14.INCOME TAXES

As discussed in Note 2, the Company began operating in compliance with REIT requirements for federal income tax purposes effective January 1, 2016. As a REIT, the Company must distribute at least 90 percent of its taxable income (including dividends paid to it by its TRSs) except to the extent offset by NOLs. In addition, the Company must meet a number of other organizational and operational requirements. It is management's intention to adhere to these requirements and maintain the Company's REIT status. Most states where the Company operates conform to the federal rules recognizing REITs. Certain subsidiaries have made an election with the Company to be treated as TRSs in conjunction with the Company's REIT election; the TRS elections permit the Company to engage in certain business activities in which the REIT may not engage directly. A TRS is subject to federal and state income taxes on the income from these activities. A provision for taxes of the TRSs and of foreign branches of the REIT is included in its consolidated financial statements.

Income (loss) before provision for income taxes by geographic area is as follows:

For the year ended December 31,

2025

2024

2023

(in thousands)

Domestic

$

703,863

$

797,774

$

377,150

Foreign

538,175

(25,108)

171,353

Total

$

1,242,038

$

772,666

$

548,503

The provision for income taxes consists of the following components:

For the year ended December 31,

2025

2024

2023

(in thousands)

Current provision:

State

$

2,052

$

2,758

$

8,099

Federal

693

Foreign

80,386

34,318

38,360

Total current

83,131

37,076

46,459

Deferred (benefit) provision for taxes:

Federal

10,410

8,021

8,280

State

1,814

1,458

1,431

Foreign

92,686

(26,540)

52,003

Change in valuation allowance

(459)

3,974

(57,085)

Total deferred

104,451

(13,087)

4,629

Total provision for income taxes

$

187,582

$

23,989

$

51,088

The tables below provide a reconciliation of the provision for income taxes at the statutory U.S. Federal tax rate (21%) and the effective income tax rate. The 2025 amounts in the reconciliation are presented under the new ASC 740 guidance effective for annual periods beginning after December 15, 2024. The Company has applied the guidance prospectively.

For the year ended

December 31, 2025

(in thousands)

%

Statutory federal expense

$

260,829

21.0%

State and local tax expense (1)

4,399

0.4%

Foreign tax effects:

Brazil

Statutory tax rate difference between Brazil and United States

27,905

2.2%

Other

9,951

0.8%

Canada

Statutory tax rate difference between Canada and United States

(15,092)

(1.2%)

Local provincial taxes

28,643

2.3%

Withholding taxes

16,260

1.3%

Sale of Canadian subsidiary

(29,220)

(2.4%)

Other

857

0.1%

Other foreign jurisdictions

18,422

1.5%

REIT adjustment

(144,653)

(11.6%)

Other

9,281

0.7%

Provision for income taxes

$

187,582

15.1%

For the year ended December 31,

2024

2023

(in thousands)

Statutory federal expense

$

162,260

$

115,186

Rate and permanent differences on non-U.S. earnings (2)

(1,842)

31,722

State and local tax expense

3,543

9,288

REIT adjustment

(163,795)

(75,513)

Permanent differences

12,868

11,872

Uncertain tax positions

(293)

14,202

Other

7,274

1,416

Valuation allowance

3,974

(57,085)

Provision for income taxes

$

23,989

$

51,088

              

(1)States making up more than 50% of the state tax expense include Louisiana, Florida, Texas, and New Hampshire.

(2)This item includes the effect of foreign exchange rate changes which were previously shown on a separate line.

The table below provides cash paid for income taxes by jurisdiction representing more than 5% of the Company’s total cash paid for income taxes.

For the year ended

December 31, 2025

(in thousands)

U.S. federal income taxes

$

511

U.S. state income taxes

1,215

International income taxes

Brazil

21,807

Canada

7,077

Costa Rica

3,885

Guatemala

3,133

Puerto Rico

3,092

South Africa

3,682

Other

8,373

Total income taxes paid

$

52,775

The components of the net noncurrent deferred income tax asset (liability) accounts are as follows:

As of December 31,

2025

2024

(in thousands)

Deferred tax assets:

Net operating losses

$

25,053

$

30,942

Property, equipment, and intangible basis differences

24,646

18,217

Accrued liabilities

19,894

14,892

Non-cash compensation

18,269

25,830

Operating lease liability

282,818

254,521

Deferred revenue

5,695

5,735

Allowance for doubtful accounts

3,897

2,854

Currency translation

(3,453)

64,881

Other

4,230

8,146

Valuation allowance

(14,251)

(19,326)

Total deferred tax assets, net (1)

366,798

406,692

Deferred tax liabilities:

Property, equipment, and intangible basis differences

(342,740)

(171,763)

Right of use asset

(269,090)

(240,300)

Straight-line rents

(17,068)

(16,877)

Deferred foreign withholding taxes

(23,285)

(8,950)

Other

3,992

Total deferred tax liabilities, net (1)

$

(281,393)

$

(31,198)

(1)Of these amounts, $35,716 and $317,109 are included in Other assets and Other long-term liabilities, respectively, on the accompanying Consolidated Balance Sheets as of December 31, 2025. As of December 31, 2024, $53,974 and $85,172 are included in Other assets and Other long-term liabilities, respectively, on the accompanying Consolidated Balance Sheet.

A deferred tax asset is reduced by a valuation allowance if based on the weight of all available evidence, including both positive and negative evidence, it is more likely than not (a likelihood of more than 50%) that the value of such assets will not be realized. The valuation allowance should be sufficient to reduce the deferred tax asset to the amount that is more likely than not to be realized. The realization of deferred tax assets, including carryforwards and deductible temporary differences, depends upon the existence of sufficient taxable income of the same character during the carryback or carryforward period. All sources of taxable

income available to realize the deferred tax asset, including the future reversal of existing temporary differences, future taxable income exclusive of reversing temporary differences and carryforwards, taxable income in carryback years and tax-planning strategies, should be considered.

The Company has recorded a valuation allowance for certain deferred tax assets as management believes that it is not “more-likely-than-not” that the Company will generate sufficient taxable income in future periods to recognize the assets. Valuation allowances of $14.3 million and $19.3 million were being carried to offset net deferred income tax assets as of December 31, 2025 and 2024, respectively. The net change in the valuation allowance for the years ended December 31, 2025 and 2024 was a decrease of $5.1 million and an increase of $3.2 million, respectively.

The Company has available at December 31, 2025, a federal NOL carry-forward of approximately $366.2 million. $343.8 million of these NOL carry-forwards will expire between 2029 and 2037, and $22.4 million have an indefinite carry-forward. As of December 31, 2025, $343.8 million of the federal NOLs are attributes of the REIT. The Company may use these NOLs to offset its REIT taxable income, and thus any required distributions to shareholders may be reduced or eliminated until such time as the NOLs have been fully utilized. The Internal Revenue Code places limitations upon the future availability of NOLs based upon changes in the equity of the Company. If these occur, the ability of the Company to offset future income with existing NOLs may be limited. In addition, the Company has available at December 31, 2025, a foreign NOL carry-forward of $67.0 million and a net state operating tax loss carry-forward of approximately $221.5 million. These net operating tax loss carry-forwards began to expire in 2025.

The tax losses generated in tax years 2006 and forward remain subject to audit adjustment, and tax years 2018 and forward are open to examination by the major jurisdictions in which the Company operates.

The Company is subject to income tax and other taxes in the geographic areas where it holds assets or operates, and the Company periodically receives notifications of audits, assessments, or other actions by taxing authorities. In certain jurisdictions, taxing authorities may issue notices and assessments that may not be reflective of the actual tax liability for which the Company will ultimately be liable. In the process of responding to assessments of taxes that the Company believes are not reflective of the Company’s actual tax liability, the Company avails itself of both administrative and judicial remedies. The Company evaluates the circumstances of each notification or assessment based on the information available and, in those instances in which the Company does not anticipate a successful defense of positions taken in its tax filings, a liability is recorded in the appropriate amount based on the underlying assessment.

The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return if applicable. As of December 31, 2025, 2024, and 2023 the total amount of unrecognized tax benefits are $14.9 million, $13.9 million, and $14.2 million, respectively, all of which would impact the effective rate if recognized. The Company expects the unrecognized tax benefits to change over the next 12 months if the applicable statute of limitations expire and the impact could range from zero to $3.0 million. For the period ended December 31, 2025, the Company recorded penalties and interest expense related to unrecognized tax benefits of $0.4 million as interest expense.

A reconciliation of the beginning and ending amount of unrecognized tax benefits are as follows:

For the year ended December 31,

2025

2024

2023

(in thousands)

Balance, January 1,

$

13,909

$

14,202

$

Additions based on tax positions related to the current year

3,775

3,557

5,023

Additions and reductions for tax positions of prior years

359

(1,519)

9,179

Reductions for lapse in statute of limitations

(3,126)

(2,331)

Balance, December 31,

$

14,917

$

13,909

$

14,202

In connection with a current tax assessment in Brazil, the taxing authorities have issued income tax deficiencies related to purchase accounting adjustments for tax years 2017 through 2020. In addition, the taxing authorities have issued income tax deficiencies related to the deductibility of foreign exchange losses on the Company’s intercompany loan for the 2020 tax year. The Company disagrees with these assessments and is appealing with the higher appellate taxing authorities. The Company estimates that there is a more likely than not probability that the Company’s position will be sustained upon appeal. Accordingly, no liability has been recorded. The Company will continue to vigorously contest the adjustments and expect to exhaust all administrative and judicial remedies necessary to resolve the matters, which could be a lengthy process. There can be no assurance that these matters will be resolved in the Company’s favor, and an adverse outcome, or any future tax examinations involving similar assertions, could have a material effect on the Company’s results of operations or cash flows in any one period. As of December 31, 2025, the Company

estimates the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $109.7 million; excluding penalties and interest of $172.8 million.

The Company removed the permanent reinvestment assertion on retained earnings and capital for its foreign subsidiaries in prior years. Argentina’s sale eliminated the last of the Company’s permanent reinvestment assertions in 2024. As a result, the Company has recorded cumulative deferred foreign withholding taxes of $23.3 million at December 31, 2025. No additional income taxes have been provided for any additional outside basis difference inherent in these entities, as these amounts continue to be indefinitely reinvested in foreign operations except as noted in Guatemala, El Salvador, and Nicaragua. The deferred incomes taxes related to the Guatemala, El Salvador, and Nicaragua subsidiaries are immaterial and determining the amount of unrecognized deferred tax liability for any additional outside basis differences in indefinitely reinvested entities is not practicable.

The U.S. government enacted comprehensive tax legislation in the form of the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act subjects a U.S. shareholder to tax on Global Intangible Low-Taxed Income (“GILTI”) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. The Company has elected to account for GILTI in the year it is incurred.

Historical Timeline

Fiscal YearFiled
2025Feb 27, 2026Showing above
2024Feb 26, 2025
2023Feb 28, 2024
2022Mar 1, 2023
2021Mar 1, 2022
2020Feb 25, 2021
2019Feb 24, 2020
2018Feb 28, 2019
2017Mar 1, 2018
2016Mar 1, 2017
2015Feb 26, 2016

About Income Taxes Disclosures

The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.

Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.