Necessity Retail REIT Inc (RTL) 2022 Q3 法說會逐字稿

Good morning, and welcome to The Necessity Retail REIT Third Quarter 2022 Earnings Call. (Operator Instructions)

I would now like to turn the conference over to Curtis Parker, Senior Vice President. Please go ahead.

Thank you, operator. Good morning, everyone, and thank you for joining us. This call is being webcast on the Investor Relations section of RTL's website at www.necessityretailreit.com. Joining me today on the call to discuss the results are Michael Weil, President and Chief Executive Officer; and Jason Doyle, Chief Financial Officer.

Following information contains forward-looking statements, which are subject to risks and uncertainties. Should one or more of these risks or uncertainties materialize, actual results may differ materially from those expressed or implied by the forward-looking statements.

We refer all of you to our SEC filings, including the annual report on Form 10-K for the year ended December 31, 2021, filed on February 24, 2022, and all other filings with the SEC after that date for a more detailed discussion of the risk factors that could cause these differences or otherwise impact our business.

Any forward-looking statements provided during this conference call are only made as of the date of this call. As stated in our SEC filings, RTL disclaims any intent or obligation to update or revise these forward-looking statements, except as required by law.

Also during today's call, we will discuss non-GAAP financial measures, which we believe can be useful in evaluating the company's financial performance. These measures should not be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP. A reconciliation of these measures to the most directly comparable GAAP measure is available in our earnings release, which is posted on our website.

Please also refer to our earnings release for more information about what we consider to be implied investment-grade tenants, a term we will use throughout today's call.

I'll now turn the call over to Mike Weil. Mike?

Thank you, Curtis. Good morning, and thank you all for joining us today. We had an excellent third quarter highlighted by leasing over 1 million square feet, including new leases and lease renewals, and completing the CIM portfolio acquisition. Most notably, we grew AFFO per share by 18% when compared to the fourth quarter of 2021, the last full quarter prior to the CIM portfolio transaction.

In all, the quarter was among the most successful quarters we've had since our listing in terms of leasing, which was strong, and increased occupancy at our open-air shopping centers, which reflects the ongoing strength of the U.S. retail sector. We believe our preeminent necessity-based retail portfolio is well positioned for meaningful capital appreciation with a dividend that provides shareholders a very compelling current yield. Furthermore, compared to our peers, we believe that our portfolio provides tremendous upside that we would expect to offset any perceived short-term economic uncertainty.

The financial press has broadly touted the resilience of the U.S. retail sector, including in a featured article in the Wall Street Journal in early October that declared that U.S. retail is "enjoying its biggest revival in years."

Retail vacancy fell to its lowest level in 15 years in the second quarter of this year, while asking rents at U.S. shopping centers were 16% higher than 5 years ago. For the first time since 1995, more stores opened and closed in the U.S. last year with that trend expected to continue in 2022, even in the face of possible economic headwinds. Of course, this comes as no surprise to us as we have long believed that necessity retail is a reliably strong sector of the economy that offers compelling reasons for investing in its underlying real estate.

We continue to see results from the significant commitment we've made over the last year to building a world-class asset management team. I'm very pleased with the third quarter results this team achieved recording more leasing activity measured by square feet than in any prior quarter since 2018.

Our executed leases as of quarter end plus leasing pipeline as of October 31 would raise occupancy in our multi-tenant segment to 92.8%, up from 89.4% at the end of the second quarter, as executed leases commence and assuming all of the signed letters of intent lead to definitive leases. Executed leases in the third quarter totaled over 1 million square feet. This includes over 500,000 square feet through 41 new leases in our multi-tenant portfolio with $3.5 million of annualized straight-line rent and over 550,000 square feet on 42 lease renewals in our multi-tenant portfolio, representing $8.4 million in annualized straight-line rent.

As of the quarter end, the lease renewals had a positive spread of 7.7% between the previous rent and the rent payable under the terms of the renewal. Our leasing pipeline as of October 31, including leases executed after the end of the third quarter, consisted of over 368,000 square feet and $5 million in annualized straight-line rent over a weighted average lease term of 11.2 years.

During the first 9 months of the year in our multi-tenant portfolio, we signed leases for over 1.9 million square feet. This consists of 70 new leases totaling almost 800,000 square feet and over $6.5 million in annualized straight-line rent and 98 lease renewals totaling over 1.1 million square feet and $16.5 million in annualized straight-line rent.

The lease renewals had a positive lease spread of 7.1%. At quarter end, our $5.2 billion portfolio was comprised of 1,050 properties with executed occupancy plus leasing pipeline of 93.9% and a weighted average remaining lease term of 7 years. Annualized straight-line rent increased almost 38% year-over-year to $392.3 million and the square footage of our portfolio grew over 43% to approximately 28.8 million square feet, in large part due to the acquisition of the CIM portfolio.

As of the quarter end, the tenants of our single tenant assets are over 54% actual or implied investment-grade rated, and 40.4% of anchor tenants in our multi-tenant portfolio are actual or implied investment-grade rated.

Based on straight-line rent, 63.9% of leases across the portfolio include contractual rent increases, which increased the cash that is due under these leases over time by approximately 1% per year on average. We own properties in 47 states in the District of Columbia, and our tenants operate across 40 different industries with no single state or single industry representing more than 10% of our portfolio and no tenant representing more than 4% of our portfolio based on straight-line rent. The necessity-based nature and high percentage of actual or implied investment-grade tenants in our portfolio provide dependable long-term cash flows, and we believe the potential for continued rental growth remains through lease-up of available space.

At quarter end, our long-term debt had a weighted average maturity of 4.3 years and with 83% fixed rate after we proactively locked in rates during the historically low interest rate environment we experienced last year, which insulates us from significant exposure to today's rising interest rate environment. We've demonstrated an ability to successfully delever in the past and expect that we'll do the same now that the CIM portfolio acquisition is closed. We intend to resume our deleveraging initiative through the strategic sale of properties and continued leasing efforts at multiple recently acquired assets that have upside potential.

During the first 9 months of the year, we disposed of over $330 million of mostly non-core properties and have a disposition pipeline of over $250 million, assuming all dispositions close on their contemplated terms. All or a portion of the proceeds from these dispositions is expected to be used to repay debt and lower our net debt-to-EBITDA ratio.

I'll turn it over to Jason Doyle to take us through the numbers in greater detail. Jason?

Thanks, Mike. The company's third quarter revenue was $116.2 million, up 26.4% from $91.9 million in the third quarter of 2021 with a net loss of $56.5 million incurred in the quarter. Third quarter AFFO was $34.2 million or $0.26 per share, up 18% compared to the fourth quarter of 2021, the last full quarter prior to the CIM transaction. This quarter's results reflect nearly the full impact from the acquisition of the CIM portfolio and did not include any lease termination fees, which had previously increased revenue and AFFO in both the third quarter of last year and the second quarter of this year by $10.4 million and $5.7 million, respectively.

Our third quarter 2022 FFO was $29.4 million or $0.22 per share and NOI was $88.1 million, a 12.2% increase over the $78.5 million of NOI we reported in the third quarter of 2021. As always, a reconciliation of GAAP net income to non-GAAP measures can be found in our earnings release, supplement and Form 10-Q.

We ended the third quarter with net debt of $2.8 billion at a weighted average interest rate of 4.2% and net debt to gross asset value of 51.5%. At September 30, the components of our debt included $478 million drawn on our credit facility, $1.8 billion of outstanding secured debt and $500 million of senior unsecured notes. The amount drawn under our credit facility represents the entirety of our floating rate debt.

Liquidity, which is measured as undrawn availability under our credit facility plus cash and cash equivalents, stood at $81 million. That's based on our September 30 cash balance and borrowing availability. The company distributed $28.3 million in common dividends to shareholders in the quarter or $0.21 per share. AFFO per share was $0.26.

With that, I'll turn the call back to Mike for some closing remarks.

Thanks, Jason. Our third quarter results reflect the benefits of the CIM transaction and the continued performance of our portfolio and affirm our belief in necessity-based retail real estate, especially single-tenant properties and open-air suburban shopping centers. With tenants such as grocery stores and quick service restaurants, our properties are conveniently located between home and work and are where America shops every day.

We're delivering the accretion we expected from the CIM transactions and successfully accelerated the pace of leasing across our portfolio to grow multi-tenant occupancy to almost 93%, including our leasing pipeline. We believe we're well positioned to be one of the premier acquirers of high-quality necessity retail properties and look forward to the lasting impact we expect our successful acquisitions and leasing activity we'll have for shareholders while continuing to pay a very compelling dividend.

Thank you for joining us this morning. And operator, please open the line for questions.

(Operator Instructions) Our first question is coming from the line of Bryan Maher with B. Riley Securities.

A couple from me. On the disposition activity, is that mainly being driven by delevering? Or would you expect there to be some capital recycling? And in a perfect world, assuming you could get what you want for the things you're selling, how deep is that pool of assets?

Well, as we've talked about from the beginning of the announcement regarding the CIM acquisition, we felt that there were some really great opportunities from a recycling standpoint. And of course, we've committed to lowering net debt-to-EBITDA. Strategic dispositions were going to be 1 leg of the strategy that we will utilize to drive net debt to EBITDA down. The market for quality real estate continues to be active. Obviously, there's been some pullback. But again, good properties find buyers.

So it's no different than how we thought about it from the beginning, Bryan. We're just strategically looking at the portfolio. You've heard me talk about where we see this intrinsic value of disposing of the plant in Northern California. Again, we acquired the CIM portfolio at an average 7.19% cap rate, and we believe that we will execute on a transaction disposing of the plant at a cap rate significantly lower. So real value creation there.

And again, I think that the execution of our stated plan regarding net debt to EBITDA, we'll just continue to make this portfolio even greater than it already is. And I think you heard some things today. The leasing activity in the portfolio has been very strong. The positive spreads on renewal leasing, up 7%. Just goes against what people have thought or wondered the performance of the asset management team. That's led by effort and professionalism. And the quality of the real estate is so attractive to not only existing tenants, but new tenants. I've talked about the importance of driving occupancy, and we, again, continue to have really significant net absorption. So these all go hand in hand, and we just are really pleased. It's an exciting quarter for us to be talking about.

And maybe sticking on the leasing angle for a moment. You've had a lot of success bringing up the occupancy of the multi-tenant properties. Are there some particular asset or tenant type that's driving those occupancy gains? And are you starting to see anybody push back on rate increases as the economy has gotten a little squarely?

No, we haven't seen that at all. And as evidenced just alone in the renewal leasing, we're over 7% on a per square foot basis from where the expiring leases were. So good real estate is very valuable to retailers. We continue -- our whole theme is necessity retail and where America shops. So we continue to see the discount apparel. We continue to see the home improvement, the auto repair. These tenants, the statements that they're all making publicly about opening more stores in 2022 and their plans for 2023 remain very positive.

And just as a side note, Bryan, in our portfolio, we don't have any Albertsons or Kroger grocery stores, and we've all been reading about that proposed merger and how that might look. All I know is it's not in our portfolio, and it has no effect on us. And we're -- in our multi-tenant portfolio, 23% of our straight-line rent is generated by grocery anchored. But again, it is not Albertsons or Kroger, which just gives us more reason to be excited about what we have. And the way the portfolio is positioned, it is core to suburban America and where America shops.

And just last from me. I know that you have rent escalators in your -- the bulk of your leases, I think they're around 1% or so. Given what's going on with inflation, have you guys given any thought to bumping up those annual rent escalators? And how do you think that would be received?

Well, the -- again, if you remember the portfolio construction with such a high percentage of investment grade or implied investment grade, national retailers, for the most part, they will insist on contractual rent escalators that are negotiated at the time of the lease. So I don't think it's likelihood. But I do believe, as we see in the lease renewals, as we look to the market rents, they're very strong and holding up. And overall, as we think about historical periods of inflation, the value of a compounding annual escalator with a 20-year lease or a 15-year lease will continue to exceed periods of high inflation that will taper off. We don't know at what point, whether it's in 6, 12, 18 months, but I am confident that the contractual rent growth gives this portfolio the clear visibility into earnings growth.

And again, we had a great AFFO result for the quarter. We have a paid dividend of $0.21 per share. We earned $0.26 per share. And as we've talked about in the comments, that $0.26 per share didn't have any benefit or lift from onetime things like termination fees. So we think that, that's even more exciting and something that we're looking forward to seeing the continued growth from an organic standpoint in the portfolio.

Our next question is from the line of Barry Oxford with Colliers.

Just to build on the dispositions and acquisitions. Is it fair to say in '23 that you'll be more of a -- be more on the net disposition side of things and paying down the debt and kind of pausing on acquisitions with the exception of opportunistic opportunities? Or Michael, am I thinking about that wrong?

Without giving too much guidance or any guidance at all, first and foremost...

Yes, that's what I'm hoping for. Yes. I mean, I got numbers. I got boxes to fill in.

First and foremost, our job is to maximize the portfolio. And we see opportunities to address some very important strategic items through strategic dispositions. I have to tell you, I never start off a year with my goal being to be a net seller. I would believe and look forward to opportunities that will continue to let this portfolio grow while still addressing the committed focus on lowering net debt to EBITDA, but at the same time, improving further the earnings in the portfolio.

So we're going to see what the economy presents. I think it's really hard to have a clear picture of '23 right now just because there are so many macro items going on. We know the headlines, but like every period of the economy, there are unique things that are happening right now. I personally think that a lot of the inflation is being caused by supply chain issues that we've typically never had before, which gives us a different dynamic, which gives me belief that this could be a shorter period of inflation that's caused by something unique than what we typically see in periods of inflation. But we're going to watch really closely, and we're going to pick our places.

I wouldn't have told you at the end of 2021 or in the -- well, at some point in 2021, I didn't know that there was going to be such an exciting opportunity with a portfolio like CIM. But it checked the boxes, and the box that I'm focused on most continues to be not only earnings but driving net debt to EBITDA, as we've spoken about on many calls prior.

Great. That's helpful. Another question from me. The occupancy, you've driven really strong occupancy not just this quarter, but over the past few quarters. Can you kind of keep driving that at that rate or look, Barry, things are probably going to get a little tougher, I will obviously be nudging occupancy upward, but probably not at quite this speed that you have seen over the past few quarters?

Well, I think your logic is right just because the higher the portfolio occupancy gets, the -- I've always talked about thinking that we should be able to get into the 93% to 95% range. And I feel -- I've always felt strongly about it based on the quality of the real estate and the effort of this team and how we approach it and the relationships that we have with the retailers. As I've said before, retailers, they want to be with landlords that create value and opportunity. And we've shown that we can. We continue to operate the centers at a very high level. We have relationships with the retailers. We talk to them about their strategic goals and how we can be a part of that.

So we will continue to see the occupancy increase in the portfolio. But every large portfolio, there just comes a point where you've kind of hit natural saturation. I don't know if that's 96 or 97. But we're going to squeeze every last foot out of this portfolio because that's our job, and I look forward to continuing to have positive absorption numbers in the upcoming earnings seasons.

Our next question is from the line of [Jody Iana] with JMP Securities.

This is Jody on for Mitch. Congratulations on the significant leasing progress this quarter. And just on that point, can you elaborate if there were some specific trends, maybe like national retailers? Was it local industry that you saw more traction?

Yes. So the majority of the leasing was with national tenants, many of which are investment grade or implied investment grade. Many of them already exist in the portfolio and just continue to expand. But one of the exciting opportunities that we've always seen with suburban open-air shopping centers is as your anchored tenants are so well positioned. It really does drive higher rents and activity of the more local community or regional retailers, and those are pieces of the puzzle that make a shopping center critical to a neighborhood.

So we -- when we have this type of success in our leasing and we start to see the occupancy levels where we would expect them, we can really curate who's in the center and why? What is the benefit of bringing this tenant versus that tenant. And I don't want to name names, but we've had some internal conversations about, hey, the benefit of bringing national retailer x versus national retailer y are the following. And when we look at net effective rent and long-term value creation and what does it do to the tenant mix in the center, there's a very analytical aspect. And the more desirable your centers are, the better your choices are. So that's what's exciting to us.

And the mix of tenants, we have 44 industries represented in the portfolio, and those 44 industries have pretty much been in place for the last few years. Those are our bread and butter. We really do follow the necessity retail aspect of the portfolio. And we evaluate based on the brick-and-mortar strategy of the retailer, the recession resistance that we underwrite to of the retailer.

Again, I couldn't be more pleased with the fact that we don't have bankruptcies in this portfolio. We continue to collect 100% rent in this portfolio. These tenants are here for the long haul because their businesses are relevant, and they provide goods and services to the communities where they're located. And that drives foot traffic, and foot traffic obviously drives sales, and sales drives the tenants' willingness to renew at a positive 7% spread from where their previous lease was. So it really is all tied together, and it starts from having the relationships and knowing the markets and understanding the communities where we're located.

Secondly, not to ask about disposition guidance, but there is continued price discovery right now in the market. So are you seeing that that's delaying your disposition time line for the $250 million worth of dispositions you have? Or is it...

Jody, I'm sorry, you cut out a little bit. I didn't hear the beginning part of your question, if you could reask it.

Of course. Sorry about that. So I know the continued price discovery in the market right now. So in terms of dispositions, are you seeing any delay in the time line of those $250 million worth of dispositions? Or is it not impacting considering your portfolio?

I would tell you that we are still on the same time line as we have been communicating to the market. And as I've said before, quality real estate is transacting. So we are comfortable that we will meet the timing that we've put forth.

And lastly, just there was about $300 million worth of debt coming due in 2023. So is there any -- could you elaborate on the plans to address that next year?

Of course, there is. And as you can probably see, the majority of that debt coming due in 2023 is part of the debt on the property that we call the plant that we assumed from CIM. So we think a large part of that debt maturity will be addressed in the disposition naturally. But the other analysis that we have looked at is, if we choose to, we could refinance all of that maturing debt using our unsecured line, or if the market is favorable, we could address it that way. But again, it is something that is in our plans for 2023. We have a very clear path forward, and we have great flexibility because of the availability of our unsecured line as well as the intended disposition of the plan.

Thank you. At this time, I will turn the floor back to Mr. Weil for closing comments.

All right. Well, thank you, operator. And again, thanks, everybody, for joining us today. The results of the company are very exciting, and we have every expectation to continue to have positive performance. I think the Q&A answers a lot of important questions, and I appreciate everybody that spends the time understanding the company. And Necessity Retail is really well positioned for the future. And the fact that we continue to see incredible foot traffic and growth in the industry really gets us excited to finish out this year strongly and for what's ahead next year. So thank you, everybody.

Thank you. This will conclude today's conference. You may disconnect your lines at this time, and thank you for your participation.