Rithm Property Trust Inc (RPT) 2014 Q1 法說會逐字稿

Greetings, and welcome to the Ramco-Gershenson Properties Trust first-quarter 2014 earnings call. (Operator Instructions) As a reminder, this conference is being recorded. I would now like to turn the conference over to your host, Ms. Dawn Hendershot, Vice President of Investor Relations. Thank you. You may begin.

Good morning, and thank you for joining us for the first-quarter 2014 earnings conference call for Ramco-Gershenson Properties Trust. With me today are Dennis Gershenson, President Chief Executive Officer; Gregory Andrews, Chief Financial Officer; and Michael Sullivan, Senior Vice President of Asset Management.

At this time, management would like me to inform you that certain statements made during this conference call, which are not historical, may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Additionally, statements made during the call are made as of the date of this call. Listeners to any replay should understand that the passage of time by itself will diminish the quality of the statements made.

Although we believe that the expectations reflected in any forward-looking statements are based on reasonable assumptions, factors, and risks that could cause actual results to differ from expectations are detailed in the first-quarter press release. I would now like to turn the call over to Dennis for his opening remarks.

Thank you, Dawn. Good morning, ladies and gentlemen. We are pleased to report another successful quarter. Our numbers and activities for the first 90 days of the year are tracking with our 2014 business plan, which will extend our five-year record of producing superior results.

Our plan for this year builds on the value-add acquisitions we made in 2012 and 2013. It also benefits from our recently completed and newly commenced developments, shopping center expansions, and redevelopments. Additionally, our 2014 numbers will benefit from rent commencements for lease assigned in 2013, the leasing of existing portfolio vacancies, and healthy rental increases from tenants both with and without options. All of these realized opportunities will ensure substantial growth in our earnings this year.

Another positive aspect of our recent activities is that many of our developments, expansions, redevelopments, and new anchor leases will only begin to generate revenue in the second half of 2014, ensuring healthy growth in 2015 and beyond.

Our ability to drive both net asset value and revenue growth is the result of the quality of our markets, the strategic location of our centers, and the quality and desirability of our predominantly national credit/tenant mix.

All of these factors combine to make our shopping centers the destination of choice for the consumer in our trade area. It is the quality of our assets that has allowed us to add credit anchors to existing centers such as LA Fitness at our Plaza Delray, a Ross store at both Market Plaza and Village Lakes, as well as Gordmans department store at Lakeshore Marketplace.

It has been the quality of the markets and tenant mix and our recent acquisitions that allowed us to conclude that we could take advantage of existing vacancies at Deer Groove and Mount Prospect in metropolitan Chicago. And it is the strategic location, quality of center, and demand by national retailers to be a part of our shopping centers that allowed us to expand our assets onto adjacent land as at Harvest Junction in Longmont, Colorado, and Fox River in Milwaukee, Wisconsin. As well as undertaking new developments adjacent to our existing centers, with over 90% pre-leasing as at Lakeland Park in Lakeland, Florida, and Parkway Shops in Jacksonville, Florida.

Consistently increasing the quality of our portfolio, building net asset value, and generating sustainable earnings are hallmarks of our long-term business plan. They are also driving our 2014 efforts.

On the investment front, we are presently pursuing several larger, multi-anchored shopping centers that match our acquisition criteria of being located in a metropolitan market with a quality-of-life profile. A constant for each acquisition is that it must include a value-add component.

In April, we initiated our 2014 capital recycling program with the sale of Naples Towne Centre, generating over $7 million in proceeds. We are in contract to sell several additional assets. Based on our planned acquisition and disposition program, we anticipate that we will make substantial progress in achieving our goal of no market representing more than 25% of our revenues.

With respect to our development activities, we are well underway with our Lakeland Park project in Lakeland, Florida, and expect that no less than 98% of our retail stores will participate in a fall 2014 opening. We are also making substantial progress on pre-leasing, the second phase in our Parkway Shops center in Jacksonville, Florida, and anticipate that, based upon the amount of tenant interest in this center, we will pursue a new development project here in the near future.

You will remember that we completed the first phase of the Parkway Shops, anchored by Marshall's and Dick's, in May of 2013. This shopping center is a complement to our 900,000-square-foot River City Marketplace.

The undertaking of the second phase of the Parkway Shops will only further cement our complex's dominance of the Northern Jacksonville trade area, which stretches from the St. John's River up I-95 to well into Southern Georgia.

Relative to our value-add redevelopments and shopping center expansions, we are finalizing leases and governmental approvals on a number of projects in addition to the four centers identified in our supplement. Each of these redevelopments and expansions will bring new and exciting destination uses to our centers, bolstering the credit quality of our assets and reinforcing our properties as the location where we are the destination of choice.

We anticipate that a number of these exciting value-add projects will be announced in the second or third quarter. Several of these opportunities include national retail anchors who are entering our markets for the first time.

Lastly, the performance of our portfolio -- as demonstrated by our first-quarter occupancy, renewal rates, and rental increases -- support the premise that our shopping centers are the property of choice for both retailers and consumers; that we have been successful in proactively addressing risks to our tenant mix by weeding out lower-credit-quality users or retailers threatened by competition; and that by filling our shopping centers overwhelmingly with top-performing national and regional chains, we will prosper in all economic environments.

I would now like to this call over to Michael Sullivan. Michael?

Thank you, Dennis. Good morning, everyone. Ramco's asset management team is pleased to report our first-quarter 2014 operating results. Our portfolio management approach continues to be focused on improving the quality of our shopping centers and generating strong internal growth.

Leasing continues to drive our portfolio productivity. In the first quarter, total leasing velocity was more than double that of the same period in 2013. Ramco's shopping centers continue to attract best-in-class national retailers to our locations including new leases this quarter with Petco, Kay Jewelers, Rue 21, and Subway, even while the retail marketplace is experiencing some tenant bankruptcies and store closures.

Leasing spreads were healthy again, with total lease rental growth on a comparable cash basis up 5.7% for the quarter. Renewal lease volume was very strong at over 600,000 square feet and more than 3 times that of the first quarter 2013.

We achieved this while still generating a positive renewal rental spread of 5%. This increase is noteworthy because the volume of anchor renewals in the quarter was approximately 475,000 square feet, led by six TJX leases. TJX is Ramco's top retailer and is one of the leading retail performers in America. This is a clear affirmation of the quality of Ramco's portfolio.

Our leasing focus and methodology continues to improve the credit quality of our income stream and our tenant roster as well. Retailers such as Whole Foods, JoAnn Fabrics, DSW, Meyer, and Lowe's continue to improve their position on our top 25 retail tenant list. Approximately 70% of our new leases executed in the first quarter were with national and regional retailers. Given our relationships with these retailers and the quality of our portfolio, we expect to maintain both strong leasing velocity and healthy leasing spreads throughout the balance of the year.

Leasing productivity had a uniquely positive effect on our portfolio occupancy in the first quarter. As reported, our core portfolio of physical and leased occupancy was essentially flat in the first quarter. Historically, we've experienced a drop in occupancy of approximately 100 basis points in prior first quarters. We believe this improvement, versus historical first-quarter occupancy drops, sets the stage for steady increases in positive occupancy absorption for the remainder of the year.

Same center NOI was also a bright spot. We posted a 3.3% increase in the first quarter. Recoverable expenses were up slightly due to severe winter conditions in the Midwest as well as higher real estate tax accruals. We are confident that the lingering effects from the recent winter will be negligible, and we continue to be aggressive in our tax appeal program. With our 2014 plan in motion and our continuing focus on increasing minimum rents and containing costs, we expect similar positive operating results moving forward.

The asset management team remains diligent in focusing on our tenant watch list. We recently held a complete portfolio review with Office Depot and are actively identifying re-tenanting and downsizing opportunities. Our actions in this regard demonstrate our proactive, ahead-of-the-curve approach in managing our portfolio.

We are also in active negotiations with Radio Shack concerning our 15 locations and are confident that should they decide to close any of our stores, these locations are so valuable that we will have little difficulty re-leasing them.

Our two Coldwater Creek stores are in exceptional-quality shopping centers, and we have interest from complementary national retailers for both locations. And of our 10 [dot] locations, we currently know of only three lease rejections. Given the strength of these locations, we are confident, again, in our ability to release them quickly to higher-quality, national retailers at higher rents.

We believe our excellent operating results in the first quarter positions us well to achieve our 2014 business plan. Ramco's asset management team is committed to operating excellence and ensuring that our shopping centers remain the dominant centers in their trade areas.

With that, I'll turn it over to Greg.

Thank you, Michael. We had a quiet quarter on the investment front, reflecting our disciplined approach to underwriting and our emphasis on investing where we can add value for shareholders. Nonetheless, we have been busy laying the groundwork for future acquisitions, redevelopments, and developments that will pay off down the road.

During the quarter, we bolstered our already strong balance sheet. On the debt side, we paid off two maturing mortgage loans totaling $29.8 million using borrowings under our line of credit. The two properties were added to our pool of unencumbered operating real estate, which at $1.3 billion now accounts for 75% of our total operating real estate.

Also during the quarter, our Ramco 191 joint venture completed a deed in lieu of transfer of Paulding Pavilion to the note holder. Our 20% share of the debt was $1.5 million. On the equity side, we raised $15 million to our after-market equity program to fund development, redevelopment, and a modest reduction in debt.

Our balance sheet metrics improved accordingly. Debt to EBITDA was 6.1 times for the quarter, down from 6.3 times at year end. Interest coverage improved to 4.0 times, and fixed-charge coverage improved to 2.9 times. Our next debt maturity is not until June 2015, and our weighted average term to maturity is a healthy 5.3 years. We have nearly $184 million in readily available liquidity and the capacity to borrow substantially more than that if needed.

In short, our financial position remains excellent. Going forward, we will remain focused on maintaining low leverage, high liquidity, and healthy coverage ratios.

Now let me turn to the income statement. Operating FFO for the quarter was $0.30 per diluted share. Here are some of the key items driving FFO this quarter. Cash NOI was $34.6 million, or $10.3 million higher than in the comparable quarter. This reflects -- this increase reflects same-center NOI growth and the acquisition of $567 million in real estate last year.

Our same-center NOI increase of 3.3% for the quarter was driven by a 2.9% increase in minimum rents. Higher same-center occupancy by 110 basis points, rental rate increases upon re-leasing, and contractual rent increases all contributed to rent growth.

During the quarter, we recorded a provision for credit loss of $157,000, or nearly $130,000 better than in the comparable period. Our billing and collections team is doing a terrific job making sure we are being paid on a timely basis and pursuant to our leases.

During the quarter, we received approximately 1/2 of $0.01 per share of lease termination fee income. Most of this relates to a departure by a Bally's Gym and a freestanding outparcel building. We have re-leased this building to a vision service center operated by Henry Ford Health Systems, which is both an attractive tenant and an excellent credit.

Our unconsolidated joint ventures generated a loss of $1.6 million this quarter. The loss is due to $2 million of depreciation expense for demolition at the Plaza Delray, where we are replacing an out-of-date Regal theater with a state-of-the-art LA Fitness. Excluding this $2 million, or JV income would have been $0.4 million for the quarter, or about the expected quarterly run rate going forward.

G&A expense of $5.6 million was 2% higher than the $5.5 million a year ago. Our full-year G&A forecast remains unchanged at approximately $23 million.

Now let me say a few words about our outlook for 2014. Our shopping centers continue to perform well, and our business plan for the year is on track. Our relentless focus on leasing was evident this quarter in transactions that not only improved our cash flow but the credit quality and the growth profile of our lease roster.

We are reiterating our 2014 operating FFO guidance range of $1.20 to $1.26 per diluted share, which reflects a 5.1% increase at the midpoint over 2013. Although we do not provide FFO guidance by quarter, I would note that we expect the second half of the year to be stronger than the first half.

We look forward to updating you on our progress on our second-quarter earnings call in July.

Now I'd like to turn the call back to the operator for Q&A.

(Operator Instructions) Todd Thomas, KeyBanc Capital Markets.

Jordan Sadler is on with me as well. Dennis, you mentioned in your prepared remarks that growth will be achieved by working through lease expirations both with and without options. Is there any way to quantify how many leases (inaudible) of options maybe if we think about the remaining 2014 and 2015 expirations, for example. Can you share some details there?

I don't have that at my fingertips. But I will tell you this, Todd, that the vast majority of the heavy lifting as far as these lease renewals are concerned have already been completed. So the implications -- maybe I was moving too fast in my prepared remarks -- was that those increases are really baked in throughout the year because the majority of tenants have to exercise options, more often than not, either nine months or a year ahead of time. And those leases that are expiring, we don't wait until the last minute, so we are every bit of six to nine months ahead of that.

So these are, for all intents and purposes, both leases that have been exercised already; as Michael identified, well over 600,000 square feet. So these numbers have already, for the most part, been achieved. But as far as the breakdown between options and those others, we can supply that.

Todd, I can tell you just in terms of the activity in Q1, out of the 600,000 square feet of renewals that we achieved, 230,000 of that 600,000 were with leases that have options.

Okay. And then I guess just continuing on that, if we think about that 230,000 square feet of leasing -- of expirations that had option versus those that did not have options, can you break out what the spreads look like for those two buckets perhaps?

I really don't have that information, Todd, but I can get that for you. I can tell you that the important thing is that we were able to generate a pretty healthy 5% spread given the fact that there is blended renewals and leases with options. So if you want will we can follow up a little later with that.

Todd, this is Greg. I think the important thing to understand is all of our options typically include a bump in rent when they come up. So there's an increase in rent, whether it's subject to an option or whether it's a lease that's being renewed outside of that.

Okay. And then just one last question on leasing. I noticed that the TIs per square foot were extremely low. Very minimal on new leases overall. I know that can bounce around a bit quarter to quarter, and last quarter they were pretty high on just a handful of deals. But can you talk about that -- the TI's in the quarter? And I guess I'm just wondering whether we should expect that number to remain low. Or was that sort of an anomaly in the quarter?

Well, again, we've covered this topic in a number of calls in the past. Each quarter, as you've identified, is different based upon the leases that we're executing. The preponderance of leases that we had here in this quarter were indeed tenants who were already in occupancy, and therefore, for all intents and purposes, there's no money given to them.

What you've seen in my remarks about a number of the tenancies, the Rosses and the Gordmans and the LA Fitnesses, those are the tenants that really impacted both the quarters in the past and maybe some quarters to come where we made deals with anchors that require significantly more dollars than with the smaller tenants. So within a quarter, there is more small tenants than anchors; you'll see that number being very low. If it has a number of anchor leases, which also portends the fact that we're going to get a nice healthy bump in income as well, that number may be higher.

Okay, got it. And then just one last question on asset sales. You mentioned that there are a few other properties that might be under contract. I think last quarter you indicated that asset sales for the year might fall around $40 million. Is that still consistent, or do you anticipate that dispositions might come in a little bit higher for the year?

And then I was just wondering if you could provide a cap rate on the Naples Towne Centre sale.

At this juncture, I think we would leave the number at $40 million. There will be a little more clarity as we move through the year into the second and third quarter, and we can give you an update on that.

The Naples Towne Centre had a cap rate in the mid-8s. The primary reason for that is just both the size of the center, the lack of really any significant anchors, and the trade area in which this asset was located.

Okay, great. Thank you.

Vincent Chao, Deutsche Bank.

Just appreciate the comments on some of the troubled retailers and sort of demand that you're seeing coming in behind them. But just curious what you are hearing, seeing from the dollar store segments. Obviously, Family Dollar announced some store closures in a tough quarter. Just wondering if you think that's indicative of broader pressure on the dollar stores, or if that was more Family Dollar-specific.

Vincent, Mike Sullivan here. What we're seeing in the marketplace is really more specific to Family Dollar. We have one Family Dollar had a very small center here in Fraser. We been speaking with Family Dollar. The store actually does well, so it's indeterminate what's going to happen with that. But it seems the broader dollar segment is doing well.

As you know, we have a number of Dollar Trees. We are in constant communication with Dollar Tree. In fact, part of our team is with Dollar Tree now doing a complete portfolio review with them at their corporate headquarters. They are not only very strong, but our Dollar Tree locations are in general very strong. So our view would be that it's really specific to Family Dollar.

Okay. Thanks for that. And just on the pipeline of acquisition opportunities, Dennis, that you mentioned, looking at a few deals out there. Just curious, you've been pretty active in the St. Louis, Milwaukee, Denver markets -- just wondering if you are starting to branch out beyond those or if you are still trying to build up the scale in each of those sub-markets.

We are doing both, Vin. We have always been very disciplined in our approach to acquisitions. As I mentioned, we are trying to live by our criteria, again, which involve that value-added component. I think that you should see acquisitions begin to accelerate in the second quarter; and, as I mentioned, these will be larger assets where we truly believe that there is a lot more potential in the assets that [made] than has been has been realized by the prior owner.

As far as new markets, we are looking at several new markets. Our history will show that we really don't talk about these until there's an actual acquisition made, and then we'll give you an understanding of the psychology of why we went into that market and why we feel fully that's a strong market for us to grow in.

Okay. And just maybe within the markets that you've been buying in, can you just comment on the competitive landscape there? I mean, are you seeing more and more buyers come into those markets? Is it getting harder to find deals in them?

Well, there isn't any question that more people, especially institutional players, are coming into the markets that we are focused on. It does make competition for the core type of asset significantly more difficult. Which the good news is as far as that's concerned is that the centers that we've acquired with our value-add opportunity as we are completing those, they are much more valuable as these institutional players are paying, all of a sudden, cap rates that we're finding a little difficult to believe. But, again, those are not acquisitions where there are opportunities to add value; they are much more just solid core, long-term leases that the institutions are buying to hold for the long-term.

Got it, got it. Maybe one last one for me on the Parkway Shops Phase 2, sounds like that is progressing nicely. I think Phase 1 was about $19 million or $20 million in total. Just on Phase 2, is that a similar size do you think or maybe a little bit smaller?

It will more likely, as far as dollar expenditure, be smaller because one of the anchors that we're contemplating would buy their own site and build their own store. So as far as dollar expenditures, I think that that would come in lower than what we spent on Phase 1. But, again, as we move through -- achieve Board approval on that, then we would absolutely give you a lot more color. 1

Sure, sure. And do you have the current yield that you're getting on Phase 1 right now?

That wasn't in the supplement. On the new dollars expended, it was certainly a double-digit return. And blending in the costs, including land and the period of time we held it, it was in the high single digits -- the overall.

Okay, great. Thank you.

Craig Schmidt, Bank of America.

By the end of 2015, I'm wondering where do you expect your Office Depot exposure to be.

Well, Craig, if you look historically, we used to have 30 office supply stores; we're now down to 24. And we've replaced, in each of those instances, the Office Depot, OfficeMax, or Staples with high-quality, soft-line retailers.

We are working with, as Mike mentioned, both Office Depot and we are in discussions with Staples specifically as to which stores are performing well and are right sized, which should be downsized, and then which they'd like to get back.

What's nice about the office supply sector -- not only that Office Depot now is a stronger company that they've combined with OfficeMax, but that our exploration schedule goes well into the future, which will allow us plenty of time to work with them to think about which centers where we want to keep them. And, in all honesty, we would like to have them give back some of the stores because there is a significant delta between what they are paying and what we can achieve on those spaces.

So do I expect them -- or do I expect to whittle down that number of office supply stores? We do. And it will not be restricted to Office Depot; Staples will be included in that as well.

Has Staples communicated -- I know they suggested they were going to close 225 stores over the next two years. Have they communicated which stores in your portfolio they are looking at, if any?

Yes. They have published a list of which stores they're going to close, and not one of our centers is on that list.

Great. And then just touching on some of the earlier callers' comments on acquisitions. I wonder if you can tell me where the sort of multi-tenant, value-added community centers are trading today relative to 2013 given sort of the competition you had mentioned in the earnings space.

We believe that the cap rates are somewhere between 6.5 and 7.25, depending upon the specific market. And because, as I mentioned, competition is increasing some, I think something in the mid- to [high-6's] probably is something you can expect going forward.

Okay. Thank you.

R.J. Milligan, Raymond James.

Dennis, you gave some comments in terms of the demand out there for assets in terms of acquisitions. I was just wondering what the supply picture looks like. Are you seeing more product come to market? And I guess on top of that, whether or not you think some of these spinoffs, whether it be Simon or some of the other ones that are coming over -- coming to the market are going to create more buying opportunities as they look to prune that portfolio -- or those portfolios. Or just some comments on supply would be great. Thanks.

Sure, R.J. First of all, we are absolutely seeing an uptick in the number of opportunities in the markets that we find most desirable. We're also seeing centers of significant size coming to market. We've actually looked at some centers that are not in our primary markets or the markets that we've identified as where we want to grow just because these opportunities exist. And for a number of reasons, we passed on some of them. But supply is absolutely increasing, and it's increasing with very high-quality properties.

And do you think there's anything that's driving the increase in supply in larger properties?

If I were to guess anything, I think it's that the whole world is kind of focused on the potential for interest rate increases, albeit that nobody really knows when that is going to occur. And in a very frothy market, as we have now, if you are going to contemplate selling an asset, this is a good time to get it out into the market.

All right. That's it. Thanks, guys.

Chris Lucas, Capital One Securities.

Dennis, can you give us a sense maybe as to the dollar volume of the potential three development announcements coming later in the year? Just sort of a range would be helpful.

Well, let me say this, Chris. We have typically spent in the vicinity of $25 million to $30 million a year on the redevelopments. One of the things you'll note in the supplement is on that schedule we are also including expansions onto adjacent land. So the number could indeed be somewhat higher for the year. Of course, you have to understand that a number of the expansions or redevelopments we'll start later this year really won't have the kind of significant dollars involved in 2014 that they'll begin to have in 2015.

So I might extend that from anywhere from $25 million to $35 million or $40 million at the most.

Okay, great. Thank you. And then you talked a little bit about the process for renewals on your anchor and junior anchor tenants. And I guess obviously the question, which is are you aware now of any boxes that you are getting back (inaudible) non-renewals at this point?

Chris, Mike Sullivan here. No, there's nothing unexpected or surprising on the horizon for that.

Okay. And then the last question for Greg. On the winter weather expenses, could you just sort of walk us through the tenant reimbursement process and how you manage and make sure that you're collecting the receivables and over what period of time your billing (inaudible) those extra costs?

Chris, this is Mike Sullivan. I can tell you, in general, our approach to specifically snow removal, which is really the sort of the spike in those winter expenses, are flat contracts. We've gotten away from by the push. We like some certainty with our contracts, and, quite frankly, our tenants prefer that just because it removes uncertainty from year-to-year billings. But this is a situation where we build in the cost of these contracts and really identify at the beginning of each year what the tenant can expect in terms of our (inaudible) expense recovery.

So we don't anticipate any adverse effect in terms of our collections or our receivables or our recoveries because, again, the spike really was snow removal, and they're predominantly flat contracts.

I may need to follow up with you offline just to understand what that means in terms of -- I guess if you know going in what your costs are, where is the spike coming from?

Well, the spike it comes from may be some of the larger areas, particularly one of our centers in Jackson where we converted from using our own equipment to a contracted situation. And was just a spike year-over-year. But if you'd like, we can certainly talk about it offline.

Chris, the important point here is that regardless of how we structure the contracts, these costs under the leases are reversible operating expenses. So you will expect tenants to reimburse us for those costs pursuant to their leases. And the only place where that wouldn't happen is if there's vacancy. But, as you know, our portfolio is substantially full, so any leakage is really de minimis.

Understood. Thank you.

Geoff Dancey, Cutler Capital.

I have a couple of questions for you. In light of the current real estate valuations, which Dennis I believe referred to as frothy, can you update us on your plans for dispositions going forward? Is now a time to be more aggressive with dispositions? And can you also put this in the context of what you'd like to see the size of the Company be over the next few years in terms of growth or shrinkage? Thanks.

Geoff, first let me say that in past calls we've referenced to the fact that all of the more challenged assets that we had have indeed been sold off. We do plan to sell a number of what we'll call either lower-quality shopping centers or shopping centers that just don't fit our criteria for those assets that we want to own going forward. And, again, it is indeed possible that we could tee up, based on the marketplace, several additional assets that were contemplated for this year but didn't necessarily fall into the lowest quality as far as the asset. But there may be circumstances as we continue, as we always do, to review the portfolio and say maybe there's one or two extras. But I think we are in an enviable position where, other than those assets we have identified, either we have got a healthy redevelopment plan for the property or it really is a core type of asset.

So as far as that is concerned, I think we're on top of our game. And, yes, the market is frothy, and we absolutely want to take advantage of that. So, again, we'll continue to look at the portfolio.

Can you give me some guideline as to what cap rates you find attractive for purchases and for sales at this point? I know it's -- cap rates is a pretty blunt way to express it, but for lack of a better one.

Well, it's certainly, as far as sales are concerned, anywhere from 7.5 to 8.5 depending upon exactly the [tent] and makeup of the asset. And, as far as acquisitions are concerned, I think I mentioned that just a little bit earlier in the call. But we will be disciplined about our approach to that; it does have to match our acquisition criteria. And then lastly, as I said on our fourth-quarter call, in a perfect world I would love to be able to buy as much as we purchased last year. But, again, based on the competition, based upon a disciplined approach to acquisitions, we'll work toward that goal; but we're certainly not putting it into our model.

Great. And then just a couple of more for you. I noticed you used the after-market equity offering again this quarter. And when I look at the value of the Company -- and a lot of the analyst valuations seem to use the same numbers -- it looks like your -- or I suspect that your equity may be trading at a lower -- or, sorry, higher implied cap rate than some of the assets you may be able to buy or some of the assets that you are holding. Which, to me, suggests that may be more NAV accretive to, say, sell an additional property and not use the after-market equity offering. What do you -- how do you approach that?

Well, we take the same factors under consideration, Geoff. And, as Dennis pointed out, we did complete one sale post quarter in the second quarter. And we also disposed of one joint venture asset through the deed in lieu, as I mentioned in my prepared remarks. So I think we're going to be active on the disposition front.

But I think it's also important for us to maintain a very strong balance sheet, which is in the interest of shareholders because it helps us lower our cost-of-debt capital and provides us, I think, tremendous flexibility to execute on our business plan going forward. And so, at the end of the day, it was a modest amount of equity that I think just helps position us to execute on our plans for the year.

Okay, appreciate your comments. Thank you.

Ben Yang, Evercore.

Just following on an earlier question. Dennis, I think you mentioned kind of mid-to-high fixed cap rate on future acquisitions for you guys. But in the past, I believe you talked about sort of that high fiscal load-setting cap rate being your sweet spot. I just wanted to clarify is that lower cap rate target based on where the market has moved based on the existing competition? Or is it maybe based on your willingness to get more aggressive to land deals, or maybe even [bid] (inaudible) the potential new markets that you commented on earlier. I'm just curious why you are willing to go lower on the cap rate targets.

Well, in all honesty, Ben, it's really a combination of all of the above. We want measured growth. You have got to play in the marketplace in which you find yourself. But because we truly -- and you've seen this when we have been out on the road with you -- all of these opportunities truly have a value-added component. Therefore, not being a positive spread buyer, although we want an acquisition to be accretive at the get-go, we are not scared off by a lower cap rate as long as we see where we can add that value. And, indeed, not only have a stronger tenant lineup but generate oversized returns that can increase the cap rate from anywhere to 50 to 150 to 200 basis points.

So to the extent that cap rates have dropped because more people are focused on areas other than the coasts, it is a more competitive environment. But we are finding opportunities, and we are able to negotiate deals, as we'll be able to articulate in the second, third, and fourth quarter. And we'll be able to explain not only what the cap rate was but what exactly we plan to do with these assets.

Got it. Makes sense. And then maybe just final question on the acquisition. You mentioned hoping to do a similar amount of investments this year that you did last year. And last year, obviously a big chunk of that was the Clarion joint venture. So I'm just curious, do you think you guys could potentially consolidate your Heitman joint venture this year? I mean, have -- are you having those discussions? And then also if you have any thoughts on what a market cap rate is for these particular assets.

Well, we certainly have an outstanding relationship with our joint venture partners; Heitman and the principles that they represent. Joint ventures do have -- not a fixed life in our case, but there is a time frame typically that these ventures run where the partner wants to harvest the profit and potentially reinvest elsewhere.

We have ongoing conversations with our partners about opportunities at the shopping center as well as what their plans are for the future. I don't have anything to report as far as changing the direction of the venture at this point. But if something does change, you'll be one of the first to know it.

Got it. And then just hypothetically, do you have any thoughts on what a market cap rate is for the assets in that venture?

I wouldn't want to speculate on that at this point especially because if we get into a negotiation with them, I don't want to sound either too high or too low.

All right. Thanks, Dennis.

Thank you, Ben.

(Operator Instructions) There are no further questions at this time. I would like to turn the floor back to management for closing comments.

As always, I want to thank everybody for their interest and their attention. And we'll look forward to speaking to you again in about 90 days. Thank you all.

This concludes today's teleconference. You may disconnect your lines at this time. Thank you for your participation.