Broadstone Net Lease (BNL) Earnings Transcript

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Date

Thursday, February 19, 2026 at 11:00 a.m. ET

Call participants

• Chief Executive Officer — John Moragne
• President and Chief Operating Officer — Brent Maedl
• Executive Vice President and Chief Financial Officer — Kevin M. Fennell
• Executive Vice President, Chief Investment Officer — Ryan M. Albano

Takeaways

• AFFO per share -- $1.49 for the year, a 4.2% increase year over year, driven by same-store rent growth and investment activity.
• Portfolio leased rate -- 99% leased with 99.8% of rents collected at year-end, reflecting portfolio stability.
• Investment activity -- $748.4 million deployed, including $429.9 million in new acquisitions, $209.3 million in build-to-suit developments, $100.8 million in transitional capital, and $8.3 million in revenue-generating CapEx.
• Initial cash cap rate (acquisitions/CapEx) -- 7%, with a weighted average lease term of 14.2 years and annual rent increases of 2.6%.
• Weighted average straight-line yield (new investments) -- 8.4%, reflecting growth-oriented returns.
• Build-to-suit projects in-process -- Nine developments representing $345 million of total project investment with initial cash yields of 7.4% and straight-line yields of 8.6%.
• Lease rollovers completed -- 19 completed, covering over 1% of ABR, with a 110% weighted average recapture rate and average new lease term exceeding seven years.
• Bad debt (2025) -- 31 basis points, down from 67 basis points in 2024, indicating limited financial impact from tenant events.
• Properties sold -- 28 dispositions in 2025 for $96 million in gross proceeds at a 7.3% average cash cap rate on tenanted properties.
• 2026 AFFO guidance -- Reiterated at $1.53 to $1.57 per share, or 4% growth at the midpoint.
• 2026 investment volume guidance -- $500 million to $625 million expected, "weighted towards build-to-suit dollars versus kind of the inverse last year."
• 2026 dispositions volume guidance -- $75 million to $100 million targeted.
• Core G&A expenses (2025) -- $28.7 million, down 2% year over year.
• Pro forma leverage -- 5.8x, with $11 million unsettled equity and over $700 million available on the revolver.
• ATM equity issuance (forward) -- $43 million in gross proceeds raised since November, with additional sales expected to settle by year-end.
• Dividend increase -- Quarterly dividend approved at $0.2925 per share, representing a 1% increase over the prior dividend.
• Red Lobster exposure -- 1.3% of ABR across 18 sites on a master lease through 2042; company is evaluating for-sale or for-lease options to reduce exposure.
• American Signature bankruptcy outcome -- Gardner White Furniture assumed all six leases at current rents with "no bad debt throughout the process," as stated by Moragne.
• Project Triborough investment -- $100 million invested; site work commenced Q4 and initial power delivery expected as early as 2027.
• Guidance lost rent assumption (2026) -- 75 basis points of lost rent included in outlook, "to be revisited throughout the year."
• Term loan amendments -- Reduced all-in loan rates by 10 bps, and 2029 term loan rate by an additional 25 bps, with maturity extended to February 2031.
• Build-to-suit pipeline sourcing -- Nearly all advanced-stage LOI projects are repeat business from developers or tenants; only one current project is new business.
• Same-store rent growth (2025) -- 2%, which management indicated is a reasonable assumption for future planning.

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Risks

• Management acknowledged that Red Lobster's post-bankruptcy operating performance is "mixed," with some sites experiencing "weaker traffic and profitability," and stated, "evaluating potential mutually beneficial for-sale or for-lease paths that could reduce our exposure."
• Exposure to casual dining was described as dependent on operator and brand performance, with certain holdings noted to have "struggled in recent years."
• Managerial frustration with "relative valuation" persists, as Moragne said, "the relative valuation still frustrates me."

Summary

Broadstone Net Lease (NYSE:BNL) delivered AFFO per share growth of 4.2%, maintained a 99% leased portfolio, and reiterated its 2026 AFFO per share guidance. The company deployed substantial capital into its build-to-suit pipeline, with nine projects in progress and nearly all new development deals sourced from existing relationships. Management emphasized a focus on build-to-suit developments over stabilized acquisitions for 2026 investment activity, underpinned by a disciplined capital allocation approach. The transition of American Signature leases to Gardner White resulted in no rent loss, while tenant exposures, particularly Red Lobster, remain closely monitored with potential strategic actions under evaluation. Recent term loan amendments reduced future interest costs and extended maturities, enhancing flexibility ahead of limited debt maturities through 2027.

• Project Triborough advanced toward potential data center development with initial power delivery targeted for 2027 and unsolicited proposals indicating upside versus invested capital.
• Management stated, "with the 8.6% straight-line yield on these build-to-suits, the acquisitions that we are seeing, as you heard us talk about earlier. So the place where we are investing the capital relative to what we have been raising makes these dollars work, even though it is not sort of the dollars that make my heart go pitter patter."
• Claire's exercised its lease termination rights effective June 30, with management expressing confidence in re-leasing or selling the asset; guidance already incorporates any impact from this event.
• The quarterly dividend was raised 1%, reflecting "return to growth in 2025 and visibility to additional growth in 2026 and 2027," according to Fennell.

Industry glossary

• ABR (Annualized Base Rent): Annualized rental income from in-place leases, measured as a key portfolio performance metric for net lease REITs.
• Build-to-suit: Development projects tailored to a tenant's specifications, with leases typically signed before construction begins and providing long-term, contractual cash flows.
• Transitional capital: Investments made into properties or projects where there is a path toward repositioning or development, rather than acquiring stabilized assets.
• LOI (Letter of Intent): A non-binding agreement outlining the principal terms of a prospective transaction, used here to signal projects in advanced negotiation stages but not yet fully executed.
• ATM (At-the-Market): An equity issuance program through which a company sells shares over time, often opportunistically, at prevailing market prices rather than through a single large offering.
• Cap rate (Capitalization Rate): A measure of real estate investment yield, calculated as net operating income divided by acquisition price, used to assess risk-adjusted return.

Full Conference Call Transcript

Thank you, Brent, and good morning, everyone. Before I dive into our results and outlook, I want to briefly reflect on what we accomplished in 2025, because I believe it was an important year in Broadstone Net Lease, Inc.'s history. 2025 was pivotal in terms of proving out the promise of this company and our strategy, and was crucial in terms of establishing a strong foundation for BNL's future. We successfully executed our Investor Day and used it to reinforce who we are as a company

John Moragne: and why we believe our differentiated strategy is built to generate consistent and attractive long-term shareholder value. Delivering on our strategic objectives last year required significant effort across the entire organization, and I could not be prouder of what our team accomplished.

As a reminder, our strategy continues to be driven by our three core building blocks: first, solid in-place portfolio performance anchored by our top-tier contractual rent escalations, same-store growth potential, and revenue-generating CapEx; second, and most importantly, a laddered pipeline of committed build-to-suit development projects that provide attractive yields, value creation, and derisk future AFFO per share growth; and third, stabilized acquisitions, including sale-leasebacks and lease assumptions, particularly those that are directly sourced and relationship based, that supplement and enhance our built-in growth profile. In 2025, we made meaningful progress across each of these building blocks, and as we look ahead, we believe our build-to-suit strategy will provide meaningful embedded long-term growth and value creation.

With high-quality, mission-critical facilities with attractive economics and high-quality tenants, our portfolio and pipeline provide a powerful driver of durable growth that is unique within the net lease space. With our differentiated strategy established and our team firing on all cylinders, we delivered a strong year on all fronts, including generating $1.49 of AFFO per share, representing 4.2% growth year over year. We also maintained solid portfolio performance, ending the year 99% leased and 99.8% of rents collected. We also incrementally disposed of some of our remaining legacy clinical health care assets, and we continue to tightly manage expenses and grow cash flows.

On the investment side, we deployed $748,400,000, including $429,900,000 in new property acquisitions, $209,300,000 in build-to-suit developments, $100,800,000 in transitional capital, and $8,300,000 in revenue-generating capital expenditures. The new property acquisitions and revenue-generating capital expenditures had a weighted average initial cash capitalization rate of 7%, a weighted average remaining lease term of 14.2 years, and weighted average annual rent increases of 2.6%, providing contractual growth that is 50 basis points above our portfolio average. On a weighted average basis, these investments also carried a straight-line yield of 8.4%, reflecting attractive growth-oriented returns while extending the duration and embedded rent growth profile of our portfolio.

Alongside our investments, we also successfully navigated multiple headline tenant situations throughout the year, and I want to give our team all the credit here. These situations require a lot of work, and our organization has tangible, tested experience in managing them to completion. Our team brings a creative and solutions-oriented mindset to find outcomes that work for us and our tenants. It is the ability to find mutually beneficial solutions to difficult problems that helps us build long-term relationships with our tenants and clients, which you hear us talk about often. Despite the headlines, the actual financial impact from tenant situations last year was limited, with bad debt for 2025 amounting to only 31 basis points.

That outcome underscores the strength and resilience of our portfolio, as well as our team's ability to manage through these events, and should serve as a reminder that while credit events are bound to happen, in most cases, the underlying impact on the business is minimal and does not necessitate the outsized swings in our share price that we have experienced historically. A recent example of this disconnect was when American Signature filed for bankruptcy over a weekend in November, a filing that was not communicated to us in advance. In response, our share price declined over 5%, representing approximately $150,000,000 of market capitalization, despite American Signature representing only approximately 1% of our total ABR.

As you saw in our earnings release last night, through the court-supervised process, Gardner White Furniture has assumed all six of our American Signature leases at current rents effective as of February 6. We realized no bad debt throughout the process, and we now have a strong retail furniture operator in all six of our locations with what we expect will eventually be a new and structurally improved long-term lease. Overall portfolio performance remains solid, and our credit and underwriting platform paired with our proactive relationship-based focus allows us to stay close to our tenants and anticipate issues early. We have also been intentional about communicating potential tenant concerns as transparently and as early as possible.

With that backdrop, we want to provide an update on what we are seeing across our Red Lobster sites. The tenant's post-bankruptcy operating performance has been mixed, with its turnaround strategy positively impacting some sites; others have experienced weaker traffic and profitability. We are monitoring this closely and remain in active dialogue with Red Lobster while we continuously assess each of our sites to understand our highest-value pathways forward. That could simply mean maintaining the status quo. Given the continued underperformance at some of our sites, however, we are in the process of evaluating potential mutually beneficial for-sale or for-lease paths that could reduce our exposure to the brand over time.

We remain highly confident in our ability to navigate our exposure to Red Lobster, as we have proven with this and other distressed tenants time and time again. Turning to 2026, and as we previously outlined in connection with our Investor Day, we are reiterating our 2026 AFFO guidance of $1.53 to $1.57 per share, or 4% at the midpoint. Kevin will walk you through our key guidance assumptions in his remarks, but I think it is worth reminding everyone that the success we had in 2025 establishing our build-to-suit pipeline provides for a very strong foundation for 2026.

The incremental investment activity required to achieve our 2026 guidance targets is relatively insignificant, and our primary focus on our investment committee conversations centers around what we are seeing that will deliver in 2027. We remain in a great position to start the year with approximately $350,000,000 of high-quality build-to-suit development scheduled to reach stabilization during 2026, adding nearly $26,000,000 of incremental ABR. Additionally, we have approximately $142,000,000 of additional build-to-suit developments that are under executed LOIs, consistent with what was previously provided in conjunction with our Investor Day.

We are also excited about some opportunities to continue to add to our transitional capital bucket, as many of you have been focused on since our third quarter earnings call and from our Investor Day presentation.

Brent Maedl: Our transitional capital investment in Project Triborough is top of mind,

John Moragne: and we have now invested approximately $100,000,000 in the project through December 31. As I have said previously, we are very excited about this project, and we intend to use 2026 to evaluate all available paths for this investment opportunity while staying actively involved in the development work to preserve optionality and ensure we maximize value for shareholders. Ryan will provide more details on Project Triborough in a few moments.

Brent Maedl: Finally,

John Moragne: while we have been encouraged by improving market sentiment around REITs and some improvement in our equity multiple, we remain frustrated with our relative valuation.

Brent Maedl: We

John Moragne: continue to focus on disciplined execution to close the remaining gap versus our peer average and expand our ability to fund growth opportunities over time. As you saw in our earnings release last night, we raised a small amount of equity under our ATM since November. In total, on a forward basis, we have raised gross proceeds of approximately $43,000,000. While the market setup has been incrementally constructive, we do not expect to raise significant amounts of additional equity at these levels, though we will remain opportunistic in our decision making.

As we have made clear over the last three years, we will control our own destiny and look to opportunistic dispositions and alternative opportunities for capital when we do not believe the equity markets are properly valuing our shares.

Brent Maedl: We

John Moragne: That being said, we know that publicly traded net lease REITs like BNL work best when they are in the virtuous cycle in raising accretive equity capital to be redeployed into attractive investments, and we look forward to the day when we are able to consistently raise equity in that manner again. As I said at the beginning of my remarks, I could not be prouder of what our team accomplished in 2025, and I look forward to sharing with you all that we will accomplish in 2026. With that, I will hand the call over to Ryan and Kevin to take you through some of these themes in greater detail.

Brent Maedl: Thank you, John, and thank you all for joining us today.

Ryan M. Albano: As John mentioned, 2025 marked a pivotal year for the strategic road map implemented following the executive team transition in early 2023. Our differentiated approach and core building blocks are firmly established, supporting robust growth in 2025 and enabling visibility into embedded growth through 2027, well ahead of most net lease companies. Over the course of the year, we had approximately $4,500,000 of ABR commence from build-to-suit projects, featuring weighted average annual rent escalations of 2.9% and a weighted average lease term of 15 years, further strengthening our robust portfolio metrics. Furthermore, our UNFI build-to-suit project, which began generating rent in late 2024, contributed a full year of ABR during 2025.

At present, we have nine in-process developments representing an estimated total project investment of $345,000,000. These projects offer strong estimated initial cash yields of 7.4% and estimated weighted average straight-line yields of 8.6%, driven by weighted average lease term and annual rent escalations of 12.9 years and 2.7%, respectively. Notably, these tenant-driven projects are structured to mitigate traditional development risks such as construction timing and cost pressures. Of equal importance, our pipeline-building methodology serves as a strategic differentiator. We primarily source opportunities through existing and direct relationships, facilitating repeat transactions and expanding access to new investment opportunities.

Our development partners value certainty of execution, expertise, creativity, and flexibility while assisting them in securing investment opportunities and advancing their businesses, setting us apart from the market. Aligned with our Investor Day announcement on December 2, we maintain approximately $142,000,000 in advanced-stage projects under executed LOIs, sustaining a pipeline that supports our target of $350,000,000 to $500,000,000 in committed build-to-suit projects for the foreseeable future. In 2025, while focusing on developing our initial build-to-suit pipeline, we also pursued stabilized acquisitions, primarily through direct sourcing efforts. We invested approximately $430,000,000 in new property acquisitions, achieving initial cash yields of 7% and strong weighted average rent escalations of 2.6%, resulting in straight-line yields of 8.4%.

Regarding the transaction market, we observe healthy activity, including some notable portfolio opportunities, especially within the industrial property segment. However, we remain disciplined. In many cases, pricing levels do not align with our targeted risk-adjusted returns, and we refrain from prioritizing volume over quality. We continue to exercise caution regarding tenant credit, considering broader economic conditions and sector-specific constraints. Consequently, we prioritize opportunities involving strong relationships and investment structures that protect downside risk, whether via our build-to-suit platform, revenue-generating capital expenditures, or stabilized property acquisitions. Turning to dispositions, we sold 28 properties in 2025, yielding gross proceeds of $96,000,000 at an average cash cap rate of 7.3% on tenanted properties.

These transactions were primarily focused on routine portfolio sales and risk mitigation efforts, including the sale of Stanislaus Surgical, which further reduced our exposure to nonreimbursable expenses associated with clinical assets. Now focusing on our in-place portfolio, we completed 19 lease rollovers during the year, addressing over 1% of the total portfolio ABR. This resulted in a weighted average recapture rate of 110% and an average new lease term exceeding seven years. For 2026, 3.3% of our in-place ABR is scheduled for rollover, with negotiations already underway and positive outcomes anticipated. Regarding our watch list, our team successfully managed key tenant events in 2025, including positive outcomes with At Home, Claire's, and Zips.

Following year-end, Gardner White assumed all six of our sites through the court-approved American Signature bankruptcy process. As a strong Michigan-based furniture retailer, they were already familiar with these locations and a logical candidate to operate these sites into the future. Additionally, in January, Claire's exercised its lease termination rights effective June 30. We are collaborating with Claire's to facilitate a seamless transition and optimize our leasing and disposition efforts, having already attracted interest in the property. As John indicated, we are increasingly cautious regarding our exposure to Red Lobster, given the slower-than-anticipated return to historical foot traffic patterns.

Red Lobster currently represents approximately 1.3% of total ABR across 18 sites under a single master lease that runs through 2042, offering meaningful protections as we move forward. We are evaluating strategies to gradually reduce exposure over time, retaining flexibility to pursue optimal outcomes, continuing to monitor the company's operating performance. On a forward-looking note, I am excited to update you on Project Triborough, our primary transitional capital investment. Triborough is a fully entitled industrial development site in Northeastern Pennsylvania distinguished by its strategic location, highly attractive market demand backdrop coupled with limited near-term supply, and committed power capacity totaling one gigawatt with supporting infrastructure.

These attributes have generated considerable interest from several market participants and multiple paths to value creation. Consistent with John's remarks, we are focused on maintaining optionality for Project Triborough as we progress through 2026. Today, given the substantial power commitment, the primary path we are evaluating is a future hyperscale data center campus, with potential transaction structures ranging from powered land to powered shell configuration. Importantly, we have a clearly established floor. If the data center path does not produce the optimal outcome, the site is already fully entitled and designed to accommodate multiple industrial build-to-suit developments, ensuring attractive alternative investment opportunities.

Phased execution serves as a cornerstone of this project, enabling a deliberate and systematic approach that delivers incremental value at each stage. This framework permits advancement toward future milestones while preserving adaptability at every juncture to facilitate additional investment, partial monetization, or complete monetization of our investment. To date, we have received unsolicited proposals reflecting valuations significantly higher than our capital invested. Site work commenced in the fourth quarter and remains ongoing, with multiple concurrent work streams underway and initial power delivery anticipated as early as 2027. We look forward to providing additional updates each quarter as the project progresses. Triborough demonstrates our relationship-focused, value-driven, transitional capital approach. Relationships forged through this transaction continue to yield additional investment opportunities.

With that, I will now turn the call over to Kevin.

Kevin M. Fennell: Thank you, Ryan. During the quarter, we generated adjusted funds from operations of $75,800,000, or $0.38 per share, a 5.6% increase over 2024. For the full year, we generated $296,300,000, or $1.49 per share, a 4.2% increase year over year, driven by strong same-store rent growth of 2% and approximately $430,000,000 in stabilized investment activity throughout the year. The year's results also benefited from lower nonreimbursable property expenses from releasing activity that occurred in 2024 and lower carrying costs from health care-related dispositions that occurred in 2025. Lost rent totaled 31 basis points for the year, down from 67 basis points during 2024.

Core G&A was well managed once again during the year, with expenses totaling $7,000,000 during the fourth quarter and $28,700,000 for the full year, down 2% year over year. These were partially offset by higher interest expenses associated with our revolving credit facility, driven by an increase in acquisitions activity. With respect to the balance sheet, we ended the year with pro forma leverage of 5.8x, approximately $11,000,000 of unsettled equity, and over $700,000,000 available on our revolver. In December, we amended our bank term loans, resulting in a 10 basis point reduction to each of the loans' all-in rates and an incremental 25 basis point reduction to the 2029 term loan rate.

We also amended the 2029 term loan maturity date, providing a fully extended maturity into February 2031. With limited debt maturities through 2027, we maintain sufficient financial flexibility as we look ahead. Regarding the capital markets more generally, our posture remains opportunistic, an example of what you saw with our $350,000,000 September bond issuance. More recently, our decision to issue a small amount of new shares via the ATM was similarly situated as we evaluate our robust pipeline of investment opportunities and approach rent commencement on a number of our build-to-suit projects. Including incremental sales after year-end, we currently have approximately $43,000,000 in unsettled equity

Brent Maedl: that we expect to settle at the end of the year.

Kevin M. Fennell: As John alluded to, we are not interested in raising equity in scale at these levels and will look to self-fund our investments if or as needed. Last week, our board of directors approved a quarterly dividend of $0.2925 per share, representing a quarter penny or approximately a 1% increase over the prior dividend. The dividend is payable on or before 04/15/2026 to shareholders of record as of 03/31/2026. This increase reflects our return to growth in 2025 and visibility to additional growth in 2026 and 2027. We are excited to be in a position to translate that momentum into dividend growth while continuing to target a mid-70% payout range by 2026.

We are reiterating our 2026 per-share guidance range of $1.53 to $1.57 per share, with the following key assumptions: investment volume between $500,000,000 and $625,000,000; disposition volume between $75,000,000 and $100,000,000; and finally, core G&A between $30,000,000 and $31,000,000, revised down from $30,500,000 to $31,500,000 in our initial guide given better-than-expected core G&A for 2025 and our continued success in managing these expenses. As previously mentioned, we also include 75 basis points of lost rent within our 2026 guidance and will revisit this assumption throughout the year.

Always worth reminding everyone that our per-share results for the year are sensitive to the timing, amount, and mix of investment and disposition activity as well as any capital markets activities that may occur during the year. Please reference last night's earnings release for additional details. We will now open the call up for questions.

Emily: Thank you. We will now begin the question and answer session.

Emily: If you would like to ask a question today, please do so now by pressing star followed by the number 1 on your telephone keypad. If you change your mind or you feel like your question has already been answered, you can press star followed by 2 to remove yourself from the queue. Our first question today comes from Anthony Paolone with JPMorgan. Please go ahead. Your line is now open.

Brent Maedl: Great. Thanks. Good morning. First question relates to just competitive landscape for

Anthony Paolone: build-to-suit opportunities. We have seen since you all have ramped this up a couple of the net lease names also lean into that strategy, and so wondering if you are starting to see any more competition or others enter into the space.

John Moragne: Imitation certainly is the sincerest form of flattery, right? Pleased to see that others are finding the same value in build-to-suits that we do. That being said, we have not seen an increase in the level of competition on the deals that we are looking at, and that goes to what Ryan was discussing in his remarks, the relationship-based nature of the way that we source our deals. Our goal is to find partners who are looking to help us grow our business while we are helping them grow theirs. And so in the same way that we look for mutually beneficial solutions to tenant issues, we are also looking for mutually beneficial relationships on the build-to-suit side.

So, you know, by contrast, we have actually seen a big uptick in the amount of build-to-suit activity that has been coming across our team's desks, particularly in the last ten days, of new opportunities that we are excited about with potential completions in 2027 and even out into 2028. So certainly more attention and activity in the area, but it is not impacting the health of our funnel or the way that we are able to source deals that we will be able to add to our pipeline over time.

Emily: Okay. Thanks. And

Anthony Paolone: then just my second question relates to Project Triborough. You mentioned maybe an initial delivery in 3Q 2027 for power. Like, how much of the one gigawatt would that be? I mean, the gigawatt is a lot, and it seems like the capital investments could be quite sizable, and so just trying to get a little bit more context around that timeline and what that means.

Ryan M. Albano: Sure. I would say it is a little too early to tell. We are looking at different load ramps, and in talking with PPL about it, I would say that when we think about the power, we really kind of think about it in two phases, and the first phase is 300 megawatts, and the second phase takes you up to the gigawatt. It would likely be some portion of that initial 300 megawatts and probably somewhere over

Brent Maedl: a 100

Emily: Okay.

Anthony Paolone: Thank you.

Emily: Thank you. Our next question comes from Eric Martin Borden with BMO Capital. Eric, please go ahead.

John Moragne: Hey. Good morning.

Ryan M. Albano: You talked about

Eric Martin Borden: different types of capital sources that you may potentially be using in 2026. One of those was the potential opportunity to recycle assets. Just want to talk about UNFI. If you were to sell UNFI today, you know, how would you expect to deploy those proceeds? Would it be towards traditional acquisitions or funding new developments? And then, additionally, you know, how are you guys thinking about the potential leverage implications if the proceeds were used to fund new development activity?

Anthony Paolone: Sure.

John Moragne: Couple of questions, I guess, to answer. The first is UNFI as a capital source, most optimally as a later this year, as that becomes more tax efficient. So as you think about your question on use of proceeds, I think there is a timing component introduced as well. And so we think about all the dollars we are deploying, you know, our commitment in the build-to-suit is sort of a known number today. It will grow over time. Similarly related, you know, we have got a lower target for stabilized acquisitions. And so I would say it is less about the mix of the deployment dollars and more about the timing of those dollars is the first answer.

Then second, on leverage, you have heard us the last couple of quarters especially get really comfortable talking about our sustained target of 6x on a pro forma basis. You know, I think with where we are trading today, we are still dancing around those levels and evaluating what that next capital source is. And to the extent that it is equity, it certainly helps the leverage equation. To the extent it is a dispo, you sort of maintain that leverage target where it is. So a little bit more to come as the year plays out, but, you know,

Eric Martin Borden: intend to be opportunistic and maintain that level of flexibility. Okay. Thank you. And then just on internal growth, you know, I understand you do not provide, like, formal same-store revenue guidance, but how should we be thinking about internal growth in '26 and beyond? Is that 2% annual growth rate a reasonable run rate assumption for BNL? Thank you. Sure. I think I think that is reasonable. I mean, you will see, particularly as disclosures come out,

John Moragne: quarterly, maybe a little bit of upward momentum around that number. But we look back historically when we started to disclose this information, and for probably eight or nine quarters, relying on that 2% as a go-forward assumption is reasonable, and then you will see us, you know, move around that and ideally move that higher over time.

Eric Martin Borden: Alright. Thank you, guys. Appreciate the time.

Emily: Thank you. Our next question comes from Upal Dhananjay Rana with KeyBanc.

Emily: Great. Thank you.

Brent Maedl: On the on Red Lobster, you know, I understand all 18 sites were

Upal Dhananjay Rana: under a long-term single master lease. Just wondering how many of your sites are under consideration to either sell or release, and how that impacts the master lease itself, and if there could be some termination income in there as well.

John Moragne: Early days in this discussion. We have been, as you have heard us say before, you know, we have reduced our exposure to Red Lobster over the years. We originally had 25 sites. We are down to 18. We have been interested in reducing the 18 even further, but that was held back by the bankruptcy process. You were not in a place where you would be able to reduce further. We have been actively looking to do that for a while now. We are having good, productive conversations, but to hit a theme, you know, over the head multiple times, you know, we are looking for mutually beneficial solutions here.

We want to be able to help Red Lobster in their efforts to improve. These sites were performing well on an aggregate basis prior to the bankruptcy. The bankruptcy, unfortunately, has had a pretty harsh impact on foot traffic, although Red Lobster's CEO was recently interviewed in the Wall Street Journal and talked about 10% increases in brand-wide sales, 18% increases in Placer data from a foot traffic standpoint. So there has been some recovery, not to the pre-bankruptcy levels. We are currently below that 2x rent coverage where we were prior to the bankruptcy. We have seen, you know, efforts that they have had in terms of cutting costs and changing up their marketing strategy.

They have had some success with some of those things and particularly attracting young people back to the brand. We are hopeful that we will continue to see that. We are open to ideas for releasing, moving on from some of the sites, selling them, working with them to improve here. But it has to be something that is mutually beneficial and is helpful to us in our efforts to continue to grow our AFFO per share and not take a big hit that is otherwise unwarranted. So early innings, not sure that we will see any real movement here in the near term, but we will continue to have conversations and keep an open mind.

Upal Dhananjay Rana: Okay. Great. That was helpful. And then, on American Signature, I know you are still negotiating a new master lease there. What do you think rents could potentially end up relative to the current rents? And how does this impact the bad debt that you have embedded into full-year guidance?

John Moragne: Easy answer. No change. Rents will stay what they were when we went in. We are not negotiating a change in those rent levels. The only thing that we are looking at right now is a handful of small lease issues, including consolidating the individual leases into a master lease, as you referenced.

Upal Dhananjay Rana: Okay. And then the bad debt portion for Mexico, sir, for this year?

John Moragne: Oh, no change in our assumptions on it. Take a conservative position early in the year with the things that we are looking at, and as Kevin said, we will revisit that over the course of the year. So, you know, if we continue to do as well as we have historically, you will see that 75 number come down. I mean, we were 31 basis points last year, 67 the year before, 0.24 in 2023, and 0.03 in 2022. So our bad debt experience on an actual incurred basis is substantially below what our reserve is.

Emily: Okay. Great. Thank you.

Emily: Thank you. The next question comes from Caitlin Burrows with Goldman Sachs. Caitlin, please go ahead. Hi, everyone. Good morning. On the build

Caitlin Burrows: to-suit pipeline today and for the future, it sounds like you are targeting to announce and complete $350,000,000 to $500,000,000 of projects per year going forward. So I guess first, is that right? And then can you give any detail on your pipeline of unannounced build-to-suit projects today maybe versus a year ago? And what portion is new versus repeat

Emily: business?

John Moragne: So the $350,000,000 to $500,000,000 we think of as more of a rolling target. That is how much we would like to have in the active development stage at any particular point. Starts may vary year to year depending on what we started the prior year and what we have sort of in the hopper for active developments. A little bit of a nuance there, but essentially $350,000,000 to $500,000,000 on a rolling basis, which is where we sit today. With what we have under LOI, it is almost entirely repeat business, either from a developer or from a tenant standpoint, so folks that we have worked with in some capacity previously. There is one new project in there.

We started a new Academy Sports after our Investor Day at December. We actually started another Academy Sports deal yesterday. And then we have two little bit larger industrial deals that we expect to start here in Q1 that we should have an announcement out about shortly when those are finished up.

Caitlin Burrows: Got it. Okay. And then, maybe back to Claire's. So totally hear you guys on how bad debt has come out relatively attractive over the past few years. You mentioned that you are now expecting, or they did exercise, their lease termination right for June 2026. So just wondering what your current expectation is, maybe what is assumed in guidance for, is there a lease termination fee there or maybe not because bankruptcy history, and then expectation on releasing versus selling and what you are seeing kind of in terms of those options right now?

John Moragne: Yeah. You are right. Yeah. There is no termination fee because of the bankruptcy history there, so they exercised their right. They will walk away under the current structure at the June. We know they are in the process of negotiating for new space a little bit further down on I-90, but that has not been finalized yet. So this is still a little bit up in the air. But we are working under the assumption that the property will be vacant on June 30, and we are looking to release it or sell it on July 1. We have had some good discussions so far with potential counterparties on it, so we are fairly confident.

And then any impact from that has already been baked into our view from a guidance standpoint and our view of bad debt for the year. So no change in the way that we would think about the performance over the course of the year relative to Claire's.

Emily: Thanks.

Emily: Thank you. Our next question comes from Ronald Kamdem with Morgan Stanley. Ronald, please go ahead.

Ryan M. Albano: Great. Just two quick ones. Going back to Project Triborough,

Brent Maedl: I guess when do you think the dominoes fall in place that you could have a sort of a tenant in hand willing to take the space. Does that make sense? Like, what more do you need to do on your end, and when do you get to the point where you can have a tenant committing to that

Eric Martin Borden: to that project?

Ryan M. Albano: Sure. I would say, you know, as we are looking at it, the real two focal points right now, or I guess I would say three, are zoning, which we expect in the near term; second being sort of

Emily: power

Ryan M. Albano: ongoing conversations with PPL, really working out sort of T&D line path to the site, their substation, our substation. So significant progress there. And then overall, some site work that commenced in Q4 to keep things sort of progressing from a timeline perspective. So I would say that, you know, I think we will officially be in market looking for tenant and leasing activity in the fairly near term. Call it first half of this year. But that said, that has not stopped folks from calling us.

Emily: You know, I think

Ryan M. Albano: you know as well as I do, there are probably, like, six to ten hyperscale companies that would be interested in this site. They know all these sites, especially those that are a gigawatt of power plus in the country. I do not need to really advertise it for them to find me. So they are calling, and I think to your exact question, we will be in market in the near term.

Brent Maedl: That is really helpful. My second question was just sort of, I guess, a

Ryan M. Albano: sort of a capital recycling question, right, in terms of course, you are not sort of forced out of here, but

Brent Maedl: given sort of the activity, some of the market, does it make you want to sort of push more into the noncore sales this year? And then as you are sort of capital recycling that, can you just talk about cap rates and return trends both on the acquisition and the sort of build-to-suit side? Like, are we seeing those hold? Are we seeing

Emily: compress?

Brent Maedl: Just any sort of high level color would be helpful. Sure. I will take the capital recycling point and hand it back to John for the second.

Upal Dhananjay Rana: Look. I think

John Moragne: with a lot of what is going on in the portfolio, particularly some recent lease renewals and whatnot, some legacy assets are incrementally more attractive, and so we have some interesting opportunities to think about older assets that have a different value equation today. So there is a source there. And then, obviously, the sort of

Emily: flush

John Moragne: the equation lever is the build-to-suit. So the spectrum is quite wide in terms of which assets could be available. We are not forced sellers. We are opportunistic sellers. And the trade needs to make sense. And so that range of outcomes, when you pair that with some

Emily: you know,

John Moragne: portfolio management, probably puts you in a singular outcome of something in the mid-5s to, call it, into the 7s of a range of opportunity. And we will look to, you know, weight that out certainly in the lower end of the spectrum. And so as we get through the year, you will see us make those decisions and print those numbers. But, you know, accretive is the answer, and ideally, you know, 100 basis points or better.

So on the cap rate side, from a build-to-suit standpoint, we are continuing to find good opportunities in that upfront initial cash capitalization yield standpoint in the mid-7s down to the high-6s that then blends to a place in the low to mid-7s, just like our existing pipeline. As Ryan mentioned, our existing pipeline is at 7.4% on the upfront cash yields and 8.6% on a straight-line yield. So we are still continuing to find things in the build-to-suit that fit well within that, and including being able to structure things in a creative way to drive the yields for our benefit when we are still helping our developers close on these projects and start new ones.

Where we have seen a little bit of compression, and I am sure you have all heard this other places, is particularly on larger portfolio deals and regular way acquisitions. There have been a handful of industrial food processing deals that have been out there that have traded at cap rates that have not made a whole lot of sense to us given the overall risk-adjusted profile of those investments. We have been pleased to see that there was, you know, an uptick in overall, you know, traditional acquisition volume towards the end of 2025 and seeing that going into 2026 as well.

Not getting back to sort of the pre-2023 levels in the same level, but it has been good to see more volume. But as I have been talking about for quarters and quarters now, the demand level for regular way deal flow, sale-leasebacks and lease assumptions, is significant. And so the dry powder and the demand that is out there is still continuing to put some pressure on those regular way cap rates, which makes us feel even better about our opportunity in the build-to-suit core vertical that we have and the success that we have been having.

Brent Maedl: Great. That is it for me. Thanks so much.

Emily: The next question comes from Mitch Germain with Citizens Bank. Mitch, please go ahead.

Eric Martin Borden: Thanks for taking my question. How should we think about the guidance for deployment, $500,000,000 to $625,000,000? I mean, what do you consider to be the breakdown between the various

Brent Maedl: you know, diverse ways that you can allocate capital in that number.

Upal Dhananjay Rana: Yeah. Look. I think you saw it.

John Moragne: Through last year, as we are building this pipeline, you walk into 2026 and a bulk of the dollars slated for deployment this year are going to be related to the build-to-suit investments. Certainly, you have heard John say also the last year, especially, that we are not interested in saying no to partners who are bringing us

Brent Maedl: strong deals on a stabilized

Eric Martin Borden: opportunity set. So answer is both.

John Moragne: But I would say starting this year, it is definitely weighted towards build-to-suit dollars versus kind of the inverse last year.

Emily: Great. And then

Michael Goldsmith: any competition that you are seeing, increasing competition you are seeing, on the traditional acquisition side?

John Moragne: For us, at least, it is just as high as it has been over the last two years. You know, I think I have been sort of ringing the bell on the competition for a little while now. You know, we have been in a place where supply-demand characteristics in net lease have not really matched up for a while because of the steep drop that you saw in net lease transaction volumes in '23, '24, '25. Thankfully, that is starting to change a little bit, and you are starting to see that number come up. So, hopefully, it alleviates a little bit of the pressure, but we have not seen that yet.

You know, there has been a huge amount of competition. And for us, an industrial-focused net lease REIT, and those industrial assets, a little bit chunkier when you can find a portfolio, they are very interesting, and it is a great way, particularly for a lot of the private institutional net lease investors, to deploy a lot of capital in a very short period of time. So it can sometimes drive, you know, a little bit more pressure on those cap rates.

Brent Maedl: Thank you.

Emily: The next question comes from Ryan Caviola with Green Street. Please go ahead.

Brent Maedl: Hello. Good morning, everyone. There has been a lot of noise in the political landscape because of the midterms, but have you seen any of the tailwinds from onshoring start to materialize over the last year, particularly around the industrial development demand front?

John Moragne: We have certainly seen it in the build-to-suit pipeline. We have had lots of conversations with developer partners and with potential tenant clients who are all looking actively at ways in which they can bring more of their production capacity here in the United States or to, sort of, rework an existing logistical chain, you name it. So it is going to be slow going. These are not decisions that get made overnight.

We see it often, the conversion timeline for a build-to-suit deal is much longer than a regular way deal because of the amount of work that has to go into it, going back from, you know, site selection, the entitlement process, permitting, working through the design-build process, all of the various components that have to go in to make this work. It takes a long time to get there, so we are excited by the tailwind that we expect that will come from this effort to sort of onshore, nearshore, reshore, whatever. But it is going to take some time to build.

But because we have already had so much success in building this strategy and in building the pipeline that we have today, we can be patient and wait for that to come, and we will use that as, you know, continued opportunity to build this out in the years to come.

Brent Maedl: Got it. Appreciate that. And then just a quick one on casual dining. Being mindful that, you know, Red Lobster's challenges are mostly operator specific, but what commentary have you heard from other casual dining tenants going into 2026 just on sector strengths and appetite to expand, and is it a bucket that you would want to add to in your portfolio? Are you kind of built up there? Thanks.

John Moragne: I think you hit on it in your question. It is very operator and brand specific. There are casual dining brands that have struggled in recent years, Red Lobster being one of them, and there are other casual dining brands that have done exceptionally well. You know, we have seen both of those in our portfolio, with the Red Lobster exposure in years and Applebee's being two that have had a little bit of a hard time. On the flip side, J. Alexander's is a casual dining brand in our portfolio that is doing exceedingly well, with coverage as well north of what we would want to see on a stabilized basis on a regular basis. So it really depends.

To your point on whether or not we would invest more, it would be very operator and brand specific. We are not actively looking at new casual dining as sort of a focused strategy. But the ones that come across our desk, we will take a look at it. It is very easy to sort of make a quick decision on, alright, this is something that we would want to do or not. And it is far more of the latter than the former.

Brent Maedl: Got it. Appreciate the color.

Emily: Thank you. The next question comes from Michael Gorman with BTIG.

Emily: Michael, please go ahead.

Ryan M. Albano: Thanks. Good morning. Maybe just one more on Project

John Moragne: Triborough. Just trying to understand, when you think about it, kind of we have seen the press reports about the land rush in the data center space, and kind of what the incremental value add is from the site work that you are undertaking now versus just looking to be in the market for the raw land to the hyperscalers as it is right now. And then maybe just the second point, how do you think about that in

Anthony Paolone: the terms of maybe some rising political headwinds around data center development or concerns about AI CapEx into the future and kind of the timeline into 2027? So maybe you could just talk a little bit about how that plays out in your underwriting and thought process.

Michael Gorman: Thanks.

Ryan M. Albano: Sure. I think I can take this. John, feel free to jump in. You know, I think there are several questions there. The first is sort of value creation in various milestones along the way, from, you know, raw land through powered land and then how hyperscalers sort of fit into the mix versus developers and typical real estate investors. I would say that there is certainly value creation. We are seeing it kind of play out in some of the offers that have come through.

When we think about what our invested capital is to date in the project versus the level at which the offers are coming in, they are coming in, you know, in line with what we would expect from a powered land perspective, so certainly significantly higher than our invested capital to date. You know, a lot of it really focuses on the time and quantum of power delivery, and sooner rather than later is obviously more valuable. Hyperscalers are certainly competitive in the mix, trying to get in at earlier stages from a land perspective. Like I had mentioned sort of in my other remarks, this is not a site that needs to be highly advertised.

They know it is there. They know it is a gigawatt of power, and they are certainly circling on it. So

Brent Maedl: I would say that they

Ryan M. Albano: also attempted to get in earlier. We just happened to be there sooner than them. That is playing out across the country. You know, I think some of the other parts of this question relating to

Brent Maedl: CapEx spend

Ryan M. Albano: in the future related to AI in data centers and then just political-ness around it, I would say, you know, we have not really seen any slowdown despite whatever, you know, the headlines are on CNBC. Certainly, a lot of continued chase and investment when you are getting into the quantum of power we are talking about here. That said, lower stages, maybe it is a different market, just not as in tune with it. And then from a political headwind perspective, you know, I think you are going to have that with various new things that are occurring. You know, I do not really see a whole lot of challenge with that with respect to this site.

Frankly, one of the primary activist groups in the area that have been critical of data center expansion have even made public commentary about, if you are going to do it, this is the type of site that you do it with, where it is, you know, off the highway, up a hill, set apart from residential, and not very disruptive. So hopefully, I covered everything. I am not quite sure, but I think I covered most of what you were looking for.

Brent Maedl: Yep. That is helpful. Thank you. Appreciate your thoughts.

Emily: The next question comes from Michael Goldsmith with UBS. Please go ahead.

Ryan M. Albano: First question, you invested $750,000,000 in 2025. You are guiding to

Michael Goldsmith: $500,000,000 to $625,000,000. I think you talked a little bit about maybe the outlook for '26 being a little bit conservative or it does not require that much incremental investment. So just trying to reconcile, you know, those two, you know, those two facts and just try to understand, you know, why point to, you know, a decel in investment at this point in the year, just kind of given some of your also your earlier comments on just the opportunities that you are seeing out there?

John Moragne: Yeah. I think you sort of touched on your question there. We usually start the year a little conservative. Our guide for investment activity to start 2026 is consistent roughly with what our guide was last year for 2025, and then we revised and updated over the course of the year as we saw more opportunities. With our focus being on this rolling, you know, $350,000,000 to $500,000,000 build-to-suit pipeline, we know going into a year that we have already got the majority of our investment activity taken care of. We are always going to leave a little bit of room there for opportunistic regular way deals, sale-leasebacks, and lease assumptions as partners come and approach us for direct deals.

And so right now, that is what we built into this, is that we are going to execute on the plan that we already have. You know, we are going to be sticking to the script and moving forward with what we have told you that we are going to do and execute on that. But we are very open to the idea of opportunistically increasing that if we see the right opportunities with the right people, the right economics over the course of the year, and we have got the capital to do it. So we will start conservative, and we will build over time.

So that should hopefully help reconcile the way you are thinking about year-end activity for '25 and sort of how we started '26. And then just, as a

Michael Goldsmith: follow-up, you amended some of the term loan agreements. How much of a benefit do you expect to see? How should that translate to 2026? You know, how much savings do you anticipate from that?

John Moragne: Yeah. I mean, the $1,000,000,000 of term loans that are impacted by the 10 basis points, and then $300,000,000 by the 25 basis points. So you have got about $2,000,000.

Emily: Nice.

Michael Goldsmith: Thank you very much. Good luck in 2026.

Emily: Thank you.

Emily: The next question comes from John Kim with BMO Capital Markets. Please go ahead.

Upal Dhananjay Rana: Thank you.

Brent Maedl: John, you mentioned raising equity in significant scale is not really what you are interested

Eric Martin Borden: in at this time. That is consistent with what you said at your Investor Day in December.

Michael Gorman: But since then, your stock price has improved. Your multiple has gone up about a turn. Can you just remind us what levels you feel comfortable raising equity? And how do you view the potential for multiple expansion as your balance sheet improves back toward the 5x leverage that, historically, you operated at?

John Moragne: Yeah. So I think this is fairly consistent with what I have been saying. I am thrilled with the improvement that we have seen; trading where we are, getting a full multiple turn above is good. We are still below average. So as I said in my remarks, I am so pleased and very proud of total return that we have delivered to shareholders over the last three years and in 2025 in particular, and the resulting increase in our equity multiple. But sitting where we are, the relative valuation still frustrates me. You know, not even being at the average level is something that will continue to frustrate me until we get there.

And when we do, you know, you are talking even at an average equity multiple, you are talking about a stock price that is in that, like, $21 to $22 range. You know, the word “constructive” is probably overused in our space on these calls, but I will use it here. You know, the setup is certainly more constructive today than it was even six months ago.

And my hope and belief is that with the execution that we delivered in '25 and the execution that I know we are going to deliver in 2026, it will be even more constructive, hopefully, towards the end of the year or into '27, where we can more consistently raise equity at a place that is going to be attractive and getting us into that virtuous cycle. Until we get there, we will continue to control our own destiny.

You know, Kevin has been dabbling, as he said, on the ATM with the $43,000,000 that we have got on a forward through the end of the year with an effective price in the mid to high $18s, which feels good relative to the opportunities that we have in front of us, you know, with the 8.6% straight-line yield on these build-to-suits, the acquisitions that we are seeing, as you heard us talk about earlier. So the place where we are investing the capital relative to what we have been raising makes these dollars work, even though it is not sort of the dollars that make my heart go pitter patter. So we will continue to evaluate.

I think the efforts that we have had should justify pushing this multiple up, even though I know that takes time and consistent execution, but that is what I know we are going to deliver, and I think we will be having a different conversation about this towards the end of the year and into '27.

Emily: I think

Michael Gorman: that. But just to clarify, is this a relative multiple that you are looking at, relative to your peers, which could be kind of moving around? Or, you know, a total WACC concept? I know you gave the $21 to $22 as a guidepost, but what metric is more important to you?

John Moragne: I mean, the answer is both. Right? I mean, the absolute value is, on the

Kevin M. Fennell: second part of John's comments, is all measured against what the opportunity set is. And so the answer is both. I think we would apply the concept of scale to the former, meaning relative valuation and levels that are, you know, a bit further from the absolute

Brent Maedl: number that works maybe in a different set of circumstances.

John Moragne: So I am not trying to not give you an answer. It is just that, to your point, it is a moving target. And our posture remains, you know, opportunistic.

Michael Gorman: Great. Thank you.

Emily: Thank you. The next question comes from Caitlin Burrows with Goldman Sachs. Caitlin, please go ahead.

Caitlin Burrows: Hi again. I had a quick follow-up question on American Signature. Sorry to bring it up again. But just to clarify, I figured we are all together. You mentioned that they filed in November, and I think the new tenant is paying the unchanged rent as of February 6. So I was just wondering if you could clarify what went on between November filing and February 6.

John Moragne: It was a fairly simple assumption. So we had six leases that were part of the bankruptcy process. I think I probably had this conversation with folks. There was a handful of them that were identified for rejection as a part of the bankruptcy process, but Gardner White was very interested in our site. They have been looking to expand in the last few years, and this was a great opportunity for them to do. So as it stands today, they have simply stepped into our six leases.

And then the conversation that I alluded to earlier is that, you know, we are looking to leverage that into a new master lease as well as some additional minor changes in the lease structure itself. But in terms of the lease economics, we did not lose any rent. There was no bad debt associated with American Signature because we were able to collect off of our letters of credit for the missed rent in November. We collected

John Moragne: our rent on an administrative basis in the bankruptcy proceeding, and then Gardner White has picked up the tab going forward. So we are in a great spot on that and just hoping to sort of make some incremental improvements.

Caitlin Burrows: Got it. Okay. And then, changing topics, you mentioned a few times about seeing what comes across your desk and that kind of inbound type of activity, which is great when it happens. I guess, when you think about your investment targets, build-to-suit or acquisitions, how active is Broadstone Net Lease, Inc. today on that outbound effort? Are there on the build-to-suit or the acquisitions? And how has that changed over time?

Ryan M. Albano: Extremely. I would say that, you know, a lot of it, all of it, is outbound. I think what John was referring to is they also call us. So, you know, a lot of this is direct sourced. It is relationships that we are talking to multiple times a week. So whether the call is coming in or the call is going out, you know, I would say that it is sort of a two-way street in constant communication. In terms of new relationships that we are mining, I would say the majority of those new relationships are on an outbound basis versus an inbound.

Caitlin Burrows: Got it. Thank you.

Emily: Thank you. We have no further questions, and so I will turn the call back to the management team for any closing comments.

John Moragne: Thanks, everybody, for joining us today, and we are getting into conference season. We are looking forward to seeing many of you in person in the coming months. Enjoy the rest of your day. Thanks all.

Emily: Thank you everyone for joining us today. This concludes our call, and you may now disconnect your lines.

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