RPT - NYSE

Greetings and welcome to RPT Realty's Second Quarter 2023 Earnings Conference Call. [Operator Instructions] As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Craig Benigno, Senior Analyst, Investor Relations. Thank you. Mr. Benigno, you may begin.

Good morning and thank you for joining us for RPT's second quarter 2023 earnings conference call. At this time, management would like me to inform you that certain statements made during this conference call which are not historical may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Additionally, statements made during the call are made as of the date of this call. Listeners to any replay should understand that the passage of time by itself will diminish the quality of the statements made. Although we believe that the expectations reflected in any forward-looking statements are based on reasonable assumptions, factors and risks could cause actual results to differ from expectations. Certain of these factors are described as risk factors in our annual report on Form 10-K for the fiscal year ended December 31, 2022, and in our earnings release for the second quarter 2023. Certain of these statements made on today's call also involve non-GAAP financial measures. Listeners are directed to our second quarter 2023 press release, which includes definitions of these non-GAAP measures and reconciliations to the nearest GAAP measures and which are available on our website in the Investors section. As a reminder, last quarter, we introduced our quarterly earnings presentations, which we will reference throughout the call to highlight key messages for the relevant quarter. You can find the second quarter 2023 earnings presentation on our website in the Investors section. I would like to now turn the call over to President and CEO, Brian Harper; and CFO, Mike Fitzmaurice, for their opening remarks, after which, we will open the call for questions.

Thank you, Craig. Good morning and thank you for joining our call today. As we pass the midpoint of 2023, I'm very proud of our operational and financial results that exceeded our own expectations despite an elevated impact from bankruptcies. With the bankrupt tenant disruption now largely in the rearview mirror, we are set up for outsized same-property NOI and operating FFO growth in 2024 and beyond as we expect to benefit from our sector leading signed not commenced backlog of $9 million with an additional $19 million in our leasing pipeline. Starting with the operating fundamentals. We continue to experience a historically strong leasing environment with no slowdown in sight, highlighted by our elevated leasing volumes, record rent growth and enhanced credit quality. We had our fourth consecutive quarter of over 500,000 square feet of leasing volume, putting us well on our way to accomplishing our goal of 2 million square feet for the year, for the second year in a row. Our SNO pipeline remains full at $9.3 million with the vast majority expected to commence over the next 12 months. As I mentioned earlier, we have an additional pipeline of deals totaling $19 million, of which $6 million is incremental to our second quarter revenues. Tenant categories are primarily comprised of high-quality grocers, off-price, home improvement, fast-casual, boutique fitness and service tenants. The leasing and legal teams are firing on all cylinders and remain focused on signing these deals in the near-term. Regarding our embedded rent upside, it continues to accelerate. Over the last 3 years, we have averaged over 34% on new re-leasing spreads, highlighted by our second quarter print of 56%. Rent growth on renewals has been equally impressive, steadily rising from the low to mid single digits in early 2018 to about 11% during the quarter. While leasing volumes and rent growth are important, tenant credit is also a critical ingredient to grow earnings on a sustainable long-term basis. We remain disciplined on this front and have signed many leases with strong national high-credit tenants, specifically on the grocer front. Since 2019, we have added 17 grocers through leasing and acquisition activities, bringing our percentage of ABR from centers with a grocer to 72%, up from 65% at the end of 2019. The performance of our grocers has also been strong. Since 2019, average grocer sales per square foot have grown by 45% to $831 per square foot, reflecting the quality improvement of our portfolio and the enhanced traffic at our grocery-anchored centers. Notable grocers in our portfolio include Wegmans, Publix, Trader Joe's, Giant/Ahold, Whole Foods, BJ's and Aldi. Additionally, during the quarter, we signed a lease with a strong regional assent grocer at Olentangy Plaza in Columbus that will backfill a Tuesday Morning location. In July, we celebrated the grand reopening of a newly remodeled and expanded Publix at The Crossroads in the Miami market. We were able to deliver this new prototype in July, generating a 7% incremental return on cost while locking in a high-quality, high-credit tenant that will anchor the property for years to come. Please see Slide 11 for additional details on our grocers. Our proactive approach with Bed Bath & Beyond is beginning to pay dividends. We have released four locations to leading national retailers at our Bridgewater Falls and Deerfield Towne Center assets in Cincinnati as well as Winchester Center in Detroit. This is on top of the HomeGoods deal at River City Marketplace in Jacksonville that we signed last quarter. The blended spread on these deals was about 60% with 2 locations opening in the fourth quarter 2023. All of our remaining locations are in either advanced lease negotiations or at LOI. Tenant categories range from grocery, off-price, wholesale clubs and high credit national beverage outlets. We expect that all but one box will be backfilled by single-user tenants. The space that Shops on Lane will be the only site that is expected to be divided given the demand from high-quality shop tenants that we are in negotiations with at rents per square foot of $45 to $50 triple-net, and that's replacing a $17 ramp from Bed Bath. Please see Slide 7 and 15 of our earnings presentation for more details on this quarter's leasing activity and an update on our Bed Bath backfill progress. We also continue to invest in TJX, which remains our largest tenant, representing 5% of our ABR. We recently opened Marshalls and HomeGoods stores at Northborough Crossing in Boston, replacing a former Pottery Barn outlet. When a brand new Sierra store opens later this fall, Northborough will become the only shopping center in the country with all 5 TJX concepts, demonstrating their commitment to this property, which is only a few miles from their headquarters. Including signed leases, Northborough's NOI has grown by 14% since our acquisition, while occupancy has increased by 6.5%. We've provided additional color on Northborough's success on Slide 13 of our earnings presentation. The robust anchor demand we are experiencing is also driving occupancy, rent and retention for our small shop portfolio as highlighted on Slide 16 of our earnings presentation. Our small shop lease rate now sits north of 87%, up 120 basis points year-over-year. Our blended re-leasing spread on small shop spaces has averaged 9% in the last trailing 12 months, and we are expecting to retain nearly 87% of our small shop tenants in 2023. Most of our small shop exposure is weighted towards national and regional tenants, which account for nearly 70% of our total small shop ABR. Additionally, our top 15 small shop tenants are comprised largely of leading national brands, such as Five Below, Ulta, AT&T and Dollar Tree. Turning to Mary Brickell. Our clear low-risk and actionable Phase 1 and Phase 2 redevelopment plans for the West side of the center are progressing steadily. We are in active negotiation on approximately 80,000 square feet of new leases. Tenant categories range from first-to-state wellness, food and beverage, soft goods and service brands, many of which are international brands. Our goal at MBV is to create a truly unique gathering space that caters toward the dynamic 24/7 environment, while maximizing rents, which remain in the $120 to $150 per square foot range. While rent is important, the curation of merchandising is equally important. Renewals with tenants we want to keep are being signed at $150 per square foot. With in-place rents of $48 per square foot, we have a material mark-to-market opportunity at MBV over the next several years. With that, I'll turn the call over to Mike.

Thanks, Brian, and good morning, everyone. We are pleased to report another strong quarter that exceeded our expectations on both the top and bottom line. Same-property NOI growth of 30 basis points came in ahead of plan and on the heels of a 4.4% increase in the second quarter of last year. Our performance in the quarter was fueled by better-than-expected bad debt net of abatements, lower expense growth and stronger other property income. Our top line performance drove operating FFO per share of $0.25 in the second quarter, in line with the first quarter despite several expected move-outs, of which many have already been released at high double-digit rent spreads, as Brian noted. It is also important to note that we achieved base rent growth of over 3% for the second consecutive quarter after adjusting for some offsetting accounting movement between base rent and rental income not probable of collection highlighted on Slide 20 in our earnings presentation. As Brian mentioned, this quarter, we made significant progress backfilling our Bed Bath & Beyond locations, highlighted on Slide 15 of our earnings presentation. We continue to expect to generate rent spreads between 30% and 40%, which we expect to contribute an incremental $1.7 million to NOI growth over the next few years. We have also negotiated amendments with both Regal and Party City to keep our remaining locations. And given the core approved sale of David's Bridal, we now expect to retain both of those locations as well. Additionally, subsequent to the end of the second quarter, our lease with Tuesday Morning at Merchant Square was assigned to Dollar Tree, leaving us with no exposure to this troubled tenant moving forward. Our SNO pipeline continues to hold steady, down only slightly versus last quarter given sustained levels of leasing demand and on-time rent commencements. The pipeline continues to be comprised of high-quality grocers, discount retailers, proven regional medical providers and off-price concepts. We expect the SNO backlog will add an incremental benefit of $0.10 per share of annualized operating FFO by 2025 with $0.07 hitting in 2024, translating into a 5% contribution to same-property NOI growth in 2024. Additionally, when including the impact of the SNO pipeline, our leverage ticks out at 6.3x, well within our target range of 5.5 to 6.5x. Please see Slide 9 of our earnings presentation for additional details on the trajectory of our SNO upside. RPT's proactive balance sheet management has largely insulated us from the headwinds related to the uncertainty in the capital markets. With over 96% of our debt fixed and no debt maturing until mid 2025, the impact of rising rates is contained in the near-term. Additionally, our liquidity remains strong at $477 million in the second quarter, positioning us well to reengage in the acquisition front as opportunities arise. We are maintaining our operating FFO per diluted share guidance range of $0.97 to $1.01 and updating our same-property NOI growth expectation to 1.75% to 3% from 1.5% to 3.25%. Our beat for the quarter was offset by the slightly earlier-than-expected recapture of all remaining Bed Bath & Beyond and buybuy BABY concepts, with the last few recaptured at the end of July. The midpoint of our operating FFO guidance continues to assume an unfavorable impact of 300 basis points of NOI, which includes our expectations regarding bad debt as well as the impact of lost rent from bankruptcy and at risk tenants, primarily Bed Bath & Beyond. And with that, I'll turn the call back to the operator to open the line for questions.

Thank you. [Operator Instructions] The first questions come from the line of Haendel St. Juste with Mizuho. Please go ahead.

Hi, good morning. This is Ravi Vaidya on the line for Haendel. Hope you guys are doing well. Can you estimate what your watch list is right now as a percentage of ABR? And what is the embedded mark-to-market opportunity within that subset going forward?

Yes. So I mean there's really no movement on the watch list, Ravi. I'm -- I can say this, we are extremely confident on the portfolio that we've transformed over 30% of from the legacy portfolio. Additionally, as you see in our deck, our small shop is really geared towards more national as opposed to local. It really isn't anything that's keeping me up at night just given our proactive asset management. We are obviously thankful to get back Bed Bath and Regal and pass that shadow over the company for the last 2 years. But we have greatly enhanced the portfolio over the last 5 years. And if you just look at our grocery sales per square foot, it went from $5.73 to $8.31, which is up 45%. So this is a lease, lease, lease environment, pent-up demand throughout our entire portfolio. And we are aggressively monitoring each and every at-risk tenant, but there hasn't been much movement since the last call.

And Ravi, the one thing I would mention, over the last couple of years, our new re-leasing spreads have eclipsed at least 40%, which is a great indicator of what the mark-to-market is for some of the opportunities we've had over the last couple of years. And we absolutely believe that we'll achieve double-digit re-leasing spreads on any other spaces that we do get back in the event there's future bankruptcies out there.

I think the thing to keep in mind is the average center lifespan, particularly from the legacy portfolio was 39 years. So a lot of these leases, as the case of Bed Bath & Beyond, were cut. Those deals were cut 19 years ago. So leases being signed 19 years ago that we've recaptured in July, that's a significant mark-to-market opportunity. And we see that not only with Bed Bath but throughout other tenants as well.

Thank you. That's helpful. And just one more here. You mentioned a bit in your prepared remarks, I just wanted to maybe ask for more color regarding the impact that the Bed Bath re-leasing and the Tuesday Morning re-leasing, what sort of impact is this having towards your small shop merchandising, occupancy and rent growth and the synergies [indiscernible]?

Yes, I mean significant. I mean you've looked at -- you look at the SNO, and we are at 320 basis points as of today. You take the $6 million pipeline that's incremental, so $15 million on top of the $9 million. So $6 million of that is incremental. Of that $6 million, that is visible, visible, visible growth. You look at the halo effect and really, a lot of that is the total lines, the grocers I've spoken of, Nordstrom Rack, Burlington, wholesale clubs, these are tenants that have huge halo effects. None of that halo effect is incorporated and embedded in that SNO that I just mentioned. These are larger anchor deals, investment grade retailers that would be coming online late '23 and into '24 that will be greatly enhancing the cash flows of '24 and '25. So the halo effect, you tell me, replacing a Bed Bath with a Trader Joe's or a Total Wine, you're going to drive more rent.

And the one item I'd add to Brian's commentary, Ravi, is centered around Bed Bath. We did -- as of today, we have signed four leases, signed a HomeGoods at River City, a Total Wine at Winchester, a Nordstrom Rack at Deerfield and a Burlington at Bridgewater Falls. Incrementally, just from those four deals, it's about $1 million in incremental rent that we're going to recognize over the next couple of years. And then if you take in account the remaining 8 locations that we took back in July here in the third quarter, that could be another incremental $700,000. So roughly about $0.02 of incremental growth from these Bed Bath locations that we're very, very happy we got all 12 back.

And let me just reemphasize, SNO, $9 million today with $6 million incremental coming online, so $15 million in total.

Got it. Got it. Thank you. That's helpful. Just one more here. Can you offer any commentary as to what you're seeing in the acquisition markets and what your appetite is to do large deals at this time? And what sort of portfolio discount could you potentially see on that front?

Yes. I mean I would say for us, RGM

Got it. Appreciate the color guys.

Thank you.

Thank you. Next question comes from the line of Mike Mueller with J.P. Morgan. Please go ahead.

Hi. Just a quick one on the shop occupancy. I mean where do you think you can take that to from a high watermark? And what sort of timeframe do you think it will take to get there?

I really think with the transformation, Mike, that we've done -- I mean you see 45% increase in grocery sales. Of the SNO bucket, we have six other grocers that will be coming online. That takes our total ABR of grocers up to 78%. So that small shop -- those are going into non-grocery anchored centers. So we really see small shop 93-ish, 94%, pretty expeditiously, actually and certainly, over the next 24 to 36 months, just given the halo effect, given new Publix or Whole Foods or Trader Joe's or Total Wines or Meijer, these are investment grade halo effectors that tenants want to be buy. And so they're just great catalysts for outsized small shop growth.

Got it. Okay. That was it. Thank you.

Thank you.

Thank you. Next question comes from the line of Floris Van Dijkum with Compass Point. Please go ahead.

Hey, good morning, guys. By the way, I like the deck you put together. It makes it easy to understand. Question on leasing costs. A skeptic might say, well, it seems to me you guys are getting really attractive spreads. But your -- if I look at your average cost, they're up 3x -- at $30, it's 3x the 12-month average, and your new leasing costs are $96. Are there some one-offs in that? And maybe if you can expand on the -- is that part of your 20% return because the rents are high enough to justify that kind of investment?

Yes. So there were two one-offs on those for escalated costs that needed a little bit more landlord work than originally intended. But I can say on those two one-offs, they're investment grade tenants that were already increasing rent on adjacent shop space by 20% after announcing who these tenants are going to be. So really, net affected is absolutely one factor, but we also look at -- I look at tenant credit, cap rate compression, void analysis in the market, co-tenancy, halo effects. So if we are putting in a new grocer, I'm looking at it going, yes, that yield on cost for that one grocer is extremely important, but where are my rents, invisible rents, going next door on the small shop? So that's just one factor. But again, as I've said earlier, you replace Bed Bath with some of these marquee tenants that are on, I think it was Page 15 of our investor deck, that's driving rent throughout the center. But those two were elevated. I would say, on average, it's about $75 a square foot for replacement on Bed Bath deals.

Thanks. That's helpful. And maybe if I could also ask, obviously, I think what you're sort of intimating is that your occupancy is probably going to dip a little bit in the third quarter based on getting the Bed Bath spaces back. But clearly, you're going to get some nice growth from those spaces probably starting next year. Maybe talk about the -- what we can -- is your expense recovery rate to have dipped, I think, 130 basis points as well. Do we -- should we expect another little dip there before that picks up when spaces get reoccupied with new tenants?

Hi. Good morning, Floris. This is Mike. Thanks for your comments on the earnings presentation. It's -- all credit goes to Vin and Craig, who do a great job on that disclosure. But to answer your question, yes, there's going to be -- the trough is really the third quarter because that's where we took back the remaining 8 locations for Bed Bath. That will have about a 200 basis point unfavorable impact to our occupancy rate. And so at the end of the quarter, we finished about 90%. That will bring it down to 88%. And then the signed not commenced will bring it back up to closer to 89%, 90% by the end of the year. And then it should really accelerate from there. Like I said in my prepared remarks, we do have about $0.07 coming online next year from the signed not commenced bucket, which is going to create a pretty outsized same-property NOI growth north of 5%. So it's really the driving factor. And on top of that, as you alluded to, you're going to see a spike in our recovery rate. We finished our same-store recovery rate. At the end of the quarter, it was about 84%. We expect that to finish closer to the high 80s by the end of the year and then into the low 90s next year. So that will be another key driver of operational performance and another contribution to our same-property NOI growth profile for 2024.

Thanks, Mike. Appreciate it.

You bet.

Thank you. Next question comes from the line of Alec Feygin with Baird. Please go ahead.

Hi. Thank you for taking my question. Kind of to go on the theme of the leasing rates and the elevated renewal rate, are there any specific regions driving the elevated renewals with the lower TIs?

Alex, it's across the country. And I can tell you, a lot of growth in all our geographic regions, from the Midwest to Boston to Southeast out to Austin has seen significant growth on our one asset there, down to -- out to Front Range and Fort Collins. It's really broad based. And I think a lot of that just goes back to the transformation that we started doing in 2018 with our remerchandising, with our recycling of cash flows of new geographic areas. You look at the 17 new grocers that have been added to this mix, it's a completely different company. So I look at this as it's very broad based. We've sold what we were going to sell in 2018. Certainly, there'll be asset trades here and there accretively. But this is a broad based rent discussion.

Another point I would make here is that we did have elevated renewals where the tenant didn't have options. During the quarter, we had about 40 leasing transactions that totaled about 95,000 square feet. We drove rent there right around 11%, 12%. So where we have a seat at the table, we are driving double-digit growth on the renewals. And you're seeing what we are doing on the new leasing spreads, like I said in my earlier -- to one of the questions earlier the answer, we are experiencing 40% on new leasing spreads over the last couple of years. So you're seeing it not only in the new side but the renewal side where we have leverage with these tenants and have a seat at the table, like I said.

Got it. That's helpful. And kind of to go to the Bed Bath boxes you're getting back and specifically the box split that you'll be doing, what's the approximate return on invested capital you guys are targeting? I know you threw out the number 20%. Should we expect that? Or will it be even higher?

Yes. I mean it's -- we will get more data. It could certainly be double digits. You take a $17 Bed Bath and you're -- we are chopping that up and getting small shops at 45 to 55. There is a box that we will probably do in the back of that space. But tremendous real estate, $1,200 or $1,300 Whole Foods anchors, one side of that property with a vacant Bed Bath on the other. So the quality, think a lot of first-to-market tenants in this asset, we are really eager and excited to start leasing that space.

Thank you for that. That’s it for me.

Thank you.

Thank you. There are no further questions at this time. I would like to turn the floor back over to Brian Harper for closing comments.

Thank you, operator. RPT's second quarter was marked by record spreads and elevated leasing volumes. The mark-to-market opportunity afforded to us by Bed Bath & Beyond locations should continue to enable us to sign strong national retailers and enhance our tenancy and drive spreads in the second half of the year. We hope you all enjoy the rest of your summer and look forward to seeing you on the conference circuit in September. Have a great day.