GIPR

TAMPA, FL / ACCESS Newswire / August 17, 2026 / Generation Income Properties, Inc. (NASDAQ:GIPR) ("GIPR" or the "Company") today announced its three- and six-month financial and operating results for the period ended June 30, 2026 and issued the below letter to shareholders from Chief Executive Officer David Sobelman providing a corporate update on recent developments. Second Quarter 2026 Financial Highlights Regained compliance with Nasdaq's stockholders' equity requirement under Listing Rule 5550(b)(1), effective August 10, 2026 Net loss attributable to common shareholders narrowed to $1.08 million for the second quarter of 2026, down from $4.42 million in the second quarter of 2025 - a 76% improvement Six-month net loss attributable to common shareholders narrowed to $3.21 million, down from $7.15 million in the same period of 2025 Reduced the Loci preferred equity redemption obligation to $7.96 million as of August 1, 2026, down from a peak of approximately $20 million Completed profitable property dispositions during the first half of 2026, including gains of $265,000 (Dollar Tree) and $825,000 (Starbucks), plus a further gain of approximately $301,000 on the subsequent sale of the Vacaville, CA property leased to the GSA Raised approximately $4.6 million in net proceeds through a public offering completed in June 2026 Completed a 1-for-10 reverse stock split effective July 9, 2026 Restructured preferred equity agreements with the Company's two largest preferred holders to settle via exchange into common stock rather than cash redemption GIPR's Chairman, Chief Executive Officer, and President shares key highlights of recent developments: Dear Fellow Shareholders, When I wrote to you in July, I told you our priorities were preserving GIPR's Nasdaq listing, improving our balance sheet, reducing our preferred equity burden, and building a path toward long-term stability. Our second quarter results show real, measurable progress on these fronts - and I want to walk you through the numbers behind that progress, along with the work that remains. We regained Nasdaq equity compliance.On August 10, 2026, Nasdaq confirmed that GIPR has regained compliance with the stockholders' equity requirement under Listing Rule 5550(b)(1). This is the direct result of a year of deliberate balance sheet work: restructuring preferred equity, raising capital, converting debt to equity, and selling assets at a profit in the aggregate. As of the date of this letter, we believe our stockholders' equity exceeds $5 million, aided materially by the July amendments that converted roughly $5.3 million of Series B-1 and B-2 preferred units from redeemable temporary equity into permanent equity, and by the CEO's own conversion of $120,000 of debt into common stock. Nasdaq will monitor our equity compliance for one year, and we are focused on maintaining it. We cut the Loci redemption obligation by more than half.The preferred equity obligation to LC2-NNN Pref, LLC (an affiliate of Loci Capital) has been reduced from roughly $20 million at its peak to $7.96 million as of August 1, 2026, largely through property sale proceeds. This is the single largest legacy balance sheet liability, and although there is no assurance, management believes we have a realistic path to substantially retiring the remaining balance by the end of August 2026 through a combination of additional asset sales and potential financing or refinancing activity. Loci and the Company have agreed to extend the mandatory redemption deadline to August 30, 2026. Our losses are shrinking meaningfully.Net loss attributable to common shareholders was $1.08 million for the second quarter of 2026, down from $4.42 million in the same quarter last year - a 76% improvement. For the first six months of 2026, our net loss attributable to shareholders was $3.21 million, down from $7.15 million a year earlier. Interest expense, net, fell by more than $1.0 million for the quarter as we paid down debt and preferred obligations. Revenue declined modestly (to $2.11 million for the quarter, from $2.43 million), which reflects the properties we've intentionally sold as part of our deleveraging strategy, not underperformance of the properties we still hold - which remain 100% leased. Our asset sales are generating real profits, not distressed pricing.During the first half of 2026, we closed sales of our Dollar Tree property (a $265,000 gain) and our Starbucks property (an $825,000 gain). Subsequent to quarter-end, we closed the sale of our Vacaville, California office property leased to the GSA, generating a further gain of roughly $301,000. To emphasize the point, these are not fire sales attributable to underperformance of the properties. We believe our original underwriting thesis has continued to prove solid as we find value in our assets. We raised capital and strengthened our capital structure.In June, we closed a public offering that generated net proceeds of approximately $4.6 million. We also completed a 1-for-10 reverse stock split effective July 9, 2026, and restructured our two largest preferred equity relationships so that both are now settled through the exchange of common stock rather than cash redemption - removing a significant potential cash drain and improving our equity position at the same time. The remaining Nasdaq matter: the bid price and market value requirement.I want to be direct with you here, because this is the piece of the story that is not yet resolved. Having regained equity compliance, our primary outstanding Nasdaq matter is the minimum bid price requirement. On August 6, 2026, we were notified by Nasdaq that we are not eligible for a second 180-day compliance period on the bid-price requirement because we do not currently meet Nasdaq's related $1,000,000 minimum market value of publicly held shares standard. This matter is now before the Nasdaq Hearings Panel, and we submitted our written response on August 13, 2026. There is no guarantee of the outcome, and we expect to hear back from Nasdaq any day now. What I can tell you is that we believe our position today - with equity compliance restored, debt materially reduced, and a demonstrated ability to raise capital and execute asset sales - is considerably stronger than it was when this process began, and we are pursuing this matter with that track record behind us. Looking Ahead Our priorities remain clear: Maintain Nasdaq equity compliance Resolve the bid-price/market-value matter before the Hearings Panel. Resolve the remaining Loci obligation. Continue evaluating capital alternatives, including UPREIT opportunities, that strengthen the balance sheet without sacrificing long-term value. Return the Company's focus to growth and, over time, dividend reinstatement. We certainly understand that there is more work to do, and I want to be candid that our financial statements continue to include a going-concern disclosure tied to our recurring losses and near-term liquidity needs - including debt maturities this fall. That disclosure reflects real work still ahead of us. But it should be read alongside what we have actually accomplished this year: a materially smaller net loss, a preferred obligation cut by more than half, profitable asset sales, fresh capital raised, and Nasdaq's confirmation that we have met the equity standard. That combination is why I believe GIPR is in a substantially stronger position today than it was even a few months ago, and why I remain confident in where this Company is headed. Thank you for your continued support, patience, and confidence as we finish this work. Respectfully, David SobelmanChief Executive Officer and Chair of the BoardGeneration Income Properties, Inc. Forward-Looking Statements This press release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. When used in this press release, in future filings with the Securities and Exchange Commission (the "SEC") or in other written or oral communications, statements which are not historical in nature, including those containing words such as "continue," "anticipate," "will," "estimate," "expect," "intend," "plan," and "project" and other similar words and expressions, are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Statements regarding the following subjects, among others, may be forward-looking: statements regarding compliance with Nasdaq's listing requirements; statements regarding the Company's stockholders' equity; statements regarding the Company's general ability to maintain the listing of its common stock on The Nasdaq Capital Market; and statements regarding the Company's plans to redeem outstanding preferred equity interests and future financing activities. Such statements are based on current expectations of management of the Company and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, among others, the risk that Nasdaq may not extend the compliance period for the Company's satisfaction of the continuing listing requirements and that the Company's common stock may be delisted, the risk that the Company may not be able to timely redeem outstanding preferred equity, and the risk that additional sources of capital may not be available to the Company on acceptable terms. Please also refer to the risks detailed from time to time in the reports that the Company files with the SEC, including the Company's Annual Report on Form 10-K/A for the year ended December 31, 2025 filed with the SEC on April 3, 2026, as well as the Company's subsequent filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. All forward-looking statements speak only as of the date on which they are made. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law. Investor [email protected] SOURCE: Generation Income Properties View the original press release on ACCESS Newswire

TAMPA FL / ACCESS Newswire / November 17, 2025 / Generation Income Properties, Inc. (NASDAQ:GIPR) ("GIPR" or the "Company") today announced its three-month financial and operating results for the period ended September 30, 2025. Portfolio Approximately 60% of our portfolio's annualized rent as of September 30, 2025, was derived from tenants that have (or whose parent company has) an investment grade credit rating from a recognized credit rating agency of "BBB-" or better. Our largest tenants are General Services Administration, Dollar General, EXP Services, Kohl's Corporation, and the City of San Antonio, who collectively contributed approximately 59% our portfolio's annualized base rent as of September 30, 2025. Our portfolio is 98.6% leased and occupied, and tenants are currently 100% rent paying (based on ABR as of September 30, 2025). Approximately 92% of the leases in our current portfolio (based on ABR as of September 30, 2025) provide for increases in contractual base rent during future years of the current term or during the lease extension periods. Average effective annual rental per square foot is $16.30. Liquidity and Capital Resources $282 thousand in total cash and cash equivalents as of September 30, 2025. Total mortgage loans, net was $55.8 million as of September 30, 2025. Financial Results During the nine months ended September 30, 2025, total revenue from operations was $7.28 million, as compared to $7.09 million for the nine months ended September 30, 2024. Operating expenses, including G&A, for the nine months ended September 30, 2025 were $12.83 million as compared to $11.13 million for the nine months ended September 30, 2024. Net loss attributable to common shareholders was $9.98 million for the nine months ended September 30, 2025 as compared to $8.15 million for the nine months ended September 30, 2024. Commenting on the quarter, a letter from CEO David Sobelman: Dear Fellow Stockholders: As I've done in the past, I feel like communicating with our shareholders is an important practice that should be done regularly. I hope you find my communication cadence sufficient, as it's important for our company to make sure that you have the most up-to-date information within the windows in which I'm able to publicly speak with you. There is a palpable difference in the finance and real estate markets as of late, as we have experienced an increase in the number of conversations we're having about our balance sheet, our debt, and growth equity. We're finding that the relationships that we've garnered over the last four years or so, since our IPO to Nasdaq in 2021, are helping us have meaningful discussions about the prospects of advancing the company's stated goals of repositioning our portfolio and reducing our preferred equity exposure. My intent is to deliver a clear, factual account of recent developments and outline the strategic actions that are underway to stabilize and grow shareholder value. Our Stock If you haven't noticed, our company has seen a tremendous amount of attention over the last 30-60 days. In fact, one day, October 3,2025, our total transaction volume was close to 15 million shares. That one day put us in the same "neighborhood" of trading volume as companies like Ford, AT&T, Apple, Alphabet, and Snap as it relates to their average daily volumes. Clearly, we are not as large as those companies, but it demonstrates an increased level of attention on us for a short period. That unprecedented volume of our shares trading hands positively impacted our price and shares, on some days, were being sold well above today's price. Ultimately, we are unsure of why this dynamic occurred, but we were encouraged to see that there is a market for our shares and that liquidity was possible for a company with our current market cap. Our Portfolio We are constantly reminded by those outside of our company, but working in conjunction with us, that we have an extremely solid portfolio. We are consistently underwriting the value of each asset and the credit worthiness of our tenants, all with the understanding that we may have to pivot at different points due to market dynamics. A recent example of that pivot was the selling of our one and only vacant property to an owner-user at a profit to what we purchased the building for approximately three years ago. In this case, when we originally purchased the property, we had an investment-grade credit tenant that was generating a tremendous amount of revenue for themselves at that single location. We felt confident that the real estate was very sound, and if even that high-performing tenant would ever leave (which they did at the expiration of their lease), we would be left with something that gave us an opportunity for liquidity. In this case, our underwriting worked, and we were able to sell the property at a profit even though it was vacant. This is all to the benefit of the shareholders and gives you some additional insight as to how we look at assets for the future. We also used the proceeds from that sale to pay down in part our senior mortgage debt and preferred equity from Loci Capital. This worked extremely well for us, and we plan to continue these efforts as we look to sell other assets in order to reduce our debt and preferred equity exposure in the near term. One of our goals is to continue these efforts throughout the rest of this year and hopefully eliminate a substantial portion (or all) of our preferred equity with Loci by the end of 2025. In the meantime, our portfolio remains performing at 100% with rent collection at the same level it has been since the inception of our company. We believe this to be a testament to our credit underwriting from our due diligence prior to entering into an agreement to ultimately purchasing any one property. Now, we are seeing the benefits of ongoing receivables from our tenants that have allowed us to remain performing at some of the highest rent-collection levels of any of the REITs in today's public markets. You may have seen that we extended a lease from one of our investment-grade credit tenants, Best Buy, with an additional 5-year renewal that allowed us to increase the value of that property. We did all of that with roughly 2.5 years remaining on their primary lease term which allows us to own a property for approximately seven more years and gives us the optionality to own it for a total of nine and a half years since we originally purchased the property with roughly five years remaining. In essence, we bought a well-located, investment grade, net lease property and created value through our ongoing asset management and lease extension efforts. That extension was announced in August, and we are happy that we have not only increased the value of that property but also made it more appealing to potential buyers, if that need arose. Additionally, in September of this year, we also extended the lease for our 7-11 property in Washington, D.C. That investment-grade credit tenant also extended their lease and exercised one of their renewal options for five years, which has allowed us to increase the value of that property as well. As you can see, to my earlier point, we are constantly looking at how to increase the value of each one of our properties with the understanding that the aggregate value of our portfolio could increase over time. Recapitalization and Refinance of Debt and Preferred Equity As we've reported in the past, we are in discussions with various parties on how to eliminate the most attention-getting portion of our balance sheet, which is our preferred equity with Loci Capital. Loci has been a good partner of ours, but we realize that it is time to move on and graduate from that form of equity. We continue to be compliant on all of the covenants that relate to our agreement with Loci, but we understand that when an investor looks at our financial statements, they see that liability, and it is up to us to find a solution to eliminate that portion of the discussion that is overshadowing many of our other simultaneous efforts. We are seeking to recapitalize Loci Capital's position within our balance sheet with senior debt that can offset the more expensive preferred equity. If we are successful with those efforts, then we will reduce the accrued interest by approximately two-thirds of what it is now, and we can then increase the equity for the shareholders going forward. Additionally, with that potential recapitalization of the preferred equity with senior debt, we are also in discussions to simultaneously reduce the interest rate on some of our bank debt, which would also reduce our overall debt service payments and bring more value and cash flow to the company and subsequently to the shareholders. Like I mentioned, if we are successful in this effort and it happens in the near term, we believe we will be well positioned to put that phase of our development behind us and start focusing on adding assets that are accretive to the overall value of the company. As I mentioned earlier, we are hopeful to complete the recapitalization of the preferred equity and refinancing of debt in 2025. If that's the case, we will start initiating our efforts for growth in the first quarter of 2026 to increase the value of the overall company. In essence, we know our marching orders, we know exactly what we need to do, we know exactly how we want to do it, and we are laser-focused on accomplishing those goals in order to get through this period. Nasdaq Listing In August of 2025, we were sent a notice by NASDAQ of the potential to delist our shares because of our noncompliance with the Nasdaq rules that requires stockholder equity to be at least $2.5 million. We realize that that is not something that any shareholder would like to see about their company. However, we have sent Nasdaq our plan on how to come back into compliance of the stockholder equity rule, and it is inclusive of everything I have outlined within this letter. We have not received a response yet from Nasdaq and we believe that our plan is sound and executable. However, to reiterate this point, that plan includes a recapitalization and refinance of our debt and equity, the sale of our assets that we have targeted for disposition, which will generate a healthy amount of cash and would put us back on track for Nasdaq compliance and long-term growth. Strategic Alternatives Process The Special Committee of the Board of Directors is still engaging with GIPR's investment bank to determine whether there are any potential opportunities for the company. Conversations continue with potential parties interested in what we have built. As has been stated previously, no assurances can be given regarding the outcome or timing of the Board's review of potential strategic alternatives, and GIPR does not intend to comment further unless or until the Board has approved a specific course of action or the process concludes. Looking Ahead If things go according to plan, the fourth quarter of 2025 should be a pivotal turning point for the entire company. With a cleaner balance sheet, a smaller portfolio, less debt, and elimination of our current preferred equity, we will be in a position to look forward. What does "looking forward" mean to me? With a sound portfolio and a real estate track record to point to, we believe have built a solid foundation in which to raise additional capital for growth in the future after improving our balance sheet. We have a number of different case studies or examples of how our investment thesis played out, to show potential new shareholders what we're capable of doing and how our thesis actually works. If you're following the overall public real estate markets, you can see that most REITs are trading well below their net asset value, or NAV. I've seen some reports where all REITs are currently on sale right now, sometimes between 20% and 50% off. Even with our portfolio performing at 100%, we have been drastically discounted due to our size and the pressures of the financial markets, mainly having to do with interest rates and lack of capital raising in the public markets. I have noticed that, in essence, many of the small real estate companies are struggling to find their place in today's REIT ecosystem. While everyone may be performing well, the small REITs are in a place where some decisions have to be made regarding whether to combine with other REITS. These are the types of markets where it's important to remain flexible, but also instill creative thought processes in order to take advantage of opportunities that may not be present when the financial markets are much stronger. Additionally, with an improved balance sheet, it'll be easier for us to have conversations with property owners who are looking to contribute assets to our portfolio in exchange for limited partnership units (LP units) through our UPREIT contribution program. We're one of the few REITs, especially micro-cap REITs, that have been successful in this effort. I can honestly say that it's mainly due to our relational values that we put in the forefront of our culture. Our UPREIT contributors from past transactions are all still a part of our company, with one converting his shares to common shares approximately three years ago. So in essence, even though we are working on repositioning our capital stack within our company, selling assets in order to pay down debt and preferred equity, our mindset remains on the growth and long-term success of your company. We believe this could be the market for us to do that. Summary As you can see, as usual, we are working for you to make sure that your investment in your company is one that is positioned well for long-term growth. We are navigating very complex markets and competing interests, but the one mainstay that we have is that our assets are strong, our team is motivated and encouraged, and those attributes are resonating throughout the segment of the market in which we operate. We appreciate your continued support and patience as we go through this phase. Our board and management team remain focused on executing this plan responsibly, preserving shareholder interests, and positioning Generation Income Properties for a stronger future. Sincerely, David Sobelman Chairman, Chief Executive Officer & President Generation Income Properties, Inc. About Generation Income Properties Generation Income Properties, Inc., located in Tampa, Florida, is an internally managed real estate investment trust formed to acquire and own, directly and jointly, real estate investments focused on retail, office, and industrial net lease properties in densely populated submarkets. Additional information about Generation Income Properties, Inc. can be found at the Company's corporate website: www.gipreit.com. Forward-Looking Statements This Current Report on Form 8-K may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. Words such as "anticipate," "estimate," "expect," "intend," "plan," and "project" and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Such statements are based on management's current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Investors are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors. Please refer to the risks detailed from time to time in the reports we file with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 28, 2025, as well as other filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law. Notice Regarding Non-GAAP Financial Measures In addition to our reported results and net earnings per diluted share, which are financial measures presented in accordance with GAAP, this press release contains and may refer to certain non-GAAP financial measures, including Funds from Operations ("FFO"), Core Funds From Operations ("Core FFO"), Adjusted Funds from Operations ("AFFO"), Core Adjusted Funds from Operations ("Core AFFO"), and Net Operating Income ("NOI"). We believe the use of Core FFO, Core AFFO and NOI 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 related measures, including NOI, should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure, and should be considered in addition to, and not in lieu of, GAAP financial measures. You should not consider our Core FFO, Core AFFO, or NOI as an alternative to net income or cash flows from operating activities determined in accordance with GAAP. Our reconciliation of non-GAAP measures to the most directly comparable GAAP financial measure and statements of why management believes these measures are useful to investors are included below. Our reported results are presented in accordance with GAAP. We also disclose funds from operations ("FFO"), adjusted funds from operations ("AFFO"), core funds from operations ("Core FFO") and core adjusted funds of operations ("Core AFFO") all of which are non- GAAP financial measures. We believe these 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 related measures 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 or loss 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 ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gains 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. We then adjust FFO for non-cash revenues and expenses such as amortization of deferred financing costs, above and below market lease intangible amortization, straight line rent adjustment where the Company is both the lessor and lessee, and non-cash stock compensation to calculate Core AFFO. 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. We believe that Core FFO and Core AFFO are useful measures for management and investors because they further remove the effect of non-cash expenses and certain other expenses that are not directly related to real estate operations. We use each as measures of our performance when we formulate corporate goals. As FFO excludes depreciation and amortization, gains and losses from property dispositions that are available for distribution to stockholders and extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses and interest costs, providing a perspective not immediately apparent from net income or loss. However, FFO should not be viewed as an alternative measure of our operating performance since it does not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties which could be significant economic costs and could materially impact our results from operations. Additionally, FFO does not reflect distributions paid to redeemable non-controlling interests. Investor Contacts Investor Relations [email protected] SOURCE: Generation Income Properties View the original press release on ACCESS Newswire

TAMPA, FL / ACCESS Newswire / August 15, 2025 / Generation Income Properties, Inc. (NASDAQ:GIPR) ("GIPR" or the "Company") today announced its three-month financial and operating results for the period ended June 30, 2025. Portfolio Approximately 60% of our portfolio's annualized rent as of June 30, 2025, was derived from tenants that have (or whose parent company has) an investment grade credit rating from a recognized credit rating agency of "BBB-" or better. Our largest tenants are General Services Administration, Dollar General, the City of San Antonio, exp U.S. Services, and Kohl's Corporation, who collectively contributed approximately 59% our portfolio's annualized base rent as of June 30, 2025. Our portfolio is 98.6% leased and occupied and tenants are currently 100% rent paying. Approximately 92% of the leases in our current portfolio (based on ABR as of June 30, 2025) provide for increases in contractual base rent during future years of the current term or during the lease extension periods. Average effective annual rental per square foot is $16.24. Liquidity and Capital Resources $356 thousand in total cash and cash equivalents as of June 30, 2025. Total mortgage loans, net was $54.8 million as of June 30, 2025. Financial Results During the six months ended June 30, 2025, total revenue from operations was $4.8 million, as compared to $4.7 million for the six months ended June 30, 2024. Operating expenses, including G&A, for the six months ended June 30, 2025 were $1.06 million as compared to $1.05 million for the six months ended June 30, 2024. Compensation costs decreased by $79,519, or approximately 15.3% as management optimized staffing levels and overhead to align with the Company's scale. Net loss attributable to common shareholders was $7.15 million for the six months ended June 30, 2025 as compared to $5.18 million for the six months ended June 30, 2024. Commenting on the quarter, a letter from CEO David Sobelman: To my fellow GIPR Shareholders, I would like to take this opportunity to update you on several important developments at Generation Income Properties (Nasdaq: GIPR). Most notably, over the past few weeks, you may have seen volatility in our share price and this letter will provide context on that as well as other portions of our efforts. Extension and Compliance of Preferred Equity As previously reported, we are pleased to report the successful extension of our preferred equity expiration date in our JV subsidiary by an additional year. This outcome was achieved because we remained in full compliance with the stringent covenants and underwriting thresholds established at the time of the original equity investment in 2023. This extension reinforces the strength of our financial management and provides us with additional flexibility in executing our long-term business strategy. LOCI Capital Recapitalization Efforts Separately, we remain in active discussions to fully recapitalize LOCI Capital's preferred equity in our JV subsidiary. While there is no definitive timeline to do so, our intention is to complete this process as soon as possible. In the meantime, GIPR currently remains able to meet all of its debt and equity obligations without interruption and remains in regular communication with LOCI and their principals. Recent Share Price Activity We have seen a notable decline in GIPR's share price recently. We believe that this has been driven primarily by large block trades executed over a short period by, what we believe to be, our former largest shareholder, who appears to have sold either all or a substantial portion of their holdings based on information available to us. This shareholder acquired their shares in the Modiv Industrial REIT (NYSE: MDV) transaction we completed in 2023, so they did not actually purchase GIPR shares in a traditional cash transaction. With that, we believe that the vast majority of MDV shareholders, at least the largest ones, may no longer be significant shareholders of GIPR. While shareholder transactions are outside of our control, the size and speed of these recent trades created short-term market pressure on the stock. As a result of these changes in ownership, at last look, I am now the second largest shareholder of GIPR and continue to be the most financially exposed individual to the company's performance-aligning my interests directly with all shareholders. Personal Financial Commitment While I have previously outlined portions of my personal financial exposure to Generation Income Properties, it's important that, during this market, I am more emphatic about this topic. My exposure to GIPR is significant, encompassing the shares I have both purchased and been granted, as well as the personal guarantees I have undertaken to secure the most favorable loan rates and terms possible for a company of our size. I have also contributed personal cash to the company at various times to ensure short-term cash flow needs were met without placing an additional burden on shareholders. In addition, I have deferred substantial portions of my compensation in order to preserve liquidity and help the company navigate the challenging capital markets environment we face today. These actions were taken with one objective in mind - to protect shareholders while providing every opportunity possible to get through this period. Portfolio Rent Collection Our portfolio continues to perform at a high level, with 100% rent collection across all leased properties. This consistent performance is underpinned by the composition of our portfolio, which is approximately 60% leased to investment-grade tenants. Historically, such tenants demonstrate a higher probability of timely rent payments and greater resilience-particularly during periods of capital market volatility or broader economic uncertainty. We actively monitor every asset on a daily basis to ensure operational stability, maintain tenant satisfaction, and safeguard the income stream that supports our long-term shareholder value. Property Sale in Progress We are exploring strategic asset sales to maximize property values in the current market and to pay off debt and equity obligations. We are under contract to sell our Fresenius (NYSE: FMS) property in Chicago, IL with a scheduled closing date at the end of August 2025. This transaction is consistent with our strategy to optimize our portfolio and provide future opportunities for both debt and equity. Strategic Alternatives Process As previously disclosed, we are engaged in a strategic alternatives process to explore potential paths to maximize shareholder value. These alternatives may include a merger, reverse merger, or outright sale of the Company. While we are ultimately unsure of whether a transaction will occur altogether, we are encouraged by the level of interest we have received-many potential counterparties have already executed and returned non-disclosure agreements (NDAs), which is a mandatory step in any strategic transaction process. In Closing I realize that there are a lot of "moving parts" within our Company and, as a shareholder, you may not want to delve deeply into our filings, hence the reason I outline our most material efforts in this letter. To reiterate this point, our portfolio remains strong, our rent collections are at 100% and we have managed our maturity schedules well. These facts are not reflected in our current price and an undervaluation of our securities remains a topic of discussion. Our focus remains on protecting and growing shareholder value through prudent asset management, disciplined financial practices, and the exploration of all opportunities that can enhance the company's future. I deeply appreciate your continued confidence in our management team and strategy, and I remain fully aligned with you in seeking the best possible ways to maximize the value of our Company for our stakeholders. Sincerely, David Sobelman Chairman & Chief Executive Officer Generation Income Properties, Inc. (Nasdaq:GIPR) About Generation Income Properties Generation Income Properties, Inc., located in Tampa, Florida, is an internally managed real estate investment trust formed to acquire and own, directly and jointly, real estate investments focused on retail, office, and industrial net lease properties in densely populated submarkets. Additional information about Generation Income Properties, Inc. can be found at the Company's corporate website: www.gipreit.com. Forward-Looking Statements This Current Report on Form 8-K may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. Words such as "anticipate," "estimate," "expect," "intend," "plan," and "project" and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Such statements are based on management's current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Investors are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors. Please refer to the risks detailed from time to time in the reports we file with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 28, 2025, as well as other filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law. Notice Regarding Non-GAAP Financial Measures In addition to our reported results and net earnings per diluted share, which are financial measures presented in accordance with GAAP, this press release contains and may refer to certain non-GAAP financial measures, including Funds from Operations ("FFO"), Core Funds From Operations ("Core FFO"), Adjusted Funds from Operations ("AFFO"), Core Adjusted Funds from Operations ("Core AFFO"), and Net Operating Income ("NOI"). We believe the use of Core FFO, Core AFFO and NOI 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 related measures, including NOI, should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure, and should be considered in addition to, and not in lieu of, GAAP financial measures. You should not consider our Core FFO, Core AFFO, or NOI as an alternative to net income or cash flows from operating activities determined in accordance with GAAP. Our reconciliation of non-GAAP measures to the most directly comparable GAAP financial measure and statements of why management believes these measures are useful to investors are included below. Our reported results are presented in accordance with GAAP. We also disclose funds from operations ("FFO"), adjusted funds from operations ("AFFO"), core funds from operations ("Core FFO") and core adjusted funds of operations ("Core AFFO") all of which are non- GAAP financial measures. We believe these 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 related measures 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 or loss 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 ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gains 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. We then adjust FFO for non-cash revenues and expenses such as amortization of deferred financing costs, above and below market lease intangible amortization, straight line rent adjustment where the Company is both the lessor and lessee, and non-cash stock compensation to calculate Core AFFO. 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. We believe that Core FFO and Core AFFO are useful measures for management and investors because they further remove the effect of non-cash expenses and certain other expenses that are not directly related to real estate operations. We use each as measures of our performance when we formulate corporate goals. As FFO excludes depreciation and amortization, gains and losses from property dispositions that are available for distribution to stockholders and extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses and interest costs, providing a perspective not immediately apparent from net income or loss. However, FFO should not be viewed as an alternative measure of our operating performance since it does not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties which could be significant economic costs and could materially impact our results from operations. Additionally, FFO does not reflect distributions paid to redeemable non-controlling interests. Investor Contacts Investor Relations [email protected] SOURCE: Generation Income Properties View the original press release on ACCESS Newswire

TAMPA, FL / ACCESS Newswire / May 19, 2025 / Generation Income Properties, Inc. (NASDAQ:GIPR) ("GIPR" or the "Company"), a net lease real estate investment trust (REIT), announced its three-month financial and operating results for the period ended March 31, 2025. The Company further announces that its Board of Directors (the "Board") has initiated a review of strategic alternatives for the Company (the "Strategic Review") to identify opportunities to maximize value for the Company's shareholders. The Strategic Review will be led by a Special Committee of the Board which is comprised solely of independent directors (the "Special Committee"). The Special Committee has determined to initiate the process to review strategic alternatives for the Company following inbound expressions of interest. The Board will consider a broad range of opportunities and evaluate the credibility and viability of those opportunities to maximize shareholder value, and such opportunities may include, but not be limited to, a sale, merger, or other strategic or financial transaction. The Board has not set a timetable for the conclusion of its evaluation, nor has it made any decisions related to any potential strategic alternatives at this time. The Company does not intend to comment on this review of strategic alternatives until it deems further disclosure is appropriate or necessary. There can be no assurances as to the outcome or timing of such review, or whether any particular transaction may be pursued or consummated. Quarter Highlights (For the 3 months ended March 31, 2025) Generated net loss attributable to GIP common shareholders of $2.7 million, or ($0.50) per basic and diluted share. Generated net loss Core FFO of $168 thousand, or $0.03 per basic and diluted share. Generated net loss Core AFFO of $39 thousand, or $0.01 per basic and diluted share. FFO and related measures (such as Core FFO and Core AFFO) are supplemental non-GAAP financial measures used in the real estate industry to measure and compare the operating performance of real estate companies. A complete reconciliation containing adjustments from GAAP net income to Core FFO and Core AFFO is included at the end of this release. Portfolio • Approximately 65% of our portfolio's annualized rent as of March 31, 2025, was derived from tenants that have (or whose parent company has) an investment grade credit rating from a recognized credit rating agency of "BBB-" or better. Our largest tenants are the General Service Administration, Dollar General, and the City of San Antonio, who collectively contributed approximately 36% of our portfolio's annualized base rent as of March 31, 2025. • Our portfolio is 93% leased and occupied and tenants are currently 100% rent paying. • Approximately 92% of the leases in our current portfolio (based on ABR as of March 31, 2025) provide for increases in contractual base rent during future years of the current term or during the lease extension periods. • Average effective annual rental per square foot is $15.24. Liquidity and Capital Resources • $631 thousand in total cash and cash equivalents as of March 31, 2025. • Total mortgage loans, net was $64.6 million as of March 31, 2025. Financial Results • During the three months ended March 31, 2025, total revenue from operations remained flat at $2.4 million, as compared for the three months ended March 31, 2024. • Operating expenses, including G&A, for the three months ended March 31, 2025, were $3.8 million as compared to $3.6 million for the three months ended March 31, 2024. Compensation costs decreased by $41,270, or approximately 14.6% as management optimized staffing levels and overhead to align with the Company's scale. • Net loss attributable to common shareholders was $2.7 million for the three months ended March 31, 2025, as compared to $2.9 million for the three months ended March 31, 2024. Commenting on the quarter, a letter from CEO David Sobelman: To the Shareholders of Generation Income Properties, Inc., As we continue to navigate a dynamic economic landscape, I want to reiterate our ongoing commitment to improving our financial foundation and long-term positioning. While the environment presents challenges, it also presents opportunities. Our recent efforts, which I highlight below, focus on placing the company on firmer financial ground while remaining open to strategic growth. Strengthening the Balance Sheet We are actively progressing on our debt restructuring plans. As previously communicated, we are under contract to sell two assets-our Auburn University-leased property in Huntsville, AL, and a Starbucks in Tampa, FL-both of which are under the same loan structure. These transactions are expected to close by the end of May or early June 2025. Upon closing, we will retire approximately $10.7 million in debt, significantly reducing our debt service obligations and enhancing our liquidity. Importantly, a third property under this same loan-the 7-Eleven location in Washington, D.C.-will become completely debt-free, allowing us to retain income from that asset with no encumbrances. In addition, we expect to receive approximately $1 million currently held by the lender, which we intend to deploy toward other outstanding debt obligations and other capital needs. We are also in ongoing discussions with lending partners to evaluate refinancing and potential new financing structures aligned with future acquisitions and UPREIT contributions. We will act prudently and only pursue such initiatives when market conditions and strategic alignment support accretive growth. Equity Strategy and Capital Optimization A key priority for 2025 remains the restructuring or recapitalization of the preferred equity used to acquire the Modiv portfolio in 2023. While this capital is not due to fully mature until August 2026, we recognize the cost burden it places on our long-term growth potential. We are actively exploring options to optimize this element of our capital structure, including discussions that could involve broader preferred equity consolidation or other structures that replace this equity in our overall capitalization. Our aim is to position the company for greater flexibility and scalability as opportunities arise. Portfolio Performance and Tenant Engagement Despite the macroeconomic crosswinds, our portfolio remains stable. We closely monitor the financial health of our tenants and their performance at each location. The first quarter of 2025 provided a reminder of market unpredictability, when a GSA tenant in California issued a lease termination notice, through the DOGE initiative - only to rescind it in April, reinstating the lease and full rent. We continue to see positive tenant behavior, including early lease renewals that reflect a desire to maintain strategic real estate footprints. This aligns well with our long-term investment thesis and validates the selectivity of our acquisition strategy. These early renewals are a strong signal of tenant commitment and portfolio resilience. Market Observations The net lease sector continues to experience a muted transaction environment. Newmark reports that deal volume in our segment has declined for nearly 12 consecutive quarters-a trend driven largely by the sharp contrast between today's interest rates and the ultra-low rate environment of 2020-2021. While interest rates have stabilized somewhat from their 2023 highs-with the 10-year Treasury currently hovering just below 4.50%-we still see lenders incorporating wider spreads to cushion for market volatility. This cautious stance underscores the importance of maintaining strong lender relationships and being agile in our capital planning. Looking Ahead In order to continue to evaluate the multitude of options for the future direction of the Company, the independent Board of Directors recently formed of a committee to evaluate potential strategic alternatives for Generation Income Properties, and I want to provide additional context and clarity to this effort. This step is part of a thoughtful and deliberate process-not an indication of a predetermined outcome. Rather, it reflects the increased inbound interest we've received from a range of parties, some with proven credibility and others less so. Our goal is to ensure a comprehensive, disciplined review of all credible opportunities that may enhance shareholder value. This letter is intended to provide transparency and context-not just updates. We recognize that the economic environment is evolving quickly, and we're committed to staying nimble while protecting shareholder interests. Whether through financial restructuring or evaluating strategic alternatives, our guiding principle remains constant: What is in the best interest of our shareholders? We approach the remainder of 2025 with clarity, focus, and a disciplined mindset. While challenges persist, so too do opportunities for a stronger and more resilient future. Thank you for your continued trust and support. I look forward to keeping you updated on our progress. Sincerely, David SobelmanCEO, Generation Income Properties, Inc. About Generation Income Properties Generation Income Properties, Inc., located in Tampa, Florida, is an internally managed real estate investment trust formed to acquire and own, directly and jointly, real estate investments focused on retail, office, and industrial net lease properties in densely populated submarkets. Additional information about Generation Income Properties, Inc. can be found at the Company's corporate website: www.gipreit.com. Forward-Looking Statements This Current Report on Form 8-K may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. Words such as "anticipate," "estimate," "expect," "intend," "plan," and "project" and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. These statements include, but are not limited to, statements regarding our exploration of strategic alternatives, the timing thereof, and future prospects. Such statements are based on management's current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Investors are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors. Please refer to the risks detailed from time to time in the reports we file with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 28, 2025, as well as other filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law. Notice Regarding Non-GAAP Financial Measures In addition to our reported results and net earnings per diluted share, which are financial measures presented in accordance with GAAP, this press release contains and may refer to certain non-GAAP financial measures, including Funds from Operations ("FFO"), Core Funds From Operations ("Core FFO"), Adjusted Funds from Operations ("AFFO"), and Core Adjusted Funds from Operations ("Core AFFO"). We believe the use of Core FFO and Core AFFO 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 related measures should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure, and should be considered in addition to, and not in lieu of, GAAP financial measures. You should not consider our Core FFO, or Core AFFO as an alternative to net income or cash flows from operating activities determined in accordance with GAAP. Our reconciliation of non-GAAP measures to the most directly comparable GAAP financial measure and statements of why management believes these measures are useful to investors are included below. Generation Income Properties, IncConsolidated Balance Sheets Generation Income Properties, IncConsolidated Statements of Operations(unaudited) The following tables reconcile net loss, which we believe is the most comparable GAAP measure, to FFO, Core FFO, AFFO and Core AFFO: Our reported results are presented in accordance with GAAP. We also disclose funds from operations ("FFO"), adjusted funds from operations ("AFFO"), core funds from operations ("Core FFO") and core adjusted funds of operations ("Core AFFO") all of which are non-GAAP financial measures. We believe these 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 related measures 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 or loss 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 ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude non-recurring or extraordinary items (as defined by GAAP), net gains 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. We then adjust FFO for non-cash revenues and expenses such as amortization of deferred financing costs, above and below market lease intangible amortization, straight line rent adjustment where the Company is both the lessor and lessee, and non-cash stock compensation to calculate Core AFFO. 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. We believe that Core FFO and Core AFFO are useful measures for management and investors because they further remove the effect of non-cash expenses and certain other expenses that are not directly related to real estate operations. We use each as measures of our performance when we formulate corporate goals. As FFO excludes depreciation and amortization, gains and losses from property dispositions that are available for distribution to stockholders and non-recurring or extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses and interest costs, providing a perspective not immediately apparent from net income or loss. However, FFO should not be viewed as an alternative measure of our operating performance since it does not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties which could be significant economic costs and could materially impact our results from operations. Additionally, FFO does not reflect distributions paid to redeemable non-controlling interests. Investor ContactsInvestor [email protected] SOURCE: Generation Income Properties View the original press release on ACCESS Newswire

TAMPA, FLORIDA / ACCESS Newswire / April 1, 2025 / Generation Income Properties, Inc. (NASDAQ:GIPR) ("GIPR" or the "Company") today announced its three and twelve month financial and operating results for the period ended December 31, 2024. Annual Highlights (For the 12 months ended December 31, 2024) Generated net loss attributable to GIP common shareholders of $8.44 million, or ($1.64) per basic and diluted share. Generated Core FFO of $179 thousand, or $0.03 per basic and diluted share. Generated Core AFFO of $373 thousand, or $0.07 per basic and diluted share. FFO and related measures (such as Core FFO and Core AFFO) are supplemental non-GAAP financial measures used in the real estate industry to measure and compare the operating performance of real estate companies. A complete reconciliation containing adjustments from GAAP net income to Core FFO and Core AFFO is included at the end of this release. Portfolio Approximately 60% of our portfolio's annualized rent as of December 31, 2024 was derived from tenants that have (or whose parent company has) an investment grade credit rating from a recognized credit rating agency of "BBB-" or better. Our largest tenants are the General Service Administration, Dollar General, and the City of San Antonio, who collectively contributed approximately 39% of our portfolio's annualized base rent as of December 31, 2024. Our portfolio is 99% leased and occupied and tenants are currently 100% rent paying. Approximately 93% of the leases in our current portfolio (based on ABR as of December 31, 2024) provide for increases in contractual base rent during future years of the current term or during the lease extension periods. Average effective annual rental per square foot is $15.08. Liquidity and Capital Resources $647 thousand in total cash and cash equivalents as of December 31, 2024. Total mortgage loans, net was $56.3 million as of December 31, 2024. Financial Results During the twelve months ended December 31, 2024, total revenue from operations was 9.8 million, as compared to $7.6 million for the twelve months ended December 31, 2023 The overall revenue increase was driven by the integration of the 13-property portfolio acquired from Modiv in August 2023. Operating expenses, including G&A, for the twelve months ended December 31, 2024 were $14.9 million as compared to $11 million for the twelve months ended December 31, 2023 due to increases in depreciation and amortization and interest expense from recent acquisitions. Compensation costs decreased by $312,203, or approximately 23% as management optimized staffing levels and overhead to align with the Company's scale. Net loss attributable to common shareholders was $8.4 million for the twelve months ended December 31, 2024 as compared to $6.2 million for the twelve months ended December 31, 2023. Commenting on the year, a letter from CEO David Sobelman: To my fellow GIPR Shareholders, Our stock price is down to around its all-time low and I think it's important to address that first and acknowledge that it's the most important topic to cover in this year-end letter. As we release the company's results for 2024 I want to provide insight into the decisions we made, a recap of 2024 events, key developments since December 31, and our strategy for repositioning parts of our company to emphasize our long-term value. This letter is long, covering many key topics. To help you navigate to the information most pertinent to you, those topics are outlined below. Stock Price and Dividend Policy 2024 Recap of Events Subsequent Events Capital The Plan for 2025 An average GIPR shareholder currently owns about 650 shares of the company, which includes approximately 4200 shareholders at our last count. I'm stating this because it's important to have the context of our current shareholder base as you read some thoughts around the topics that are important to cover. Stock Price and Dividend Policy As mentioned, our price is at an all-time low. The frank reason is that we believe the market wants a dividend from their REIT investments, and we don't currently provide one. In 2024, we suspended our dividend because it wasn't fully covered by company profits. Early-stage REITs commonly return investor capital through dividends while scaling. Since our IPO in 2021, we chose to pay dividends from cash, given the positive outlook of the net lease investment market. In order to raise public capital through the issuance of common shares, we needed to stabilize our price through dividends. While this is a traditional growth strategy, it did not materialize as expected due to post-COVID economic pressures affecting the real estate and finance sectors. Since 2021, we have experienced significant growth in our portfolio. Our portfolio is now approximately 3.5 times larger than it was three years ago. However, our cost of capital has not decreased. Below is a timeline of key economic events since our NASDAQ listing: September 2021 IPO to Nasdaq March 2022 Interest rates began to rise 2022 - 2023 Cap rates remained low and misaligned with interest rates 2022 - 2024 Net lease transaction volume declined for 11 consecutive quarters to the same levels as 2010, post Great Financial Crisis, due to the above economic drivers. These factors have led us to the decision not to raise additional public capital through the issuance of GIPR common shares subsequent to our IPO. As mentioned, we suspended our dividend in 2024 to prioritize long-term financial health over simply returning capital to shareholders. This was the most difficult decision we've made since listing on Nasdaq, but the financial data clearly indicated it was the right short-term course of action. We believe real estate markets are cyclical, and we are positioning our balance sheet, capital structure, and portfolio to capitalize on the disconnect between capital markets and net lease asset pricing. The next question you're likely asking is, "When will the dividend be reinstated?" While we can't provide a specific date, the key trigger will be reaching profitability-or being very close to it-with a clear path to sustaining a fully covered dividend. Since we believe our stock price has declined primarily due to the lack of a dividend, restoring it is a top priority. In conversations with shareholders, analysts, and bankers, the consensus is clear: "Pay a dividend when you have the means to do so sustainably." We are committed to being both an income provider and a growth company. We have expanded significantly and will continue to grow, with our next major objective being the reinstatement of the dividend. Accomplishments in 2024 There is a tremendous effort to "do a lot with a little" and the team at GIPR is committed to making sure your investment is a long-term success. Below is a list of almost everything we did in 2024 to put us on the trajectory for not only growth, but also for future profitability. Subsequent Events On February 6, 2025, we successfully closed an UPREIT contribution transaction involving three properties, two of which are investment-grade tenanted, for a gross contribution price of just over $11 million. This is a significant achievement for us, bringing our Gross Asset Value (GAV) to approximately $115 million. While the financial success of the deal is important, the story behind it highlights how our values guide our work and bring both financial and personal rewards. In 2004, I was just starting out as a commercial real estate broker in Washington, DC. I was newly licensed and eager, but my draw against commissions was only $30,000 a year - which, in Washington, DC, meant living on a tight budget with no guaranteed commissions coming in. I was hungry to succeed, both figuratively and literally. One day, a senior broker handed me a sticky note with a name and phone number on it, and he asked me to reach out and figure out why this person had initially contacted him. With no prospects to chase, I called the number, introduced myself, and started a conversation. We connected over net lease properties, and a few months later, we closed on my first net lease transaction - a Tractor Supply property in upstate New York. That initial transaction marked the beginning of a lasting relationship. Over time, we became more involved with each other's lives - from celebrating milestones like the birth of my first child (she's off to college this year!) to attending his wedding. Eventually, he reached out for help with his estate planning and real estate holdings, and I was honored to act as an advisor to his family. As the years went on, his strategy shifted. He moved from growing his portfolio through 1031 exchanges to using the 721 UPREIT structure, allowing him to defer capital gains taxes. Starting with one Starbucks location in 2022, he has now used our UPREIT program for 4 properties, all capital gains tax deferred. Looking back over 20 years, I'm reminded of the power of relationships; how you treat people matters, and the bonds you build can last a lifetime. Capital We are consistently analyzing our cost of capital both on a macro and micro level. On a granular level we target a minimum of a 150-basis point spread between our cost of capital and our acquisition cap rates. Our largest preferred equity tranche is with our partner, Loci Capital, in the amount of $14MM. For those that would like to learn more as to "why" we chose to accept Loci's equity, the reason is very simple. We used Loci's preferred investment as a means for us to purchase thirteen (13) properties from Modiv Industrial (NYSE: MDV) in August 2023. Transactions for net lease properties were scarce as the sentiment of the financial markets was based primarily on fear. Therefore, the cap rate for the transaction was higher than usual and we felt it was a good time to purchase these properties when there was less competition to do so. Loci's equity investment allowed us to double the size of the company, in many measures, and provided us an opportunity to grow GIPR when many other REITs were struggling to increase in scale. However, we had a very strong belief that we would be able to recapitalize both the debt and equity that we used for that transaction when the overall financial markets began their stabilization. The Plan for 2025 Debt As previously mentioned, when we did our largest transaction in 2023, we made the decision to take on expensive debt with the understanding that the cap rate would be fixed but the debt could be adjusted as time went on. These assets have performed as expected and remained profitable at the property level, but we believe there is an opportunity to reduce our interest rate in these assets and increase their profitability and spread between our cost of capital and going-in cap rate for the benefit of the company. Recapitalize equity We have some equity that needs to be addressed. We knew that when we originally took the Loci Preferred equity, and I led the decision to do so because the inflection point was either not grow at all or grow and recapitalize the equity as fast as possible. We are hyper-focused on replacing the preferred equity with either new, less expensive equity and/or less expensive debt in order to provide some stability to our assets. Recycle Capital I have heard that the name of our company doesn't match our investment thesis. Some people that I've spoken with, including shareholders and equity partners, originally believed that we just bought assets to hold indefinitely and that this was the "Generational" outlook we had. Although we do take a generational, long-term focus, we acknowledge that our generational focus requires us to be nimble and flexible at times. Our hands-on asset management allows us to find gaps in our assets, tenants, real estate and other long-term investments in order to make decisions on whether or not we should buy, hold, sell or refinance. By selling and repositioning capital, this strengthens our balance sheet by identifying and executing on opportunities to dispose of under-performing assets or properties that are not core to our investment thesis and we will continue to review our portfolio to identify these opportunities. If we're successful with our plan to refinance our properties, sell assets and reposition parts of our portfolio, we'll use the capital derived from those events to reinvest into the company in the form of purchasing new assets, paying down additional debt, paying down some preferred equity or into the overall operations of the company. UPREITs We've discussed Umbrella Partnership Real Estate Investment Trusts transactions (UPREITs) in the past, sometimes these are called contributions or 721 exchanges. We've successfully used this growth mechanism since early in our life cycle. However, since there is a drastic decline in overall transaction volume in the net lease real estate industry, we believe UPREITs have become popular, and our acquisitions team has developed a pipeline of potential UPREIT assets that is larger than any time in the company's history. The main driver of why someone would contemplate these types of transactions is: They trust our management team. They want a tax-deferred solution for themselves (similar to a 1031 exchange). They don't want to do a 1031 exchange and thereby have the associated continued ownership responsibilities. They are planning for a time when they may not want to be actively involved in their real estate holdings. They are planning their estates, so their heirs do not have to own real estate assets. They are trying to solve for a "friendly" way to dissolve a partnership and have each partner make their own decisions on how to manage their equity. They are unable to sell their asset in a traditional method. They want to continue to receive income while they no longer have ownership responsibilities. Decrease General and Administrative Expenses While we've always been somewhat frugal, we realize that we should be mindful of every expense in this market. We have looked closely, line by line, at our expenses and made determinations of what was helpful to have but not immediately and directly influencing our path to growth. Raise new capital for acquisitions and operations As we've already proven this year, we're able to raise new capital at the operating partnership level and will continue to make this a primary effort going forward. Dividend Policy Our major intent is to reinstate our dividend as fast as possible, and we believe these activities will bring us closer to that this year. Communication I've heard from a few shareholders that we don't communicate enough. Therefore, you're going to see our announcements and communications more frequently in an effort to reach as many people as possible. However, I invite you to sign up for our company distribution list in order for you to receive information as soon as it's released. Conclusion As you can see, I had a lot to say! You deserve full transparency about what we're doing. It's not all good news, but you know what we've done, what we're planning, and why we're making these decisions. We have a tremendous amount of work ahead, and we're tackling it with a small but highly skilled and dedicated team. Right now, we are undervalued, overlooked, and perceived as a risk. My job is to change that. This year, as I mentioned, we're committed to improving communication. We've realized that our current level of outreach isn't enough. You'll hear more from us-sometimes in financially or economically focused announcements, and other times in updates that reflect our broader mission. We're not just buying properties; we're building a company and a community. While economics are fundamental, truly successful companies offer more than just financial returns-they provide mission, purpose, values, and culture. I appreciate the trust you've placed in me and take that responsibility seriously. I look forward to our continued growth and keeping you informed every step of the way. Thank you. David Sobelman About Generation Income Properties Generation Income Properties, Inc., located in Tampa, Florida, is an internally managed real estate investment trust formed to acquire and own, directly and jointly, real estate investments focused on retail, office, and industrial net lease properties in densely populated submarkets. Additional information about Generation Income Properties, Inc. can be found at the Company's corporate website: www.gipreit.com. Forward-Looking Statements This Current Report on Form 8-K may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. Words such as "anticipate," "estimate," "expect," "intend," "plan," and "project" and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Such statements are based on management's current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Investors are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors. Please refer to the risks detailed from time to time in the reports we file with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 28, 2025, as well as other filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law. Notice Regarding Non-GAAP Financial Measures In addition to our reported results and net earnings per diluted share, which are financial measures presented in accordance with GAAP, this press release contains and may refer to certain non-GAAP financial measures, including Funds from Operations ("FFO"), Core Funds From Operations ("Core FFO"), Adjusted Funds from Operations ("AFFO"), Core Adjusted Funds from Operations ("Core AFFO"), and Net Operating Income ("NOI"). We believe the use of Core FFO, Core AFFO and NOIare useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO and related measures, including NOI, should not be considered alternatives to net income as a performance measure or to cash flows from operations, as reported on our statement of cash flows, or as a liquidity measure, and should be considered in addition to, and not in lieu of, GAAP financial measures. You should not consider our Core FFO, Core AFFO, or NOI as an alternative to net income or cash flows from operating activities determined in accordance with GAAP. Our reconciliation of non-GAAP measures to the most directly comparable GAAP financial measure and statements of why management believes these measures are useful to investors are included below. Consolidated Balance Sheets   Consolidated Statements of Operations   Reconciliation of Non-GAAP Measures(unaudited) The following tables reconcile net income (loss), which we believe is the most comparable GAAP measure, to Net Operating Income ("NOI"):   FFO and Related Measures(unaudited) The following tables reconcile net income (loss), which we believe is the most comparable GAAP measure, to FFO, Core FFO, AFFO, and Core AFFO: The table above presents FFO in accordance with the most current available NAREIT guidance and in alignment with current industry standards.   Our reported results are presented in accordance with GAAP. We also disclose funds from operations ("FFO"), adjusted funds from operations ("AFFO"), core funds from operations ("Core FFO") and core adjusted funds of operations ("Core AFFO") all of which are non-GAAP financial measures. We believe these 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 related measures 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 or loss 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 ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gains 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. We then adjust FFO for non-cash revenues and expenses such as amortization of deferred financing costs, above and below market lease intangible amortization, straight line rent adjustment where the Company is both the lessor and lessee, and non-cash stock compensation to calculate Core AFFO. 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. We believe that Core FFO and Core AFFO are useful measures for management and investors because they further remove the effect of non-cash expenses and certain other expenses that are not directly related to real estate operations. We use each as measures of our performance when we formulate corporate goals. As FFO excludes depreciation and amortization, gains and losses from property dispositions that are available for distribution to stockholders and extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses and interest costs, providing a perspective not immediately apparent from net income or loss. However, FFO should not be viewed as an alternative measure of our operating performance since it does not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties which could be significant economic costs and could materially impact our results from operations. Additionally, FFO does not reflect distributions paid to redeemable non-controlling interests. Investor ContactsInvestor [email protected] SOURCE: Generation Income Properties View the original press release on ACCESS Newswire