Canadian Apartment Properties Real Estate Investment Trust (CARUN) Earnings Call Transcript & Summary

Good afternoon, everyone, and welcome to the Annual Meeting of Unitholders of Canadian Apartment Properties Real Estate Investment Trust. My name is Dr. Gina Parvaneh Cody. I am the Chair of the Board of Trustees of CAPREIT, and I will act as Chair of today's meeting. Before I proceed, I would like to thank our unitholders who are able to join us virtually for today's meeting. Before we begin, please be aware that certain information to be presented or discussed today may be forward-looking. If you log in to the webcast, I refer you to the cautionary note on the presentation slide. The cautionary note applies to our presentation and discussions this afternoon. For everyone else, I pause here while the note is read.

During today's meeting and in the management presentation that will follow, certain statements may contain forward-looking information within the meaning of applicable securities laws. Forward-looking information may relate to CAPREIT's future outlook and anticipated events or results. These statements are based on certain factors and assumptions regarding expected growth, results of operations, performance and business prospects and opportunities. Management's estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and as such, are subject to change. Although the forward-looking statements are based on assumptions and information that is currently available to management, including current market conditions and management's assessment of acquisition, disposition and other opportunities that are or may become available to CAPREIT, which are subject to change. Management believes these statements have been prepared on a reasonable basis, reflecting CAPREIT's best estimates and judgments. However, there can be no assurance actual results, terms or timing will be consistent with these forward-looking statements, and they may prove to be incorrect. Forward-looking statements necessarily involve known and unknown risks and uncertainties, many of which are beyond CAPREIT's control that may cause CAPREIT's or the industry's actual results, performance, achievements, prospects and opportunities in future periods to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties are described in CAPREIT's regulatory filings, including our annual information form and management's discussion and analysis, all of which can be obtained on SEDAR+ at www.sedarplus.ca. Subject to applicable law, CAPREIT does not undertake any obligation to publicly update or revise any forward-looking information.

I will begin by introducing Mark Kenney, a member of the Board of Trustees and President and Chief Executive Officer, who will be speaking today. The format for today's meeting will be divided into 2 parts. First, I will deal with the formal aspects of the meeting, following which there will be a management presentation by Mark Kenney. At the end of that presentation, we will address questions from registered unitholders and proxy holders. [Operator Instructions]. I will begin with the formal part of the meeting. I now call the meeting to order with the consent of the meeting, Elise Lenser, CAPREIT's Secretary will act as Secretary of the meeting; and Melody Tong and Connor Brazeau of Computershare Trust Company of Canada will act as scrutineers for today's meeting. The Secretary has advised me that we received the affidavit of mailing from Computershare confirming that the notice calling the meeting and related materials were provided to unitholders of record on the record date for the meeting. We the consent of the meeting, I will dispense with the reading of the notice calling a meeting. The Secretary has advised me that a quorum is present for the meeting. Based on unitholders, we know to be in attendance, including by proxy, and documented in the preliminary report of the scrutineer. A final report will be prepared and filed as part of the record of the meeting. On this basis, I declare the meeting to be properly constituted for the transaction of business. On behalf of the Board, I thank those unitholders who have joined us today, voting results for resolutions to be voted on today will be formally announced by press release following the meeting. For the purposes of today's meeting, voting on all matters will be conducted by a single electronic ballot. Registered unitholders and proxy holders of record can use the electronic ballot feature available on your screen. You are encouraged to complete your electronic ballot during the allotted time prior to the end of the formal portion of today's meeting. If you voted in advance of the meeting and you do not wish to revoke your previously submitted proxy, then you do not need to vote during the meeting. If during the course of the meeting, we encounter any technical difficulties with the webcast plays remain logged on, and we will resume as soon as practical. Based on reporting by the scrutineers, the designated proxy holder for the meeting is holding proxies, demonstrating voting in an abundance of favorability for all matters to be voted. Accordingly, we will try to move through the formal meeting items quickly. To make the best use of our time, we have designated unitholders that will move and second each of the meeting matters. The polls are now formally open for electronic voting. Voting will close once all resolutions have been formally dealt with, once voting closes, the scrutineers will tabulate the results of the vote for each matter. The first item of business is the presentation of the consolidated financial statements of CAPREIT for the year ended December 31, 2023, and the related auditor's report. A copy of the financial statements was provided to those unitholders who requested them, and the financial statements are available electronically on CAPREIT's website and Cedar. Unitholders are not being asked to take any action regarding the financial statements. But if any unitholder has questions related to the financial statements, they may be sent to CAPREIT's Investor Relations team by e-mail to [email protected]. We will now proceed with the election of trustees. The management information circular sets out information for the 9 nominees for election to the Board. This I am advised that no further nominations were received by CAPREIT prior to the advanced notice deadline in CAPREIT's advance notice policy. The following are the 9 trustee nominees. Lori-Ann Beausoleil, Harold Burke, myself, Gina Parvaneh Cody, Mark Kenney, Gervais Levasseur, Ken Silver, Jennifer Stoddart, Elaine Todres and Rene Tremblay. The Toronto Stock Exchange requires trustees to be voted on individually. Consistent with this requirement, unitholders have been provided with the opportunity to vote or withhold their vote for each nominee on an individual basis. In addition, and consistent with CAPREIT's commitment to good governance practices, the Board has adopted a majority voting policy. Under that policy, a trustee is required to tender his or her resignation. if he or she is elected with more votes withheld that are cast in favor of his or her election. Based on the proxies received for the election of trustees, none of the nominees have to tender their resignation under CAPREIT's majority voting policy. In light of this, I propose that we proceed with the motion to elect the nominees. May I have a motion for the election of trustees.

My name is Stephen Co. I am the Chief Financial Officer and a beneficial unitholder and proxy holder of CAPREIT. Chair, I move for the election of the 9 nominees as trustees.

My name is Jenny Chou. I'm the Vice President of Finance and a beneficial unitholder and proxy holder of CAPREIT. Chair, I second the motion.

Thank you. We will now vote for the election of trustees. Any registered unitholder or duly appointed proxy holder who has not yet voted or who wishes to change the vote with respect to the election of trustees may do so now by clicking on the Vote Here button, under web portal and following the instructions. We will now proceed with the appointment of auditors. And the authorization of the Board to fix their remuneration. The trustees on the recommendation of the Audit Committee, propose that Ernst & Young LLP be appointed as the auditors of CAPREIT and that the trustees be authorized to fix their remuneration. May I have a motion for such appointment and authorization?

I so move.

I second the motion.

Thank you. We will now vote for appointment of auditors. Any registered unitholder or duly appointed proxy holder who has not yet voted or who wishes to change their vote with respect to the appointment of the auditors, may do so now by collecting on the Vote Here button on the web portal and following the instructions. The next item of business is to hold a nonbinding advisory vote on CAPREIT's approach to executive compensation. The full text of the advisory resolution is set forth in the management information circular. This the vote is advisory, it will not be binding on the Board, but the Board will take into account the results of the vote when considering future compensation policies and decisions. I would now ask for the motion to be made to approve the resolution to hold a nonbinding advisory vote on the approach to executive compensation as set out in the management information circular.

I so move.

I second the motion.

Thank you. We will now vote on the nonbinding advisory vote and CAPREIT's approach to executive compensation. Any registered unitholder or duly appointed proxy holder who has not yet voted or who wishes to change their vote with respect to the resolution to hold a nonbinding advisory vote on the approach to executive compensation may do so now by clicking on the vote here button on the web portal and following the instructions. Now that everyone has had the opportunity to vote, I now declare the polls closed. Based on the preliminary voting results received from the scrutineers, the voting results for each item of business show an abundance of favorability. Accordingly, each of the motions are carried. Therefore, I declare Lori-Ann Beausoleil, Harold Burke, myself, Gina Parvaneh Cody, Mark Kenney, Gervais Levasseur, Ken Silver, Jennifer Stoddart, Elaine Todres and Rene Tremblay, duly elected and trustees of CAPREIT to hold office until the next annual meeting of unitholders or until successors are duly elected or appointed. I declare that Ernst & Young LLP are appointed as the auditor of CAPREIT and that the trustees are authorized to fix the remuneration. And I declare that the nonbinding advisory resolution on the approach to executive compensation as set out in the management information circular is approved. Thank you, everyone. We have now completed the formal part of the meeting. If there is no further business, I will ask for a motion to terminate the meeting.

I so move.

I second the motion.

I declare the motion carried and the Annual Meeting of Unitholders of CAPREIT adjourned. On behalf of management and the Board, I would like to thank you all for attending today. This concludes the formal part of the meeting. With that, I will now ask Mark to provide his remarks.

Thank you, Gina. Thank you, Elise, and a warm welcome to everyone. Let's start by looking back on our financial results in 2023. We Care's performance was strong again. The operating revenues up by 5.8% due primarily to rent growth and ongoing high occupancies. Combined with our prioritization of cost mitigating measures, NOI increased by 6.5%, and our margin expanded by 40 basis points to 65%. As a reminder, this was achieved despite higher repairs and maintenance costs associated with our capital allocation strategy. This past year, we started scaling back on in-suite and common area capital expenditures, and we redeployed part of that spend into additional repairs and maintenance work. This was a strategic initiative that we implemented in response to the tight rental market that we're operating in today, whereby we could lower our overall capital expenditure without compromising our top line growth. This increased our property operating costs as compared to 2022, which negatively affected our margins. However, it drove up our total cash returns, reinforcing our philosophy that a dollar is a dollar. Organic growth, alongside lower trust expenses, excluding the reorganization costs were offset by the elevated interest we continue to absorb on our credit facilities and mortgages payable and our FFO increased slightly by 0.2% to $407.7 million. Combined with the accretive purchases we've made under our NCIB program, we decreased our weighted average unit count by 2.7% versus 2022. Our diluted FFO per unit grew by 2.9% to $2.396. We maintained our annual rate of distribution steady at $1.45 per unit and our FFO payout ratio was 60.5% in 2023. This solid performance continued into the first quarter of 2024. Our same-property AMR was up by 6.5% compared to the same period in 2023. And our occupancies remain nearly full, driving strong growth in revenue. In addition, operating expenses as a percentage of operating revenues again decreased, mainly due to lower utility costs resulting from the milder winter weather we experienced throughout the country. This drove the 0.7% increase in our same-property NOI margin, which was 64.1% for the 3 months ended March 31, 2024. On the total portfolio, our NOI margin was 64.2%, representing an increase of 140 basis points. Our diluted FFO per unit was $0.609 for the first quarter, up by 7.4% due to the continued organic growth and accretive purchases made under our NCIB program, partially offset by elevated interest costs while our FFO payout ratio was 59.5%. I'd now like to provide an update on the progress we've been making on our capital allocation strategy. Our repositioning program revolves around getting better with a laser focus on quality and growing earnings. To achieve this, we're purchasing new purpose-built rental properties in Canada, which currently represents 11% of our total portfolio. We're funding these acquisitions through the sale of our older noncore legacy buildings, which account for approximately 22% of our portfolio. Our goal is to replace noncore with new build while retaining our high-quality legacy apartments, which comprise just over half of our investment base. These properties have historically produced predictably higher growth returns, and they remain core to our business. We're pleased to see how far we've come on our repositioning program over the past couple of years. With only 5% of our portfolio represented by new build properties as of December 31, 2019. And as I mentioned, that's now at 11% today. You can see that in 2023, we were able to achieve our annual target with the sale of over $400 million in noncore properties, primarily located in regulated lower-growth Canadian markets. We disposed of these older properties at prices that are at or above their IFRS fair value, and we've reinvested approximately $300 million of the net proceeds into newly constructed rental apartments. Which we're buying at a discount to what it would cost to build today. These properties enhance the quality of our portfolio in a multitude of ways, and they ultimately drive higher long-term returns that are effectively unrestricted by rent control. We're excited to be maintaining momentum on the execution of our strategy so far in 2024. And we're again targeting over $400 million worth of noncore Canadian dispositions this year. I'd also like to touch on our asset-light development model. Over the years, we've accumulated a large amount of excess density potential throughout our portfolio. Our development team is working to identify and undertake the cumbersome end-to-end entitlement of this underutilized land, which we can then sell to developers, shovel-ready. This model essentially seeks to crystallize the potential development profit upfront with us having to take on any development, financing or lease-up risk, which then frees up capital that we can reinvest into on-strategy initiatives. Importantly, this also allows us to contribute to Canada's housing supply solution in a way that is aligned with CAPREIT's business as a provider of rental housing, not a builder, without us having to deviate from our core competencies. We were excited to close on our first sale of entitled land in the first quarter of 2023, and we're looking forward to making continued progress on this program going forward. I'll take a moment to briefly go over our financial structure as well, which directly supports our ability to execute on our asset management strategy. Our balance sheet has remained strong and at our most recent period end, we had approximately $307 million in available liquidity in Canada. This includes cash on hand as well as $255 million worth of capacity on our acquisition and operating facility. We also had $70 million via credit facility provided by the Canada Infrastructure Bank in Q1 at very favorable financing rates. For the purpose of retrofitting certain properties to reduce greenhouse gas emissions. Further to this, our debt to gross book ratio remained stable at a conservative 41.8% as of March 31, 2024. In addition, our well-staggered mortgage portfolio in Canada has one of the longest terms to maturity in our peer universe at over 5 years. And it's also fully fixed with a below market weighted average effective interest rate of just under 3% as of March 31, 2024. We'll continue to prudently manage our balance sheet going forward as it forms a critical component of our overall capital allocation strategy. Another key priority at CAPREIT is the continuous enhancement of our environmental, social and governance performance. As a responsible provider of housing, we recognize all the benefits that come with embracing ESG principles, ranging from improving our environmental sustainability and social responsibility practices and reducing operational costs to risk management and long-term value creation. As I've discussed, our acquisition and disposition initiatives together have the objective of modernizing and optimizing our portfolio. This investment strategy also supports our ESG objectives as we aim to acquire newer-built properties that tend to have superior energy and emissions efficiency and offer affordable, modern, high-quality suites in quickly growing Canadian markets. In 2023, we continue to make progress on our ESG objectives across each of our strategic pillars. For example, as we strive to be the best place to live, we invested $30.7 million in energy saving, resilience and water efficiency projects in Canada, which represents an increase of nearly 50% from the $20.7 million that we spent in 2022. This increase should lead to our lower utility costs for CAPREIT and increased comfort for our residents. While also reducing the environmental footprint of our legacy properties and compliance with future performance standards. Affordable housing also continues to be a key focus of our ESG strategy, and we remain committed and active in our endeavor to help with the solution to the housing affordability and supply crisis. Work is ongoing at CAPREIT and with our peers through the Canadian rental housing providers for affordable housing initiative and its website foraffordable.ca, which outlines all the ways that we're advocating for changes in government policies and programs to address these important issues. Our ESG progress will be outlined in our upcoming report for 2023, which will be available on our website soon. I encourage all unitholders to review the report and learn more about our accomplishments and our plans for the future. On that note, we are very pleased with the progress that we've made this year on the execution of our strategy, and we want to thank all of our stakeholders for their ongoing support. Looking ahead, we're excited to continue optimizing on all 3 pillars of our business to be the best place to live, the best place to work and the best place to invest. With that, I would like to thank you for your time this afternoon, and we would now be pleased to take any questions that you may have.

We will now move to the question-and-answer session of the meeting. [Operator Instructions] There are no comments or questions to be addressed. I will now turn the meeting back to Mr. Kenney.

Thank you, everyone, for attending the meeting and voting online. We look forward to welcoming you again at next year's Annual Meeting. Thank you again, and goodbye.