Item 15. Exhibits and Financial Statement Schedules

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Item 15. Exhibits and Financial Statement Schedules

A. The following documents are filed as part of this report.

  1. Financial Statements (see Item 8)

a. Reports of Independent Registered Public Accounting Firm

b. Consolidated Balance Sheets,

December 31, 2019 and 2018

c. Consolidated Statements of Income and Comprehensive Income,

Years ended December 31, 2019, 2018 and 2017

d. Consolidated Statements of Equity,

Years ended December 31, 2019, 2018 and 2017

e. Consolidated Statements of Cash Flows,

Years ended December 31, 2019, 2018 and 2017

f. Notes to Consolidated Financial Statements

g. Consolidated Quarterly Financial Data, (unaudited) for 2019 and 2018

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  1. Financial Statement Schedule. Reference is made to page F-1 of this report for Schedule III Real Estate and Accumulated Depreciation (electronically filed with the Securities and Exchange Commission).

Schedules not Filed: All schedules, other than those indicated in the Table of Contents, have been omitted as the required information is either not material, inapplicable or the information is presented in the financial statements or related notes.

  1. Exhibits

Articles of Incorporation and By-Laws

Exhibit No.Description
2.1Agreement and Plan of Merger, dated as of September 6, 2012 (File No. 001-13374), by and among Realty Income Corporation, Tau Acquisition LLC and American Realty Capital Trust, Inc. (filed as exhibit 2.1 to the Company’s Form 8-K, filed on September 6, 2012 and incorporated herein by reference).
2.2First Amendment to Agreement and Plan of Merger, dated as of January 6, 2013, by and among Realty Income Corporation, Tau Acquisition LLC and American Realty Capital Trust, Inc. (filed as exhibit 2.1 to the Company’s Form 8-K, filed on January 7, 2013 (File No. 001-13374) and incorporated herein by reference).
3.1Articles of Incorporation of the Company, as amended by amendment No. 1 dated May 10, 2005 and amendment No. 2 dated May 10, 2005 (filed as exhibit 3.1 to the Company’s Form 10-Q for the quarter ended June 30, 2005 (File No. 033-69410) and incorporated herein by reference).
3.2Articles of Amendment dated July 29, 2011 (filed as exhibit 3.1 to the Company's Form 8-K, filed on August 2, 2011 (File No. 001-13374) and incorporated herein by reference).
3.3Articles of Amendment dated June 21, 2012 (filed as exhibit 3.1 to the Company's Form 8-K, filed on June 21, 2012 (File No. 001-13374) and incorporated herein by reference).
3.4Articles of Amendment dated May 14, 2019 (filed as exhibit 3.1 to the Company's Form 8-K, filed on May 16, 2019 (File No. 001-13374) and incorporated herein by reference).
3.5Amended and Restated Bylaws of the Company dated February 19, 2020 (filed as exhibit 3.1 to the Company’s Form 8-K, filed on February 20, 2020 (File No. 001-13374) and incorporated herein by reference).
3.6Articles Supplementary dated June 30, 1998 establishing the terms of the Company's Class A Junior Participating Preferred Stock (filed as exhibit A to exhibit 1 of Form 8-A12B, filed on June 26, 1998 (File No. 001-13374) and incorporated herein by reference).
3.7Articles Supplementary dated May 24, 1999 establishing the terms of the Company's 93/8% Class B Cumulative Redeemable Preferred Stock (filed as exhibit 4.1 on Form 8-K, filed on May 25, 1999 (File No. 001-13374) and incorporated herein by reference).
3.8Articles Supplementary dated July 28, 1999 establishing the terms of the Company's 91/2% Class C Cumulative Redeemable Preferred Stock (filed as exhibit 4.1 on Form 8-K, filed on July 30, 1999 (File No. 001-13374) and incorporated herein by reference).
3.9Articles Supplementary dated May 24, 2004 and the Articles Supplementary dated October 18, 2004 establishing the terms of the Company's 7.375% Monthly Income Class D Cumulative Redeemable Preferred Stock (filed as exhibit 3.8 on Form 8-A12B, filed on May 25, 2004 (File No. 001-13374) and incorporated herein by reference).
3.10Articles Supplementary dated November 30, 2006 establishing the terms of the Company's 6.75% Monthly Income Class E Cumulative Redeemable Preferred Stock (filed as exhibit 3.5 on Form 8-A12B, filed on December 5, 2006 (File No. 001-13374) and incorporated herein by reference).
3.11Articles Supplementary to the Articles of Incorporation of the Company classifying and designating the 6.625% Monthly Income Class F Cumulative Redeemable Preferred Stock, dated February 3, 2012 (the “First Class F Articles Supplementary”) (filed as exhibit 3.1 to the Company’s Form 8-K, filed on February 3, 2012 (File No. 001-13374) and incorporated herein by reference).
3.12Certificate of Correction to the First Class F Articles Supplementary, dated April 11, 2012 (filed as exhibit 3.2 to the Company’s Form 8-K, filed on April 17, 2012 (File No. 001-13374) and incorporated herein by reference).
3.13Articles Supplementary to the Articles of Incorporation of the Company classifying and designating additional shares of the 6.625% Monthly Income Class F Cumulative Redeemable Preferred Stock, dated April 17, 2012 (filed as exhibit 3.3 to the Company’s Form 8-K, filed on April 17, 2012 (File No. 001-13374) and incorporated herein by reference).
Instruments defining the rights of security holders, including indentures
4.1Indenture dated as of October 28, 1998 between the Company and The Bank of New York (filed as exhibit 4.1 to the Company’s Form 8-K, filed on October 28, 1998 (File No. 001-13374) and incorporated herein by reference).
4.2Form of 5.875% Senior Notes due 2035 (filed as exhibit 4.2 to the Company’s Form 8-K, filed on March 11, 2005 (File No. 033-69410) and incorporated herein by reference).

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4.3Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York, as Trustee, establishing a series of securities entitled 5.875% Senior Debentures due 2035 (filed as exhibit 4.3 to the Company’s Form 8-K, filed on March 11, 2005 (File No. 033-69410) and incorporated herein by reference).
4.4Form of 5.750% Notes due 2021 (filed as exhibit 4.2 to Company’s Form 8-K, filed on June 29, 2010 (File No. 001-13374) and incorporated herein by reference).
4.5Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as Successor Trustee, establishing a series of securities entitled 5.750% Notes due 2021 (filed as exhibit 4.3 to the Company’s Form 8-K, filed on June 29, 2010 (File No. 001-13374) and incorporated herein by reference).
4.6Form of Common Stock Certificate (filed as exhibit 4.16 to the Company’s Form 10-Q for the quarter ended September 30, 2011, filed on October 28, 2011 (File No. 001-13374) and incorporated herein by reference).
4.7Form of 3.250% Note due 2022 (filed as exhibit 4.3 to Company’s Form 8-K, filed on October 10, 2012 (File No. 001-13374) and incorporated herein by reference).
4.8Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “2.000% Notes due 2018” and establishing a series of securities entitled “3.250% Notes due 2022” (filed as exhibit 4.4 to the Company’s Form 8-K, filed on October 10, 2012 (File No. 001-13374) and incorporated herein by reference).
4.9Form of 4.650% Note due 2023 (filed as exhibit 4.2 to Company’s Form 8-K, filed on July 16, 2013 (File No. 001-13374) and incorporated herein by reference).
4.10Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “4.650% Notes due 2023” (filed as exhibit 4.3 to the Company’s Form 8-K, filed on July 16, 2013 (File No. 001-13374) and incorporated herein by reference).
4.11Form of 3.875% Note due 2024 (filed as exhibit 4.2 to Company’s Form 8-K, filed on June 25, 2014 and incorporated herein by reference).
4.12Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “3.875% Notes due 2024” (filed as exhibit 4.3 to the Company’s Form 8-K, filed on June 25, 2014 and incorporated herein by reference).
4.13Form of 4.125% Note due 2026 (filed as exhibit 4.2 to Company’s Form 8-K, filed on September 23, 2014 and incorporated herein by reference).
4.14Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “4.125% Notes due 2026” (filed as exhibit 4.3 to the Company’s Form 8-K, filed on September 23, 2014 and incorporated herein by reference).
4.15Form of 3.000% Note due 2027 (filed as exhibit 4.2 to Company’s Form 8-K, filed on October 12, 2016 and incorporated herein by reference).
4.16Officer’s Certificate pursuant to sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “3.000% Notes due 2027” (filed as exhibit 4.3 to the Company’s Form 8-K, filed on October 12, 2016 and incorporated herein by reference).
4.17Form of 4.650% Note due 2047 (filed as exhibit 4.2 to Company’s Form 8-K, filed on March 15, 2017 and incorporated herein by reference).
4.18Form of 4.125% Note due 2026 (filed as exhibit 4.3 to Company’s Form 8-K, filed on March 15, 2017 and incorporated herein by reference).
4.19Officers’ Certificate pursuant to Sections 201, 301, and 303 of the Indenture dated October 28, 1998 between the Company and The bank of New York Mellon Trust Company, N.A. as successor trustee, establishing a series of securities entitled “4.650% Notes due 2047” and re-opening a series of securities entitled “4.125% Notes due 2026” (filed as exhibit 4.4 to Company’s Form 8-K, filed on March 15, 2017 and incorporated herein by reference).
4.20Form of 3.650% Note due 2028 (filed as exhibit 4.2 to Company’s Form 8-K, filed on December 6, 2017 and incorporated herein by reference).
4.21Form of 3.250% Note due 2022 (filed as exhibit 4.3 to Company’s Form 8-K, filed on December 6, 2017 and incorporated herein by reference).
4.22Form of 4.650% Note due 2047 (filed as exhibit 4.4 to Company’s Form 8-K, filed on December 6, 2017 and incorporated herein by reference).
4.23Officers’ Certificate pursuant to Sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “3.650% Notes due 2028” and re-opening a series of securities entitled “3.250% Notes due 2022” and “4.650% Notes due 2047.” (filed as exhibit 4.5 to the Company’s Form 8-K, filed on December 6, 2017 and incorporated herein by reference).
4.24Form of 3.875% Note due 2025 (filed as exhibit 4.2 to Company’s Form 8-K, filed on April 4, 2018 and incorporated herein by reference).
4.25Officers’ Certificate pursuant to Sections 201, 301, and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A. as successor trustee, establishing a series of securities entitled “3.875% Notes due 2025” and re-opening a series of securities entitled “4.125% Notes due 2026” (filed as exhibit 4.3 to Company’s Form 8-K, filed on April 4, 2018 and incorporated herein by reference).
4.26Form of 3.250% Note due 2029 (filed as exhibit 4.2 to the Company's Form 8-K, filed on June 19, 2019 and incorporated herein by reference).

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4.27Officers’ Certificate pursuant to Sections 201, 301 and 303 of the Indenture dated October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing a series of securities entitled “3.250% Notes due 2029." (filed as exhibit 4.3 to the Company's Form 8-K, filed on June 19, 2019 and incorporated herein by reference).
4.28*Description of the Company's Securities.
Material Contracts
10.1Management Incentive Plan (filed as Exhibit 10.10 to the Company’s Form 10-K for the year ended December 31, 1997, filed on March 20, 1998 (File No. 001-13374) and incorporated herein by reference).
10.2Form of Nonqualified Stock Option Agreement for Independent Directors (filed as Exhibit 10.11 to the Company’s Form 10-K for the year ended December 31, 1997, filed on March 20, 1998 (File No. 001-13374) and incorporated herein by reference).
10.3Form of Restricted Stock Agreement between the Company and Executive Officers under the 2003 Stock Incentive Award Plan of Realty Income Corporation (filed as exhibit 10.11 to the Company’s Form 8-K, filed on January 6, 2005 and dated January 1, 2005 (File No. 001-13374) and incorporated herein by reference).
10.42003 Stock Incentive Award Plan of Realty Income Corporation, as amended and restated February 21, 2006 (filed as exhibit 10.10 to the Company’s Form 10-K for the year ended December 31, 2005, filed on February 23, 2006 (File No. 033-69410) and incorporated herein by reference).
10.5Amendment dated May 15, 2007 to the Amended and Restated 2003 Stock Incentive Award Plan of Realty Income Corporation (filed as exhibit 10.1 to the Company’s Form 10-Q, for the quarter ended June 30, 2007 and incorporated herein by reference).
10.6Form of Restricted Stock Agreement under the 2003 Stock Incentive Award Plan of Realty Income Corporation (filed as exhibit 10.2 to the Company’s Form 10-Q, for the quarter ended June 30, 2007, filed on August 2, 2007 (File No. 001-13374) and incorporated herein by reference).
10.7Amended and Restated Form of Employment Agreement between the Company and its Executive Officers (filed as exhibit 10.1 to the Company’s Form 8-K, filed on January 7, 2010 and dated January 5, 2010 (File No. 001-13374) and incorporated herein by reference).
10.8Form of Restricted Stock Agreement for John P. Case (filed as exhibit 10.1 to the Company’s Form 10-Q, for the quarter ended March 31, 2010, filed on April 29, 2010 (File No. 001-13374) and incorporated herein by reference).
10.9Realty Income Corporation 2012 Incentive Award Plan (filed as Appendix B to the Company’s Proxy Statement on Schedule 14A filed on March 30, 2012 and incorporated herein by reference).
10.10Form of Restricted Stock Agreement for Employees under the Realty Income Corporation 2012 Incentive Award Plan (filed as exhibit 10.1 to the Company’s Form 8-K, filed on January 8, 2013 (File No. 001-13374) and incorporated herein by reference).
10.11Form of Restricted Stock Agreement for Non-Employee Directors under the Realty Income Corporation 2012 Incentive Award Plan (filed as exhibit 10.2 to the Company’s Form 8-K, filed on January 8, 2013 (File No. 001-13374) and incorporated herein by reference).
10.12The First Amendment to Amended and Restated Credit Agreement among the Company, as Borrower, each of the Lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent (filed as exhibit 10.1 to the Company’s Form 8-K, filed on June 3, 2013 (File No. 001-13374) and incorporated herein by reference).
10.13Form of Amendment to Employment Agreement (filed as exhibit 10.1 to the Company’s Form 8-K, filed on June 19, 2013 (File No. 001-13374) and incorporated herein by reference).
10.14Form of Addendum to Restricted Stock Agreement (filed as exhibit 10.2 to the Company’s Form 8-K, filed on June 19, 2013 (File No. 001-13374) and incorporated herein by reference).
10.15The Second Amendment to Amended and Restated Credit Agreement among the Company, as Borrower, each of the Lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent (filed as exhibit 10.1 to the Company’s Form 8-K, filed on August 28, 2013 (File No. 001-13374) and incorporated herein by reference).
10.16Form of Time-Based Restricted Stock Agreement for John P. Case dated September 3, 2013 (filed as exhibit 10.7 to the Company’s Form 10-Q, for the quarter ended September 30, 2013 (File No. 001-13374) and incorporated herein by reference).
10.17Form of Performance-Based Restricted Stock Agreement for John P. Case dated September 26, 2013 (filed as exhibit 10.8 to the Company’s Form 10-Q, for the quarter ended September 30, 2013 (File No. 001-13374) and incorporated herein by reference).
10.18The Third Amendment to Amended and Restated Credit Agreement among the Company, as Borrower, each of the Lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent (filed as exhibit 10.1 to the Company’s Form 8-K, filed on October 29, 2013 (File No. 001-13374) and incorporated herein by reference).
10.19Severance Agreement for Gary M. Malino (filed as exhibit 10.2 to the Company’s Form 10-Q, filed on October 30, 2014 and incorporated herein by reference).
10.20Amended and Restated Form Indemnification Agreement, between the Company and each executive officer and each director of the Board of Directors of the Company (filed as exhibit 10.1 to the Company’s Form 8-K, filed on October 30, 2014 and incorporated herein by reference).
10.21Form of Performance Share Award Agreement (filed as exhibit 10.1 to the Company’s Form 10-Q, filed on April 30, 2015 and incorporated herein by reference).
10.22Dividend Reinvestment and Stock Purchase Plan (filed pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, on February 23, 2015, as a prospectus supplement to the Company’s prospectus dated February 22, 2013 (File No. 333-186788) and incorporated herein by reference).
10.23Dividend Reinvestment and Stock Purchase Plan (filed pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, on July 30, 2015, as a prospectus supplement to the Company’s prospectus dated February 22, 2013 (File No. 333-186788) and incorporated herein by reference).
10.24Form of Restricted Stock Agreement (filed as exhibit 10.30 to the Company’s Form 10-K for the year ended December 31, 2015 and incorporated herein by reference).

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10.25Form of Restricted Stock Unit Award Agreement (filed as exhibit 10.31 to the Company’s Form 10-K for the year ended December 31, 2015 and incorporated herein by reference).
10.26Form of Second Amendment to Employment Agreement (filed as exhibit 10.32 to the Company’s Form 10-K for the year ended December 31, 2015 and incorporated herein by reference).
10.27First Amendment to Realty Income Corporation 2012 Incentive Award Plan. (filed as exhibit 10.33 to the Company’s Form 10-K, filed on February 23, 2017 and incorporated herein by reference).
10.28Second Amendment to Realty Income Corporation 2012 Incentive Award Plan (filed as exhibit 10.1 to the Company’s Form 8-K, filed on February 17, 2017 and incorporated herein by reference).
10.29Amended and Restated Employment Agreement dated February 14, 2017 between the Company and John P. Case (filed as exhibit 10.2 to the Company’s Form 10-Q for the period ended March 31, 2017 and incorporated herein by reference).
10.30Form of Performance Share Award Agreement (filed as exhibit 10.3 to the Company’s Form 10-Q for the quarter ended March 31, 2017 and incorporated herein by reference).
10.31Severance Agreement and General Release for John P. Case dated October 16, 2018 (filed as exhibit 10.1 to the Company's Form 8-K, filed on October 17, 2018 and incorporated herein by reference).
10.32Credit Agreement dated October 24, 2018 (filed as exhibit 10.1 to the Company’s Form 8-K, filed on October 26, 2018 and incorporated herein by reference).
10.33Realty Income Executive Severance Plan dated January 15, 2019 (filed as exhibit 10.1 to the Company's Form 8-K, filed on January 18, 2019 and incorporated herein by reference).
10.34Form of Participation Agreement to Realty Income Executive Severance Plan dated January 15, 2019 (filed as exhibit 10.2 to the Company's Form 8-K, filed on January 18, 2019 and incorporated herein by reference).
10.35Second Amended and Restated Credit Agreement dated August 7, 2019 (filed as exhibit 10.1 to the Company's Form 8-K, filed on August 12, 2019 and incorporated herein by reference).
Subsidiaries of the Registrant
21.1*Subsidiaries of the Company as of February 24, 2020.
Consents of Experts and Counsel
23.1*Consent of Independent Registered Public Accounting Firm.
Certifications
31.1*Rule 13a-14(a) Certifications as filed by the Chief Executive Officer pursuant to SEC release No. 33-8212 and 34-47551.
31.2*Rule 13a-14(a) Certifications as filed by the Principal Financial Officer pursuant to SEC release No. 33-8212 and 34-47551.
32*Section 1350 Certifications as furnished by the Chief Executive Officer and the Principal Financial Officer pursuant to SEC release No. 33-8212 and 34-47551.
Interactive Data Files
101*The following materials from Realty Income Corporation’s Annual Report on Form 10-K for the year ended December 31, 2019, formatted in Extensible Business Reporting Language: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income and Comprehensive Income, (iii) Consolidated Statements of Stockholders’ Equity, (iv) Consolidated Statements of Cash Flows, (v) Notes to Consolidated Financial Statements, and (vi) Schedule III Real Estate and Accumulated Depreciation.
104*The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2019, formatted in Inline Extensible Business Reporting Language.
* Filed herewith.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

REALTY INCOME CORPORATION

By:/s/SUMIT ROYDate: February 24, 2020
Sumit Roy
President, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:/s/MICHAEL D. MCKEEDate: February 24, 2020
Michael D. McKee
Non-Executive Chairman of the Board of Directors
By:/s/KATHLEEN R. ALLEN, Ph.D.Date: February 24, 2020
Kathleen R. Allen, Ph.D.
Director
By:/s/A. LARRY CHAPMANDate: February 24, 2020
A. Larry Chapman
Director
By:/s/REGINALD H. GILYARDDate: February 24, 2020
Reginald H. Gilyard
Director
By:/s/PRIYA CHERIAN HUSKINSDate: February 24, 2020
Priya Cherian Huskins
Director
By:/s/CHRISTIE B. KELLYDate: February 24, 2020
Christie B. Kelly
Director
By:/s/GERARDO I. LOPEZDate: February 24, 2020
Gerardo I. Lopez
Director
By:/s/GREGORY T. MCLAUGHLINDate: February 24, 2020
Gregory T. McLaughlin
Director
By:/s/RONALD L. MERRIMANDate: February 24, 2020
Ronald L. Merriman
Director
By:/s/SUMIT ROYDate: February 24, 2020
Sumit Roy
Director, President, Chief Executive Officer
(Principal Executive Officer)

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By:/s/SEAN P. NUGENTDate: February 24, 2020
Sean P. Nugent
Principal Financial Officer and Treasurer
(Principal Accounting Officer)

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REALTY INCOME CORPORATION AND SUBSIDIARIES

SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION

AS OF DECEMBER 31, 2019

Initial Cost to CompanyCost Capitalized Subsequent to AcquisitionGross Amount at Which Carried at Close of Period (Notes 3, 4 and 6)
DescriptionNumber of Properties (Note 1)Encumbrances (Note 2)LandBuildings, Improvements and Acquisition FeesImprovementsCarrying CostsLandBuildings, Improvements and Acquisition FeesTotalAccumulated Depreciation (Note 5)Date of ConstructionDate AcquiredLife on which depreciation in latest Income Statement is Computed (in Years)
U.S.
Aerospace514,409,6176,890,774110,783,380216,638—6,890,774111,000,018117,890,79228,630,1121994-20136/20/2011-6/27/201325-35
Apparel stores3013,925,00058,918,135141,491,6073,983,429218,76058,918,135145,693,796204,611,93147,856,4511960-201210/30/1987-12/2/20194-35
Automotive collision services75—52,729,547119,655,7061,799,68010,00052,729,547121,465,386174,194,93328,390,5101928-20188/30/2002-6/11/201919-25
Automotive parts2496,637,57896,978,473248,888,5484,622,175826,88596,978,473254,337,608351,316,08164,101,8991969-20188/6/1987-12/4/20190-25
Automotive service303—143,625,084210,090,349582,498164,051143,625,084210,836,898354,461,98266,008,4931920-201710/2/1985-12/2/20190-25
Automotive tire services196—122,250,160225,175,623384,19497,335122,250,160225,657,152347,907,312115,198,6011947-20178/28/1985-12/2/20190-40
Beverages18—213,728,623105,911,254—148213,728,623105,911,402319,640,02540,267,34320106/25/2010-12/15/201125
Book Stores1—998,2503,696,707129,75179998,2503,826,5374,824,7873,433,52719963/11/199724-25
Child care274—95,553,417212,059,4515,053,358917,72095,553,417218,030,529313,583,946105,257,7991961-201812/22/1981-10/25/20190-25
Consumer appliances4—8,901,10385,212,965109,951558,901,10385,322,97194,224,07413,916,4542004-20197/31/2012-12/27/20190
Consumer electronics10—14,623,04721,833,858884,16851,61614,623,04722,769,64237,392,68911,068,0111992-19986/9/1997-11/3/201722-25
Consumer goods4—7,663,458124,173,738894,295—7,663,458125,068,033132,731,49122,472,4741987-20111/22/2013-9/22/201534-35
Convenience stores1,246—1,047,085,5681,333,428,902(733,628)145,5501,047,085,5681,332,840,8242,379,926,392322,769,5731949-20183/3/1995-12/2/20190-26
Crafts and novelties19—20,948,35270,829,924881,481440,48220,948,35272,151,88793,100,23914,466,4531974-201711/26/1996-12/2/201922-35
Diversified industrial619,397,72310,231,370108,326,826114,454—10,231,370108,441,280118,672,65017,452,9561989-20159/19/2012-2/3/201625-35
Dollar stores1,30211,127,000428,220,6011,249,436,2051,459,2858,879428,220,6011,250,904,3691,679,124,970251,174,4781935-20192/3/1998-12/20/20190-25
Drug stores387130,834,786578,997,1861,340,130,8444,948,980100,379578,997,1861,345,180,2031,924,177,389305,323,6011965-20159/30/1998-12/16/20190-35
Education14—6,739,12321,648,901472,942155,4186,739,12322,277,26129,016,38417,188,2551980-200012/19/1984-6/28/20060-25
Electric utilities1—1,450,0009,209,989——1,450,0009,209,98910,659,9891,678,43919838/30/201335
Entertainment10—28,373,47910,617,464327,607—28,373,47910,945,07139,318,5506,178,6321989-19993/26/1998-9/11/201424-25
Equipment services77,073,2964,116,06754,045,575689,6631404,116,06754,735,37858,851,44514,967,0712000-20147/3/2003-12/2/201925-35
Financial services23913,800,000115,487,739351,992,876(3,690,753)101,099115,487,739348,403,222463,890,96174,256,6441807-20153/10/1987-6/29/20180-35
Food processing728,867,15813,226,562153,588,645210,469—13,226,562153,799,114167,025,67620,948,8141987-20194/1/2011-9/27/201925-35
General merchandise1005,070,372104,508,825436,513,003(2,938,508)557,868104,508,825434,132,363538,641,18863,223,3001964-20208/6/1987-12/2/20190-35
Government services16—8,093,555121,514,7802,981,604—8,093,555124,496,384132,589,93925,784,9801983-20119/17/2009-1/22/201325-35
Grocery stores13238,621,000264,275,526780,156,0421,811,459325,183264,275,526782,292,6841,046,568,210124,219,5251948-20195/26/1988-12/16/20190-35
Health and beauty2—2,475,47442,821,04668,912—2,475,47442,889,95845,365,4321,979,2272005-201711/1/2006-4/13/201825-35
Health and fitness1034,281,354246,562,831990,068,7008,099,776172,145246,562,831998,340,6211,244,903,452225,107,9121940-20195/31/1995-12/2/20190-25
Health care644,079,34546,055,832298,433,4383,748,0311,314,06746,055,832303,495,536349,551,36855,246,7901930-20189/9/1991-12/2/201914-35
Home furnishings739,700,00035,099,395113,295,0672,562,697372,21335,099,395116,229,977151,329,37239,350,4701960-20151/24/1984-12/2/20190-35
Home improvement7717,725,463186,981,286375,408,2832,113,58775,210186,981,286377,597,080564,578,36669,273,5471950-200912/22/1986-12/2/20190-35
Insurance1—634,3436,331,030——634,3436,331,0306,965,3731,867,65420128/28/201225
Jewelry4——8,268,989———8,268,9898,268,9892,301,5352006-20081/22/201325
Machinery1—1,630,91712,938,430——1,630,91712,938,43014,569,3473,859,96520107/31/201225
Motor vehicle dealerships28—115,897,045143,335,317—230115,897,045143,335,547259,232,59250,293,5661975-20175/13/2004-3/29/20190-25
Office supplies8—8,551,00515,480,491955,594349,5998,551,00516,785,68425,336,68913,661,6321995-20141/29/1997-12/2/201922-25
Other manufacturing723,897,9718,893,136104,286,2731,663,646240,1918,893,136106,190,110115,083,24618,426,5891989-20161/22/2013-12/21/201633-35
Packaging102,164,41120,323,553163,714,2982,480,122—20,323,553166,194,420186,517,97327,809,3121965-20166/3/2011-12/20/201724-35

REALTY INCOME CORPORATION AND SUBSIDIARIES

SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION

AS OF DECEMBER 31, 2019

Initial Cost to CompanyCost Capitalized Subsequent to AcquisitionGross Amount at Which Carried at Close of Period (Notes 3, 4 and 6)
DescriptionNumber of Properties (Note 1)Encumbrances (Note 2)LandBuildings, Improvements and Acquisition FeesImprovementsCarrying CostsLandBuildings, Improvements and Acquisition FeesTotalAccumulated Depreciation (Note 5)Date of ConstructionDate AcquiredLife on which depreciation in latest Income Statement is Computed (in Years)
Paper2—2,462,41411,934,68544,759—2,462,41411,979,44414,441,8583,405,6302002-20065/2/2011-12/21/201225-35
Pet supplies and services332,509,00021,563,825101,699,1374,604,704243,58221,563,825106,547,423128,111,24821,261,4191950-201912/22/1981-12/31/201911-35
Restaurants - casual dining284—241,578,772459,061,3926,015,9252,104,667241,578,772467,181,984708,760,756132,235,1711965-20183/12/1981-12/2/20190-40
Restaurants - quick service907—429,303,832781,719,427501,803226,201429,303,832782,447,4311,211,751,263152,596,1961967-201912/9/1976-12/4/20190-26
Shoe stores38,519,8156,251,47235,793,479214,466214,7066,251,47236,222,65142,474,1239,719,9361996-20083/26/1998-1/22/201323-35
Sporting goods22—36,258,595107,396,4471,854,750178,20636,258,595109,429,403145,687,99826,537,5651950-20165/1/1990-12/2/20190-25
Telecommunications78,578,1719,269,78968,360,1321,484,42321,8849,269,78969,866,43979,136,22817,849,0251990-20166/26/1998-12/10/201522-35
Theaters79—231,747,795829,701,25710,680,179270231,747,795840,381,7061,072,129,501194,026,2061930-20147/27/2000-8/13/20190-25
Transportation services5819,380,313109,027,503824,491,647(3,820,929)401,593109,027,503821,072,311930,099,814160,485,4271958-20164/1/2003-9/6/201624-36
Wholesale clubs3217,820,000170,229,880325,098,377(3,889,998)—170,229,880321,208,379491,438,25994,747,8491985-20109/30/2011-4/1/20140-25
Other6—7,254,44724,355,185795,98418,7967,254,44725,169,96532,424,4125,639,3081982-19975/29/1984-9/13/20130-35
U.K.
Grocery stores17—310,089,274360,054,272——310,089,274360,054,272670,143,5466,933,4091975-20145/23/2019-12/20/201925-115
Theaters1—2,060,1512,921,471——2,060,1512,921,4714,981,6224,869201112/18/201925
6,484408,419,3735,704,816,59013,857,381,43265,373,62310,055,2075,704,816,59013,932,810,26219,637,626,8523,140,854,604

REALTY INCOME CORPORATION AND SUBSIDIARIES

SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION

Note 1.Realty Income Corporation owns 6,417 single-tenant properties in the United States and Puerto Rico, our corporate headquarters property in San Diego, California and 18 properties in the United Kingdom. Crest Net Lease, Inc. owns 17 properties.
Realty Income Corporation also owns 31 multi-tenant properties located in the United States.
Note 2.Includes mortgages payable secured by 92 properties, but excludes unamortized net debt premiums of $3.0 million.
Note 3.The aggregate cost for federal income tax purposes for Realty Income Corporation is $20,070,200,483 and for Crest Net Lease, Inc. is $73,548,861.
Note 4.The following is a reconciliation of total real estate carrying value for the years ended December 31:201920182017
Balance at Beginning of Period16,566,601,98615,027,043,41513,904,519,436
Additions During Period:
Acquisitions3,644,884,1061,802,745,8411,531,960,811
Less amounts allocated to acquired lease intangible assets and liabilities on our Consolidated Balance Sheets(401,318,627)(89,474,897)(238,556,294)
Improvements, Etc.17,447,14523,043,15811,067,322
Other (Leasing Costs and Building Adjustments as a result of net debt premiums)2,740,7972,839,5741,584,152
Total Additions3,263,753,4211,739,153,6761,306,055,991
Deductions During Period:
Cost of Real Estate sold129,736,613165,023,825150,394,756
Cost of Equipment sold11,20015,650—
Releasing costs673,647232,089109,986
Other (including Provisions for Impairment)87,951,48834,323,54133,027,270
Total Deductions218,372,948199,595,105183,532,012
Foreign Currency Translation25,644,393——
Balance at Close of Period19,637,626,85216,566,601,98615,027,043,415
(1) Includes provision for impairment and, for the year ended 2019, a reclassification of $36.9 million of right of use assets under finance leases in accordance with the adoption of ASC 842, Leases, on January 1, 2019.
Note 5.The following is a reconciliation of accumulated depreciation for the years ended:
Balance at Beginning of Period2,723,085,2902,350,544,1262,000,728,517
Additions During Period - Provision for Depreciation481,498,979432,482,396393,415,491
Deductions During Period:
Accumulated depreciation of real estate and equipment sold or disposed of64,053,83859,941,23243,599,882
Foreign Currency Translation324,174——
Balance at Close of Period3,140,854,6042,723,085,2902,350,544,126
Note 6.In 2019, provisions for impairment were recorded on fifty-one Realty Income properties.
In 2018, provisions for impairment were recorded on forty-four Realty Income properties.
In 2017, provisions for impairment were recorded on twenty-six Realty Income properties.
See report of independent registered public accounting firm.

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