RFA Financial Inc. (RFA) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen. My name is Lazar, and I will be your conference operator today. At this time, I would like to welcome everyone to Artis Real Estate Investment Trust 2023 Annual Results Conference Call. At this time, I would like to turn the conference over to Heather Nikkel. Please go ahead.

Thank you, operator. Hello, and welcome, everyone. Thank you for joining us for Artis REIT's Fourth Quarter 2023 Results Conference Call. Our results were disseminated yesterday and are available on SEDAR and on our website. With me on today's call is Artis' President and CEO, Samir Manji; CFO, Jaclyn Koenig, COO; Kim Riley; and Executive Vice President, U.S. Region, Phil Martens. As we discuss our performance today, we want to acknowledge that the discussion may include forward-looking statements that involve known and unknown risks and uncertainties. These risks and uncertainties may cause actual results to differ materially from those expressed or implied today. We have identified those factors in our public filings with the securities regulators, and we suggest that you review those filings. In addition, we may refer to non-GAAP and supplementary financial measures that are not defined under IFRS and are not intended to represent financial performance, financial position or cash flows for the period, nor should these measures be viewed as an alternative to net income, cash flow from operations or other measures of financial performance calculated in accordance with IFRS. Throughout this discussion, please note that all figures will be presented in Canadian dollars unless otherwise specified. Before we proceed, I'd like to note that a replay of this conference call will be available until Friday, March 8. You can access it by using the telephone numbers and pass code that were provided in yesterday's press release. Additionally, a recording will be made available on our website. I will now turn the call over to Samir to discuss Artis' fourth quarter results.

Okay. Thank you very much. My apologies for the technical challenge there. We'll get started on my part for the call, and thank you, Heather. Hello, everyone, and thank you for joining Artis' fourth quarter earnings call. We're pleased to report our Q4 2023 results and provide an update on the 2023 fiscal year and our progress thus far in 2024. Throughout the fourth quarter of 2023, the real estate sector continued to face challenges spurred by adverse macroeconomic conditions. We have remained focused on managing factors within our control as we navigate the current environment. In doing so, our primary near-term objective remains clear: reduce leverage and increase liquidity to strengthen our balance sheet. As we continue to work towards this objective, our goal is to position Artis to withstand current and potential future economic headwinds and ultimately deliver long-term value for unitholders. There are several levers available to us to strengthen our balance sheet and enhance liquidity, including asset dispositions, refinancing existing mortgages, securing new mortgage financing and monetizing public security investments. In Q4, we sold 2 properties for a total of 17 asset sales in 2023, totaling $332 million. In addition, subsequent to December 31, 2023, we sold 1 industrial, 1 office and 1 retail property and have an additional 12 properties under unconditional sale agreements amounting to an additional $445 million of dispositions. As we have conveyed in prior quarters, the liquidity unlocked from these sales including the retail portfolio sale will be reallocated primarily towards debt reduction. We are in discussions with potential buyers for additional sales, the proceeds from which will enable us to continue reducing our overall debt and improving financial flexibility, important steps in navigating the current environment marked by rising interest rates, inflation and market volatility. As we have previously disclosed, in June last year, we monetized a portion of our equity securities and most notably, participated in Dream Office REIT's substantial issuer bid, pursuant to which we sold approximately 2.2 million units for aggregate sale proceeds of nearly $34 million. This capital allocation decision supported our liquidity objectives. And building on this, during the third and fourth quarters, we continue to monetize equity securities. Going forward, we will continue to evaluate our public securities from a capital allocation standpoint as we navigate the current environment and prioritize capital allocation opportunities that will maximize net asset value per unit for our owners. With higher interest rates and other macroeconomic factors impacting the real estate sector, we have been working closely with our lenders to manage our upcoming debt maturities. We have $261.4 million of mortgage debt maturing in 2024. We have received term sheets for new or renewed loans for 17% of these maturities, have extension options in place for 50% of these maturities and we anticipate no difficulty in managing the remaining 33% of maturities in the normal course. In 2024, both of Artis' non-revolving credit facilities and its revolving credit facility mature. Subsequent to the end of the year, we renewed the $100 million non-revolving credit facility for a 2-year term, and we are in active discussions with respect to the renewal of the $150 million non-revolving credit facility that expires in July. Looking ahead, securing new mortgage financing and refinancing existing mortgages will continue to be an important tool available to us especially considering our portfolio's substantial unencumbered asset pool. Through these and other capital management strategies, we are seeing a reduction in current liabilities on our balance sheet. We're committed to maintaining this positive momentum in the upcoming quarters. Turning to Artis' operational performance. Leasing activity remained strong throughout 2023. Occupancy rates, including commitments remained consistently near or over 91% during the year. Additionally, lease renewals that commenced during the fourth quarter were negotiated at a weighted average rate increase of 5.8% over expiring rates, continuing a 12-quarter streak of growth in weighted average net rental rates secured upon renewal. Year-over-year same property NOI growth for the 3 months ended December 31 was strong at 9.2%. These fundamentals are critical measures of our portfolio stability and are reflective of the leasing momentum that has been growing over recent year -- recent quarters, underscoring the foundational strength of our real estate operations. This continued operational strength serves as a signal that Artis' properties are well positioned for sustained positive momentum. Earlier in the year, we completed Park Lucero East and Blaine 35. And during the fourth quarter, we completed construction of our 40-story residential development in Winnipeg 300 Main. Tenants began moving into the first 20 floors on July 1 and lease efforts for the remaining suites is underway. As occupancy grows and the property's NOI rises, we foresee positive impacts on our adjacent office buildings, their tenants and parkades, all thanks to the vibrant live, work and play downtown lifestyle, this development brings to the downturn Winnipeg area. With respect to our Cominar investment, our collaboration with our partners is ongoing, advancing us towards our objectives. To date, we have finalized several additional asset sales with additional transactions in the pipeline. Lastly, as many of you know, on August 2, 2023, Artis' Board formed the Special Committee to initiate a strategic review process to consider and evaluate alternatives that may be available to the REIT to unlock and maximize value for unitholders. The Special Committee, along with its advisers, have explored several options, including the potential sale of the REIT. Given the current market conditions, we do not believe that there is a buyer prepared to acquire the REIT at a reasonable value relative to our NAV. However, there remains healthy interest from potential buyers of high-quality retail and industrial assets and certain office assets. The Special Community and its advisers continue to evaluate options, including the sale of additional properties with a focus on Artis' industrial portfolio in an effort to further deleverage, strengthen the balance sheet, grow NAV per unit and enhance liquidity. We continue to view our normal course issuer bid as an effective mechanism for increasing unitholder value and will consider allocating capital to unit buybacks using the NCIB if our decision remains substantially undervalued relative to its net asset value per unit. The work we have undertaken over the past several months has enabled us to properly assess the current environment and options available to us to maximize value for our unitholders. We will continue with our efforts to strengthen the balance sheet and enhance liquidity. And as our balance sheet and liquidity continue to strengthen, we look at capital allocation opportunities that we believe will ultimately grow net asset value per unit, objectives that we have been focused on since 2021. We look forward to providing further updates on the strategic review process in due course. I will now turn it back to the operator to moderate the question-and-answer session.

[Operator Instructions] Your first question comes from Jon Kelcher, from TD Cowen.

First question, just on the Artis prefs, just doing some math, based on the interest you booked or the income you booked on that, it looks to be like a 23% or 24% interest rate based on the Q3 balance versus the 18% original. Can you sort of help me what I might be missing here?

No, Jonathan, your math is correct. The terms of the prefs included the payment or Artis being entitled to an additional 6% for 1 quarter. There's no assurance that, that would be recurring. So we did book 1 quarter of that additional 6% interest, and that's how you reconcile your math.

Okay. So how should I think about that for 2024?

We would recommend -- and I'll pass it over to Jackie to comment further if she has anything to add, but we would recommend maintaining, for conservatism purposes, the 18% in coupon as the rate to consider.

Okay. So it's not like it's based on a spread or anything to do with overnight rate?

No. That's correct.

Okay. And then that -- just sticking with that, those -- March 1 next year, I guess, you can redeem them. Maybe thoughts on that and what happens? Or is this income you expect to get -- expect to keep getting?

Yes. I think it's too early to look out to next March. So likely something for us to comment on as we go further down the road into 2024. But I can say that there are efforts underway within the Artis structure to look at other refinancing opportunities that would enable for the repayment of some or all of the outstanding pref balance.

Okay. And any chance that they -- it starts being cash paying instead of accruing. It's starting to get it to be a pretty big balance.

Yes, that's a fair comment, Jonathan. And I don't think, at this point, we can accurately predict whether the PIK will continue in full or in partial component of satisfying the interest obligation. And so again, something that we're happy to comment on a quarter-to-quarter basis.

Okay. Well, quarter-to-quarter, so Q1, probably Payment-in-Kind.

Yes, I think it's fair to assume it's Payment-in-Kind for Q1.

Okay. And then just secondly, on the mortgages that you have coming due this year, what percent of those are in the U.S. versus Canada? And what sort of spreads are you seeing in each country?

I'll let Jackie look after that question.

So Jonathan, the maturing mortgages are all U.S. mortgages this year. And the spread varies depending on the properties, but we're seeing somewhere between like SOFR plus somewhere in the range of 1.5-ish, I should say. 1.5-ish, 2.5-ish.

Okay. And are any of those nonrecourse?

No.

Okay. So all your mortgages are recoursed then, correct?

Yes, that's correct.

Your next question comes from Mario Saric, Scotia Bank.

Just one quick clarification on Jonathan's question with respect to the recourse versus nonrecourse nature for the direct mortgage in the portfolio. Are you saying that all of the assets have recoursed in the portfolio or just the ones that have debt maturing in '24?

No, all of our mortgages.

Okay. That's helpful. Sticking to the balance sheet and mortgage refi, the floating rate debt exposure is still quite high. Strategically, as you're going through the debt refinancing, are you looking to reduce that as much as possible? Or are you kind of taking a position that you feel comfortable keeping it relatively high going into the expected Fed and Bank of Canada rate cuts presumably later this year?

I would say, Mario, it's a combination. There is a very clear path in front of us based on, as we've commented, the firm disposition transactions that have been confirmed and communicated in our quarterly press release that we should see that overall leverage come down over the course of Q1 and Q2 and hopefully beyond with other transactions in the pipeline. Having said that, I think you, like most in the financial community know that there is a reasonable expectation of rate cuts over the course of 2024 and the fact that we will continue to have a component of our debts floating rate, we should benefit from that through lower interest costs as those rate cuts take -- come to fruition.