ACRES Commercial Realty Corp.

Good day, ladies and gentlemen, and welcome to the first quarter 2022 Acres Commercial Realty Corp Earnings Conference Call. Currently, all participants are in a listen-only mode. Later, we will conduct a question and answer session with instructions to follow at that time. If anyone requires assistance during the conference, please press star then zero on your touchtone telephone. As a reminder, this call is being recorded. I would now like to introduce your host for today's conference, Kyle Brengel, Vice President. You may begin.

Good afternoon, and thank you for joining our call. Before we begin, I want to remind everyone that certain statements made during this call are not based on historical information and may constitute forward-looking statements. When used in this conference call, the word believes, anticipates, expects, and similar expressions are intended to identify forward-looking statements. Although the company believes that these forward-looking statements are based on reasonable assumptions, Such statements are based on management's current expectations and beliefs and are subject to several trends, risks, and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements. These risks and uncertainties are discussed in the company's reports filed with the SEC, including its reports on Forms 8K, 10Q, and 10K, and in particular, the Risk Factors section of its Form 10K. Listeners are cautioned not to place undue reliance on these forward-looking statements. which speak only as of the date hereof. The company undertakes no obligation to update any of these forward-looking statements. Furthermore, certain non-GAAP financial measures may be discussed on this conference call. Our presentation of this information is not intended to be considered in isolation or as a substitute to the financial information presented in accordance with GAAP. Reconciliations of non-GAAP financial measures to the most comparable measures prepared in accordance with generally accepted accounting principles are contained in the earnings presentation for the past quarter. With me on the call today are Mark Vogel, President and CEO, and Dave Bryant, ACR's CFO. Also available for Q&A is Andrew Fentress, Chairman of ACR. I will now turn the call over to Mark.

Andrew Fentress Good afternoon, everyone, and thank you for joining our call. Today, I will provide an overview of the company's loan originations, real estate investments, and the health of the investment portfolio, while Dave Bryant will discuss the financial statements, liquidity condition, book value, and operating results for the first quarter, and provide an update on 2022 projected results. Of course, we look forward to your questions at the end of our prepared remarks. The Acres Origination Team delivered $99.9 million of new loan commitments in the first quarter, comprising three multifamily loans. Loan payoffs during the period were $92.3 million, comprising eight loans with weighted average rates of 5.33%. This net activity resulted in relatively flat production for Q1. The newly originated loans pay coupon interest at the one-month benchmark rates, which comprise LIBOR and SOFR, plus a weighted average spread of 3.37%. The weighted average spread of the floating rate loans in the company's $1.9 billion commercial real estate loan portfolio remain flat at 3.67% over the one month benchmark rates. The weighted average benchmark rate is 1.1% as of April 30th, 2022. We observed spread widening in the period and are mindful of further potential widening as we deploy capital on our way to getting the company fully invested. We plan to grow the loan portfolio net of repayments to have a loan book of at least $2.3 billion by year end 2022. Additionally, our team completed $51.6 million of initial equity investments on two properties immediately following quarter end, comprising a 388-key full-service operating hotel in Appleton, Wisconsin, and a student housing complex with approved plans to develop a nearby parcel into a 516-bed student housing property in Tallahassee, Florida. We expect these newest equity investments to deliver untaxed capital gains in the future using the company's capital loss carry forwards and create returns that can be reinvested into the loan origination pipeline once realized. The company has $242 million of liquidity as of March 31st, sufficient to meet our goal of getting fully invested and maintaining ample reserves for any unforeseen market events. The portfolio has continued to perform. demonstrating sound and consistent underwriting and proactive asset management. The company ended the quarter with $1.9 billion of commercial real estate loans across 89 individual investments, of which only two, comprising 1% of the portfolio, were delinquent and one which was performing in accordance with a forbearance agreement. As of March 31st, the number of watch list loans has reduced to seven, representing 6.5% of the portfolio. We entered into a purchase and sale agreement for one of the two real estate assets acquired through a deed in lieu of foreclosure. We expect that the net proceeds will approximate our carrying value when the sale is completed. In summary, the Acres team is pleased with the quality of the investment portfolio, including investments in real estate, along with the improved balance sheet profile and the prospects for new originations and capital appreciation going forward. We will continue to execute on our business plan by originating high-quality investments, actively managing the portfolio, and continuing to focus on growing earnings and book value for the company's shareholders. We will now have ACR's CFO, Dave Bryant, discuss the financial statements and operating results during the first quarter of 2022.

Thank you, and good afternoon. Gap net loss allocable to common shares in the first quarter was $2.8 million for $0.30 per share. compared to gap net income of $7.3 million or $0.76 per share in the fourth quarter. In the first quarter, we recorded a reversal of general loan reserves of $1.8 million, compared to a $5.8 million reversal in the CECL provision in the fourth quarter. In addition, we charged off $2.3 million related to the settlement of a legacy loan, which had been fully reserved. Reversal of general reserves reflects several factors. One, we have seen continued improvements in property level operations supported by a generally positive outlook in the macroeconomic environment. Two, our loan bulk is of newer vintage, with over 70% originated within the last 12 months. Three, our loan portfolio is 73% multifamily, which has the lowest historical losses of all asset classes for us and those evaluated in the model that we used to support the CECL reserve. The impact of the CECL estimate and the charge loss resulted in a total allowance for credit losses on March 31st of $4.7 million, which now represents 0.25% of the $1.9 billion loan portfolio at par. Net interest income was $7.8 million, or $0.85 per share. in the first quarter as compared to $11.9 million or $1.25 per share in the fourth quarter. As a reminder, the fourth quarter results included $3.3 million or $0.35 per share of income related to loan payoffs. In addition, we saw loans with higher coupons and base rate floors paying off as compared to newly originated loans. Other income includes a loan recovery of $630,000 on a middle market loan in a business line that was disposed of several years ago. First quarter also included non-recurring charges of approximately $500,000 related to the retirement of convertible note debt and approximately $1 million for charges related to the termination of two static CLOs included in interest expense. We also had a non-recurring non-cash charge of approximately $700,000 for real estate depreciation. In addition, loans paid off in the first quarter of 2022 at rate floors of 1.89%, contrasted with newly originated loans that had rate floors of eight basis points. Focusing on G&A, we have some seasonality in Q1 expenses. Specifically, we incurred $620,000 or the bulk of our audit expense during Q1 when the work was performed. In addition, we reflect the majority of our franchise taxes in Q1, which was $140,000. Furthermore, we had some unusual G&A costs related to the termination of CLOs, which totaled $155,000, and other non-recurring items for $130,000. These items combined to approximately $1.1 million. When we consider these items, we expect a quarterly G&A run rate of approximately $2.4 to $2.5 million for the balance of 2022. Gap book value per share increased to $24.10 on March 31, 2022 from $23.87 on December 31, 2021. The increase to book value per share for the first quarter was partially driven by $0.41 of per share accretion from common stock repurchases offset by $0.31 of gap net loss per share. During Q1, the company used $3.9 million of its board-approved share repurchase plan of $20 million. These repurchases redeemed 315,000 shares and represented a 49% discount to book value per share on March 31st. The gap debt to equity leverage ratio decreased from 4.0 times on December 31st to 3.7 times on March 31st. The recourse debt leverage ratio increased from 0.8 times on December 31st to 0.9 times on March 31st. In February, the company repurchased $39.8 million of principal of the 4.5% convertible senior notes. We also redeemed the remaining $94.8 million and $142.4 million of principal of the senior notes in the 2020 RSO 9 CLO and 2020 RSO 8 CLO, respectively. The decrease to the leverage ratio and the increase to the recourse debt leverage ratios were primarily due to the liquidation of the two static CLOs, coupled with related financing on the company's bank warehouse facilities. Available liquidity at the end of April was approximately 173 million, including approximately 30 million of unrestricted cash, 108 million of projected financing available on unlevered assets, and 75 million of availability on the 12% senior unsecured notes these components were offset by a working capital reserve target of 40 million looking forward we currently project that the company will incur gap losses between 0 and 15 cents per share for 2022. this projected loss is primarily caused by depreciation and amortization related to the company's investments in commercial real estate properties this represents an improvement over our projections given in early March. The improvement is partially due to the decline in our CISO reserve from 35 basis points to 25 basis points during the period. Also, we've seen an increase in benchmark rates, and the forward base rate curve forecasts further increases compared to what was expected at year-end 2021, which has increased our net interest income projections. Our income projection remains subject to volatility from rate increases, loan payoff volume, and other non-recurring or unexpected items that may arise. With the additional financing capacity provided by the close of the 2021 CLOs, we expect net loan growth in 2022. We also anticipate that our real estate equity investments to maximize the utilization of the company's tax loss carry-forwards, thereby growing earnings and book value as projected capital gains that can be retained in future years. To that end, we closed two new assets in the beginning of April, as Mark discussed, and they are highlighted in our earnings presentation. Now I will turn the call to Andrew Fentress for closing remarks.

Thank you, Dave. We approached the quarter with caution in anticipation of some spread widening. And while not dramatic, we have seen spreads widen across the landscape. And we're looking forward to deploying capital into the current quarter in the back half of the year. The portfolio remains sound with nearly all the watch list names fully resolved. And the company has ample liquidity to reach our target of being fully invested later this year. The Acres platform continues to present interesting opportunities to evaluate, and our sponsor clients want to do more transactions with us. Our mission is to deliver shareholders' value over the long term. We are focused on maximizing earnings, investing in high-quality assets, and strategically returning capital through share repurchases and dividends over time. This concludes our opening and prepared remarks, and I'll turn the call back to the operator for questions.

Thank you. If you'd like to register for a question, please press the one followed by the four on your telephone. You'll hear a three-tone prompt to acknowledge your request. If your question has been answered and you'd like to withdraw your registration, please press the one followed by the three. Once again, to register for a question, please press the one followed by the four. And there appear to be no questions at this time. Actually, we just got a question from Rick with Austin Ventures. Please proceed with your question.

Hey, this is Rick . I go back with this company 10 years, not acres, but back to XAN and RSO. And I've just watched a steady decline, and I'm not seeing any progress, but I'm just too stubborn because I actually was sold on this and sold a lot of people on the common stock here. I'm just kind of trying to figure out, like, why is it so anemic on the trading? And you're looking at, what, an average of 20,000 shares a day. That's almost like not even being there. Has anybody got a comment on that?

Hey, Rick. This is Andrew Fentress. And I don't have a good answer for you as to why there's the volume that trades on the exchange every day. As we've indicated in our balance sheet, you can see there's just under 10 million shares outstanding. But I can't tell you as to why the volume does what it does. Any positive thoughts for the future? On dividends for the common? We're focused on returning capital to shareholders and whether or not that's coming through share repurchases where the company has an active share repurchase program in the market each day. And the number of shares were reported in the quarter. And so that's the best way that we can return capital to shareholders right now is by repurchasing shares at the discount that they're trading at. and increasing book value. And then when we get through the NOLs, the plan is to turn the dividend back on. Okay.

Thank you. And once again, to register for a question, please press the 1 followed by the 4. There are no further questions at this time.

Thank you, everyone, for joining the call. As always, our line is open. If anybody has any questions they'd like to talk to us about, please reach out, and we look forward to speaking with everybody again soon.

That does conclude the conference call for today. We thank you for your participation and ask that you please disconnect your line.