, 2020    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (279)  
Fixed Interest Rate (as a percent) 0.279%  
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (279)  
Fixed Interest Rate (as a percent) 0.279%  
Interest Rate Derivative, TD Bank, $75m, March 19, 2021    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (230)  
Fixed Interest Rate (as a percent) 0.275%  
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (230)  
Fixed Interest Rate (as a percent) 0.275%  
Interest Rate Derivative, Wells Fargo Bank, $75m, March 19, 2021    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (239)  
Fixed Interest Rate (as a percent) 0.28%  
Notional amount liabilities $ 75,000  
Derivative Liability, Fair Value, Gross Liability $ (239)  
Fixed Interest Rate (as a percent) 0.28%  
Interest Rate Derivative, The Toronto-Dominion Bank, July 26, 2019 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,568)  
Fixed Interest Rate (as a percent) 2.918%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,568)  
Fixed Interest Rate (as a percent) 2.918%  
Interest Rate Derivative, PNC Bank, July 26, 2019 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,568)  
Fixed Interest Rate (as a percent) 2.919%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,568)  
Fixed Interest Rate (as a percent) 2.919%  
Interest Rate Derivative, Bank of Montreal, July 26, 2019 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,568)  
Fixed Interest Rate (as a percent) 2.919%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,568)  
Fixed Interest Rate (as a percent) 2.919%  
Interest Rate Derivative, US Bank, July 26, 2019 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (2,284)  
Fixed Interest Rate (as a percent) 2.919%  
Notional amount liabilities $ 25,000  
Derivative Liability, Fair Value, Gross Liability $ (2,284)  
Fixed Interest Rate (as a percent) 2.919%  
Interest Rate Derivative, Wells Fargo Bank, July 15, 2020 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,412)  
Fixed Interest Rate (as a percent) 2.246%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,412)  
Fixed Interest Rate (as a percent) 2.246%  
Interest Rate Derivative, US Bank, July 15, 2020 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,411)  
Fixed Interest Rate (as a percent) 2.2459%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,411)  
Fixed Interest Rate (as a percent) 2.2459%  
Interest Rate Derivative, Regions Bank, July 15, 2020 [Member]    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,411)  
Fixed Interest Rate (as a percent) 2.2459%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (4,411)  
Fixed Interest Rate (as a percent) 2.2459%  
Interest Rate Derivative, Bank of Montreal, July 15, 2020    
Unsecured Term Loan Swaps    
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (3,276)  
Fixed Interest Rate (as a percent) 1.7165%  
Notional amount liabilities $ 50,000  
Derivative Liability, Fair Value, Gross Liability $ (3,276)  
Fixed Interest Rate (as a percent) 1.7165%  
v3.20.2
Derivative Financial Instruments - FV of Interest Rate Swaps (Details) - Interest Rate Swaps - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Fair value of the interest rate swaps outstanding    
Notional amount assets $ 0 $ 250,000
Fair value - assets 0 303
Notional amount liabilities 1,125,000 850,000
Fair Value - liabilities $ (45,812) $ (18,819)
v3.20.2
Derivative Financial Instruments - Cash Flow Hedges and Contingent Features (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Cash Flow Hedges of Interest Rate Risk        
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 15,928,000 $ 14,053,000 $ 46,125,000 $ 39,080,000
Interest Rate Swaps        
Cash Flow Hedges of Interest Rate Risk        
Additional amount reclassified from accumulated other comprehensive income (loss) as a increase (decrease) to interest expense over the next twelve months 16,600,000   16,600,000  
Income (loss) recognized in accumulated other comprehensive loss on interest rate swaps 169,000 (5,913,000) (36,167,000) (26,715,000)
Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense (4,758,000) 522,000 (8,894,000) 2,726,000
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded 15,928,000 $ 14,053,000 46,125,000 $ 39,080,000
Assets Needed for Immediate Settlement, Aggregate Fair Value $ 46,900,000   $ 46,900,000  
v3.20.2
Derivative Financial Instruments - FV on Recurring Basis (Details) - Interest Rate Swaps - Fair value on recurring basis - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Assets (liabilities):    
Interest rate swaps-Asset $ 0 $ 303
Interest rate swaps-Liability (45,812) (18,819)
Level 1    
Assets (liabilities):    
Interest rate swaps-Asset 0 0
Interest rate swaps-Liability 0 0
Level 2    
Assets (liabilities):    
Interest rate swaps-Asset 0 303
Interest rate swaps-Liability (45,812) (18,819)
Level 3    
Assets (liabilities):    
Interest rate swaps-Asset 0 0
Interest rate swaps-Liability $ 0 $ 0
v3.20.2
Equity - Preferred Stock (Details) - $ / shares
3 Months Ended 9 Months Ended 12 Months Ended
Oct. 09, 2020
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Sep. 30, 2020
Dec. 31, 2019
Class of Stock [Line Items]                    
Preferred Stock, Shares Authorized   20,000,000     20,000,000       20,000,000 20,000,000
Series C Preferred Stock                    
Class of Stock [Line Items]                    
Preferred Stock, Shares Issued   3,000,000     3,000,000       3,000,000 3,000,000
Preferred Stock, Liquidation Preference Per Share   $ 25.00     $ 25.00       $ 25.00 $ 25.00
Dividend rate (as a percent)                 6.875%  
Preferred Stock, Dividends Per Share, Declared   $ 0.4296875 $ 0.4296875 $ 0.4296875 $ 0.4296875 $ 0.4296875 $ 0.4296875 $ 0.4296875 $ 1.2890625 $ 1.7187500
Dividends Payable, Date Declared   Jul. 09, 2020 Apr. 09, 2020 Jan. 08, 2020 Oct. 15, 2019 Jul. 15, 2019 Apr. 09, 2019 Jan. 10, 2019    
Dividends Payable, Date to be Paid   Sep. 30, 2020 Jun. 30, 2020 Mar. 31, 2020 Dec. 31, 2019 Sep. 30, 2019 Jul. 01, 2019 Apr. 01, 2019    
Subsequent Event [Member] | Series C Preferred Stock                    
Class of Stock [Line Items]                    
Preferred Stock, Dividends Per Share, Declared $ 0.4296875                  
v3.20.2
Equity - Common Stock ATM (Details) - USD ($)
$ / shares in Units, $ in Thousands
9 Months Ended 12 Months Ended
Jan. 16, 2020
Jan. 13, 2020
Sep. 30, 2020
Dec. 31, 2019
Class of Stock [Line Items]        
Common Stock, Shares Authorized     300,000,000 300,000,000
Net proceeds from the sale of common stock $ 173,100      
Sale of Stock, Number of Shares Issued in Transaction   10,062,500    
Shares Issued, Price Per Share   $ 30.9022    
Warrant [Member]        
Class of Stock [Line Items]        
Sale of Stock, Number of Shares Issued in Transaction   4,462,500    
Common Stock        
Class of Stock [Line Items]        
Sale of Stock, Number of Shares Issued in Transaction   5,600,000    
At The Market Program 2019 $600 Million        
Class of Stock [Line Items]        
Common Stock Value Authorized under Stock Offering Program     $ 600,000  
At The Market Program 2019 $600 Million | Common Stock        
Class of Stock [Line Items]        
Aggregate value of common stock available to be sold under the ATM     $ 318,248  
Number of shares sold     0 9,711,706
Net proceeds from the sale of common stock       $ 279,156
Over-Allotment Option        
Class of Stock [Line Items]        
Sale of Stock, Number of Shares Issued in Transaction   1,312,500    
Weighted Average | At The Market Program 2019 $600 Million | Common Stock        
Class of Stock [Line Items]        
Sale of Stock, Price Per Share       $ 29.01
v3.20.2
Equity - Common Stock Dividends (Details) - $ / shares
1 Months Ended 9 Months Ended 12 Months Ended
Oct. 09, 2020
Sep. 30, 2020
Aug. 31, 2020
Jul. 31, 2020
Jun. 30, 2020
May 31, 2020
Apr. 30, 2020
Mar. 31, 2020
Feb. 29, 2020
Jan. 31, 2020
Dec. 31, 2019
Nov. 30, 2019
Oct. 31, 2019
Sep. 30, 2019
Aug. 31, 2019
Jul. 31, 2019
Jun. 30, 2019
May 31, 2019
Apr. 30, 2019
Mar. 31, 2019
Feb. 28, 2019
Jan. 31, 2019
Sep. 30, 2020
Dec. 31, 2019
Class of Stock [Line Items]                                                
Common Stock, Shares Authorized   300,000,000                 300,000,000                       300,000,000 300,000,000
Common Stock, Dividends, Per Share, Declared   $ 0.12 $ 0.12 $ 0.12 $ 0.12 $ 0.12 $ 0.12 $ 0.12 $ 0.12 $ 0.12 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 0.119167 $ 1.08 $ 1.430004
Subsequent Event [Member]                                                
Class of Stock [Line Items]                                                
Common Stock, Dividends, Per Share, Declared $ 0.12                                              
Common Stock                                                
Class of Stock [Line Items]                                                
Dividends Payable, Date Declared   Jul. 09, 2020 Jul. 09, 2020 Jul. 09, 2020 Apr. 09, 2020 Apr. 09, 2020 Apr. 09, 2020 Jan. 08, 2020 Jan. 08, 2020 Jan. 08, 2020 Oct. 15, 2019 Oct. 15, 2019 Oct. 15, 2019 Jul. 15, 2019 Jul. 15, 2019 Jul. 15, 2019 Apr. 09, 2019 Apr. 09, 2019 Apr. 09, 2019 Jan. 10, 2019 Jan. 10, 2019 Jan. 10, 2019    
Dividends Payable, Date to be Paid   Oct. 15, 2020 Sep. 15, 2020 Aug. 17, 2020 Jul. 15, 2020 Jun. 15, 2020 May 15, 2020 Apr. 15, 2020 Mar. 16, 2020 Feb. 18, 2020 Jan. 15, 2020 Dec. 16, 2019 Nov. 15, 2019 Oct. 15, 2019 Sep. 16, 2019 Aug. 15, 2019 Jul. 15, 2019 Jun. 17, 2019 May 15, 2019 Apr. 15, 2019 Mar. 15, 2019 Feb. 15, 2019    
v3.20.2
Equity - Restricted Stock (Details) - Restricted stock - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended 12 Months Ended
Feb. 13, 2020
Jan. 08, 2020
Jan. 07, 2019
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Jan. 01, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                  
Vesting period (in years) 4 years 4 years              
Shares                  
Unvested at beginning of period (in shares)           193,045 190,462 190,462  
Granted (in shares)           75,419   110,830  
Vested (in shares)       0 0 (78,010) (78,431) (101,109)  
Forfeited (in shares)           (1,376)   (7,138)  
Unvested at end of period (in shares)       189,078   189,078   193,045  
Fair value of restricted stock per share at grant date $ 32.64 $ 31.49 $ 24.85     $ 31.60      
Stock Repurchased and Retired During Period, Shares           33,119   28,504  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value       $ 27.77   $ 27.77     $ 24.38
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value           23.11      
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value           $ 26.15      
Unrecognized compensation costs       $ 3,700   $ 3,700      
Unrecognized compensation costs, period for recognition           2 years 6 months      
Vested (in shares)       0 0 (78,010) (78,431) (101,109)  
Fair value of shares vested       $ 0 $ 0 $ 2,463 $ 1,951    
v3.20.2
Noncontrolling Interest - Summary (Details) - $ / shares
9 Months Ended 12 Months Ended
Jan. 08, 2020
Sep. 30, 2020
Dec. 31, 2019
Jan. 01, 2020
Dec. 31, 2018
Limited Partner          
Noncontrolling interest          
Noncontrolling interest ownership percentage   2.20% 2.50%   3.50%
LTIP Units          
Noncontrolling interest          
stag_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsOutstandingWeightedAverageGrantDateFairValue   $ 23.49   $ 21.64  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value $ 29.47 29.47      
stag_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsConvertedWeightedAverageGrantDateFairValue   $ 18.27      
Noncontrolling Interest - Unit holders in Operating Partnership          
Noncontrolling interest          
Units outstanding, balance at beginning of period (in units)   3,736,852 4,069,434    
Granted/Issued   278,806 364,173    
Forfeited   0 16,618    
Conversions from LTIP units to Other Common Units   0 0    
Redemptions from Other Common Units to common stock   730,104 680,137    
Units outstanding, balance at end of period (in units)   3,285,554 3,736,852    
LTIP Units | Noncontrolling Interest - Unit holders in Operating Partnership          
Noncontrolling interest          
Units outstanding, balance at beginning of period (in units)   1,697,358 1,616,200    
Granted/Issued   278,806 364,173    
Forfeited   0 16,618    
Conversions from LTIP units to Other Common Units   283,741 266,397    
Redemptions from Other Common Units to common stock   0 0    
Units outstanding, balance at end of period (in units)   1,692,423 1,697,358    
Other Common Units | Noncontrolling Interest - Unit holders in Operating Partnership          
Noncontrolling interest          
Units outstanding, balance at beginning of period (in units)   2,039,494 2,453,234    
Granted/Issued   0 0    
Forfeited   0 0    
Conversions from LTIP units to Other Common Units   283,741 266,397    
Redemptions from Other Common Units to common stock   730,104 680,137    
Units outstanding, balance at end of period (in units)   1,593,131 2,039,494    
v3.20.2
Noncontrolling Interest - LTIP FV Assumptions (Details) - LTIP Units - USD ($)
9 Months Ended 12 Months Ended
Jan. 08, 2020
Sep. 30, 2020
Dec. 31, 2019
Assumptions      
Expected term (years) 10 years    
Expected volatility 18.00%    
Expected dividend yield 5.75%    
Risk-free interest rate 1.61%    
Fair value of LTIP units at issuance (in thousands) $ 4,030,000    
Granted (in shares) 136,741 278,806 364,173
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value $ 29.47 $ 29.47  
Share-based Compensation Award, Tranche One [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period (in years) 4 years    
Independent Director | Share-based Compensation Award, Tranche One [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period (in years) 1 year    
v3.20.2
Noncontrolling Interest - LTIP Units (Details) - LTIP Units - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended 12 Months Ended
Jan. 08, 2020
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Jan. 01, 2020
Units              
Unvested at beginning of period (in shares)       227,348 251,216 251,216  
Granted 136,741     278,806   364,173  
Vested (in units)   (27,297) (29,989) (201,442) (234,330) (371,423)  
Forfeited (in units)       0   (16,618)  
Unvested at end of period (in shares)   304,712   304,712   227,348  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value   $ 27.06   $ 27.06     $ 23.37
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value $ 29.47     29.47      
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value       $ 26.23      
Unrecognized compensation costs   $ 5,600   $ 5,600      
Unrecognized compensation costs, period for recognition       2 years 4 months 24 days      
Vested (in units)   27,297 29,989 201,442 234,330 371,423  
Fair value of units vested   $ 832 $ 884 $ 5,906 $ 6,348    
v3.20.2
Equity Incentive Plan - Performance Plan Assumptions (Details) - Performance shares
$ in Thousands
Jan. 08, 2020
USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected volatility 17.40%
Expected dividend yield 5.75%
Risk-free interest rate 1.59%
Fair value of performance units grant (in thousands) $ 5,389
v3.20.2
Equity Incentive Plan - 2020 Activity (Details) - USD ($)
$ in Millions
9 Months Ended 12 Months Ended
Feb. 13, 2020
Jan. 08, 2020
Jan. 07, 2019
Sep. 30, 2020
Dec. 31, 2019
LTIP Units          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Granted   136,741   278,806 364,173
Unrecognized compensation costs       $ 5.6  
Unrecognized compensation costs, period for recognition       2 years 4 months 24 days  
Restricted stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Vesting period (in years) 4 years 4 years      
Stock Repurchased and Retired During Period, Shares       33,119 28,504
Granted       75,419 110,830
Unrecognized compensation costs       $ 3.7  
Unrecognized compensation costs, period for recognition       2 years 6 months  
Performance shares          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unrecognized compensation costs       $ 7.3  
Unrecognized compensation costs, period for recognition       1 year 9 months 18 days  
Performance Units Granted in 2017 [Domain]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Vesting period (in years)     1 year    
Performance Units Granted in 2017 [Domain] | LTIP Units          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Issuance of vested LTIP units and shares   76,096      
Stock Repurchased and Retired During Period, Shares   18,241      
Granted   65,969      
Performance Units Granted in 2017 [Domain] | Common Stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Issuance of vested LTIP units and shares   46,376      
Performance Units Granted in 2017 [Domain] | Restricted stock          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Granted   3,398      
v3.20.2
Equity Incentive Plan - Equity Non-cash Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
General and Administrative Expenses        
Equity Incentive Plan        
Share-based compensation $ 2,946 $ 2,556 $ 8,736 $ 7,371
Restricted stock | General and Administrative Expenses        
Equity Incentive Plan        
Share-based compensation 487 447 1,435 1,318
LTIP Units | General and Administrative Expenses        
Equity Incentive Plan        
Share-based compensation 981 901 2,923 2,687
Performance shares | General and Administrative Expenses        
Equity Incentive Plan        
Share-based compensation 1,356 1,107 4,004 3,062
Independent Director | General and Administrative Expenses        
Equity Incentive Plan        
Share-based compensation $ 122 $ 101 $ 374 $ 304
Common Stock | Independent Director        
Equity Incentive Plan        
Number of days of average trailing stock price used to calculate number of shares of common stock granted 10 days 10 days 10 days 10 days
v3.20.2
Leases - Rental Income (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Leases [Abstract]        
Fixed lease payments $ 92,120 $ 80,262 $ 273,750 $ 227,337
Variable lease payments 23,757 20,189 74,351 61,628
Straight-line rental income 2,852 3,091 8,602 8,667
Net decrease to rental income related to above and below market lease amortization (1,482) (1,248) (3,646) (3,361)
Rental income $ 117,247 $ 102,294 $ 353,057 $ 294,271
v3.20.2
Leases - Tenant Accounts Receivable (Details)
3 Months Ended 9 Months Ended
Sep. 30, 2020
USD ($)
Sep. 30, 2019
USD ($)
Sep. 30, 2020
USD ($)
leases
Sep. 30, 2019
USD ($)
Dec. 31, 2019
USD ($)
Accounts, Notes, Loans and Financing Receivable [Line Items]          
Number of Cash Basis Leases | leases     11    
Accrued Rent Adjustment To Rental Income Resulting From Lease Collectibility Assessment $ 800,000 $ 0 $ 1,700,000 $ 0  
Contractual Rent Adjustment To Rental Income Resulting From Lease Collectibility Assessment 900,000 0 1,500,000 0  
Lease Security Deposits Available in Letters of Credit 28,400,000   28,400,000   $ 22,600,000
Lease security deposits in restricted cash 700,000   700,000   700,000
Lease security deposits included in tenant prepaid rent and security deposits on the Balance Sheet 10,100,000   10,100,000   9,800,000
Real Estate Taxes, Tenant Responsibility 5,000,000.0 $ 5,100,000 14,700,000 $ 13,100,000  
Accrued Income Receivable [Member]          
Accounts, Notes, Loans and Financing Receivable [Line Items]          
Deferred Rent Receivables, Net $ 54,600,000   $ 54,600,000   $ 44,300,000
v3.20.2
Leases - Maturity of Fixed Lease Payments (Details)
$ in Thousands
Sep. 30, 2020
USD ($)
Leases [Abstract]  
2020 $ 92,565
2021 362,825
2022 327,365
2023 284,041
2024 240,067
Thereafter $ 911,977
v3.20.2
Leases - Lessee Leases (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Lessee, Lease, Description [Line Items]          
Operating Lease, Weighted Average Remaining Lease Term 28 years 10 months 24 days   28 years 10 months 24 days   36 years
Operating Lease, Weighted Average Discount Rate, Percent 6.80%   6.80%   7.10%
Lease, Cost $ 769 $ 597 $ 2,172 $ 1,792  
Operating Lease, Payments     1,728 1,711  
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability     $ 7,718 0  
Minimum [Member]          
Lessee, Lease, Description [Line Items]          
Lessee, Operating Lease, Term of Contract 5 years 9 months 18 days   5 years 9 months 18 days    
Lessee, Operating Lease, Renewal Term 10 years   10 years    
Maximum [Member]          
Lessee, Lease, Description [Line Items]          
Lessee, Operating Lease, Term of Contract 49 years 1 month 6 days   49 years 1 month 6 days    
Lessee, Operating Lease, Renewal Term 20 years   20 years    
Operating Expense [Member]          
Lessee, Lease, Description [Line Items]          
Lease, Cost $ 345 331 $ 1,007 993  
General and Administrative Expenses          
Lessee, Lease, Description [Line Items]          
Lease, Cost $ 424 $ 266 $ 1,165 $ 799  
v3.20.2
Leases - Maturity of Operating Lease Liabilities (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Leases [Abstract]    
2020 $ 606  
2021 2,222  
2022 3,100  
2023 3,153  
2024 3,196  
Thereafter 59,245  
Lessee, Operating Lease, Liability, Payments, Due 71,522  
Less: Imputed interest (45,108)  
Operating lease liabilities $ 26,414 $ 16,989
v3.20.2
Earnings Per Share (Details) - shares
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Earnings Per Share [Abstract]        
Participating securities 189,202 220,284 186,956 218,231
v3.20.2
Earnings Per Share - Reconciliation of Numerator and Denominator (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Numerator        
Net income attributable to common stockholders $ 22,386 $ 9,533 $ 102,021 $ 27,734
Denominator        
Weighted average common shares outstanding — basic 148,997 127,272 148,412 122,460
Shares issuable under forward sales agreements 233 19 78 6
Weighted average common shares outstanding — diluted 149,905 127,469 148,865 122,720
Net income per share — basic and diluted        
Net income per share attributable to common stockholders — basic $ 0.15 $ 0.07 $ 0.69 $ 0.23
Net income per share attributable to common stockholders — diluted $ 0.15 $ 0.07 $ 0.69 $ 0.23
Restricted stock        
Net income per share — basic and diluted        
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 189 220 187 218
Stock Compensation Plan        
Denominator        
Share-based compensation 675 178 375 254
v3.20.2
Commitments and Contingencies - Agreements (Details)
$ in Millions
Sep. 30, 2020
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Letters of credit outstanding $ 3.0
v3.20.2
Subsequent Events - Acquisitions (Details)
ft² in Millions, $ in Millions
1 Months Ended
Nov. 05, 2020
USD ($)
ft²
building
Sep. 30, 2020
ft²
Subsequent Event [Line Items]    
Area (in square feet)   92.3
Subsequent Event [Member]    
Subsequent Event [Line Items]    
Number of properties | building 9  
Area (in square feet) 3.7  
Business Combination, Consideration Transferred | $ $ 256.5