RioCan Real Estate Investment Trust (REIUN) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. My name is Paul Godfrey. As Chairman, I would like to welcome you to the 2020 Annual and Special Meeting of Unitholders of RioCan Real Invest -- Real Estate Investment Trust. This meeting is being held entirely by virtual means through a live webcast. We welcome everyone in attendance today. Our decision to hold a meeting by virtual means only this year was made in light of the current COVID-19 pandemic and the corresponding public health concerns, government recommended and required limits on public gatherings and to assist in the protection of the health and safety of unitholders, employees and other stakeholders. A recording of this webcast will be posted to our website for a period of time after the meeting. I would like to first begin by introducing Edward Sonshine, Order of Ontario, QC, the Chief Executive Officer of RioCan; and Jonathan Gitlin, the President and Chief Operating Officer of RioCan. We are also pleased to have each of our current trustees in attendance on our webcast today. I would like to acknowledge the remarkable efforts of the team at RioCan over the course of last year, and in particular, during the recent pandemic period, which we are all currently experiencing. I would also like to thank those unitholders who have chosen to attend the webcast today and to all those who submitted their proxies in advance on a timely basis. It's now 10 a.m. and I would like to ask that the annual and special meeting of the unitholders to come to order. I will act as Chairman of the meeting, I will ask Ms. Jennifer Suess, Senior Vice President and General Counsel and Corporate Secretary, to act as the Secretary of the meeting and AST Trust Company Canada, by its representatives, to act as scrutineers. Today, we intend to first proceed with the formal items of the agenda, following which, Mr. Edward Sonshine and Jonathan Gitlin will be making a presentation. Following their presentation, Mr. Sonshine and Mr. Gitlin will answer questions from the unitholders. The minutes of the last meeting of unitholders held on May 28, 2019, are available on request. Before we begin, we have a few administrative matters to note in light of today's virtual meeting format. The manner in which questions are to be submitted will be different than in previous years. [Operator Instructions] When submitting a question, please identify whether it relates to a motion being considered as part of the formal business of the meeting or whether it is general in nature. We will address questions directly related to a particular motion at the appropriate time of the meeting and save the general questions until after the formal business has been completed. Questions with common themes may be grouped together for efficiency. If you have a question, please feel free to submit at any point during the meeting, and we will address it at the appropriate time. Ms. Jennifer Suess, our Senior Vice President, General Counsel and Corporate Secretary, will read the questions aloud when requested and either Mr. Sonshine, Mr. Gitlin or I will respond. We will make every effort to answer all of your questions during today's Q&A period. However, in the interest of time, we will limit the Q&A period to 20 minutes, and we will address any unanswered questions in a timely manner. Afterwards, if your questions is not answered during the webcast, a representative will follow up with you with a response. Another manner in which this virtual meeting will be different is in respect to proxy voting. Typically, unitholders and appointed proxy holders who wish to vote would be required to attend the meeting in person. Instead, voting during today's meeting will be conducted throughout this online platform. When we are ready to table an item of business, a vote, you will be -- you will see a voting options appear on your screen. If you have voted in advance of the meeting and do not wish to revoke your previously submitted proxies, then you do not need to do anything. During the meeting, we may also pause from time to time to review messages from the Corporate Secretary. Thank you for your patience in advance as we do so. I will now ask Ms. Jennifer Suess to provide an advisory regarding the forward-looking information that may be discussed at today's meeting. Ms. Suess?

Thank you, Mr. Chairman. Please note that I would like to draw your attention to the advisory posted on the slide in the online portal regarding forward-looking information that may be discussed at today's meeting. Certain information to be discussed during the meeting or in the management presentation, which will follow the formal portion of the meeting, contains forward-looking information and forward-looking statements within the meaning of applicable Canadian securities laws. All of the forward-looking information and statements that we may provide at this meeting, which includes all information other than statements of current and historical fact, is qualified by the cautionary statement that is posted on the screen, and additional information can also be found in the trust's most recent management's discussion and analysis for the period ended March 31, 2020, and annual information form, copies of which are available on our website and on SEDAR at www.sedar.com. Forward-looking statements are not assurances of future performance and are subject to risks and uncertainties that are difficult to control or predict. The actual results, performance or achievements of RioCan and its business may be materially different from the anticipated results, performance or achievements expressed or implied by forward-looking statements. Forward-looking statements are based on RioCan's officers' and trustees' beliefs and opinions, and undue reliance should not be placed on any forward-looking statements. I will now give the floor back to the Chairman to proceed with the annual and special meeting of the unitholders.

Thank you, Jennifer. In view of the need to attend to a number of formal matters, certain unitholders have volunteered to move and second resolutions where required. While this procedure will facilitate the efficiency for handling of the formal matters, it is not intended to limit, in any way, your right to participate in the meeting. Unitholders who wish to make comments relating to these motions may do so through the online platform after the motion has been seconded in the manner previously noted. As noted earlier, there will also be an opportunity to ask general questions following the management's presentations. As with previous years, the trust used the notice and access mechanism to furnish proxy material over the Internet to unitholders instead of mailing paper copies. Copies of the proxy materials are also available on the trust public profile at www.sedar.com and on its website. I've been advised by the scrutineers that prior to the meeting, proxies were received from the holders of approximately 58.72% of all units entitled to be voted. As a result, we have a quorum for this meeting, and the meeting is properly constituted for the transaction of business. Before we proceed with the formal part of the meeting, I would once again like to recognize the outstanding efforts of the RioCan team over the last year and especially through the COVID-19 pandemic. RioCan's shopping centers are community pillars that have enabled access to essential goods and services throughout the pandemic. RioCan's response to the crisis has been efficient, effective and responsible. The health, safety and well-being of RioCan's stakeholders is the trust's utmost priority and RioCan mobilized quickly to address the new market dynamics. The trust immediately moved to ensure the safety of its people and business by engaging its preestablished crisis management team, executing its pandemic plan and transitioning an efficient and fully remote workforce. RioCan also understood the need to protect the smaller independent tenants who are the backbone of the economy. Immediate support came in the form of 2 months' interest-free rent deferral for all of our small business tenants and has recently expanded our participation in the Canadian Emergency Commercial Rent Assistance program. As nonessential services gradually reopen, RioCan has diligently prepared to safeguard our employees, tenants and guests by implementing an enhanced safety protocols that follow the guidance of provincial and municipal health authorities. We understand the environment which we are currently operating is profoundly different from any other moment in history. Our message today is of the same attributes that have been delivered consistently -- delivered consistently strong results for the trust, namely, the inherent strength of our RioCan portfolio, balance sheets and experienced team are seeing us through these challenging times and will also drive our long-term growth. Edward Sonshine and Jonathan Gitlin will expand on these items, these threats and items in times through their presentation today. Looking ahead, Edward Sonshine has agreed to remain as the CEO of the trust until March 31, 2021, subject to a possible 1-year extension to ensure an orderly transition with his successor upon his retirement in March 2021 or if extended to March 2022, Mr. Sonshine has agreed to become the non-executive Chairman of the Board for a 2-year term, subject to his reelection as a trustee at that time. I have agreed that I will step down as the Chair of the Board and subject to my reelection as a trustee, will serve as an independent lead trustee. In closing, we all hope for the fastest, safest resolution possible in the current challenges. As we navigate the global health crisis, I am confident in RioCan's experienced visionary leadership team, prime locations that we have, sound operating principles, strong balance sheet and diverse, resilient revenue streams. These enduring attributes will steward the trust throughout this crisis and will contribute to sustainable growth and unitholder returns as the landscape normalizes. We will now proceed with the formal part of the agenda. We will now proceed for the first item of business for the meeting and present the financial statements for the year-end December 31, 2019. A copy of the 2019 audited consolidated financial statements are available on the trust's website and at www.sedar.com and were previously made available to unitholders. In addition to the proxy materials, unitholders do not have to take any action regarding these financial statements. Ms. Suess, are there any questions or comments submitted with respect to the presentation or the financial statements that ought to be addressed at this time?

Thank you, Mr. Chairman. There are no questions received relating to this item of business.

Thank you very much. The second item of business is the election of trustees. The trust has advanced notice provisions in its declaration of trust, which allows nominations to be made by unitholders up to a certain date prior to the unitholders' meeting, which this year, was May 1, 2020. No nominations have been received by the unitholders and -- from the unitholders, and consequently, there will be 9 nominees presented to the unitholders for election to the Board of Trustees at this meeting. The management information circular provides detailed biographies setting out the valuable qualifications and diverse backgrounds of the 9 nominees proposed by management for whom proxies will be voted for their election. In the absence of instructions to the contrary, Ms. Jennifer Suess will now read out the names to facilitate, and the introduction of the nominees, we refer you to the slide on the webcast. I declare the polls open for all resolutions. Ms. Suess?

The names of the nominees are as follows: Bonnie Brooks, Richard Dansereau, Paul Godfrey, Dale H. Lastman, Jane Marshall, Sharon Sallows, Edward Sonshine, Siim A. Vanaselja, Charles M. Winograd.

Thank you, Jennifer. If elected, these nominees will hold office until the next annual meeting of unitholders or until their successors are elected or appointed. I now recognize Mr. Andrew Duncan, Senior Vice President of Development, for the purpose of a motion for the nomination of the 9 nominees named in the management information circular. Mr. Duncan?

I nominate the 9 persons whose names have been read to this meeting for election as trustees of the trust to serve until the next annual meeting of the unitholders or until his or her successor is duly elected or appointed or he or she otherwise ceases to hold office.

Mr. Oliver Harrison?

My name is Oliver Harrison, Senior Vice President of Operations of the Trust, and I hereby second the nominations.

Ms. Suess, were there any questions or comments submitted in connection with the nomination and election of trustees?

No, Mr. Chairman, we have not received any questions related to this item.

Thank you very much. 9 persons have been nominated for election as trustees, and there are 9 trustees to be elected. Unitholders have been provided with the opportunity to vote for each trustee or withhold their vote on an individual basis, in accordance with the rules of the TSX and RioCan's majority voting policy, details of which are provided in the management information circular for this meeting. For the information of the meeting, will the Secretary please confirm whether the number of the units represented by proxies received were in favor of each of the 9 nominees has reached a majority of those voted?

Mr. Chairman, I confirm that prior to the meeting, proxies were received in favor of the election of each of the 9 nominees as trustees from the holders of units representing more than the majority of all votes cast by proxy in accordance with the trust majority voting policy for election of trustees.

Thank you very much. I will now ask Mr. Andrew Duncan to move and Mr. Oliver Harrison to second a formal motion for the election of each of the 9 persons nominated as trustees of the trust to hold office until the next annual meeting of unitholders or until they resign or their successors are elected or appointed.

Mr. Chairman, I so move.

Seconder?

Mr. Chairman, I hereby second the motion.

Thank you, gentlemen. I will now ask unitholders or proxyholders appointed to cast their votes through the online portal. As a reminder, if you've already voted or sent in your proxy, there is no need to do anything unless you wish to change your vote. And I'll give you a moment just to see on your screen the people and give you the opportunity if you haven't voted or to change your vote. [Voting]

Thank you for casting your votes. The Scrutineer will tabulate the votes cast, and we will report the results towards the end of the meeting. The third item of business for which the meeting has been called is to consider and, if thought appropriate, to approve the reappointment of Ernst & Young LLP as auditors of the trust and authorizing the trustees to fix the remuneration of the auditors. May I have a motion for the approval of this resolution, Mr. Duncan?

Mr. Chairman, I hereby move that Ernst & Young LLP be reappointed auditors of the trust and that the Board of Trustees be authorized to fix the remuneration.

Mr. Harrison?

Mr. Chairman, I second the motion.

Thank you very much, gentlemen. Ms. Suess, were there any questions or comments submitted in connection with the reappointment of the auditors?

No, Mr. Chairman, we have not received any questions related to this item.

Thank you. The meeting will now vote on the motion. If you have not already done so, I will ask unitholders or their appointees to cast their votes through the online portal. I'll give you a moment. [Voting]

Thank you for casting your votes. The Scrutineer will tabulate the votes cast and will report on the results towards the end of the meeting. The fourth item of business is the approval of an ordinary resolution to affirm, ratify and approve the second Amended and Restated Declaration of Trust of the trust approved by the Board of Trustees on April 2, 2020, which amendments provide the trust with the ability to hold a virtual unitholder meeting and also reflect ancillary changes to modernize certain provisions of the Declaration of Trust from its previous form adopted by the Board of Trustees on June 17, 2015. All is more particularly set forth in the management information circular. The vote on the amendments to the Declaration of Trust requires the approval of a majority of the votes cast by unitholders entitled to vote who are present or represented by a proxy at this meeting. May I have a motion once again for the approval of this resolution. Mr. Duncan?

Mr. Chairman, I hereby move that the second Amended and Restated Declaration of Trust approved by the Board of Trustees on April 2, 2020, as more particularly set out in the Trust's management information circular dated April 13, 2020, be approved.

Mr. Harrison?

Mr. Chairman, I second the motion.

Ms. Suess, were there any questions or comments submitted in connection with this item?

No, Mr. Chairman, we have not received any questions relating to this item.

Thank you. The meeting will now vote on the motion. If you have not already done so, I will ask unitholders again or their appointees to cast their votes through the online portal. [Voting]

Thank you for casting your votes. The Scrutineer once again will tabulate the votes cast and will report on the results towards the end of the meeting. The fifth item of business is the approval of a nonbinding say-on-pay advisory vote on executive compensation. This nonbinding advisory vote forms an important part of the ongoing process of engagement between the unitholders and the Board on executive compensation. Full particulars of the trust's approach to compensation and details of the say-on pay-vote are set out in the management information circular for this meeting. The say-on-pay advisory vote requires the approval of a majority of the votes cast by unitholders entitled to vote who are present or represented by proxy at this meeting. Although the results will not be binding, the Board will take the results into account when considering its policies, procedures and decisions and in determining whether there is a need to increase engagement with unitholders. Also, the human resources and compensation committee will take the results into account when considering future executive compensation arrangements. May I have a motion to approve, on a nonbinding basis, the Board's approach to executive compensation by way of say-on-pay vote? Mr. Duncan?

Mr. Chairman, I hereby move that the Board's approach to executive compensation as set out in the trust's management information circular dated April 13, 2020, be approved on a nonbinding advisory basis.

Mr. Harrison?

Mr. Chairman, I second the motion.

Ms. Suess, were there any questions or comments submitted in connection with this item?

No, Mr. Chairman, we have not received any questions related to this item.

Thank you. The meeting will now vote on the motion. If you have not already done so, I will ask unitholders or their appointees to cast their votes through the online portal. Please cast your vote. [Voting]

Thank you for casting your vote. The Scrutineer will tabulate the votes cast and will report back to the Board -- back to the meeting, so once we have the results at the end of the meeting. Ms. Suess, is there any other business to come before the end of the meeting?

No, Mr. Chairman.

Ladies and gentlemen, this brings us to the end of the voting on the items of business before the meeting, and I therefore declare the polls closed. Thank you for casting your votes. The Scrutineers are in the process of completing their final tabulation of the votes cast. However, based on the preliminary voting of the results received, including proxies received prior to this meeting, we can confirm the results of each matter. I'm pleased to report that on the election of trustees, the preliminary voting results show that each trustee nominated received votes by more than the requisite majority required. Accordingly, I declare that the proposed trustees' nominees have been duly elected as trustees of the trust to hold office until the next annual meeting of unitholders or until they resign or their successors are duly elected or appointed. On the appointment of auditors, the preliminary voting results show that the requisite majority amounts of votes cast -- were cast were in favor of the reappointment of Ernst & Young LLP chartered professional accountants as auditors of the trust. I declare that Ernst & Young chartered professional accountants are reappointed auditors of the trust and the trustees are authorized to fix the auditor's remuneration. On the ratification and approval of the amendment of -- to the trust Declaration of Trust, the preliminary voting results also show that the requisite majority of the votes cast were voted in favor. I declare this motion to be passed. On the nonbinding advisory say-on-pay vote, the preliminary voting results show that the requisite majority of the votes cast were voted in favor. I declare this motion to be passed. The final voting results will be available after the meeting and posted to the trust's SEDAR profile at www.sedar.com. If there is no further business -- items of business, I will now ask Mr. Andrew Duncan to move and Mr. Oliver Harrison to second a formal motion terminating this meeting.

Mr. Chairman, I so move.

Mr. Harrison?

Mr. Chairman, I second the motion.

Thank you very much. I declare the motion carried, and the meeting is terminated. I would like to ask Edward Sonshine, the Trust's Chief Executive Officer; and Jonathan Gitlin, the Trust's President and Chief Operating Officer, to make a presentation and then answer your questions. Mr. Sonshine?

Good morning. And just so you all know, this is -- the short break was for the proper sanitization of the podium, the microphones and for me to put my speech right side up, which it was not. Boy, this is different. But what isn't different is I'd like to first welcome you to RioCan's 26th annual meeting. This meeting is unique amongst those held over the past quarter of a century. And accordingly, my address today will be quite a bit different than those I have delivered over that time. This meeting is unusual in that it occurs during a pandemic that requires it to be held virtually. I, for one, truly miss seeing your faces and interacting personally with you before and after the meeting. I don't think I am alone in that longing for personal interaction with friends, acquaintances and even complete strangers. But more about that later. I regret that holding the meeting this way is necessary. And I certainly hope that the technology enables us to do this actually works. After all, I put on a tie today, for the first time in almost 3 months for this occasion and was quite pleased to know that I remembered how. This meeting is unusual in that about 2.5 months ago in mid-March, about 60% of the Tennesseans representing our revenue base were forced to close by reason of COVID-19. This government-mandated shutdown was by reason of something no one had even heard of 6 months prior to our public health officials requiring the closing of what they deem to be nonessential businesses. While as of today, many of those retailers have reopened, many have not. They continue to operate under limitations that certainly do not permit anything close to what could be called business as usual and in a climate of fear that has become a virtual jail sentence for some. This meeting is unusual in that it comes at a time when suddenly, the most important metric used to judge a REIT seems to be the percentage of monthly rents collected at a given day -- as of a given day. It is almost as if this is the best indicator of future performance. It is not. As not only has RioCan, for one, shown continuous improvement in that single metric. And while our most important revenue source, it is not our only source. By way of example, we have proceeds coming in from condominium sales, interest income and substantial fee income earned from partners by reason of the remarkable skill sets we have developed over the years within RioCan. Besides ignoring these other revenue streams, it's almost as if RioCan was being punished for taking what I believe was a responsible attitude towards the independent and some larger retailers that immediately found themselves in difficulty by reason of their simply having no revenue. There is no doubt in my mind that ultimately, our rent collections will be equal to or even better than most of our peers, while at the same time, we will have not only enabled many independent retailers to survive but deepened our relationship with some of our larger tenants. That is not to say that we permit anybody to take advantage of RioCan. And where we deem it necessary, we have no hesitation in enforcing our rights as landlord on behalf of you, our unitholders. But this sudden elevation of one metric, of course, favors those REITs that are the offspring of large retailers that mostly happen to fall into the essential category, thus being permitted and, in fact, required to stay open. RioCan, on the other hand, believes in diversification of revenue sources. In my lifetime, I've seen too many dominant retailers slowly or sometimes suddenly fall on hard times as the world continues to change. So we continue to believe in not having too many of your eggs in one basket, and we pride ourselves in not having any more than 5% of our revenue come from a single source. This meeting is unusual in that RioCan's unit value dropped by almost 50% over the span of several weeks. While we were certainly not alone in that drop within the real estate sector, RioCan often leads in volatility, up or down, due to the high liquidity in our units. Our average trading volume has gone to over 2 million units per day over the last 2 months, well over triple the previous average. Notwithstanding that factor, the abrupt and large fall in value, besides being disconcerting, remains mostly inexplicable to me. While our outstanding results for the first quarter of this year were clearly and quickly dismissed by the market and most analysts, they do, in fact, represent a good indicator of the type of entity RioCan has transformed itself into over time and over the last 4 years in particular. That transformation actually commenced about 15 years ago when we disposed of what then represented almost 10% of our entire portfolio. The properties we sold were primarily malls in secondary and even tertiary markets. We continued that program over the ensuing decade, slowly and selectively, until we stepped on the gas in 2017. Over the course of the following 2 years, we sold over 10 million square feet of secondary market retail space. While permitting us to become an entity where over 90% of our revenue comes from Canada's 6 major markets and over 50% comes from the Greater Toronto Area, Canada's largest market, it also provided the capital for the development and redevelopment program that has begun to bear fruit with the opening and occupancy of our first several rental apartment buildings. And we'll continue to do so, not only for the next few years, but well into the future. This meeting is unusual in that I must regretfully predict, probably to no one's surprise, that our earnings and funds from operations will likely not be increasing this year. This result will be driven primarily by retail failures and restructurings which will also negatively impact IFRS valuations. While I believe that these setbacks will be far less than the market and analysts are indicating, they're inevitable. And we have already seen some of these retail failures occur. In most cases, however, they are actually just an acceleration of what was already happened, and in fact, going to happen to some retailers in any event. In some ways, it's better to get this retail restructuring done with in 2020. And while there will be some carryover into 2021 due to time required for re-leasing, I am confident that RioCan will be able to return to growth in FFO next year. Please recall that in 2015, RioCan lost one of its largest tenants, Target, who occupied almost 10% of our retail space. Shortly after they announced they were leaving Canada, I referred to their departure in our subsequent conference call as a bump on the road for RioCan only to be met with much skepticism from most of the analyst community. Yet within 18 months, we were back into growth mode with virtually all of the vacant space not only re-tenanted, but in a manner that resulted in stronger and more diversified properties. And while this pandemic is a much more serious event, I believe that we will look back in a year or 2 and refer to it as simply a larger bump in RioCan's road that led us into more creative ways to generate cash flows from our marvelously located properties. Quite frankly, RioCan is in a much stronger position than in the past from both a property quality and a balance sheet perspective to not only weather this storm but to recover quickly and get back on course. This meeting is unusual in that I will be sharing the podium with our newish President and Chief Operating Officer, Jonathan Gitlin. He may be relatively new to the role but he has been with RioCan for almost 15 years, joining us just prior to the great financial crisis of 2008, perhaps not the best time to be switching careers from the lawyer he was before he got us. But it's worked out. The reason for my sharing this podium -- the podium is, of course, because this will likely be my last time addressing RioCan's annual meeting as its Chief Executive Officer. I don't intend to disappear as the plan is for me is to continue as Chairman for as long as the Board, and you, our owners, wish me to do so. But I thought it important that the person who will be most responsible for driving RioCan's ship into the future, assuming that, that in fact, is confirmed by the Board later this year, should address you about that future. For myself, this is certainly not the year I expected to experience. But I'm sure I'm not unique in feeling that way. I never even imagined how many hours one can put in while working from home or how far technology had advanced to permit us all to do so. I'm not complaining at all actually. As during this crisis, I believe the experiences I have lived through over the last 33 years of being in the real estate business have enabled me to contribute to RioCan in ways that people who have not lived through the many real estate crises of the past simply cannot. I've thoroughly enjoyed the 26 years, during which I had the privilege of leading RioCan from a small, new vehicle in a time that no one knew what a REIT was to its present status as an entity that is not only amongst the largest in this field, but is almost institutional in its size and strength. At the same time, I am proud that despite that size and strength, RioCan has never lost its entrepreneurial drive to always get better and make whatever tweaks or even major strategic changes to adapt to and take advantage of whatever the world throws at us. Going back, if I may, for a moment to 1994. Some of the basic policies that we put into place at inception, namely, diversification in all aspects, balance sheet strength and getting the best talent available have stood us in good stead throughout our history. And these bedrock principles will, I believe, continue to do so. My greatest pleasure in leading RioCan over this past quarter century has been the opportunities we are able to provide for young people to learn and advance to the best of their capabilities. One of those many young people is Jonathan Gitlin, who I think perfectly represents the next generation of leadership in our industry. So as not to embarrass him unduly, I will simply introduce him. Please come up and take the podium, Jonathan, after it's sanitized, of course. Thank you.

Thank you, Ed, and hello, everyone. Thanks for connecting with us today in these very unusual circumstances. Before I proceed with a more formal update on the business, I'd like to take a moment to recognize the efforts of the RioCan team since we last met, specifically what has been accomplished over these most recent and very trying months. Now as Ed discussed, the Canadian real estate landscape, well, it's changed considerably due to the impact of the COVID-19 pandemic. RioCan mobilized quickly and responsibly to protect our tenants, our employees, our customers and our business. I've been inspired by RioCan's response. But I have to tell you, I haven't been surprised. Our actions are guided by the values Ed just spoke to. As we navigate through these very unprecedented times, Ed, as always, leads us by example. His judgment, his instinct and his experience, well, they're truly invaluable. We've inherited Ed's energy, his drive, his passion and his commitment, and I have to say that working alongside Ed for much of my career has been an absolute honor and a true privilege. The principles on which RioCan was founded are embedded in my DNA. They're entrenched within every member of this leadership team. Above all, we prioritize people and our covenant to our unitholders. While we're proud of our response to the crisis, I want to assure you that the trust's recent performance is far from satisfactory to your management team. My primary message today is that the solid foundation that's delivered value for 26 years is seeing us through these unprecedented times. Now in spite of these short-term challenges, we must collectively look forward. The attributes that have always driven our success will continue to drive long-term value. Our unitholders rely on RioCan for our proven stability, our reliable growth. You trust RioCan to anticipate patterns before they become trends, to identify influential shifts as they develop and to adapt our strategy accordingly. Our early and rapid response to COVID-19 has demonstrated our strength in doing exactly that. However, our path to being a resilient, preeminent urban mixed-use focused REIT started long before anyone had ever of COVID-19. We've systematically evolved our portfolio. It consists primarily of necessity-based retail and urban mixed-use properties in Canada's most desirable and its fastest-growing locations. In the short term, given the magnitude of the current crisis, RioCan will not be exempt from the impact. However, looking forward, in the hands of a very creative and well-capitalized landlord, I'm confident that our portfolio will demonstrate success and strength over the long term. Our locations, our experienced leadership team and our diversity of revenue sources consistently produce a high-quality of income with sustainable growth. Listen, there will always be macroeconomic pressures and we will always be resilient. Our strengths were illustrated well by the first quarter results that we recently reported. The landscape has changed significantly since the first quarter, I will give you that. It is, however, important to note that improvement in our portfolio and income quality has been a consistent trend. More so since we accelerated our transformation into a major market mixed-use focused REIT. Our experience and diversity in income streams will always be relevant, perhaps even more so in the post-COVID-19 economic landscape. I cannot emphasize enough how much these factors will support the security of our income now and long into the future. Now I spoke about RioCan's leadership team a moment ago. And it's a demonstrated success in navigating significant and very unexpected tenant failures in the past, including Sears and, as Ed mentioned, Target. Our strength lies in our ability to consistently replace vacancies with strong, compelling tenants that improve the shopping center they occupy and our overall portfolio. We've got a tremendous scale and long-standing relationships with our tenants. The desirability of our locations has allowed us to curate our tenant portfolio to include the most resilient of retailers. 75% of our revenue is derived from necessity-based and service-oriented tenants, some of whom are struggling now but we believe will be resilient in the long term. Now there's an axiom in real estate, and I'm sure you've all heard it. Location, location, location. And RioCan has purposely concentrated its portfolio in the highest growth locations in Canada. These are established, convenient locations that are recognized for their population growth and their consumer appeal. Our achievement of this goal is evident in the growth and population density within the areas that immediately surround our properties. The average population in the 5-kilometer trade areas around RioCan's major market assets is more than 30% higher than it was in 2016. For the same reasons that these locations are attractive to a growing and desirable customer base, they lend themselves to a variety of commercial uses. There's a crucial intersection between e-commerce and well-located bricks and mortar. Our locations are ideally suited to the evolution of uses that have been made popular by the current environment. Each of these uses relies on exactly the kind of convenient, transit-oriented and densely populated locations that RioCan offers. An example of this flexibility is our new Click and Collect program. We launched this in response to the realities of COVID-19. RioCan Curbside Collect offers a safe and convenient way for retail tenants and consumers to transact. In turn, it's going to drive consumer traffic, repeat visits and it will improve the margins for RioCan tenants by mitigating the costs associated with last-mile logistics. Now beyond Curbside Collect, the dense population and transit orientation of RioCan's portfolio, well, it offers additional means for retailers to manage last-mile costs and complexities. Our sites are ideally situated to serve as a form of distribution or a fulfillment center. There are so many other examples of innovative uses to which our portfolio lends itself. I mean, there are pop-ups. There are storefronts' walk-up windows. And of course, the transformation of retail spaces into what I now know to be ghost kitchens, and these are just a few examples. We amplify the value of our locations by continuously adapting. We provide infrastructure to help customers shop any way they choose. We further strengthened the value of our real estate through mixed-use intensification. We're in a position where we have a significant pipeline of value creation opportunities, and while we maintain a solid revenue stream. We've got a development pipeline of 42 million square feet. More than 50% of this pipeline has been approved for mixed-use development or has zoning applications that have already been submitted. More than 70% of our development pipeline is in the GTA. The demographics in the region are extremely compelling. We continue to drive the appeal of our assets through mixed-use intensification along primary transit corridors. Given the critical importance of liquidity in times such as these, we made a decision, and we paused some of our new and early-stage development work. We have deferred approximately $150 million of our planned $500 million of 2020 development expenditures. Now excluding this very responsible pause in new and early stage projects, RioCan continues to progress our important intensification work. The program delivers obvious benefits, and these include improving the profile of our portfolio, adding net asset value and of course, diversifying our sources of cash flow. Our first 2 RioCan Living rental residential buildings, which are Frontier, which is with our partner, Killam REIT in Ottawa, and eCentral in Toronto, have been tremendously successful. They are truly representative of future RioCan Living projects. These are high-quality buildings. And they're in prime transit-oriented locations. In spite of COVID-19 construction stops and some slowdowns, RioCan Living will continue to add high-quality residences to our portfolio over the next few years. Brio, which is a 163-unit rental residential property in Calgary and our first development with partner, Boardwalk REIT, was completed at the end of March. Now Brio holds the same enduring and very desirable attributes as all RioCan Living projects, and it's leasing well in spite of the health and the oil crisis in Calgary. We're confident in its ongoing success. In addition to the combined 857 units at eCentral, at Frontier and at Brio, RioCan Living has more than 1,800 purpose-built rental residential units under construction. We also have 3,000 condo and townhouse units that are either completed or at various stages of development. These projects, they add much needed high-quality residential inventory into the market. And they also increase consumer traffic at adjacent RioCan-owned shopping centers. One example of our condo development is 11 YV. Now this is in Toronto's prestigious Yorkville neighborhood. It's a joint venture project amongst RioCan, Metropia and Capital Development. It includes 586 luxury condominium units, unique retail and approximately 81 residential rental replacement units. Now the condo units are 98% sold, which really exceeded initial expectations, with average prices that are over $1,700 per square foot. Now I'm going to use this as an opportunity to showcase a few additional mixed-use assets that really do represent the broader RioCan portfolio. Yonge Sheppard Centre, or as we refer to it, YSC, it's a perfect example of RioCan's ability to transform an outdated but very well-located asset into a dynamic, relevant urban mixed-use community. YSC serves as an important North Toronto hub. Rapid population growth in the area, combined with a lag in residential construction, resulted in very low vacancy rates and strong residential and commercial rent growth. As the retail landscape evolves, its irreplaceable location ensures YSC's position as an in demand asset for a variety of uses. YSC has direct access to the intersecting subway lines of Yonge Street and Sheppard Avenue. Retail and office space allows consumers to shop and work in one very well-connected development. YSC also includes Pivot, which is a 36-story RioCan Living rental residential tower, and it's on track to service growing demand with 361 high-quality rental units, and it will be launching this fall. RioCan Colossus Centre in Vaughan, Ontario serves as another excellent example of the value that is inherent in RioCan's portfolio. It's located at the crossroads of Highway 400 and Highway 7 and close to the newly opened Vaughan Metropolitan Center Transit Station. Colossus Centre is surrounded by a compelling demographic and consistently delivers same-property NOI growth. It's also positioned in one of Canada's fastest growing regions. There is an impressive 10-year projected population growth of more than 20% within a 3-kilometer radius of that property alone. Given the rapidly growing demand in the area, the site is ideally suited for intensification. This rendering is a very preliminary concept of the massive potential available at this site. Now given its rezoning potential to permit development of high-quality mixed-use properties, this 60-acre site will clearly continue to drive long-term unitholder value. King Portland Centre is perfectly situated in Toronto's densely populated and desirable King West neighborhood. This one was completed in the fall of 2019 and recognized by UrbanToronto as one of Toronto's 15 most influential buildings of the decade. King Portland Centre is one of the first urban intensification projects undertaken by RioCan and its very valued partner, Allied Properties REIT. The transit-oriented, fully leased luxury mixed-use property includes newly built retail and targeted lead platinum office space. The development also includes Kingly, which is a 15-story condo tower that is fully sold out and occupied, exceeding initial price expectations. Consistent with the theme of valuable, adaptable land that will drive long-term value, we cannot complete an overview of RioCan's strength, capability and potential without, of course, talking about the Well. Spread over 7.5 acres in Toronto's Downtown West, the Well borders Wellington, Spadina and Front Street, and it's only minutes away from Union Station. It's an open air, vibrant mixed-use community that achieves what Toronto's design review panel has called enlightened urbanism. It includes over 3.1 million square feet of office, retail and residential space. The residential suite spread throughout 6 buildings with a mix of luxury condos and premium purpose-built rentals that enhance RioCan Living's residential portfolio. Construction at the Well continues to progress well. The office component has now reached 19 of 36 stories. Now in closing, I'm a firm believer in RioCan's ongoing stability and long-term growth. Our income quality, our experienced leadership team and balance sheet give us strength and flexibility. Our vision, our instinct and our expertise, well, they've produced a stable and adaptable portfolio. Our locations, well, they're irreplaceable. They're in the middle of dense, affluent, growing populations. This combination gives us multiple options to generate stable income and unlock the potential in our real estate. Everything we do is synchronized with evolving consumer and demographic trends. We're well positioned to successfully navigate the current economic situation. The anticipation, the drive and the entrepreneurial leadership within this organization truly do inspire me. And looking forward, my confidence in RioCan's future is unwavering as is my commitment to drive our business forward to deliver unitholder value in a post COVID-19 landscape and long into the future. Thank you very much.

Yes. Ms. Suess, are there questions that have come forward to you?

Yes, we do have 2 questions, both for Mr. Sonshine.

Mr. Sonshine. Thank you. And the questions are?

Mr. Sonshine, what time frame does the Board foresee to announce a firm succession plan for your role?

Well, as I think we've stated, I'm planning to move aside from being CEO at this moment as of March 2021. I would think in the ordinary course, and again, it's totally up to the Board, not up to me, they would probably announce formally my successor in the fall of this year.

Thank you. Second question, the RioCan management information circular lists as skills of trustees residential and real estate development. In the past, this referred specifically to office or retail real estate development. With the pivot of the company, there is a need for specific skills in residential real estate and real estate development. Which trustees claim a skill specifically in residential real estate and real estate development? And will the Board be refining its skills inventory to include specific reference to residential real estate and residential real estate development?

Thank you. Firstly, I will tell you that the number of years, starting 5 or 6 years ago, that senior management put into learning the residential business has been quite awesome, and the lessons we learned and the skills that we've picked up have actually been displayed and evidenced in the ongoing development of some of the buildings that Jonathan described. With respect to our Board, we actually recruited, I think he joined us just over a year ago, Richard Dansereau, who has had many years of managing, acquiring, operating residential buildings, primarily in Manhattan, but also in the province of Québec as well, I believe. So yes, we have taken that into account and recruited accordingly.

Thank you. There are no further questions.

Disappointing, but there you have it. Thank you very much. I'll turn it back to Mr. Godfrey.

Thank you very much, Mr. Sonshine. And since there's no further questions, I'd like to thank everyone once again for coming to this virtual meeting today. I hope it's been the success that we tried very hard to accomplish. I think it has. We wish you good health, stay safe and keep your distance, as you've been hearing from everybody else. So I might as well say it as well. And I now will terminate this session. Thank you very, very much.