UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 22, 2020


ALPINE INCOME PROPERTY TRUST, INC.

(Exact name of registrant as specified in its charter)


Maryland

Commission File Number 001-39143

84-2769895

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

1140 N. Williamson Blvd., Suite 140

Daytona Beach, Florida

32114

(Address of principal executive offices)

(Zip Code)

Registrant’s Telephone Number, including area code

(386) 274-2202


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

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

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

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

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

Securities Registered Pursuant to Section 12(b) of the Act

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.01 Par Value

PINE

NYSE

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

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  


Item 2.02. Results of Operations and Financial Condition

On July 22, 2020, Alpine Income Property Trust, Inc., a Maryland corporation (the "Company"), issued a press release and investor presentation relating to the Company’s financial results for the quarter ended June 30, 2020. Copies of the press release and investor presentation are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.

The information in Item 2.02 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 7.01. Regulation FD Disclosure.

On July 22, 2020, the Company issued a press release and investor presentation relating to the Company’s financial results for the quarter ended June 30, 2020. Copies of the press release and investor presentation are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.

The furnishing of these materials is not intended to constitute a representation that such furnishing is required by Regulation FD or other securities laws, or that the materials include material investor information that is not otherwise publicly available. In addition, the Company does not assume any obligation to update such information in the future.

The information in Item 7.01 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1

Press Release dated July 22, 2020

99.2

Investor Presentation dated July 22, 2020


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 22, 2020

Alpine Income Property Trust, Inc.

By: /s/Mark E. Patten

Senior Vice President, Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer)


Exhibit 99.1

Graphic

Press

Release

Contact:                Lisa M. Vorakoun, Vice President – Controller

lvorakoun@alpinereit.com

Phone:                  (386) 944-5641

Facsimile:             (386) 274-1223

FOR

IMMEDIATE

RELEASE

ALPINE INCOME PROPERTY TRUST, INC. REPORTS

OPERATING RESULTS FOR THE QUARTER ENDED JUNE 30, 2020

DAYTONA BEACH, Fla. – July 22, 2020 – Alpine Income Property Trust, Inc. (NYSE: PINE) (the “Company”) today announced its operating results and earnings for the three and six months ended June 30, 2020.

Selected Highlights

Reported Net Income per diluted share attributable to PINE of $0.03, for the three months ended June 30, 2020.
Reported FFO per diluted share of $0.29, for the three months ended June 30, 2020.
Reported AFFO per diluted share of $0.16, for the three months ended June 30, 2020.
Collected 94% of the Contractual Base Rent (as defined below) due in July 2020.
Reintroducing its guidance for the full year ending December 31, 2020.
Acquired two single-tenant income properties for a total investment of approximately $28.6 million, reflecting a weighted average going-in investment cap rate of approximately 6.7%. At the acquisition date, the properties had a weighted average remaining lease term of approximately 7.9 years. For the six months ended June 30, 2020, the Company has invested approximately $75.4 million in eleven (11) single-tenant income properties.
Repurchased approximately 398,000 shares of the Company’s common stock for approximately $4.4 million during the three months ended June 30, 2020, at a weighted average purchase price of $11.10 per share, completing the $5 million buyback program approved in March 2020.
Paid a cash dividend for the second quarter of 2020 of $0.20 per share on June 30, 2020 to stockholders of record as of June 15, 2020.

Page 1


Operating Results Highlights

 

    

For the Three
Months Ended
June 30, 2020

    

For the Six
Months Ended
June 30, 2020

Total Revenues

$

4,590,400

$

8,761,711

Net Income Attributable to PINE

$

240,238

$

252,907

Net Income Attributable to PINE per diluted share

$

0.03

$

0.03

FFO

$

2,565,187

$

4,603,149

FFO per diluted share

$

0.29

$

0.51

AFFO

$

1,368,162

$

3,175,706

AFFO per diluted share

$

0.16

$

0.35

Dividend per share

$

0.20

$

0.40

COVID-19 Collections Update

The Company is actively working with its tenants that have been impacted by the COVID-19 Pandemic (as defined below). As of July 22, 2020, the Company collected approximately 81% of the Contractual Base Rent due during the three months ended June 30, 2020, and has reached agreements, with certain of its tenants, representing approximately 17% of Contractual Base Rent, due during such period, who are seeking rent relief. As of July 22, 2020, the Company has collected approximately 94% of the Contractual Base Rent due in July 2020. The Company has provided greater detail on COVID-19 disclosures later in this press release.

CEO Comments

Mr. John P. Albright, President and Chief Executive Officer of the Company, stated, “After navigating through the initial COVID-19 business shut-downs and disruptions, we are pleased that we have addressed substantially all of our tenant relationships, which has resulted in an 94% collection rate for July. The negotiations with our tenants resulted in a variety of outcomes, including rent deferment, and rent abatement with lease extensions. Having completed these negotiations, we are back on the acquisition hunt. During the quarter, we acquired two single tenant properties with high quality tenants, including Walmart, for approximately $29 million.” Mr. Albright further stated, “As the operating environment becomes somewhat more visible, we are reintroducing our guidance for 2020 and look forward to growing Alpine’s net lease portfolio with quality tenants in strong markets.” Mr. Albright also noted, “As previously announced by CTO, we have begun our CFO search and have already had discussions with potential candidates. We wish Mark great success in his new endeavor.”

Income Property Portfolio

Second Quarter Acquisitions:

o

A property leased to Hobby Lobby in Arden, North Carolina, with 11.2 years remaining on the initial lease term, at the acquisition date, for approximately $8.0 million.

o

A property leased to Walmart in Howell, Michigan, with 6.6 years remaining on the initial lease term, at the acquisition date, for approximately $20.6 million.

The weighted-average going-in investment cap rate on these investments equaled approximately 6.7%, slightly above the low-point of the Company’s reintroduced guidance for the full year ending December 31, 2020, which is discussed later in this press release.

Page 2


The Company’s income property portfolio consisted of the following as of July 21, 2020:

Total Number of Properties

31

Total Square Feet

≈1,354,000

Weighted Average Remaining Lease Term

8.5 Years

Total States Where Properties Located

14

% of Annualized Base Rent – Retail Tenants

≈70%

% of Annualized Base Rent – Office Tenants

≈30%

% of Portfolio w/Rent Escalations

≈52%

% of Portfolio w/Credit Rated Tenants (1)

≈81%


(1)Tenant, or tenant parent, credit rated.

Debt

In April 2020, the Company executed a five-year interest rate swap agreement whereby, effective as of April 30, 2020, LIBOR was fixed at 0.48% plus the applicable spread, for approximately $50 million of the outstanding balance on the Company’s revolving credit facility (the “Credit Facility”).

The following table provides a summary of the Company’s long-term debt as of June 30, 2020:

Component of Long-Term Debt

    

Principal

    

Interest Rate

    

Maturity Date

Credit Facility (w/ swap)

 

$

50.0 million

 

1.35% - 1.95%
+ 0.48bps

 

November 2023

Credit Facility

 

 

20.0 million

 

1.35% - 1.95%
+ LIBOR

 

November 2023

Total Debt/Weighted-Average Rate

 

$

70.0 million

 

1.74%

 

Share Buyback Program

During the six months ended June 30, 2020, the Company repurchased approximately 456,000 shares of its common stock for approximately $5 million, representing a weighted average purchase price of $11.02 per share.

Operating Results

The table below provides a summary of the Company’s operating results for the three months ended June 30, 2020:

    

Three Months Ended
June 30, 2020

Total Revenues

 

$

4,590,400

Net Income

 

$

279,693

Net Income Attributable to PINE

 

$

240,238

Net Income Per Share (diluted) Attributable to PINE

 

$

0.03

Page 3


The table below provides a summary of the Company’s operating results for the six months ended June 30, 2020:

    

Six Months Ended
June 30, 2020

Total Revenues

 

$

8,761,711

Net Income

 

$

294,325

Net Income Attributable to PINE

 

$

252,907

Net Income Per Share (diluted) Attributable to PINE

 

$

0.03

The operating results for the three and six months ended June 30, 2020 were impacted by the following:

Higher than expected direct costs of revenues of approximately $107,000, of which approximately $83,000 and $24,000 were incurred during the first and second quarter of 2020, respectively, which were the result of expensing costs associated with the Company’s due diligence on approximately $75 million of potential income property acquisitions which were terminated at the outset of the COVID-19 Pandemic.
General and administrative expenses were impacted by the recognition of approximately $288,000 of costs associated with audit services related to the 2019 annual audit, which expense was incurred during the first quarter of 2020. The fees associated with the 2019 annual audit are recognized as the services are incurred, which typically occurs ratably throughout the year.
Interest expense of approximately $592,000 was incurred, of which approximately $249,000 and $343,000 was incurred during the first and second quarter of 2020, respectively, on the $70 million outstanding on the Company’s Credit Facility.

2020 Guidance

The Company is reintroducing its guidance for the full year ending December 31, 2020. The following summary provides the Company’s guidance for the full year ending December 31, 2020:

     

Actual YTD

Q2 2020

    

Guidance for

FY 2020

Net Income Attributable to PINE per diluted share

$0.03

$0.00 - $0.10

Acquisition of Income-Producing Assets

$75.4mm

$105mm

Target Investment Yields (Initial Yield – Unlevered) (1)

6.93%

6.50% - 7.50%

Funds From Operations per diluted share

$0.51

$1.15 - $1.25

Adjusted Funds From Operations per diluted share

$0.35

$0.95 - $1.05

Repurchase of PINE Common Stock

$5mm

$5mm


(1)Targeted range reflects the range of anticipated cap rates on a weighted average basis, as such individual income property acquisitions may be completed at an initial investment yield above or below this range.

The Company notes that actual results could vary materially from its guidance due to a variety of factors outside the Company’s control. The Company’s guidance is based on current plans and assumptions and is subject to risks and uncertainties more fully described in the Company’s filings with the Securities and Exchange Commission.

COVID-19 Pandemic and Rent Collection Update

In March 2020, the agency of the United Nations responsible for international public health declared the outbreak of the novel coronavirus as a pandemic (the “COVID-19 Pandemic”), which has spread throughout the United States. The spread of the COVID-19 Pandemic has continued to cause significant volatility in the U.S. and international markets and, in many industries, business activity has virtually shut down entirely. There continues to be uncertainty around the duration and severity of business disruptions related to the COVID-19 Pandemic, as well as its impact on the U.S. economy and international economies.

Page 4


Q2 2020 Rent Status: As of July 22, 2020, the Company had received second quarter payments from tenants representing approximately 81% of the Contractual Base Rent, defined as monthly base rent due pursuant to the original terms of the respective lease agreements without giving effect to any deferrals or abatements subsequently entered into, due during the three months ended June 30, 2020. With respect to unpaid Contractual Base Rent due during the three months ended June 30, 2020, approximately 8% was deferred and approximately 9% was abated. In general, the repayment of the deferred Contractual Base Rent will begin in the third quarter of 2020, with ratable payments continuing, in some cases, through the end of 2021. Certain of the deferral agreements, representing approximately 1% of the 8% deferred, are pending full execution of the lease amendment; however, both parties have indicated, in writing, their agreement to the repayment terms and in some instances, the tenant has already made the payments contemplated in the agreed-to lease amendment. In connection with the three leases in which rent was abated, other lease modifications, including extended lease terms and imposition of percentage rent, were agreed to by the Company and the tenants. The Company has not yet reached an agreement with a tenant responsible for approximately 2% of Contractual Base Rent due during the three months ended June 30, 2020. Additional detail regarding the second quarter rent payments can be found in the table on page 6.

July 2020 Rent Status: As of July 22, 2020, the Company had received July 2020 payments from tenants representing approximately 94% of the Contractual Base Rent due for the month of July 2020. With respect to unpaid Contractual Base Rent due for the month of July 2020, approximately 4% was deferred and approximately 2% was abated pursuant to executed agreements between the Company and the tenants.

An assessment of the current or identifiable potential financial and operational impacts on the Company as a result of the COVID-19 Pandemic are as follows:

When the pandemic was declared, given the uncertainties created by the COVID-19 Pandemic and the impact on the capital markets, the U.S. economy, and PINE’s tenants, the Company temporarily suspended its activities directed at identifying additional acquisition opportunities. In connection with that decision, on April 3, 2020, the Company withdrew its previously provided guidance for the full year of 2020, including its targeted level of acquisitions totaling up to $120 million. Towards the end of the second quarter of 2020, as the Company reached agreements with tenants for rent deferrals and abatements, the Company completed the acquisition of two properties for an aggregate purchase price of approximately $28.6 million and has reintroduced its guidance for the full year of 2020, including investments totaling $105 million.
Currently, the Company’s total borrowing capacity, based on the assets in the borrowing base, exceeds the $100 million commitment on the Credit Facility and therefore, we have $30 million of availability given the current outstanding balance of $70 million.
As a result of the outbreak of the COVID-19 Pandemic, the federal government and the State of Florida issued orders encouraging everyone to remain at their residence and not go into work. In response to these orders and in the best interest of our Manager’s employees and our directors, our Manager implemented significant preventative measures to ensure the health and safety of its employees and our Board of Directors, including: conducting all meetings of our Board and Committees of the Board telephonically or via a visual conferencing service, permitting its employees to work from home at their election, enforcing appropriate social distancing practices in our Manager’s office, encouraging its employees to wash their hands often and use face masks and providing hand sanitizer and other disinfectant products throughout their office, requiring its employees who do not feel well, in any capacity, to stay at home, and requiring all third-party delivery services (e.g. mail, food delivery, etc.) to complete their service outside the front door of its offices. Our Manager also offered COVID-19 testing to its employees in our Manager’s office to ensure a safe working environment.

Page 5


ALPINE INCOME PROPERTY TRUST, INC.

INCOME PROPERTY PORTFOLIO

As of June 30, 2020

SUMMARY OF IMPACT OF COVID-19 BY INDUSTRY ON

CONTRACTUAL BASE RENT DUE

FOR THE THREE MONTHS ENDED JUNE 30, 2020 (“Q2 2020 CBR”)

Industry

Q2 2020 CBR
($ in thousands)

    

% of Q2 2020
CBR

    

Q2 Rent
Received as %
of Q2 2020 CBR

Financial Services (Office)

$

784

20%

20%

General Merchandise

 

730

19%

10%

Hospitality (Office)

 

570

15%

15%

Entertainment

 

444

11%

4%

Pharmacy

 

246

6%

6%

Fitness

 

213

6%

6%

Consumer Electronics

 

197

5%

4%

Home Improvement

 

173

4%

3%

Casual Dine

 

169

4%

3%

Convenience Store

 

167

4%

4%

Sporting Goods

 

118

3%

3%

Car Wash

 

40

1%

1%

Dollar Stores

 

40

1%

1%

Quick Service Restaurant

 

29

1%

1%

Grocery

 

0%

0%

Total

$

3,920

100%

81%

Page 6


TOP 10 TENANTS

Tenant

Credit
Rating

    

% of Annualized Base Rent

Wells Fargo

A+

 

17%

Hilton Grand Vacations

BB+

 

14%

Hobby Lobby

N/A

 

11%

Walmart

 AA

 

7%

Walgreens

BBB

 

5%

LA Fitness

CCC+

 

5%

Container Store

B-

 

4%

At Home

CCC+

 

4%

7-Eleven (1)

AA-

 

4%

Century Theater

BB-

 

3%

Total

 

 

74%


(1)Cash rent has not yet commenced on the Georgetown, TX lease, although control of the property has been transferred to the tenant. Cash rent on this property is expected to commence following the completion of certain tenant improvements.

STATES

State

 

    

% of Annualized Base Rent

Florida

 

 

24%

Oregon

 

 

17%

North Carolina

 

 

11%

Georgia

 

 

8%

Michigan

 

 

7%

Massachusetts

 

 

6%

Texas

 

 

6%

Oklahoma

 

 

5%

Arizona

 

 

4%

Nevada

 

 

4%

Wisconsin

 

 

3%

Alabama

 

 

2%

Kentucky

 

 

2%

Virginia

 

 

1%

Total

14 States

 

100%

Page 7


INDUSTRIES

Industry

 

    

% of Annualized Base Rent

General Merchandise

 

 

19%

Financial Services (Office)

 

 

17%

Hospitality (Office)

 

 

14%

Entertainment

 

 

10%

Grocery

 

 

7%

Convenience Store

 

 

5%

Pharmacy

 

 

5%

Fitness

 

 

5%

Consumer Electronics

 

 

4%

Home Improvement

 

 

4%

Casual Dine

 

 

4%

Sporting Goods

 

 

3%

Car Wash

 

 

1%

QSR

 

 

1%

Dollar Stores

 

 

1%

Total

15 Industries

 

100%

2nd Quarter Earnings Conference Call & Webcast

The Company will host a conference call to present its operating results for the quarter ended June 30, 2020 tomorrow, Thursday, July 23, 2020, at 9:00 a.m. eastern time. Stockholders and interested parties may access the earnings call via teleconference or webcast:

Teleconference: USA (Toll Free)

1-888-317-6003

International:

1-412-317-6061

Canada (Toll Free):

1-855-669-9657

Please dial in at least fifteen minutes prior to the scheduled start time and use the code 7985573 when prompted.

A webcast of the call can be accessed at: https://services.choruscall.com/links/pine200723.html

To access the webcast, log on to the web address noted above or go to http://www.alpinereit.com and log in at the investor relations section.

About Alpine Income Property Trust, Inc.

Alpine Income Property Trust, Inc. is a publicly traded real estate investment trust that acquires, owns and operates a portfolio of high-quality single-tenant net leased commercial income properties (NYSE: PINE).

We encourage you to review our most recent investor presentation which is available on our website at http://www.alpinereit.com.

SAFE HARBOR

This press release may contain “forward-looking statements.” Forward-looking statements include statements that may be identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements are based on the Company’s current expectations and assumptions regarding capital market conditions, the Company’s business, the economy and other future conditions. Because forward-

Page 8


looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the Company’s actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include general business and economic conditions, continued volatility and uncertainty in the credit markets and broader financial markets, risks inherent in the real estate business, including tenant defaults, potential liability relating to environmental matters, illiquidity of real estate investments and potential damages from natural disasters, the impact of the COVID-19 Pandemic on the Company’s business and the business of its tenants and the impact on the U.S. economy and market conditions generally,  other factors affecting the Company’s business or the business of its tenants that are beyond the control of the Company or its tenants, and the factors set forth under “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020. Any forward-looking statement made in this press release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

Page 9


Non-GAAP Financial Measures

Our reported results are presented in accordance with GAAP. We also disclose Funds From Operations (“FFO”) and Adjusted Funds From Operations (”AFFO”) both of which are non-GAAP financial measures. We believe these two non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs.

FFO and AFFO do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operations as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures.

We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries. To derive AFFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, amortization of capitalized lease incentives and above- and below-market lease related intangibles, and non-cash compensation. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals.

FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that AFFO is an additional useful supplemental measure for investors to consider because it will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. FFO and AFFO may not be comparable to similarly titled measures employed by other companies.

Page 10


ALPINE INCOME PROPERTY TRUST, INC.

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)

    

Three Months Ended

June 30, 2020

    

Six Months Ended

June 30, 2020

Revenues:

 

 

 

 

 

 

Lease Income

 

$

4,590,400

 

$

8,761,711

Total Revenues

 

 

4,590,400

 

 

8,761,711

Operating Expenses:

 

 

 

 

Real Estate Expenses

 

 

550,085

 

 

1,150,473

General and Administrative Expenses

 

 

1,132,011

 

 

2,415,801

Depreciation and Amortization

 

 

2,285,494

 

 

4,308,824

Total Operating Expenses

 

 

3,967,590

 

 

7,875,098

Net Income from Operations

 

 

622,810

 

 

886,613

Interest Expense

 

 

343,117

 

 

592,288

Net Income

 

 

279,693

 

 

294,325

Less: Net Income Attributable to Noncontrolling Interest

 

 

(39,455)

 

 

(41,418)

Net Income Attributable to Alpine Income Property Trust, Inc.

 

$

240,238

 

$

252,907

 

 

 

 

Per Common Share Data:

 

 

 

 

Net Income Attributable to Alpine Income Property Trust, Inc.

 

 

 

 

Basic

 

$

0.03

 

$

0.03

Diluted

 

$

0.03

 

$

0.03

Weighted Average Number of Common Shares:

 

 

 

 

Basic

 

 

7,544,991

 

 

7,721,835

Diluted (1)

 

 

8,768,845

 

 

8,945,689

 

 

 

 

Dividends Declared and Paid

 

$

0.20

 

$

0.40


(1)Includes 1,223,854 shares underlying OP units issued to CTO Realty Growth, Inc. in connection with our formation transactions.

Page 11


NON-GAAP FINANCIAL MEASURES

(Unaudited)

 

    

Three Months Ended
June 30, 2020

    

Six Months Ended
June 30, 2020

Net Income

 

$

279,693

 

$

294,325

Depreciation and Amortization

 

 

2,285,494

 

 

4,308,824

Funds from Operations

 

 

2,565,187

 

 

4,603,149

Adjustments:

 

 

 

 

Straight-Line Rent Adjustment

 

 

(614,673)

 

 

(937,593)

COVID-19 Rent Deferrals

 

 

(624,693)

 

 

(624,693)

Non-Cash Compensation

 

 

68,045

 

 

134,867

Amortization of Deferred Loan Costs to Interest Expense

 

 

43,656

 

 

88,060

Amortization of Intangible Assets and Liabilities to Lease Income

 

 

(29,450)

 

 

(48,174)

Accretion of Tenant Contribution

 

 

(6,608)

 

 

(6,608)

Capital Expenditures

 

 

(33,302)

 

 

(33,302)

Adjusted Funds from Operations

 

$

1,368,162

 

$

3,175,706

 

 

 

 

FFO per diluted share

 

$

0.29

 

$

0.51

AFFO per diluted share

 

$

0.16

 

$

0.35

Page 12


ALPINE INCOME PROPERTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS

 

As of

 

    

(Unaudited)
June 30,
2020

    

December 31,
2019

ASSETS

 

 

 

Real Estate:

 

 

 

 

 

Land, at cost

$

75,342,023

 

$

54,386,511

Building and Improvements, at cost

 

113,863,124

 

 

74,070,181

Total Real Estate, at cost

 

189,205,147

 

 

128,456,692

Less, Accumulated Depreciation

 

(3,059,610)

 

 

(416,235)

Real Estate—Net

 

186,145,537

 

 

128,040,457

Assets Held for Sale

 

4,534,569

 

 

Cash and Cash Equivalents

 

1,227,059

 

 

12,341,978

Intangible Lease Assets—Net

 

32,455,027

 

 

22,357,633

Straight-Line Rent Adjustment

 

1,655,054

 

 

68,016

Deferred Expenses

 

 

 

577,272

Other Assets

 

1,284,568

 

 

787,317

Total Assets

$

227,301,814

 

$

164,172,673

LIABILITIES AND EQUITY

 

 

 

Liabilities:

 

 

 

Accounts Payable, Accrued Expenses, and Other Liabilities

$

2,119,952

 

$

1,471,722

Prepaid Rent and Deferred Revenue

 

970,877

 

 

87,481

Intangible Lease Liabilities—Net

 

2,819,325

 

 

1,908,193

Long-Term Debt

 

69,507,464

 

 

Total Liabilities

 

75,417,618

 

 

3,467,396

Commitments and Contingencies

 

 

 

Equity:

 

 

 

Alpine Income Property Trust Inc. Stockholders’ Equity:

 

 

 

Preferred Stock, $0.01 par value per share, 100 million shares authorized, no shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively

 

 

 

Common Stock, $0.01 par value per share, 500 million shares authorized, 7,451,867 shares issued and outstanding as of June 30, 2020 and 7,902,737 shares issued and outstanding December 31, 2019

 

79,081

 

 

79,027

Additional Paid-in Capital

 

133,037,076

 

 

137,947,575

Accumulated Deficit

 

(3,802,680)

 

 

(497,508)

Accumulated Other Comprehensive Loss

(646,882)

Stockholders’ Equity

 

128,666,595

 

 

137,529,094

Noncontrolling Interest

 

23,217,601

 

 

23,176,183

Total Equity

 

151,884,196

 

 

160,705,277

Total Liabilities and Equity

$

227,301,814

 

$

164,172,673

Page 13


Exhibit 99.2

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INVESTOR PRESENTATION SECOND QUARTER 2020 JULY 2020 (NYSE:PINE)


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2 Diverse Portfolio : Property Types & Markets Tenant quality : COVID-19 Performance 70% Retail and 30% Office 79% of ABR (B) in large MSAs (1) Opportunity for Impactful growth Attractive Valuation Attractive Yield Trading at compelling discount to NAV Implied cap rate on NOI of 8.7% 94% of July 2020 CBR (F) collected (E) 81% of Q2 2020 CBR (F) collected (E) YTD 2020 acquisitions grew ABR (B) 40% Available liquidity for acquisitions Dividend Yield ≈5.4% (based on annualized dividend (C)) Population > than 1 million As of June 30, 2020 Low Leverage & Strong Liquidity Debt to TEV ≈35% (net of cash) >$1.2mm (2) cash & $30mm borrowing capacity Why Invest in PINE As of July 17, 2020 unless otherwise noted Strong Sponsorship 23.5% owned by CTO Realty Growth, Inc.


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3 TOTAL SHARES OUTSTANDING (rounded) (1) ≈8,679,000 CLOSING PRICE PER SHARE IMPLIED CAP RATE CASH (3) $14.72 8.7% $1.2mm EQUITY MARKET CAPITALIZATION $127.8mm PORTFOLIO NOI ANNUALIZED $17.1mm TOTAL DEBT $70.0mm TOTAL ENTERPRISE VALUE (NET) $196.6mm LEVERAGE (NET) ≈35% Q2 2020 FFO/Share (2) $0.29 Q2 2020 AFFO/Share (2) $0.16 DIVIDEND per SHARE (YTD Q2 2020 Annualized) (C) $0.80 Includes approximately 1.224 million OP Units owned by CTO which are convertible into PINE shares on 1-for-1 basis See Page 20 for reconciliation of FFO and AFFO to net income As of June 30, 2020 Highlights Two Acquisitions in Q2 2020 for total investment of $29mm – Walmart and Hobby Lobby; YTD 2020 acquisitions of $75.4mm 94% of July CBR (F) Paid and 98% resolved (paid, deferred, abated w/lease extensions (E)) Completed $5mm buyback program – acquiring ≈ 456,000 shares, weighted average price of $11.02 DIVIDEND YIELD (YTD Q2 2020 Annualized) (C) 5.4% PINE Snapshot As of July 17, 2020 unless otherwise noted


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4 Overview of Our Portfolio Tenant or Tenant’s Parent Company 8.5 Years 100% Occupied with Long Duration Leases 8.5 year weighted average remaining lease term with no maturities until 2024 52% Contractual Rent Growth 52% of ABR(B) from leases that have contractual increases in base rent 35% Leverage Low Leverage / Attractive Cost $70mm drawn on our $100M line of credit capacity/current rate of 1.74% 31 assets Diversified across Geography, Tenant & Asset Type ≈1.35mm SF, occupied by 24 tenants across 21 markets in 15 industries and 14 states 81% Credit Tenants (D) Strong Tenants 77% of ABR(B) is from publicly-traded tenants(1) 37% of ABR(B) is from investment grade tenants(1) 79% Attractive Locations 79% of ABR(B) from tenants located in MSAs with greater than 1 million people As of July 17, 2020 unless otherwise noted


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5 As of July 17, 2020 unless otherwise noted Paid Deferred Abated Based on CBR (F) Collections Update: COVID 19 July Rent Collections (1) June Rent Collections (1) May Rent Collections (1) April Rent Collections (1) Paid Paid Paid Unresolved Deferred Abated Unresolved Deferred Abated Unresolved Deferred Abated 94% 4% 2% 80% 9% 9% 2% 79% 10% 9% 2% 83% 6% 9% 2%


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Tenant Purchase Price Lease Term (1) Rent Bumps $20.6mm 6.6 Flat $12.5mm 10.8 Flat $8.0mm 11.2 5% in Yr. 10 $7.1mm 10.1 Flat (8% in Options) $6.3mm 10.4 10% Every 5 yrs. $6.1mm 11.6 Flat (8% in Options) $5.8mm 15 10% in Yr. 10 $4.3mm 15 10% in Yr. 10 $4.3mm 10.8 2% Annual $0.3mm 6.8 10% Every 5 yrs. $0.3mm N/A(2) N/A 6 Total Acquisitions $75.4 million Total Square Feet 537,867 Weighted Average Lease Term (1) 10.2 years Weighted Average Cap Rate 6.93% At date of acquisition Month-to-month lease Rent commencement expected in August 2020 (3) 2020 Acquisitions


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7 Q2 2020 Acquisition Retail Flat Rent 3-Mile Population: >20k Avg. HH Income: >$91k 6.6 Year NNN Lease 214,172 Square Feet 23 Acres Investment $20.6 Million Detroit-Warren-Dearborn, MI MSA Howell, Michigan


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8 Q2 2020 Acquisition Retail Rent Escalations Every 5 yrs. 3-Mile Population: >27k Avg. HH Income: >$71k 11.2 Year NNN Lease 55,000 Square Feet 4.3 Acres Investment $8 Million Asheville, NC MSA Arden, North Carolina


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9 Investment Focus


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10 31 Properties in 14 States Attractive Portfolio As of July 17, 2020 unless otherwise noted Top 3 States (1) Florida 24% Oregon 17% North Carolina 11% Based on ABR (B)


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11 Portfolio with Strong Credit Quality No Leases Expiring Until 2024 (1) Based on ABR (B) 52% with Contractual Rent Bumps (1) Flat Annual Other Escalation 81% Credit Rated Tenants (1) Credit Rated Investment Grade Not Rated $millions As of July 17, 2020 unless otherwise noted $- $1.0 $2.0 $3.0 $4.0 $5.0 $6.0 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Thereafter 48% 26% 26% 37% 44% 19%


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Based on ABR (B) Office Tenant 12 STATE(1) Florida Oregon All Other Oklahoma Massachusetts Texas Georgia North Carolina Michigan Arizona Nevada MSA(1) Portland Orlando All Other Tulsa Jacksonville Tampa Boston Atlanta Phoenix Raleigh Reno Austin Detroit Asheville Winston-Salem Industry(1) General Merchandise Financial Services (2) All Other Pharmacy Convenience Store Entertainment Fitness Grocery Consumer Electronics Diversified Portfolio As of July 17, 2020 unless otherwise noted Hospitality (2) Home Improvement


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13 Rank Market 1 Austin 2 Raleigh 3 Nashville 4 Charlotte 5 Boston 6 Dallas / Fort Worth 7 Orlando 8 Atlanta 9 Los Angeles 10 Seattle 11 Tampa 12 San Francisco 13 San Jose 14 DC - Northern VA 15 New York - Brooklyn 16 Indianapolis 17 Denver 18 Orange County 19 Charleston 20 Portland 21 Miami 22 Salt Lake City 23 Jacksonville 24 San Antonio 25 Philadelphia As ranked by Urban Land Institute & PWC in the ‘2020 Emerging Trends in Real Estate’ publication Alpine Property in Top 25 Real Estate Markets (percent of ABR (B)) (1) Location of other Alpine Properties Primary Investment Focus on Top U.S. Real Estate Markets As of July 17, 2020 unless otherwise noted


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14 Tenant, or tenant parent, rated entity (D) Portfolio Summary As of July 17, 2020 unless otherwise noted Tenant Type Industry MSA Credit Rating (1) Rentable Square Feet ABR% (B) Remaining Lease Term 1 Wells Fargo Office Financial Services Portland-Vancouver-Hillsboro, OR-WA A+ 211,863 17% 5.4 2 Hilton-MetroWest Office Hospitality Orlando-Kissimmee-Sanford, FL BB 102,019 10% 6.4 3 Wal-Mart Retail Grocery Detroit-Warren-Dearborn, MI AA 214,172 7% 6.5 4 LA Fitness Retail Fitness Tampa-St. Petersburg-Clearwater, FL CCC+ 45,000 5% 11.8 5 Hobby Lobby Retail General Merchandise Tulsa, OK N/A 84,180 5% 10.5 6 At Home Retail General Merchandise Raleigh, NC CCC+ 116,334 4% 12.2 7 Container Store Retail Home Improvement Phoenix-Mesa-Scottsdale, AZ B- 23,329 4% 9.6 8 Century Theater Retail Entertainment Reno, NV BB- 52,474 4% 4.2 9 Hilton-Cambridge Office Hospitality Orlando-Kissimmee-Sanford, FL BB 31,895 4% 6.4 10 Alpine Valley Retail Entertainment Whitewater-Elkhorn, WI B+ - 3% 12.7 11 Hobby Lobby Retail General Merchandise Winston-Salem, NC N/A 55,000 3% 9.7 12 Hobby Lobby Retail General Merchandise Asheville, NC N/A 55,000 3% 11.1 13 AMC Retail Entertainment Boston-Cambridge-Newton, MA-NH CC 39,474 3% 12.7 14 Dicks Sporting Goods Retail Sporting Goods Atlanta-Sandy Springs-Roswell, GA N/A 46,315 3% 3.5 15 Jo-Ann Stores Retail General Merchandise Boston-Cambridge-Newton, MA-NH CCC 22,500 3% 8.5 16 Conn's Retail Consumer Electronics Dallas-Fort Worth-Arlington, TX B- 37,957 2% 11.1 17 Old Time Pottery Retail General Merchandise Jacksonville, FL N/A 84,180 2% 10.0 18 7-Eleven Retail Convenience Store Austin-Round Rock, TX AA- 6,400 2% 14.7 19 Walgreens Retail Pharmacy Birmingham-Hoover, AL BBB 14,516 2% 8.7 20 Walgreens Retail Pharmacy Atlanta-Sandy Springs-Roswell, GA BBB 15,120 2% 5.3 21 Best Buy Retail Consumer Electronics Atlanta-Sandy Springs-Roswell, GA BBB 30,038 2% 5.7 22 Cross America (BP) Retail Convenience Store Cincinnati, OH-KY-IN N/A 2,578 2% 10.4 23 Outback Retail Casual Dine Charlottesville, VA B+ 7,216 2% 11.2 24 7-Eleven Retail Convenience Store Austin-Round Rock, TX AA- 7,726 2% 15.0 25 Walgreens Retail Pharmacy Albany, GA BBB 14,770 1% 12.5 26 Outback Retail Casual Dine Charlotte-Concord-Gastonia, NC-SC B+ 6,297 1% 11.2 27 Scrubbles (Goo-Goo) Retail Car Wash Jacksonville, FL N/A 4,512 1% 17.3 28 Cheddars Retail Casual Dine Jacksonville, FL BBB- 8,146 1% 7.2 29 Family Dollar Retail Dollar Stores Boston-Cambridge-Newton, MA-NH BBB- 9,228 1% 3.7 30 Freddy's Frozen Custard Retail QSR Jacksonville, FL N/A 3,200 1% 6.4 31 Long John Silvers Retail QSR Tulsa, OK N/A 3,000 0% 0.0 Total/Weighted Average 1,354,439 100% 8.5


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Comparison with our Peers (1) 15 2020E FFO Multiple (2) A+ BB NR NR CCC+ NR AA BBB- NR NR NR B- AA- CCC+ B- CCC+ CCC+ BBB- BBB BBB AA- BBB BBB Peer info as of most recent published information by company and per report by Raymond James as of 7/15/20 PINE FFO Multiple represents annualized YTD FFO per share of $0.51 and stock price as of 7/17/20 BBB AA BBB Dividend Yield (C) 4.9% 6.2% 6.3% 6.2% 5.0% 4.9% 5.4% 19.3x 11.5x 11.0x 12.2x 10.6x 16.6x 14.4x NR BBB Peer Comparison (1) 15


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16 Liquidity and Leverage Debt Schedule Principal Interest Rate Maturity Date Credit Facility w/swap $50.0 million 1.35%-1.95% + 0.48bps November 2023 Credit Facility $20.0 million 1.35% - 1.95% + LIBOR November 2023 Total Debt/Weighted-Average Rate $70.0 million 1.74% Credit Facility ($000’s) $- $10,000 $20,000 $30,000 $40,000 $50,000 $60,000 $70,000 $80,000 $90,000 $100,000 $70,000 $30,000 Drawn Available


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17 2020 Guidance Reintroduced FY 2020 Guidance Actual YTD Q2 2020 Net Income Attributable to PINE per Diluted Share $0.00- $0.10 $0.03 FFO per Diluted Share $1.15 - $1.25 $0.51 AFFO per Diluted Share $0.95 - $1.05 $0.35 Acquisition of Income-Producing Assets (A) $105 million $75.4 million Target Investment Yield (Initial Yield – Unlevered) (1) 6.50% - 7.50% 6.93% Repurchase of PINE Common Stock $5 million $5 million Targeted range reflects the range of anticipated cap rates on a weighted average basis, as such individual income property acquisitions may be completed at an initial investment yield above or below this range.


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18 Appendix


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19 End Notes references utilized in this presentation There can be no assurances regarding the likelihood of acquisitions occurring or the timing or final terms thereof. Annualized straight-line Base Rent (“ABR”) is calculated based on our current portfolio as of July 17, 2020. Dividends, subject to the required dividends to maintain our qualification as a REIT, are set by the Board of Directors and declared on a quarterly basis, there can be no assurances as to the likelihood or amount of dividends in the future. Investment grade tenants are defined as tenants with a credit rating of BBB- or higher from a nationally recognized rating agency and is based on our annualized rental revenue that is generated from income properties leased to investment grade tenants, including properties leased to subsidiaries of investment grade companies. Certain of the deferral agreements are pending full execution of the lease amendment; however, both parties have indicated, in writing, their agreement to the repayment terms and in some instances, the tenant has already made the payments contemplated in the agreed-to lease amendment. Contractual Base Rent (“CBR”) is defined as monthly base rent due pursuant to the original terms of the respective lease agreements without giving effect to any deferrals or abatements subsequently entered into. End Notes


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20 Use of Non-GAAP Financial Information Our reported results are presented in accordance with GAAP. We also disclose Funds From Operations (‘FFO’) and Adjusted Funds From Operations (‘AFFO’) both of which are non-GAAP financial measures. We believe these two non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO and AFFO do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operations as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures. We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries. To derive AFFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, amortization of capitalized lease incentives and above- and below-market lease related intangibles, and non-cash compensation. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that AFFO is an additional useful supplemental measure for investors to consider because it will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. FFO and AFFO may not be comparable to similarly titled measures employed by other companies. Non-GAAP Financial Information Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Per Diluted Per Diluted Share Share Net Income $ 279,693 $ 0.03 $ 294,325 $ 0.03 Depreciation and Amortization 2,285,494 4,308,824 Funds from Operations $ 2,565,187 $ 0.29 $ 4,603,149 $ 0.51 Adjustments: Straight-Line Rent Adjustment (614,673) (937,593) COVID-19 Rent Deferrals (624,693) (624,693) Non-Cash Compensation 68,045 134,867 Amortization of Deferred Loan Costs to Interest Expense 43,656 88,060 Amortization of Intangible Assets and Liabilities to Lease Income (29,450) (48,174) Accretion of Tenant Contribution (6,608) (6,608) Capital Expenditures (33,302) (33,302) Adjusted Funds from Operations $ 1,368,162 $ 0.16 $ 3,175,706 $ 0.35 Weighted Average Number of Common Shares: Basic 7,544,991 7,721,835 Diluted (1) 8,768,845 8,945,689 (1) Includes 1,223,854 shares underlying OP Units issued to CTO Realty Growth, Inc. in connection with our formation transactions.


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21 This presentation may contain “forward-looking statements.” Forward-looking statements include statements that may be identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements are based on the Company’s current expectations and assumptions regarding capital market conditions, the Company’s business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the Company’s actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include general business and economic conditions, continued volatility and uncertainty in the credit markets and broader financial markets, risks inherent in the real estate business, including tenant defaults, potential liability relating to environmental matters, illiquidity of real estate investments and potential damages from natural disasters, the impact of the COVID-19 Pandemic on the Company’s business and the business of its tenants and the impact on the U.S. economy and market conditions generally, other factors affecting the Company’s business or the business of its tenants that are beyond the control of the Company or its tenants, and the factors set forth under “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020. Any forward-looking statement made in this press release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. Disclaimer


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INVESTOR PRESENTATION SECOND QUARTER 2020 (NYSE:PINE) For additional information, please see our website www.AlpineREIT.com. Contact Us Investor Relations: 1140 N. Williamson Boulevard, Suite 140 Daytona Beach, FL 32114 P: 386.274.2202 Info@alpinereit.com