Choice Properties Real Estate Investment Trust

Good morning and welcome to the Choice Properties Real Estate Investment Trust first quarter 2022 earnings conference call. My name is Chantelle and I'll be your conference operator today. Today's call is being recorded and all lines have been placed on mute. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, please press star one again. I would now like to hand the conference over to your first speaker today, Doris Vaughan, Senior Vice President, General Counsel, and Secretary. Please go ahead.

Thank you. Good morning and welcome to Choice Properties Q1 2022 conference call. I'm joined here this morning by Rail Diamond President and Chief Executive Officer, Mary O'Barrifato, Chief Financial Officer, and Anna Raddick, Executive Vice President, Leasing and Operations. Before we begin today's call, I would like to remind you that by discussing our financial and operating performance and in responding to your questions, we may make forward-looking statements, including statements regarding choice properties objectives, strategies to achieve those objectives, as well as statements with respect to management's beliefs, plans, estimates, intentions, outlook, and similar statements concerning anticipated future events, results, circumstances, performance, or exceptions that are not historical facts. These statements are based on our current estimates and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from the conclusion in these forward-looking statements. Additional information on the material risks that can impact our financial results and estimates and the assumptions that were made in applying and making these statements can be found in the recently filed Q1 2022 financial statements and management discussion and analysis, which are available on our website and on CDAR. I will now turn the call over to Red.

Thank you, Doris, and good morning, everyone. Thank you for taking the time to join our Q1 conference call. We are pleased to report a strong start to the year. Our portfolio and financial position are strong as reflected in our 4.8% increase in net asset value per unit in the quarter. This was driven by continued demand for essential retail, strong industrial market dynamics, and progress in our development pipeline. In addition to our Q1 results, we released our 2021 Environmental, Social, and Governance Report. The report sets out ambitious ESG goals that will guide our activities in the future. We are pleased with the progress we have made in 2021 and look forward to reporting on progress over time. There is much to be done, but we are energized by the challenge. Joining me on today's call is Anna Raddick, who will provide an update on our strong operational results and positive leasing momentum, and Mary Valpata, who will provide an update on our solid financial results. Before they do so, I'll provide an update on our transaction and development activity. Q1 was a significant quarter for Choice. We successfully executed our strategic sale of six office properties to Allied Properties REITs continued our ongoing capital recycling initiatives, and made progress on our active and future development pipeline. Turning to our sale to allied. Last year, we made the strategic decision to focus our time and capital on the opportunities available in our four core business areas. Essential retail, industrial, our growing residential platform, and our robust development pipeline. This meant we'd eventually exit office as an asset class. During the quarter, we entered into a unique transaction to accelerate our exit from office and closed on the sale of six office properties to Allied Properties REIT for consideration of $740 million. As part of the consideration, we received trust units that represent an 8.5% ownership interest in Allied and a $200 million promissory note set to mature at the end of 2023. This exchange was beneficial in many ways. First, we reduced our direct exposure to office to approximately 3.5%. Second, we created financial flexibility as we are able to redeploy the capital from allied units into our core business segments over time and build our residential programs. And finally, we are focusing our efforts on the asset classes where we have scale. This is a significant advantage as it creates operating efficiencies, provides further investment opportunities, and helps us attract top talent. With the closure of this transaction, we'll no longer be reporting office as a standalone asset class. Our operating and reporting will focus on three core segments, being retail, industrial, and finally a new segment, mixed use and residential. We're incredibly pleased with the outcome of this transaction, as it is a win-win transaction for both Choice and Allied. Turning to our development. At the beginning of the year, we purchased our development partner's share, and including buying out an option that they had in each of our recently completed purpose-built rental projects, Liberty House, and the Brixton for $18.7 million and $17.1 million respectively, increasing our total ownership to 50% in each of these assets. Of the consideration paid, approximately 55% relates to the option nullification. In addition, we continue to look for opportunities to intensify our high-quality retail portfolio, and in the quarter, we transferred two commercial projects for approximately 23,000 square feet to income-producing properties. We also made progress on our existing development pipeline and further expanded our future industrial pipeline. Industrial continues to be our strongest performing asset class, and we continue to direct capital to further grow our future industrial pipeline. Since January, we had two significant developments related to our future industrial portfolio. We commence construction at our industrial center development in South Surrey, British Columbia, a new generation logistics facility targeting LEED silver certification upon completion in 2023. This development will deliver 350,000 square feet of high-quality industrial space to a prime industrial node. At current rents, we anticipate a yield of approximately 7.5%. Secondly, in April, we acquired an additional 97-acre parcel of land adjacent to the future industrial sites in Caledon we acquired in 2021, bringing the total future net developable industrial land in this multi-phase industrial park to approximately 380 acres. This additional land was completed at a trusted pricing per acre. Our development partner is currently working through the rezoning approval process for the town of Caledon to permit approximately 5.5 million square feet of future industrial space. Looking ahead, in addition to our future industrial lands, we have 11 development projects representing over 10.5 million square feet in different stages of the rezoning and planning process. This development pipeline provides us with tremendous opportunities in both the near and long term to add high quality assets to our portfolio and create long term value. I'm now going to pass the call over to Anna. Anna?

Thank you, Rael, and good morning, everyone. As Rael mentioned, our operational results for the quarter were strong due to increased consumer traffic and retailer confidence across the retail portfolio and sustained high demand from industrial users. We continue to see positive momentum, particularly in new leasing activity commencing in future periods. Despite having tenant retention that was lower than usual, our period and occupancy remained strong at 97% compared to 97.1% last quarter. We completed 127,000 square feet of new leasing commencing in the quarter. We had approximately 825,000 square feet of lease expiries in the quarter, and we renewed 359,000 square feet at leasing spreads 5.3% higher than expiring rents. Tenant retention at 43.5% was lower than in past quarters, resulting in negative absorption of 339,000 square feet. We released 450,000 square feet of this vacated space at more favorable rents commencing in future periods, the majority being industrial space in the GTA and in Calgary. Turning to our asset classes. Our approximately 45 million square foot retail portfolio, which consists of open-air centres with necessity-based tenants, once again delivered stable results. Retail occupancy declined slightly to 97.4%, down 10 basis points from the prior quarter due to temporary vacancy that has been backfilled. We completed 270,000 square feet of renewals in the quarter, at rents 6.5% above expiry, reflecting tenant retention of 72%. We also had 43,000 square feet of new retail deals commencing in the quarter. The desire for retailers to locate in our necessity-based centres remains strong. actively looking to open new locations and expand their store networks. There's been strong interest from pharmacy, fitness, furniture, decor, discount stores, and quick service restaurants, all eager to expand and upgrade existing locations. We completed several new deals with retailers in these industries during the quarter. Industrial fundamentals remained strong in 2022. The acceleration of e-commerce in Canada and the shortage of available space has continued to create a supply-demand imbalance for distribution and logistic warehouses, driving increases in rental rates across the country. The GTA availability rate was down 10 basis points from the fourth quarter of 2021, while Edmonton and Calgary saw the largest quarterly decreases in availability, falling 110 basis points and 80 basis points respectively. The national availability dropped to 1.6%, an all-time historic low. Occupancy in our industrial portfolio decreased 100 basis points in the quarter, finishing at 97.1% occupied. This was due to 390,000 square feet expiring in the quarter, of which 66,000 was renewed. The decline in vacancy is mainly attributable to two large anticipated lease expiries. one in Alberta and the other in Ontario. We have been able to capitalize on strong industrial market fundamentals, and these spaces have been released effective Q2 of this year at new rents significantly exceeding the expiring rents. 170,000 square feet of this space, which is in Calgary, has been released... ...expiring rent. 113,000 square feet within the GTA and at least commencing April 1st with rental spreads 150% higher than the expiry and limited landlord capital required. With this transaction in the GTA, our 6.6 million square foot Ontario portfolio remains fully occupied on a committed basis. The Calgary market continues to improve and is benefiting from the growth in logistics tenants as well as greater economic certainty, fueling demand for spaces 10,000 square feet and under. We also completed 55,000 square feet of new deals in Alberta, which took effect in the quarter. We are pleased with the improved leasing conditions in Alberta and the fact that our Western Canadian portfolio at 95.1% leased is outperforming the market. The Halifax industrial market also continues to thrive. with vacancy rates hitting a record low of 1.9% in the quarter. During the quarter, we renewed a 20,000 square foot tenant at rents 31% above expiry. Demand for rental residential continues to increase as the lifting of pandemic restrictions brings residents back into urban centers. Our rental residential portfolio consists of three stabilized assets, which ended the quarter at approximately 96% least. Our two newest assets, the Brixton and Liberty House, located in the West, Queen West, and Liberty Village neighborhoods, respectively, are 61% least. We expect the Brixton to reach stabilized occupancy by the third quarter of this year, and Liberty House by the second quarter of next year, if not sooner. Our operating results in the quarter were strong, reflecting the strength and resilience of our portfolio. We remain confident that our portfolio will continue to deliver solid operating results through the balance of 2022. I'll now pass the call over to Mario to discuss our financial performance.

Thank you and good morning, everyone. As Raelle mentioned, we're pleased with our strong start to 2022 with continued high rent collections and positive leasing momentum. Our reported funds from operations for the first quarter was $175.1 million, or $0.242 per unit. On a gross dollar basis, our FFO for the quarter increased by $4.5 million compared to the prior year. And this was primarily due to higher same-asset net operating income, partially offset by the impact of net disposition activity over the trailing 12 months. In addition, we had a decline in interest expense due to lower leverage. We also had higher interest income from new mezzanine loan advances. Included in FFO was $1.6 million in non-recurring NOI from successful realty tax appeals. On a per unit basis, diluted FFO was $0.242. This was up 2.5% compared to $0.236 in the first quarter of 2021. We're pleased we've been able to maintain stable occupancy and consistent same asset results for six consecutive quarters. Same asset cash in and wide increased by 3.2% compared with the first quarter of 2021. By asset class, retail increased by 7.2 million or 4.2%. These increases reflect contractual red steps and higher tax and capital recoveries, as well as a reduction in bad debt expense of $1.1 million and the non-recurring tax appeal I mentioned earlier. Industrial increased by $757,000, or 2.2%, and this was driven by positive demand fundamentals partially offset by the temporary vacancies that Anna mentioned. Mixed-use residential and other increased by $444,000, or 5%. and this was driven by positive leasing in our residential assets, coupled with a decline in bad debt expense of $300,000. This was partially offset by the challenges in our remaining office portfolio. When including the $1.7 million of total bad debts, total same-asset cash in Hawaii increased by 2.6%. Our business continues to be supported by our industry-leading balance sheet and disciplined approach to financial management. We reported a significant increase to our net asset value in the quarter, with a total increase of $452 million, or 4.8%, marking the seventh consecutive quarter we've recognized NAV growth. This was driven by investment property fair value gains and contributions from operations. We are pleased to report that fair value gains in our investment properties were $418 million, driven by strong fundamentals for industrial real estate, both income producing and development properties. As well, our reported gains reflected demand for essential retail and the progress in our development pipeline. The fair value gains in the quarter demonstrate the strength of our overall portfolio and the future value creation potential of our development pipeline. We continue to improve our debt metrics this quarter and maintain ample liquidity. Our leverage was 39.5% at the end of the quarter, an improvement of 2.8% compared to Q1 of 2021. Our debt to EBITDA ratio was 7.2 times, consistent with that of the fourth quarter, and down from the 7.6 times reported in the first quarter of 2021. From a liquidity perspective, we maintain approximately $1.5 billion in available cash, comprised of $1.4 billion of available credit and $35 million in cash and cash equivalents. And this is further supported by approximately $12.4 billion of unencumbered properties. Lastly, we continue to through our capital recycling program and our development program. Excluding the sale of our office properties, which Ray referred to earlier, we successfully and opportunistically sold approximately 55 million of income-producing properties deemed non-strategic to our core portfolio, while acquiring approximately 65 million properties in the quarter. Since the start of the year, there has been a significant increase in interest rates, with the Bank of Canada already hiking the overnight rate by 75%. Additionally, longer-term rates have increased with the Bank of Canada 10-year benchmark yield increasing by 120 basis points from the beginning of 2022 to approximately 2.8% currently. In this high-rate environment, our priorities will remain the same. We'll maintain a high level of liquidity and a balanced debt maturity ladder. Our current strong liquidity profile provides us flexibility in refinancing the approximately $620 million of debt obligations coming due in the remainder of 2022. We are fortunate to have access to several sources of capital, including unsecured debentures, commercial mortgages, CMAT financing, and property dispositions. So overall, we're incredibly pleased with our strong start to 2022. We continue to deliver stable and resilient operating results while driving strong net asset value growth. The resilience in our earnings in conjunction with our conservative balance sheet and our commitment to prudent financial management will allow us to navigate through market volatility in a rising interest rate environment. And with that, I would now like to send a call back to the operator for questions.

At this time, I would like to remind everyone, in order to ask a question, press star 1 on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. Our first question comes from Jas Cumberbatch with TT Securities. Your line is open.

Hi, good morning. Good morning. Just a couple of questions for me. So just starting a golden mile. Firstly, the commencement of that project goes later for 2023. And secondly, you know, just looking at the recent moves in interest rates and inflation. Has that all impacted your desire to proceed with the project?

Jay, thank you for your question.

The timing was a little unclear in your question. It is our intention to be in a position to start construction in 2023, end of 2023. And obviously, we're going to have to assess the status of construction pricing at that time. But overall, we're very, very excited by the project. We think, obviously, it's a transformational development. We've actually done some commercial leasing. And we think, ultimately, we're very enthused, and we'll have to assess it at the time in 2023. Okay. Understood.

And also just sticking with Golden Mile, just in terms of the costing process, when do you expect contracts to be negotiated and fixed for that project?

So we haven't even engaged. Our partner is Daniels on that project on the first phase, and we will work with them on the construction management process. And lastly, obviously closer to the time, and pull it in mid-2023, we'll have better clarity.

Okay. Thanks, Julio. Thanks, Julio. I'll turn it back.

Our next question comes from Mark Rothschild with Canaccord Genuity. Your line is open.

Thanks, Dan. Good morning, guys. It regards to the same property on the Y, which is definitely a little bit above what your previous question we indicated what you expected for the year. There was some non-recurring income in there, but would you increase at all what you think from maybe, I think you previously said one and a half to 2%. Do you think now that you can do better and how much of that would change based on the sale of office assets?

Well, maybe I can start and I can fill in the blanks. Usually our target is 1.5% to 2% given that much of our portfolio long-term leases with contractual rent steps. But as Anna mentioned, what we're seeing is a bit more robust activity in our kind of non-law-law portfolio. So I think we'll be actually closer to that 2%, above 2% in the retail for this year. On an overall basis, because the industrial has this transition in tenancies with some downtime, we won't see a lot of growth in industrial this year, but the table will be set for 2023. And then as far as office goes, yeah, pretty much we transitioned from having NOI from those office properties to now having a distribution, a steady distribution. So that will stabilize the FFO, but there will be nothing in NOI except for those five properties that are remaining. And again, with them being in... In the situation that we're in with Calgary, we're seeing some decline in NOI there. But overall, we still think this year, for the whole portfolio, we should be between 1.5% and 2%, so pretty strong given that there's not much contribution from industrial.

Would you increase, though, from that 1.5% to 2% that you normally – that you had previously because of the sale of the office assets?

Yeah, because there would have been some decline in NOI.

But I think, so yeah, so probably north of two mark. Yeah, there would have been some decline.

But again, office wouldn't have that big of an impact compared to the whole portfolio.

Okay, great.

And I don't know if you disclosed, but in your disclosure, I'm not sure if I saw, but can you let us know what the leasing spreads were in the retail portfolio?

Yeah, the spreads in the retail were 7.1% over expiring rents.

Okay, and then we went to masking also for industrial.

For industrial, we had very limited lease rollover, so they were actually flat. We had just the 60,000 or so square feet rolling in Alberta because we had those two big... spaces that we release so they aren't in our spreads.

But Anna, maybe speak to the rent spreads we see on those bigger spaces, the forward leasing.

Yeah, well, on the forward leasing, as I said in the, you know, in the GTA, you know, we're seeing, you know, spreads of, you know, sometimes 100% to 150% above expiring. And we're also starting to see strong rental rate lift in Alberta. you know, 20 to 30%. And I think it's important to note that for the deals that were reporting in industrial, you know, they were done, that occurred in the quarter, excuse me, they were done, you know, a year ago, right? So that, you know, the market's really moving quickly. So you're going to expect to see higher spreads from us in future quarters. Great. Thanks a lot. So for you, it was flat. I didn't answer your question. I feel bad work.

I did everything by myself.

I sort of got that. I understand. Thanks.

Our next question comes from Jenny Ma with BMO Capital Markets. Your line is open. Thanks. Good morning.

I'm looking at the IFRS cap rates that you have by asset class, and I know there is a reclassification with the new category of mixed-use residential and other, which I presume includes office. I'm just wondering if there was any reclassification from retail into mixed-use, or is this really mostly an office bucket for now?

No, there wouldn't have been a big reclassification.

Mostly, the mixed-use is just a handful of properties and it's mostly office that has retail.

Yes, the majority of it is office that are long-term holds for us to have a mixture of office and retail like 22 St. Clair and Bathurst and Lakeshore that is anchored by a grocery store and other retail for long-term holds and then our residential portfolio which Some have retail as well as residential.

Okay, so it would be office properties that have the other components that you now basically call mixed use. Is that correct? Right. No. Okay, okay, gotcha. And then with the sale to Allied of the six assets, I'm just wondering your thoughts on the office portfolio as it stands at 3.5%. Is it at the point where you're pretty satisfied with what you're holding? I know in the original announcement, you talked about the remainder being, you know, mostly core to Western. Is there anything else in the office portfolio that you view as non-core?

Yeah, Jenny, in total, we own eight assets. office assets, or eight assets that we previously used to call office. And we break it up as three assets that are core, and those are primarily leased to Western group entities, and then five assets that we will sell at the time. And those five assets are two in Halifax, one in Montreal, and two in Calgary. And we'll sell them at the right time.

Okay, great. And I just want to turn it over to industrial, obviously an asset class that you want to continue growing in. It's nice to see the improvement in Alberta, and I'm just wondering about your thoughts on Calgary versus Edmonton. Just given the, I guess, proximity of the two markets, how do you see those markets evolving? If there's increased interest in logistics and warehousing in Calgary, is it really focused on Calgary? Do you think it'll be evenly spread out between Calgary and Edmonton? How do you see that playing out over time?

Well, You know, the demand from logistics tenants is greater in Calgary, definitely. Obviously, there is still, you know, some element of, you know, e-commerce servicing of that sort of Edmonton and North market, but the larger hubs are in Calgary, so it's hard to see right now how that will spill over into Edmonton.

I guess my question is do you see a divergence in sort of the outlook for Calgary and Edmonton because of the greater weighting towards logistics or do you think Edmonton will evolve to be more of a service to the oil industry or just more of a localized market with most of the logistics being favored in Calgary given their proximity?

No, I do think there is a bit of a divergence that, yeah, for sure, like logistics users favor Calgary. So sorry if I wasn't clear previously. And I do think with the, you know, spiking oil prices we're seeing and, you know, more optimism in general in Calgary, you know, that's helping the Edmonton market as well where they're, you know, it's also driven by smaller businesses and the oil and gas sector. So, you know, that market is improving as well as is Calgary.

Okay. Great. Thank you very much.

No problem.

Again, if you would like to ask a question, please press star 1. Our next question comes from Tal Woolley with National Bank Financial. Your line is open.

Hi, good morning, everybody. Good morning, Tal. Just sort of a question around how you're sort of presenting your development. Like when we look at the projects under active development and it's got an expected total spend, like once it's under construction, about how much of the budget is actually locked in by that point?

So the bulk of the budget is actually, when we list it as active development, the bulk of the budget is actually locked in. So, for example, the big item that became, you know, active in the quarter was the Choice Industrial Center in Vancouver. And we're around 90% locked in at that point.

How long prior to construction do you start locking in all of those items?

It's really very fluid at the moment. Previously, contractors would hold prices for you for a longer period of time. What we're seeing is we're seeing people or contractors basically give you very limited time to hold prices. You know, it's just very fluid at the moment, just given the changing prices impact on on supply chains, etc. So, so you don't have that opportunity to lock it in on some components ahead of time, but we are very fortunate and You know, we have a very strong team who have been really forward thinking. And for example, you know, there are groups that have been caught building a rental building or residential tower without appliances. So we have actually preplanned, for example, on our Ottawa project, we've already purchased all the appliances and they're sitting in a warehouse. So we've been very fortunate that we have a very strong group who's forward-thinking and have been, you know, obviously looking out for our risks and trying to lock in prices or, you know, protect costs as much as they can.

Okay. And then if we think about on the industrial side, like obviously the stuff you've got under development right now, you know, you're seeing yields in the, you know, roughly 6% to 8% range, you know, which is, great given how, you know, strong the industrial market is. When we look out to the stuff you've still got in planning, do you think you can still achieve those same types of yields going forward?

So, look, we recognize there's been an increase in construction costs generally across the board. The good thing on industrial rents are kept up-paced, if not up-paced where construction pricing is. Where our huge competitive advantage is our land price. Like, if you just look at the assembly we've done in Caledon, you know, where land may be trading at sometimes $2 or $3 million an acre, we've assembled that land at some $1 million an acre. So we have a huge competitive advantage at land pricing, which will translate into premium yields that we can deliver the industrial assets to.

Okay, so you see the land price that you think is really the advantage over if you were just going to market and trying to buy your way into a project today.

It's the land price and then the land size. So there are not many groups who have control on, call it, 380 acres of developable land in the GTA. I can't think of many groups like that.

Got it. And then just on the, I just noticed on the tenant side, I just wanted to make sure, FGF Brands, that's the group that bought the Western Foods asset? That is correct. Okay. And then just on the retail side, are you getting a sense, like, you know, Lobos has been very big on, you know, trying to operate with a click and collect model as sort of e-commerce grows across the country. Are you getting a sense for, like, what sort of changes they may be looking at making to the store footprint across their banners over the next a while? Anything you can share there?

So nothing we can share yet. We can't comment obviously on LoveLaw, but we've worked with LoveLaw to facilitate if it's parking spots or portions of a store that has manual MFC, we'll work with them to modify, but nothing else that we can really comment on. We'll just continue to work together because, as you know, we have a very strong relationship, and we obviously want to help them in their space needs. Okay. That's great. Thanks very much, gentlemen. Thank you.

There are no further questions at this time. I'll turn the call back over to Raelle Diamond for closing remarks.

Thank you, Chantal. Well, just to summarize, we're very pleased with our first quarter results. We're in such a great position. We have a high-quality portfolio, a phenomenal development pipeline, and as Mary said, this is really supported by an industry-leading balance sheet. Thank you for your interest, your investment and choice, and for joining us this morning.

This concludes today's conference call. You may now disconnect.