Choice Properties Real Estate Investment Trust

Good morning, my name is JL and I will be your conference operator today. At this time, I would like to welcome everyone to the Choice Properties Real Estate Investment Trust second quarter 2026 earnings call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, simply press star one again.

Thank you.

I will now hand the call over to Simone Cole, General Counsel and Secretary. Please go ahead.

Thank you. Good morning and welcome to Choice Properties Q2 2026 conference call. I'm joined this morning by Rael Diamond, President and Chief Executive Officer, Erin Johnston, Chief Financial Officer, Niall Collins, Executive Vice President, Development and Construction, and David Mualem, Senior Vice President, Leasing and Operations. Rael and Erin will provide a recap of our second quarter operational results and highlights before we open the line for Q&A, where Niall and David will join to answer your questions. 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 expectations 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 conclusions in these forward-looking statements. Additional information on the material risk that can impact our financial results and estimates and the assumptions that we made in applying and making these statements can be found in our recently filed Q2 2026 Financial Statements and Management Discussion and Analysis, which are available on our website and on CDAR+. And with that, I turn the call over to Rael.

Thank you, Simone, and good morning, everyone. We are pleased with our second quarter results, which reflect the strength of our portfolio and the disciplined execution of our strategy. During the quarter, we continue to unlock value through strategic leasing across our necessity-based retail portfolio. We also capitalize on tenant demand to drive rental rate growth in our well-located industrial portfolio. Across our portfolio, fundamentals held strong. Occupancy remains near full Leasing activity and spreads were robust and same asset NOI growth was solid. Portfolio occupancy was 97.7%, down 40 basis points from the previous quarter. This primarily reflects planned vacancies tied to strategic repositioning initiatives, which I will discuss shortly. Outside of these initiatives, operating performance was solid. Average leasing spreads were robust at 19%, supported by same asset NOI growth of 2.8%. In our retail portfolio, demand remained resilient across our core necessity-based tenant categories. Retail occupancy ended the quarter in 97.4%. During the quarter, we completed 643,000 square feet of renewals and 83,000 square feet of new leasing. Renewal spreads were 12.4%, with increases across categories such as liquor, restaurants, and dollar stores. This includes 318,000 square feet of fixed rate option renewals. Excluding these fixed rate renewals, the average retail renewal spread was very strong at approximately 20%. Retention was 66%, primarily reflecting known non-renewals of two large spaces previously leased to Love Law totaling 172,000 square feet. Both spaces were utilized for storage or temporary uses and had single-digit gross rents reflecting the flexible nature of their leases. The first space was the 90,000 square foot strategic repositioning at Bloor and Dundas that we mentioned last quarter. We will be creating a multi-tenant configuration with commitments from Shoppers Drug Marts and Good Life. During the quarter, we turned over the space to Shoppers Drug Marts Manufacturing with a target opening later this year. Possession for Good Life is targeted in early 2027. The second was an 82,000 square foot space in Lavelle that we are pursuing similar backfill strategy and will provide progress in the coming quarters. Excluding these two non-renewals, retention was approximately 80%, broadly in line with our historical levels. Backfilling of our Q2 vacancies is already well advanced, with approximately 50% of the space having been released at rents well above expiring rates. We also made progress on the backfill of our three former Toys R Us locations. No Falls took possession and is now picturing a darkness crossing and we're in active discussions on our remaining two locations with our JV partner. We expect to provide further updates on the remaining locations during our next conference call. In addition, subsequent to the quarter, we completed the renewal of our 2027 tranche of larval leases representing 50 locations and 3.6 million square feet. All of the leases renewed were retail locations and were completed at an average spread of 8.8% in an average term of five years. These renewals provide steady cash flow growth and address approximately 67% of our 2027 retail lease maturities. Industrial portfolio also delivered healthy operating results during the quarter, with occupancy stable at 98.6%. We completed 353,000 square feet of renewals in the quarter, achieving a retention rate of 80.6%. Activity was concentrated in Ontario and Alberta with an average renewal spread of 40.2%. In the GPA, rent commenced in April at our recently completed NLS building in Choice Caledon Business Park. Construction is also progressing well on Building D, with completion and occupancy targeted for the second half of 2027. Our team remains active in the market and continues to respond to RFPs for single and multiple and multi-tenant users interested in the site. Looking ahead, our industrial portfolio remains well positioned, supported by high-quality assets, strong tenant base, and locations in core urban markets across the country. We expect leasing momentum to support robust organic growth through the balance of the year. While renewal spreads are expected to moderate in the second half, as the mix of expiring leases changes, embedded mark to market opportunity remains a meaningful driver of future growth. Lastly, we also saw positive momentum in our mixed-use and residential portfolios. Mixed-use occupancy increased 50 basis points while leasing improved across our residential assets supported by our focus on tenant retention. Turning now to transaction activity. Transaction activity was relatively modest during the quarter as our focus remained on advancing the proposed first capital transaction and maintaining balance sheet flexibility. We completed a total of 14 million of transactions in Q2 and 13 million of transactions subsequent to quarter end, bringing our total year-to-date capital recycling activity to approximately 55 million. During the quarter, we acquired a retail property in Waterloo, Ontario for $7.4 million. The site is adjacent to one of our existing high-performing grocery anchored retail properties. Together, the properties create a significant land assembly along a major commercial corridor in a neighborhood benefiting from growth in student housing. Ownership of both properties unlocks an attractive intensification opportunity, enhancing the transaction's overall economics. We are pursuing early-stage approvals for additional retail density to enhance the site's long-term value. We completed $6.8 million of dispositions during the quarter, and subsequent to quarter end, we sold our remaining 50% interest and Alberta Retail Property for $13.2 million. Finally, we continue to make progress on our previously announced acquisition of First Capital. Last month, First Capital unit holders voted overwhelmingly in favor of the proposed transaction and Ontario Superior Court subsequently approved the plan of arrangement. We continue to work constructively through the regulatory process and closing remains on track. will provide further updates as the process advances. And with that, I'll now turn the call over to Erin to discuss our financial results and capital allocation activity. Erin?

Thank you, Rael. And good morning, everyone. Q2 was another solid quarter for Choices Core Business. For the quarter, reported funds from operations, or FFO, was 192.9 million, or 26.7 cents per unit on a diluted basis. An increase of 0.8% year-over-year. This performance was driven by same-asset cash NOI growth of 2.8% and higher lease surrender revenue of $1.6 million. Contributions from acquisitions and development transfers were offset by dispositions. Higher interest expense from refinancing, higher G&A, and lower investment income also tempered FFO growth. Adjusting for the impact of non-recurring items, including lease revenue to revenues of $1.6 million and the reduction in allies distribution of $3.2 million, FFO growth was 1.5%. AFFO in the quarter was $0.217 per unit, down 6.1% from the prior year, which was largely related to timing of maintenance capital and tenant improvements. Looking ahead, we expect 2026 capital spend to be broadly in line with the prior year. Turning to our property performance, same-asset cash NOI was healthy, increasing $6.9 million or 2.8% over the prior year. Retail same-asset cash NOI increased by $3.7 million or 1.9%. Excluding bad debt expense primarily related to the Toys R Us termination, growth was 2.4%. Industrial same-asset cash NOI increased by $2.9 million or 5.8%. Excluding bad debt reversals in the current year, growth was 5.2%. Both asset classes performed well in the quarter and benefited from strong renewal spreads, higher-brace rents from new leasing, and contractual rent steps. Mixed-use and residential same-asset cash NOI increased by approximately $0.3 million, or 4.1%, primarily due to lower operating costs. Moving to the balance sheet, IFRS net asset value, or NAV, was $14.73 per unit, an increase of approximately $145 million, or 1.4%, compared to the prior quarter. The increase reflected a $46 million net contribution from operations, $105 million net fair value gain on investment properties, and $8 million fair value gain on our investment and allied properties units. As a reminder, under IFRS, we were required to mark-to-mark this investment based on allies' trading price at the end of each period. Fair value gains on investment properties were primarily driven by our retail portfolio, including the impact of the 2027 Loblaw renewals and cap rate adjustments supported by external appraisals. We recorded a gain in our industrial portfolio, primarily supported by an external appraisal at our Ajax property. We also recorded a modest write-down in our mixed use and residential portfolio, largely related to cap rate adjustments at certain Ontario residential assets. Our balance sheet remains in excellent shape, with strong debt metrics and significant access to capital ahead of the expected closing of the FCR transaction. We have approximately $2 billion of available liquidity to our corporate facility and cash on hand. This includes the recent $500 million increase to our credit facility, providing additional liquidity to support our increased scale following the closing of the transaction. We also have approximately $14.1 billion of unencumbered properties, and our debt to EBITDA ratio was unchanged from the prior quarter at seven times. Financing activity was modest during the quarter. This included the repayment of two mortgages, totaling $64 million, and securing a new construction facility for Building D at Choice Caledon. Looking ahead, we remain encouraged by the state of the unsecured market and are well-positioned to both refinance our next unsecured maturity in November, along with the financing required to support the FCR transaction. Turning to our development activity. During the quarter, we completed two retail land lease intensifications, totaling 66,000 square feet, for a blended yield of 27.2%. These projects included a 65,000 square foot land lease with Nautical in Kingston, Ontario at a 28% yield and a 1,000 square foot land lease at a 50% owned site in Winnipeg to a QSR tenant at a 23% yield. Together, these deliveries are another example of our ability to create value on excess land across our retail portfolio. Executing on our retail intensification pipeline and advancing the next phases of our Choice Caledon development remain key priorities for the balance of the year. Looking ahead to the second half of 2026, we are prioritizing operational excellence across the portfolio while continuing to execute on a commercial development pipeline and value creation initiatives. We will also continue to progress towards the closing of the FCR transaction. However, given the timing of closing remains uncertain, We are continuing to reference our outlook, excluding the impact of the transaction. We are reiterating our outlook and expect to deliver stable occupancy, 2% to 3% same asset cash on a wide growth, and with FFO per unit diluted between $1.08 and $1.10 for the year. With that, Rael, David, Niall, and I will be glad to answer your questions.

At this time, I'd like to remind everyone in order to ask a question. Please press star and the number one on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. Your first question comes from the line of Himanshu Gupta of Scotiabank. Your line is open.

Thank you and good morning. I'm in a solid quarter here, so maybe I'll focus a bit on the ending FCI transaction. How is the process coming along with the Competition Bureau? And, you know, when do you expect to receive the necessary approvals?

Hi, Samantra. It's Simone. So, the process is going really well. As we said in our last call, We did a lot of work in advance of announcing the deal. And so at this point, everything is on track. And we are still saying that it's going to be in the second half of the year that we expect to close, and more particularly in Q4.

Okay. And then in terms of closing, is that the main hurdle now? Or what other approvals or significant approvals are you looking for?

Yeah, so that is the main approval. As you would have seen in this past quarter, the first capitals unit holder vote was overwhelmingly successful and the court approved the plan of arrangement. So it's just in the regulatory process now.

Thank you. And then maybe, Erin, with respect to the debt financing required to close a transaction, I mean, how's the cost of financing trended since the announcement? Do you still expect, like, I think mid-four in this rate on that closing?

Yes. So since the transaction, Himanshu, as you know, it's been quite volatile in the underlying rates. But fortunately, spreads have held in quite well and are still hovering around 10-year lows, which is great. And we've heard that there continues to be demand, particularly for our name. and our BBB high rating. When I think about 10-year financing today, it's hovered between 4.7, 4.8 in the last couple weeks.

Okay. And do you have any hedging in place to fix the interest rate given, you know, like a big debt financing coming at the end of the year? I think there's some debt maturity for Choice as well and then FCR, you know, some maturity in January. So do you do any hedging in place?

So we have the ability to hedge humanity close to our refinancing. We don't have any in place right now, but what I'd say is one of the reasons we also increased our line is we have that flexibility and we're also being very thoughtful on when we go to market between now and closing and how we want to spread out that.

OK, OK, that's very helpful. And then, you know, sticking to that balance sheet, Your debt rating is obviously triple B high, very, very strong. Is there a leverage threshold you need to maintain for that rating? I mean, does the transaction change anything with respect to that rating?

Our credit ratings were affirmed right after the deal. And the way that we're thinking about and the way this particular DBRS is thinking about it is as long as the transaction comes to fruition, as we've said, i.e. the NOI comes online, we are fine. And then deleveraging will also support as we continue to pursue a higher rating.

Yeah, okay. No, that's a good point. Okay, so thank you. Maybe just last one question and not regarding SCR, by the way. On this Caledon Building D, any update on the lease up? Also, I saw I think your expected yield was revised higher, slightly higher. Any reason for that?

As Rael mentioned, there's good buoyancy in the market, which we're really encouraged by. And secondly, Building D is the only 1 million square foot Project that's under construction right now so we feel really good about that. There is a number of offers that are going back and forth so we're encouraged that we'll be able to allow more of these offers as soon as we can.

In terms of the yield? Yeah, that's gone up as well.

We have not updated our yield. It remains the same.

Okay, so around like six and Losex. Correct. Okay. Thank you so much and I'll turn it back. Thank you.

And again, if you have a question, please press star 1 on your telephone keypad to join the queue. Your next question comes from the line of Pammy Beer of RBC Capital Markets. Your line is open.

Thanks. Good morning. Just on the FCR deal, I think you cited that four cents of estimated dilution from an FFO standpoint. As you kind of work toward closing, are there any pieces that maybe could shift the outlook?

Tommy, the only things that would shift it are we're going to continue to update our debt assumptions, which we just spoke about, depending on financing. We'll refresh NOI based on new budgets that will be done, but those would be the material pieces. So nothing big.

Would there be maybe any opportunities to maybe improve the recovery ratios? Maybe from a G&A standpoint, I think you have modeled that into your forecast in terms of the additional G&A, but I'm just curious if there's any ways to maybe offset some of that.

I think it's too early to say, and our teams continue to work through the impacts of integrating the two platforms, so as we have better clarity, we'll share.

Just on the retail occupancy, can you maybe just go through the backfill of the releasing? It sounds like, I think, Lord Dundas, I think you talked about it last quarter, but that should be income-reducing. I think most of it should be backfilled by early next year, but maybe some color on the Montreal vacancies that surfaced this quarter.

Hi, Tommy. David speaking here. Yeah, so as Rael mentioned, yeah, Bloor & Dundas of the Loblaw vacates this quarter. We're actually very encouraged with how quickly our team turned over that site in the sense of it vacated this quarter and we got shoppers in within the same quarter. So we're very encouraged by that collaboration across the teams. In Laval, the site is requiring a bit of a rezoning process, so it's going to take a little bit more time, but we are working through a similar type of plan from a backfill perspective, and we should have more to share in upcoming quarters.

Okay, so that space is more of a 2027 type releasing?

Yes.

Okay. And then just lastly, with... with the on the industrial side just with all this new all these new issues I guess or these new tariffs that were announced and maybe just some broader call here are you are you seeing any changes in terms of you know from a leasing velocity it sounds like I mean it looks like we are occupancy held pretty steady but in terms of as you look forward over the balance of the year any shifts in tenant behavior or willingness to commit or maybe even just in terms of delays in any decision making on some of your existing tenancies.

Hi Tommy, it's Niall. In terms of new opportunities, no, there's been a consistency over the last number of quarters on moving forward with expansion opportunities as they arise.

and Tommy Davis speaking. In terms of the existing portfolio, we're actually fairly encouraged by where we're seeing our occupancy going towards the end of the year. So as of now, it hasn't been an impact, but something that we're closely monitoring.

Okay, thanks very much. I will, I'll turn it back.

And again, if you have a question, it is star one. Your next question comes from the line of Tal Woolley of CIBC Capital Markets. Your line is open.

Hi, good morning. Just wondering if we could talk a little bit about the disposition plan post the closing of the acquisition. I'm assuming you've gotten an idea of what's in the acquired portfolio, what's in your own portfolio. Do you have, like, sort of an idea of when investors should start, expect to see the start of that disposition process after the deal has closed?

Yeah, hey, Kyle as well, hope you're doing well. So, look, I would say the first thing is, you know, the team has a track record of, you know, bringing down, you know, the leverage post a major acquisition, as we did after, you know, the acquisition or the integration of Crete. We're busy working through it. I would tell you that there's likely more to be sold on the choice portfolio than the first capital portfolio because we were very selective on the assets we purchased, as Simone mentioned. But as soon as we have more color to share, we will share it. But you'll likely see sales start happening, call it early of 27. All right, that's great.

And then, you know, something we haven't talked about in a while, but I mean, the market has, you know, the market started to change, but, you know, you obviously have a large residential pipeline potential within Detroit's portfolio. You're also going to be acquiring a portfolio that also has large residential opportunities. Have you thought about, you know, ways to extract value from that over time? Is it going to be something where, you know, are we sort of in the window where maybe you could consider starting to greenlight some residential developments? Or would you look at trying to monetize some of that density value?

Look, I'll say a few things. So, one, we've said over the last few quarters that we agree things are starting to turn. Thank you for joining us today. Long-term owner with a strong balance sheet now would be the right time to try and sell density.

Okay, that's great. Thanks very much, everybody.

Your next question comes from the line of Juliano Thornhill of National Bank. Your line is open.

Hey, guys.

Good morning, everyone.

Just one question on the Loblaws renewal, and I saw it went up to like 8.8%, and that's a bit higher than previous years. I'm just wondering if this kind of mid-Aid, Hi, David speaking. So, what we're seeing is, as you observed, with the strength of the retail market, we've been seeing that rate

or that increase go up over the last few years. So we've been very positive about that, which is what we've seen in the grocery market and all the rest of our retail portfolio. I think on a go-forward basis, it is a little early to tell based on the composition of the sites and the stores in the portfolio. But what we're seeing across the rest of our portfolio, we're hoping will continue to work its way through the renewals.

And by the composition, you're just saying there could be more Toronto versus the actual portfolio broadly? Is that kind of what you're indicating?

So every year, because it was a trosh of stores, it is mixed across the country, but it's a mix of market sizes, store sizes, and then in some cases, red levels. So that was more of the comment on the composition.

Okay. All right. Thanks, guys. That's all for me.

With no further questions, I will now turn the call back over to Rael Diamond, CEO, for closing remarks.

Thank you, Jael. Once again, our business and portfolio remain in excellent shape. Thank you all for your interest in Choice Properties and for joining us this morning. We look forward to providing you another update on the business in the fall.

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