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spk01: Good day, and thank you for standing by, and welcome to CTO Realty Growth, Inc. Q3 2020-2022 earnings call. At this time, our participants are in a listen-only mode. After the speaker's presentation, there will be a question-and-answer session. To ask a question during the session, you'll need to press star 1 on your telephone. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Matt Partridge, Chief Financial Officer. Please go ahead.
spk10: Good morning, everyone, and thank you for joining us today for the CTO Realty Growth Third Quarter 2022 Operating Results Conference Call. With me today is our CEO and President, John Albright. Before we begin, I'd like to remind everyone that many of our comments today are considered forward-looking statements under federal securities law. The company's actual future results may differ significantly from the matters discussed in these forward-looking statements, and we undertake no duty to update these statements. Factors and risks that could cause actual results to differ materially from expectations are disclosed from time to time in greater detail in the company's Form 10-K, Form 10-Q, and other SEC filings. You can find our SEC reports, earnings release, supplemental, and most recent investor presentation on our website at ctoreet.com. With that, I'll now turn the call over to John.
spk00: Thanks, Matt, and good morning, everyone. I'm very pleased with our team's strong execution during the third quarter across all phases of our business. We opportunistically sold several legacy properties, including our multi-tenanted office property, and as we discussed during our last earnings call, we invested it into our first public-anchored asset, Madison Yards, in Atlanta, Georgia. We also completed a number of capital markets transactions that fortified our balance sheet, continued to have good success with our leasing initiatives, and drove more than 36% year-over-year AFFO growth during the quarter. On top of it all, we had a nice start to the fourth quarter with our acquisition of West Broad Village in Richmond, Virginia, which is a very high-quality property that we believe has great long-term upside. If you look at our transaction activities over the past four months, we found some excellent grocery anchor opportunities as we continued our portfolio repositioning efforts by taking advantage of the disruption in the market and executing on strategic asset recycling. During the quarter, we sold 245 Riverside, our lone remaining office property in Jacksonville, Florida, and we also sold two single-tenant assets in our master lease property outside of Miami in Hialeah, Florida for a total disposition volume of $57 million at a 6.3% blended exit cap rate. These dispositions proceeds and the proceeds from our asset sales during the first half of the year effectively match funded our purchase of Madison Yards. As we've highlighted in the past, the 162,500 square foot property sits on a great infill location along the Beltline in Atlanta, Georgia. It was an opportunity to enhance our portfolios tenant quality while also improving our geographic exposure by further investing in Atlanta, which we believe is one of the best markets in the country. The asset has excellent stable cash flow, a terrific customer draw in Publix, and represents a great core property that has set the benefit from the rapid pace of growth of the Ingman Park and Reynolds sub-market and the long-term prospects of the broader Atlanta area. West Broad Village, which is our most recent acquisition that we acquired two weeks ago, spans more than 392,000 square feet on 33 acres and has some similar characteristics, including a very strong grocer in Whole Foods, as well as a great complimentary retail tenants in REI, Dave & Buster's, and HomeGoods. We acquired this property meaningfully below replacement costs with 17% vacancy, which we believe provides us upside as we emphasize value-added leasing and look to reposition the asset as dominant lifestyle property in the high-end, short-pumped sub-market of Richmond, Virginia. Overall, if we take a step back and look at how our portfolio has evolved since the beginning of the year, we've been able to trade out of office and single-tenant assets and reinvest into properties anchored by tenants such as Whole Foods, HomeGoods, Publix, REI, Ross Dress for Less, and Best Buy, while further diversifying our overall tenant exposure and giving our portfolio more long-term upside through lease-up of acquired vacancy and re-tenanting units that currently have below-market rents as they become available. We've been able to drive attractive net investment spreads while also more than doubling our grocery-anchored asset exposure to nearly 30% of the portfolio and increasing our overall retail and mixed-use portfolio makeup to nearly 90%. While we're excited about these new investments, we're also highly focused on maximizing the value of our existing portfolio through active asset management, leasing, and our capital investments program. We're starting to see the benefits of the leases we've signed over the past few quarters, with new leases beginning to open at a number of our properties. The most notable gains have occurred at Ashford Lane, where nearly a dozen new tenants have opened or will open over the next few months. The property is currently 78% occupied and more than 85% leased. And with the progress we've made on the lawn, we have a strong tailwind to fill the remaining unleased vacancy to drive additional revenue in the next 12 to 24 months. The operational gains are not just through revenue growth. We're also finding ways to operate the properties more efficiently. The combination of the two resulted in year-over-year store NOI growth of 12% in the quarter, is up more than 20% year-to-date. From a leasing perspective, we signed seven new leases in the quarter, totaling 43,000 square feet at an annual average rent of over $36 per square foot. More than half of this leased square footage is for existing vacancy acquired when we purchased the property, and the largest of the new leases signed at our property in Winter Park, Florida, where we now lease the entire top floor. Two of the new leases were in locations where the tenant either vacated the property or relocated them to a previously vacant unit. In these instances, we grew expiring rent by 47%. Of our nine renewals and extensions during the quarter, we experienced nearly 8% growth in comparable new per square foot lease rates as we continue to benefit from meaningful tenant demand for our high-quality locations. Within our structured investments portfolio, we anticipate the borrower of Water Star Loan to fully repay the outstanding balance before the end of the year, which will allow us to pay down debt until we find new additional opportunities for reinvestment. All of our successes are not without some challenges. We've been notified that the WeWork location at our shops at Legacy Property in Plano, Texas will be going dark before the end of the year. We have a corporate guarantee in place that should make the anticipated plan needed to find a replacement tenant. And while we recognize it will take some time and effort to find the right tenant, we believe we can find a productive backfill that will benefit the property given the strength of the market. Additionally, we do have one regal theater in the portfolio at our Beaver Creek crossing property outside of Raleigh, North Carolina. We've been in dialogue with their representatives and they are currently no indication that our lease will be rejected in bankruptcy. However, given that the box is separately parceled and the Raleigh market is one of the fastest-growing, most in-demand markets in the country, we believe we have an attractive set of alternatives available to us should they decide to vacate the space. Finally, on the capital investment side of things, the lawn at Ashford Lane is largely complete, and we expect that the space to be fully operational and activated as we head towards the holiday season. I'll now pass it over to Matt to talk about our performance in the quarter, capital market activities, and increased guidance.
spk10: Thanks, John. With the inclusion of West Broad Village, our income property portfolio consists of 19 properties comprising approximately 3.1 million square feet of rentable space across 15 markets. Our largest markets are now Atlanta, Georgia, Dallas, Texas, Richmond, Virginia, and Raleigh, North Carolina, where we've seen strong tenant demand, excellent population growth, and above-average wage growth. Fidelity continues to be our largest tenant exposure, but with the shift in portfolio makeup that John talked about, we've added a number of high-quality retail tenants to our top 20 tenant list, and we've nearly finalized our transition to retail and mixed-use assets. At quarter end, our portfolio is 92% occupied, and we reported lease occupancy of more than 94%. Total revenues for the third quarter increased nearly 40% to $23 million, and year-to-date total revenues have increased by 31% to $60 million. Of the $6.5 million of year-over-year increase in quarterly revenues, $4.5 million was driven by income property and structured investment revenue gains, while the other $2 million was from mitigation credit and subsurface sales. Our year-over-year same property NOI growth for the quarter was 12%, with Crossroads Town Center in Chandler, Arizona, the Strand in Jacksonville, Florida, and our restaurants in Daytona Beach representing the largest contributions to the growth. Our same property NOI statistics only include assets owned for the entirety of the measurement period in both 2022 and 2021, so the effects of the properties we acquired in the fourth quarter of 2021 and year-to-date 2022 do not impact these results for the quarter. Third quarter 2022 core FFO was 47 cents per share, representing a 38% increase compared to the third quarter of 2021, In third quarter 2022, AFFO was 49 cents per share, representing a 36% increase over the third quarter of 2021. Year-to-date, core FFO was $1.41 per share, and AFFO was $1.47 per share, representing a year-over-year per share growth of 55% and 41%, respectively, when compared to the first nine months of 2021. The third quarter was the first quarter, our convertible notes, On an if-converted basis under Accounting Standards Update 2020-06 resulted in a diluted impact to our earnings per share. As a result, we adjusted net income per share and NAREIT-defined FFO per share to remove the interest expense associated with our convertible notes, and we added approximately 3.1 million shares to our diluted weighted average share count to reflect the impact of our convertible notes as if they were converted at the current conversion ratio as of the end of the third quarter. We reversed these adjustments for our calculation of core FFO per share and AFFO per share in order to reflect the actual incurred interest expense and current basic share count as reflected on the face of our P&L. We did not make this adjustment for our year-to-date net income per share and NAERI-defined FFO per share because the effects of the adjustments would be antedilutive. We'll continue to evaluate whether or not the adjustments required under ASU 2020-06 will be dilutive or antedilutive in each subsequent quarter, and we'll adjust our net income per share and NAERI-defined FFO per share accordingly. Because we removed the effects from our core FFO per share and AFFO per share, the impact does not influence our guidance or the comparability of those quarterly and year-to-date results to our guidance. As previously announced, the company paid a third-quarter regular cash dividend of 38 cents per share on September 30th to shareholders of record on September 12th. Our quarterly dividend represents a 14% year-over-year increase over the company's Q3 2021 cash dividend and a 1.8% increase over our Q2 2022 quarterly cash dividend and a current annualized yield of approximately 7.6%. This represents a Q3 2022 AFFO per share cash payout ratio of 78%. On the capital markets front, it was an active quarter. As we previously discussed, in July, we completed our 3-for-1 stock split effective July 1st. Within the quarter, we issued approximately 566,000 shares of common stock through our ATM program for total net proceeds of $12.3 million at an average issuance price of $22.02 per share. We refinanced our credit facility, extending the maturity date of our revolver to January 2027 and increased the commitments by $90 million to a total size of 300 million. We also entered into a new $100 million term loan with an expiration date of January 2028 and we fully swapped the term loan, effectively fixing SOFR for the life of the loan. We had terrific support from the bank market during these two transactions, so I'd like to acknowledge and thank all of our banking partners for their commitment to our strategy and our team. And finally, we repurchased approximately 86,000 shares of common stock for $1.6 million at a weighted average gross price of $19.17 per share. We ended the quarter with approximately $47 million of cash and restricted cash and approximately 262 million of undrawn commitments under our revolving credit facility. Net debt's total enterprise value at quarter end was approximately 43% and our net debt to EBITDA was 6.4 times. Looking at the balance of the year, we revised our full year 2022 guidance to account for our Q3 2022 results and revised expectations for transaction and leasing activity in current capital markets environment a steepening yield curve, and other influential assumptions. Our new core FFO per share guidance range is $1.71 to $1.74 per share, which is an increase of 13 cents per share at the low end and 10 cents per share at the high end. Our new AFFO per share guidance range is $1.79 to $1.82 per share, which is an increase of 9 cents per share at the low end and 6 cents per share at the high end. Our revised guidance assumes no additional acquisitions or structured investments for the balance of the year. Furthermore, we have revised our disposition guidance to a range of $81 million to $83 million of property sales at an exit cap rate of 6.2%. With that, I'll turn the call back over to John for his closing remarks.
spk00: Thanks, Matt. This was a great quarter of execution, regardless of some of the challenges at hand. We believe our rock-solid balance sheet, strong markets, high-quality portfolio, and embedded same-store NOI growth from our year-to-date and future leasing activity have us well positioned to continue delivering outsized earnings and cash flow growth through the end of the year and for the foreseeable future. We appreciate all of our team's hard work, and I want to thank our investors and partners for their continued support. With that, we will open it up for questions. Operator?
spk01: And thank you. As a reminder, to ask a question, you'll need to press star 11 on your telephone. Please stand by as we compile the Q&A roster.
spk03: And one moment for our first question.
spk01: And our first question comes from Gaurab Mehta from EF Hutton. Your line is now open.
spk04: Good morning. Thanks for taking my question. I was hoping if you could provide some color on what you guys are seeing in the transaction market as far as cap rates.
spk00: Yeah, so it's kind of interesting. There's not a lot of activity going on right now with regards to transactions because there's a little bit of a standoff between buyers and sellers. And people that, obviously, it's a challenging environment if you're looking to sell a property because there's really no debt market for secured debt. So if you're out in the market trying to sell something, probably you know have to sell something and I would say that roughly on those sort of situations you know kind of like us you know people only want a really good deal so I'd say cap rates are out like 100 basis points or more depending on the kind of quality of the property but I So right now there's not a lot of transactions happening. There's probably less inventory out there being sold because people are determining there's not a great time to be selling an asset.
spk04: Okay. Maybe second question, I think in your prepared remarks, you mentioned a few times about strong tenant demand. I was hoping if you would maybe provide some color on, you know, Have you seen any sign of weakness or softness from your tenants or demand continues to remain strong for your properties?
spk00: Yeah, we keep on, you know, we expect it to soften up. It hasn't softened up. The only softness we've seen and heard about is really from local tenants in the markets where our properties are located. But the more national, regional tenants, the demand is still strong.
spk04: Okay. Thank you.
spk00: Sure.
spk01: And thank you. And one moment for our next question. And our next question comes from Rob Stevenson from Janie Montgomery Scott. Your line is now open.
spk09: Good morning, guys. John, can you talk a little bit about where the rent is on the WeWork space versus market and how much term is left on that lease?
spk00: Yeah, so roughly, you know, there's definitely, you know, eight or nine years left on term and the rent is probably $2 above market. So the opportunity there will be, you know, getting, going after the guarantee and what's owed and then, you know, bringing in another tenant. And there's been, the word's already kind of gotten out in the market, even though they haven't,
spk09: really done any sort of uh official notice and there's we've had a a bunch of uh operators that want to take over the space of sort of similar co-working type of thing correct okay and then given your comments on uh regal at your uh raleigh location i mean Do you want them to stay? Is it better for you longer term if they go, if they turn back in the lease and you could do something else with the space? I mean, how far down the road have you guys gotten in terms of game planning, what winds up happening if Regal leaves?
spk00: Yeah, I mean, I would say that, look, I think Regal in that location is a really nice use because it's a very neighborhood-y kind of community center. It was very activated for families that live around there. So I think it's a nice complement. But, you know, if they decide that it's done work for them, we do have great alternatives. So, you know, it's just a lot more work to make that happen because it's not going to be using the theater box, or at least we wouldn't pursue another theater we'd pursue an alternate use which is better credit and and that sort of thing so uh which those those uses would be nice compliments as well but i just think the theater you know actually works pretty well for the center okay and then how is amc doing in the new atlanta asset and any of the other um movie theaters that you guys have are you you know concerned about at this point Yeah, so AMC at Madison Yards, I mean, that's one of their newest theaters probably in the country. I mean, it opened up right before pandemic, and it's not super large. And they've been very consistent, at least when the new shows like Top Gun and everything came around. It was very strong. I suspect without any kind of banner sort of – movies coming out right now, it's probably, you know, slipped off a little bit, but, you know, the center is so packed with people that, you know, if there's, if there's a good theater and there's so many people live around or a good show, and there's a lot of people live around there, it'd be, it'd be a hassle to go to a movie somewhere else just because of, you know, the traffic in Atlanta. So, so it has a nice captured audience there. And And again, it's only eight screens, so it's not an enormous project.
spk09: Okay. And then, Matt, is there any material delay in terms of some of the leases that you signed and when they start flowing through the top line? Just trying to reconcile a little bit the difference between third quarter FFO or core FFO and the fourth quarter implied guidance.
spk10: Yeah, there is. I mean, there's about 2.3, 2.4 million of rent that's been signed that hasn't commenced. And that's all on space that is currently not cash flowing. So there's some pretty good tailwind heading into next year that'll come online probably late fourth quarter, whereas maybe originally we thought it was early fourth quarter. So there's been some timing delays on certain things. We had a few pull up into the third quarter as well. So they're constantly moving around.
spk09: Okay. Thanks, guys. Appreciate the time.
spk10: Thanks, sir.
spk01: And thank you. And one moment for our next question. And our next question comes from Matthew Erdner from Jones Trading. Your line is now open.
spk06: Hey, guys. Matthew on for Jason. Congrats on the good quarter. Could you provide an update of the leasing efforts at Ashford Lane?
spk00: Yeah, Ashford Lane has been incredibly busy. We're in a great situation there in that we've signed a restaurant tenant for the last remaining space at the lawn, and we'll be moving that tenant that's there now to the second floor office space. So we kind of We've upgraded that use in a much higher paying tenant. And then we're leasing an office vacancy with relocating the existing tenant. And then we've had another lease signed this week, kind of smaller tenant. And we have two or three other leases in the works right now. So it feels really good that... you know, this one's going to be kind of fully stabilized, you know, by the end of the year or, you know, first quarter next year. But, you know, there could be a situation where we just kind of wait for the right tenant on some of the spaces that are left. But, yeah, everything's been very strong there.
spk06: Yeah, that's awesome. And then in terms of asking rents, what are the expectations on increases, I guess, there and then for next year, if you guys have any coming online?
spk00: Matt, you want to?
spk10: When you say expectations of increases, are you talking about relative to replacing existing rents that might be expiring? Yeah, correct. Yeah, I mean, in the quarter, we only had two new leases that we signed that were replacing existing tenants, and those were up 47%. That's probably not a good expectation for next year, but that gives you a sense of the strength of the market and the quality of the assets and where rents are headed.
spk00: I mean, there's some that are doubles because, you know, the tenants that have been there have been there for a while, and that submarket has, you know, just gotten so much denser. So, you know, anything that has a tenant that's been there a while, the uplift on it is pretty strong. Awesome. Thank you, guys.
spk06: Thank you.
spk01: And thank you. And one moment for our next question. And our next question comes from Craig Casira from B. Riley Securities. Your line is now open.
spk07: Yeah, thanks. Good morning, guys. John, given the challenges that developers are finding in the debt markets in particular, are you seeing more opportunities that you might move forward on in your structured investment portfolio? Sure.
spk00: The answer is yes, Craig. I mean, there are some good opportunities that seem to be starting to percolate. And, you know, we can earn equity-like yields being in a first mortgage or MED situation. We don't have anything kind of, you know, right in front of us that we're going to be, you know, printing a ticket anytime soon. But I will say that that area should be very active for the rest of the year. Got it.
spk07: And Matt, your T&A expense was a little higher this quarter, I think higher than it's been in some time. And I'm just curious, were there any one-time expenses affiliated with the corporate move to Orlando? Or should we expect that to be more of a recurring level due to some staffing increases and maybe some additional office expense?
spk10: Yeah, no one-time items, just continuing to build out the team as we bring on more managed assets and you know, build out the infrastructure.
spk07: Got it. And can you give me some color on the... I think you have about a 350 basis point delta between what you've leased and economic occupancy. How are you thinking about, you know, the pace of when those leases will take occupancy and start paying cash over the next year or so?
spk10: Yeah, I think... There's a handful of them that'll come online between now and the end of the year. And then there's another handful that'll come online in the first quarter. But some of these will take a little bit longer into the, I'll call it the middle of next year to come online just because the tenants have to do their build outs or there's a free rent period and things like that.
spk07: Got it. Just one more for me. I'd be curious, you had some success selling mitigation credits and monetizing some of those types of non-core assets. Were those utilized by standard developers, and can you talk about sort of the market for sales right now in that piece of your business?
spk00: Yeah, so that was for basically development projects that are still going forward, and we expect some additional sales to happen probably at the very end of the year or maybe slip over into January. It seems like everything's kind of slipping, but You know, projects, we haven't heard of projects kind of being shelved because of the environment. I think, you know, Florida, you know, has that unique kind of, you know, tailwind for needs for the development. So, so far, so good.
spk01: Okay, thanks.
spk00: Thank you.
spk01: And thank you. And one moment for our next question. And our next question comes from RJ Milligan from Raymond James. Your line is now open.
spk08: Hey, good morning, guys. This is John Paul Austin on for RJ. So you guys did 47 cents of core FFO in 3Q, which comes out to around $1.88 annualized, which is above consensus for 2023. Just curious if there are any one-time items in that 3Q number and how we should think about the run rate going forward.
spk10: Yeah, good to hear from you, John Paul. I think in Q3, you know, we had the interest expense from some of the structured investments that'll get paid off this quarter, and then as we head into the first quarter of next year. And so either those proceeds will get used to pay down debt, or to John's point, we might find some other opportunities on the financing side to put that capital back to work. So it's a little uncertain on
spk03: on the redeployment side for that capital.
spk10: And then we had some accrual troughs and some percentage rent in the third quarter, which we're hopeful the percentage rent will continue, but it'll obviously be performance-driven by the tenants. So, I think, you know, we're not in a position yet to provide formal guidance for next year, but the $1.88 run rate certainly seems appropriate as a starting point.
spk08: Got it. That's helpful. Thank you, Matt. And then, in addition, my other question was on leverage. So, it looks like it ticks down to 6.4 times this quarter. Just wondering if you could remind us of your leverage targets and how you expect to kind of manage the balance sheet moving into next year.
spk10: Yeah, so it did tick down, but I'll remind everybody that we did bring it back up a little bit to fund a portion of the West Broad acquisition in October. I think you can expect us to run it in that six to seven times range, but we could end up below or above it, just given the size of the company. It doesn't take a lot to move it. The other thing I'd highlight is that with the convertible notes, the conversion prices is below the stock price today. And so that's 50 million of debt that will likely convert to equity in 2025. So from sort of a pro forma leverage perspective accounting for that, we're pretty under levered relative to our long term targets.
spk08: Thanks. That's it for me. I'll turn it over. Thanks.
spk01: Thank you. And one moment for our next question. And our next question comes from Michael Gorman from BTIG. Your line is now open.
spk05: Yeah, thanks. Good morning. John, I was wondering, sorry if I missed it, but you talked about the pause in the acquisition markets, which certainly makes sense and something we're seeing across property types. I wonder what your sense is for kind of where the market would clear right now versus maybe 90 days ago or even six months ago, right? Because we keep hearing there's a ton of dry powder On the private side, REIT balance sheets are in pretty good shape, certainly yours is as well, and are looking for opportunities. So, you know, I'm kind of curious your thoughts on what it would take for the market to start clearing in terms of price adjustments.
spk00: Yeah, so I think that, you know, again, it's probably 100 basis points. If you're talking about like a power center, it could be higher. It could be 125, 150 basis points to clear. But if you're talking about high quality grocer anchored, you're probably talking about 50 basis points to 75 basis points. I just got back from ULI and that was kind of discussion around with a lot of different sort of owners and buyers and capital. And that was the consensus that if you have a really high quality grocer deal, you're probably seeing 50 to 75 basis points. But if you're kind of power center, you know, you're 100, 150 base point, something like that. So, you know, in this environment, you know, we're definitely kind of, you know, looking for those really good opportunities where you can take advantage of the dislocation, but you don't want to buy something that's just marginally. You really want something that's, you know, high quality, kind of like what we just bought in West Broad.
spk05: Okay, great. That's helpful. That makes sense. And then either John or Matt, just talking about the share repurchases in the quarter, I understand it was a relatively small amount and it was below where the stock is today, which is always a good sign. But I'm just curious how you balance that out versus the longer-term growth trajectory of the company and the liquidity in the shares, balancing, you know, taking advantage of an opportunity where the stock is clearly mispriced versus that long-term liquidity and long-term capital base.
spk00: Yeah, I mean, look, we've been very active in share repurchases when it makes sense, you know, throughout the time I've been here. And so we're always, you know, really looking about always driving accretion to NAB. So we don't worry about so much, you know, liquidity and growth of the company so much. We're just really about driving NAV and value. But we hope that we will get those opportunities to grow the company. And given the growth we have on these results and what we have, kind of the tailwinds we have with the portfolio, we feel pretty good about where the company is going to be next year. So why not take advantage of the stock? The market for CTO has always been a bit of a lagger from just because we're just not as well covered. So we're just, you know, we feel like we're, even though we've been around 115 years, we feel like we're still a new company because some people haven't heard of us and they're starting to learn more about us. And as we continue to upgrade our portfolio, so I know I'm giving you a really full-winded answer, but So we'll always take advantage of dislocations in the market when there's volatility and people are seeking liquidity and panicking. But as you saw in the quarter also, we did issue some shares. So just taking advantage of dislocations when it presents itself.
spk05: Great. Thanks. Appreciate the time, guys.
spk00: Thank you.
spk01: And thank you. And I am showing no further questions. I would now like to turn the call back over to John Albright for closing remarks.
spk00: Thank you very much for attending the call and look forward to talking with you during the quarter. Thank you.
spk01: Thank you. This concludes today's conference call. Thank you for participating. You may now disconnect.
spk07: The conference will begin shortly. To raise your hand during Q&A, you can dial star 1 1.
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