Simon Property Group, Inc. (SPG) Earnings Call Transcript & Summary

Our first roundtable fireside chat session for our conference, we have three tracks going. This roundtable is Simon Property Group. And with us today is Brian McDade, CFO. So Brian, thanks so much for joining.

A pleasure.

We always want to make this as interactive as possible. And it is a broad group of investors. So for those that know Simon really well, we will try to hit on some of those questions, but I do see some newer faces to the room that maybe Simon is a bit newer story to them. So we always want to cater to everyone. Brian, could you start off maybe then quickly just to remind folks exactly today, Simon Property Group, what do you own and what's maybe key strategy positioning?

Sure. Thanks, Jeff, and thank you, Andrew, for the time this morning. Great to be here with all of you today. Simon Property Group, S&P 100 member, been a public company now for almost 31 years. We are the world's largest owner of retail real estate. About 90% of our business is domestic in the U.S. or North America with the balance globally. We operate across multiple real estate segments and types. So all in the retail space, full price all the way out to the value segment, which is our outlet and our Mills business. The company operates in 37 states in the U.S., generates approximately $4.5 billion of funds from operation annually. Ultimately, pays a dividend of about $8 per share, which is a yield today about 6%. So business is in incredibly strong place. We've seen a resurgence from COVID. The company continues to grow in all of its end markets. The leasing environment continues to be incredibly strong for our asset and real estate type across all of our platforms. And the momentum, we reported results about 30 days ago now, $2.90 of FFO for the quarter. Interestingly, for the quarter, the second quarter, we produced our highest amount of net operating income in the company's history. So the momentum of our business continues. We produced about 4.5% growth in our NOI on a year-to-date basis from our domestic business; it's about 4.2% as we factor in our international business. So the business is on solid footing. We continue to see opportunities to deploy capital for growth. Importantly, we opened up a new outlet center in Tulsa, Oklahoma in the middle of August at 100% leased. It is a brand-new center with our latest and greatest technology and offerings. The retail community really embraced the assets. There were 10 brand new-to-market retailers that opened up in the center, new to Oklahoma. So really exciting times there. We are opening up an expansion of our incredibly lucrative Busan outlet in South Korea here in a couple of weeks. And we are building in Jakarta, Indonesia, and we'll open up an outlet there in the spring. And so Simon is uniquely positioned as one of the only companies in the world that can build in Tulsa, Oklahoma and Jakarta, Indonesia at the same time. And more importantly, the company's balance sheet is one of our secret weapons, and it's not really a secret, but we are an incredibly financially disciplined organization. Our net debt to EBITDA is about 5.2x. The balance sheet is well poised to continue to support our growth going forward. The company generates $1.5 billion of free cash flow after paying its dividend annually that's available for reinvestment in its properties, which is a rather unique situation relative to other REITs in the world. Most REITs don't produce nearly the amount of free cash flow that Simon produces and available for reinvestment. So that is the kind of synopsis, but happy to open up for questions for Jeff, Andrew or anybody in the audience that may have them.

Thank you, Brian. And again, if you have a question, feel free to chime in. I guess just to finish off on the balance sheet, you did sell your stake, I think, fully out of Authentic Brands.

We did.

Generating about over $1 billion in cash. Is that still sitting on the balance sheet? And what's the goal or plan for use of that you think?

Sure. We did -- we generated $1.5 billion of cash off the sale of that investment. Really pleased with it. It was a great return and really pleased with the outcome. The cash that we generated sat on the balance sheet and is actually going out the door to further delever the company here. We have $1.9 billion of unsecured maturities that mature at the end of September and the beginning of October, the cash will be used to pay down that debt, further improving the balance sheet and creating capacity for incremental opportunities in the future.

So the $1.9 billion fully paid down.

Absolutely.

Already fully paid down. Okay, great. And then you touched on the geographic diversity and then the different platforms, of course, have exposure to high income, middle income earners and maybe including some low income earners but a small percent. Given all the questions on the consumer, I was just saying we did a consumer panel, what are you seeing across the platform in the United States? Are you seeing some differences? And maybe if you could just talk about United States versus other parts of the world.

Sure. We were one of the first out there to talk about the low income consumer and the pressures on that consumer. That had to be 24 to almost 36 months ago. So we were out ahead of the pack to some degree, talking about that. That lower-income consumer has been in a recession for a while now. They are still shopping, but it's for specific things. So back-to-school, birthdays, holidays, experiences, et cetera. Panning to the other end of the spectrum here is the upper income consumer who traditionally spends more relative to where asset values are and we've seen asset inflation across the globe, quite honestly, whether it be real estate, whether it be art, whether it be stocks and bonds, whether it be the big 7. So consumer continues to be resilient. Middle consumer, middle-income consumer here in the middle of America, you've heard Walmart talk about this. They're new customers, the consumer making more than $100,000 a year. And we're seeing some of that in our own portfolio and that is the benefit of the diversity of our portfolio. You're starting to see some gravitation or we've seen a bit of outperformance in our outlet and our Mills business versus our full-price business, which is that trade down effect, whereas people are looking for value, they're looking for their dollar to go a longer way. And so we are the beneficiary of that as you see gravitation between the two different platforms. So you are seeing it, but people are still out shopping. I think you've seen some of the aggregate data. I think Bank of America does a great job of putting out aggregate information out of the institute. Traffic continues to be strong. You saw July was a weaker month overall, but you saw increases in traffic and in sales in August and leading into September. So I think the back to holiday season and that's the unique part about the United States. Back-to-school starts in Indiana in early August and in the Northeast after September. So that back-to-school season and that shopping season kind of spans a longer period of time. And I think what you saw in August and September is representative of really probably what's going on in the more macro economy.

We have seen luxury sales normalize. Our luxury analyst is a bit more cautious. How should investors think about luxury spending? And I believe the institute may have commented or I saw an article that, that middle income earner who was maybe stretching for that full-price brand is pulled back. I guess what are you seeing? And then tie that into leasing, right? Because the biggest concern everyone always has is, okay, what does this mean in terms of leasing and store openings because you did say that leasing remains robust.

Leasing absolutely remains robust. And as you think about that cohort, the luxury cohort, they don't think quarter-to-quarter, those retailers. They think decades. And the real estate that they control is incredibly important to their business. I mean, think about Fifth Ave here and what's happened in the last 6 months with LVMH and Kering fighting over corners on Fifth Ave and buying those buildings. It is incredibly important to their business success, the locations of their real estate, number one. Number two, yes, you've seen a normalization in sales, but I think what had happened is with COVID and with stimulus, the luxury cohort probably benefited disproportionately to the positive because of that influx of stimulus into the U.S. economy and now we're back to a more normalized level of spend. And the shopper -- the cohort of shopper of the luxury is probably consistent with its past customer versus what they were seeing during COVID, number one. Number two, the business model of that luxury retailer is evolving and changing in the sense of historically big exposure to the department stores, wholesale store and store concepts, the luxury retailers are breaking those bonds, and they really want to be in in-line space, nameplate -- with their nameplate above it and creating a direct-to-consumer business, which is naturally beneficial to Simon across our portfolio. So we continue to see a gravitation out of department stores into our assets in in-line spaces. The other added benefit of our diversity of our portfolio is as retailers continue to expand and grow in markets and increase their inventory and SKUs, it does create the overhang at the end of selling seasons that they need a clearance channel. And so we are the beneficiary of those stores that they're opening up in the outlet portfolio as well. And so as that luxury demand continues to grow, we're meeting it both on the full price and on the value side in our outlet portfolio. So it's really continuing the demand for the -- from that cohort of tenant continues and they don't -- again, they don't think in quarters, they think in years. And so they are actually securing locations in our portfolio in '26 and '27 because the specific location is so important to their business.

And I know we ask every couple of months, including at the May ICSC, just are you seeing any pullback in store openings at this point? I mean, naturally, we have higher -- low vacancy, lower vacancy levels. So store openings will slow because, again, there's less space available. But in terms of your, let's say, weekly or daily leasing discussions as a team, are you seeing any evidence of retailers pull back on closings? I guess let's answer that first.

No, there's been no change in posture and the scarcity value of high-quality real estate and its availability is certainly the reason for that. We are now -- and you heard us talk a little bit about this on our second quarter call. We're now in a place from a supply-demand perspective that the occupancy levels are as high as such it allows us to swap out lower-producing retailers or better retailers. And so that is a phenomenon that we've really seen kind of accelerate in the last 12 to 24 months, where there's a such demand for space that we're actually able to make the landlord decision not to renew leases and to replace them with better performing retailers over time. And that's really driving the underlying core of the business.

I assume bringing in maybe then the latest brands that you're focused on or tenants that might be doing well, okay?

Yes, the merchandising mix is continuing to evolve to the respective kind of desires of the marketplace that we're operating in. And so there -- we operate in, obviously, a variety of different economies and catchment areas we really kind of match our retailer mix with that community or that catchment area as best as we can.

And then in terms of that leasing strength on the last call, you talked about occupancy levels and potentially reaching 96% by possibly year-end. I guess how should investors think about occupancy across the three platforms? And if you could remind us, what was the record occupancy in the portfolio? And will you exceed that?

So the record was 96.8%. And so we are on path to hopefully achieve that at some point. We'll see. You heard us talk about 300 basis points of signed but not open leases. And ultimately, you also heard me talk about the fact that we're optimizing mix here. And so ultimately, some of that 300 basis points, it's not all incremental occupancy to the existing because we're going to replace tenants with that. So roughly a good proportion of that 300 will be new occupancy, but some of it will be replacing existing tenants at better economics.

[Technical Difficulty]. Where is that spread between kind of rents that were -- for the new leases [Technical Difficulty]?

You still have probably a $10 positive spread to that. You have leases expiring in the low 50s and you have new leases being signed in the low 60s. So there's about a $10 positive spread, give or take, generically speaking here, [ Sam ]. Every situation is different. But I think if you look at the population, that's kind of what you should assume is that we're -- the leases that we're rolling over or exiting are in the 50s, low 50s, and the new leases are in the low 60s.

And just a quick follow-up there. And that was great. Do you think that kind of has the right spread as we look out over the next 12 to 24 months [Technical Difficulty] or is it just very specific to the mix this year [Technical Difficulty]?

Mix always matters. No question, especially on the signing side. So if you're signing a lot of luxury leases at high rents, then you're going to drive that higher. But generally speaking, in a portfolio of our size, the denominator matters. And so I think it's a pretty good run rate for kind of the overall business. There are going to be anomalies, no doubt, Sam. But ultimately, I think that's a good barometer of where kind of pricing is relative to the existing.

And that's the cash amount again.

Correct. And again, we're also signing leases for longer duration that have embedded 3% escalators on our base rent. So we're starting at 60 but escalating from there. That is -- we're signing 5-, 7- and 10-year leases in -- retailers are looking for that type of duration because they really want to secure that location in our assets.

Can I ask like what percent of NOI comes from percentage rents? And what are the trends there?

It's about 5%. And look, on a flat -- even in a flat sales environment, we're still seeing positive contribution from overage rent because you've got to -- you have to -- as you heard me talk about, we're seeing a gravitational change between or a shift between our full-price business and our outlet business. So while the full price might be coming down from an overage perspective, the outlets and the Mills are picking up and offsetting it. So ultimately, we're just seeing the overage rent manifest itself in a different platform, but overall, it's consistent with that 4% to 5% level.

Kind of we should assume kind of a flat...

Flat environment. I think that's what we should assume for now, yes.

Am I right, in the guidance, did you guys talk about expect a flat percentage rent year-over-year? Is that...

Yes. So we -- on the front end of our guidance at the beginning of the year, we had modeled out sales being basically flat for the year. That's basically what's happening, but we're seeing a little bit difference between the platforms. And so one is coming down a little bit and one is offsetting it and overcoming it.

Going back to the -- please.

In our business, is the turnover involving deals or you take a percentage from the year before, you lock it in and then you do thereafter?

So it is a base rent with overage capability lease. So what you described is more the European lease structure. Now, in the U.S., we are certainly still a traditional U.S. type lease with base rent. And then obviously, if the tenant is doing well above his break point, we get to participate in that, but it's not a sales percentage deal with a floor like a European lease would be.

I was just going to touch on the occupancy. It has been a big focus on the incoming calls we've received that hope to achieve the 96% year-end, record 96.8%, but as you said, you're replacing weaker with you believe stronger. How should we think about occupancy across the portfolio? Like is there a particular focus target? I assume that it's important towards, again, not just the merchandise mix, but then that pricing power, the ability to lift rent.

Sure. Look, there's not a target that we have on the wall that we hope to achieve. I think that's the one unique thing about us is we look at every individual asset on an individual basis and understand what their dynamics are, and then that aggregates up to the 96-odd percent. And so we manage every asset on a space-by-space basis. We're driving occupancy certainly in lease-up, in certain assets. And in some, we're kind of recycling out retailers and replacing them with better. Every asset has its own individual strategy because they are all bespoke assets in their respective markets and have different dynamics going on around them, both from the consumer perspective, but also other competition in those markets. But ultimately, goal is to continue to drive occupancy and achieve better economics at the end of the day.

Are there other things in the leases that we should be aware of? We receive a lot of incoming questions on a mall lease, an outlet lease versus shopping center lease. Shopping centers have historically had lots of options and which limits then the ability to push rent. But now they're trying to convert that more similar to actually the mall lease, I believe. But can you talk about leases today besides, of course, the $10 differential pushing the rent? Is there anything that top down, through the leasing team, you guys are trying to instill besides maybe the merchandising mix?

It's pretty standard fair. I mean we've been doing this now for a long time. And as you said, we've kind of led the industry and others are now kind of paying attention to what we've done. So no real material changes. Our leases now are roughly 5-, 7- and 10-year leases, basically the duration blends out to be about 7 years. Base rent escalators in the 3% range annually, natural breakpoints. So ultimately, no reduced breakpoints like we did during COVID to get to give some relief. It's traditional standard lease, we are back to kind of our normal way of leasing in that respect. And so no real uniqueness to our leases. Options are still a part of some of our leases depending upon the tenant, but most of our leasing is in line, which don't traditionally contain the options for that exact reason. It gives us the opportunity to recapture space and do other things with it more appropriate for the asset but we have not really seen any material deviation from our historical approach to leasing or the structure of those leases.

And then in terms of U.S. regions, are you seeing any differential? The BAC Institute on the last panel stated that we are seeing rents increase faster in retail real estate in the Sunbelt. And we continue to see movement, population growth in our data. People still moving from the coast to the Sunbelt. But are you seeing? I guess let's first talk about maybe from leasing demand. Are retailers focused on a particular region? And then what are you seeing? Are there any differences in the markets from a sales standpoint or a consumer standpoint?

So on the retailer point, that is their very narrow, specific, each retailer kind of has their own approach. Maybe talk Primark for a minute. Big expansion of their business in the United States, they started up kind of on the East Coast and now they're working their way kind of through the smile of the U.S. And so we're benefiting from that, doing a ton of business with them. But that's kind of every retailer has their own bespoke strategy. So there isn't a macro kind of theme playing out here. I will say that we continue to see a bit of underperformance in urban versus suburban. You heard David talk about suburban becoming the new or coming back in resurgence, God, it had to be almost 4 years ago now, and that continues. The urban environment continues to still struggle with crime and other aspects that are just changing people's desire to be in those locations, which is a benefit to us as the majority of our locations are suburban-oriented assets. We don't really have any material big urban exposures. So that certainly is having, urban to suburban. And I would tell you that -- where the population is going. So is still a point in the spear of investments. So Florida, Texas, you're still seeing influxes into those geographies. And retailers are following their clients and their customers to those geographies and looking to us to help them to get exposure, given our real estate located in those assets. You still see some weaknesses on the coast. You still see -- but the coast traditionally have more urban environments as well. So I think there's a correlation between those two things clearly. But the suburban environment, which is where we spend or where most of our assets are, continues to outperform. And I think you continue to see those states that are taking in the population continue to outperform those that are losing population.

Turning to the $1.9 billion debt paydown, I think you said at the end of September or is it Q4?

There's $900 million that matures at the end of September and there's $1 billion that matures on October 1. So both.

Do you have any guidance for what that means in reduction of our interest expense...

So it's about $50 million, round numbers.

You are earning a nice return on the cash sitting in this right now?

So interest expense will go down, but obviously, I'm also earning about 5.5% on $3 billion of cash, which will leave the system.

Please go ahead.

You talked about delevering the unsecured debt, but how are you thinking about your upcoming mortgage maturities? And how is -- what financing sources are available for those?

Sure. Mortgage market is wide open. CMBS, both on the conduit and the SASB for the real estate assets, the retail real estate assets, certainly, back in favor. If you think about that market, they have one big trouble spot that used to be a big part of financing, which is office, that is no longer part of it. So retail is actually backfilling a void in the market that office has left. So the CMBS market continues to be open and supportive of the assets. CMBS, 10-year money in CMBS land is probably 6.5% today. Unsecured for Simon today on the 10-year basis is about 5%. So you got about 150 basis point spread between secured and unsecured today. Obviously, we've got exposure to both markets, and we'll continue to naturally roll our debt in those respects. But we've seen successful execution of mortgage financing as well. The insurance companies are starting to get back into the retail environment for the best retail assets. So there again, lending against high-quality collateral. And then there are some banks that are lending in smaller ways. So there is definitely capital out there. It's more expensive than it was 24 to 36 months ago, but it's available. It's come down in the last 4 months, though, by about 100 basis points as we've seen base rates reset lower.

After paying down this debt, do you think you're under-levered? I mean can you take advantage? You did talk about the balance sheet as a weapon, opportunities. Historically, Simon has done some very accretive acquisitions over the years. Like what's the strategy going forward? And maybe tie in the $1.5 billion free cash flow with the redevs. But I guess, overall, under-leveraged balance sheet, the $1.5 billion free cash flow, how is that going to -- how is that driving strategy and growth over the coming years?

Well, look, I think we're always a very prudent financial organization that we believe that having a low levered balance sheet is a competitive advantage, both in just our ability to reduce interest expense by rolling down our interest on a normal course basis, but also prepares us for opportunities to acquire assets to the extent they meet our criteria for acquisition. So I think the balance sheet, I never say we're under-levered, but I think it's appropriate leveraged for the business that we're executing on today. You're touched upon the free cash flow. And so we're generating that $1.5 billion a year of free cash flow after our dividend, our growing dividend quite candidly. And the opportunity set is to reinvest back into the business, which is very important to us and to our growth. If you look at our supplemental, we generally have about $1.2 billion committed in capital for our redevelopment business. I do think that number will continue to go higher as we start projects. So it probably will go up to about $1.5 billion through the balance of this year. But if you think about that from a cash perspective, these are 12- to 24-month projects that we are building. And so roughly half of that $1.5 billion would go out the door every year. So we're generating $1.5 billion of free cash flow, about $750 million of it will be earmarked for development, redevelopment, growth of the business, which leaves us $750 million left over to buy back our stock, delever the balance sheet, acquire other assets or businesses that make sense. And so we are in a very fortuitous position of having the financial wherewithal and firepower to be able to execute on the growth of the business to the extend we find opportunities to be value add to the business.

So just to clarify, not all of the free cash flow is going towards the redevs and development.

Correct.

Can you talk a little bit more about the latest redevelopments or densification efforts? You've announced a number of projects or you've had a number of projects, you're adding apartments, we have a housing shortage, like I guess what are some of the uses of the -- and redevs and then maybe touch on ground up as well.

So redevelopments are going to really be centered around mixed-use opportunities. And so in the recent 90 days, we've announced a variety of projects, including we're buying the JCPenney box at Fashion Valley Mall, one of the best malls in the United States, with our partner in that asset, and we're going to bring residential to that location. So we'll knock down the JCPenney and build a residential tower there at great unlevered returns. And so that's going to yield somewhere between 8% and 10% unlevered. One of the embedded value drivers of our business is our land business. Ultimately, as you think about our business, we've owned a lot of these assets for 20, 30, 40 years. And so the land by which we're building our multi -- or our densification efforts is really not at fair value today. It's a legacy land value. So we're generating relative to the market, incremental yield because of that legacy basis. And so we have a running advantage on our projects relative to others that are looking at doing something similar in our markets because of that embedded land value. So there will be more densification, no question, across the portfolio. I talked about Fashion Valley. We announced the residential building that's starting under construction at Northgate station up in Seattle, which was a completely reconfiguration of that property. As a reminder, it's one of the oldest malls in the United States of America, and we effectively raised that asset. And we've built an office building, which houses the corporate offices of the Seattle Kraken, which is the NHL expansion team that's opened a couple of years ago, and in addition, it has their practice facility as well. And we're now building up the community around it with residential hotel, et cetera, to take advantage of that backdrop of that incredibly located real estate. In addition, we also announced at Briarwood Mall, in Ann Arbor, Michigan, that we're going to -- we've knocked down a former department store, and we're building residential there. And so we are adding the components in the markets that are -- there's a shortage of. And so you talked about housing shortage in California. I do think our California portfolio will continue to see additional densification efforts skewed towards residential. There is advantages in certain local municipalities where there's housing shortage to work through administrative approvals faster and they give you some incentives. So we see this as a great opportunity to add and bring intensity to our assets with consumers.

What's the overall return on the densification efforts in redevs, the cash...

It's right in line with the balance of our portfolio, which is between 8% and 10% unlevered returns.

Great. And then in terms of, I guess, how easy is it or is it easier today to sit down with municipalities across the nation or maybe pockets to discuss these densification efforts? Like where do we stand today? Or is it still challenging?

It's a bit of both. It depends where your municipality is. There are certainly more aggressive municipalities that are looking to grow and can see the value in what we're doing. And then there's some municipalities that kind of get stuck in the old ways of thinking about things and not wanting to make investments or not wanting to see it. So it's a mixed bag, but I would say, generally, it's more skewed towards positive support versus not supporting us in what we're doing across the country.

In terms of guidance, you talked about domestic property NOI growth to be at least 3% for the year. Any new comments on that?

No new comments. I think we establish the number at the beginning of the year as a matter of practice and don't update that throughout the year. We let the performance of the portfolio kind of speak to itself. Year-to-date, we're about 4.5% relative to that 3% original guide or at least 3%. Ultimately, back half of the year, more seasonality in our certain aspects of our business, overage rent is more seasonally towards the back half of the year. But generally, the momentum of the business continues. And so we'll see how it plays out, but we're cautiously optimistic that we'll at least make our -- what we've established at the beginning of the year.

Great. I know we only have 2 minutes left. We do have a couple of rapid-fire questions, but we could take more question from the audience. I don't know if anyone has anything. I mean maybe Tulsa premium outlets. Interesting, right, premium outlets in Tulsa and how the consumer has evolved and we said, I think that opened 100% leased.

100% leased with 10 new new-to-market brands opening in the outlet. Traditionally, the outlet is a secondary channel for retailers. The world is changing. And now the location and quality of your real estate matters, whether it's an outlet, whether it's full price, whether it's a strip center, that the underlying trade area around it is what drives it. And retailers are tapping into all forms of retail real estate because of the scarcity value of high quality. So Tulsa is a great example of it. It was one of the ones that we actually stopped construction on during COVID and then recommenced construction. So retailers have actually been committed to this project for a really long time relative to traditional gestation periods of a development project. So I think Tulsa is a great example of just the supply/demand dynamic in the United States in favoring those that have high-quality locations.

Please.

One minute on the Asian business. You own Chelsea and I think it looks the Japanese money [Technical Difficulty] Mitsubishi Estate...

Yes. Japan is on fire right now, quite honestly, given the yen. You're seeing Asian tourists coming into Japan to consume and so markets around Japan are actually suffering a little bit. But our Asian -- our Japanese outlet business is doing incredibly well with our partner. We continue to look for opportunities in sites with them for new growth. And I think there's a couple on the drawing board in the next couple of years that you should expect to see us realize upon.

Okay. Great. And I think -- please, okay.

You have a stake in Klepierre in France. What is your plan there? And do you get involved operationally within this?

So we've had the stake since 2012. We've seen Klepierre continue to grow and develop into an incredibly powerful company within Europe. Obviously, they have a similar backdrop to what we have in the U.S., which is a weakened competitor base. And so we think Klepierre has great opportunity to continue to grow in Europe and acquire assets that they can add value to over time. I think they just bought one in Rome here a couple of weeks ago. I do think we're very supportive of their initiatives and what they're doing, and we're happy to see them produce solid results.

Great. Very quick rapid fire. And I should have introduced my colleague, Andrew Reale. Andrew, please.

Three rapid fire. First, do you expect real estate transactions to increase once the Fed starts to taper, yes or no? And if yes, when do you expect them to pick up, fourth quarter '24 or first half '25 or second half '25?

Yes. First quarter '24.

How would you characterize the demand we face today? Improving, steady or weakening?

Steady to improving.

Okay. And finally, last year, the majority of the companies at our conference stated they expected to ramp up spending on AI initiatives in 2024? How would you characterize your spending plans over the next year? Higher, flat or lower?

Probably flat. And I said first quarter of '24, I meant fourth quarter of '24 on my first answer. So I just want to make sure that's corrected for the record.

All right. Great. Thank you very much, Brian.

Thank you. Thank you all for your interest.