RioCan Reports Third Quarter Results - Strength of Ongoing Demand Continues to Drive Exceptional Operational Results, With High Quality Income Fueling Consistent Future Growth

• Strong demand maintained a high lease renewal retention ratio at 92.0% and drove committed occupancy up 30 basis points sequentially to a record-breaking 97.8% with retail committed occupancy reaching the high water mark of 98.6%;
• Leasing momentum continued with the third consecutive quarter of double-digit leasing spreads for new and renewal leases and on a blended basis at 14.2%;
• More than 1,280,000 square feet of leases completed, comprising 251,000 square feet of new leases and included the completion of the remainder of the 10 units that resulted from large tenant failures earlier this year with best-in-class tenants at higher rents

RioCan Real Estate Investment Trust (“RioCan" or the "Trust”) (TSX: REI.UN) announced today its financial results for the three and nine months ended September 30, 2024.

"We are very pleased with the strong performance that the RioCan team and our high-quality portfolio continue to deliver. Our results reflect how well our major-market, open-air, necessity-focused properties perform in all market conditions," said Jonathan Gitlin, President and CEO of RioCan. "Our expertise allows RioCan to capitalize on the favourable environment for retail real estate and we continue to strategically evolve our tenant roster to further enhance our income stability and future growth prospects. We remain dedicated to allocating capital responsibly. Our recent financing activities underscore our access to diverse funding and commitment to maintaining ample liquidity and a strong balance sheet."

Financial Highlights

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30

 

Nine months ended September 30

(in millions, except where otherwise noted, and per unit values)

 

 

2024

 

 

 

2023

 

 

 

2024

 

 

 

2023

 

 

 

 

 

 

 

 

 

 

 

 

FFO 1

 

$

137.9

 

 

$

135.4

 

 

$

401.6

 

 

$

398.4

FFO per unit - diluted 1

 

$

0.46

 

 

$

0.45

 

 

$

1.34

 

 

$

1.33

Net income (loss)

 

$

96.9

 

 

$

(73.5)

 

 

$

347.8

 

 

$

156.5

Weighted average Units outstanding - diluted (in thousands)

 

 

300,486

 

 

 

300,471

 

 

 

300,463

 

 

 

300,508

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at

 

 

 

 

 

 

 

September 30, 2024

 

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Net book value per unit

 

 

 

 

 

 

 

$

25.01

 

 

$

24.76

 

 

 

 

 

 

 

 

 

 

 

 

• FFO per unit was $0.46, an increase of $0.01 per unit or 2.2% over the same period last year. Strong operating performance and completed developments increased NOI. This growth was partially offset by disposed NOI relating to the sale of lower quality commercial properties. Increases in interest income and fee and other income were offset by higher interest expense.
• Net income of $96.9 million was $170.4 million higher than the same period last year. In addition to the items described above, net income included a $159.0 million favourable change in the fair value of investment properties.
• We maintained financial flexibility with an FFO Payout Ratio1 of 61.7% and Liquidity1 of $1.3 billion, while our Adjusted Debt to Adjusted EBITDA1 improved to 9.1x. Our financial standing strengthened further with $1.05 billion of financing at an average interest rate of 4.48% in the form of debentures, term loans and CMHC mortgages completed since reporting our Q2 2024 results. For pro-forma metrics, refer to the Balance Sheet Strength section of this News Release.

1.

A non-GAAP measurement. For reconciliations and the basis of presentation of RioCan's non-GAAP measures, refer to the Basis of Presentation and Non-GAAP Measures section in this News Release.

Outlook

• We are on track to achieve our original FFO guidance for the year of $1.79 to $1.82 per unit, excluding a Q4 2024 restructuring charge following a corporate reorganization subsequent to quarter end. In Q4 2024, we reduced our workforce by approximately 9.5% and expect the resulting charge to be approximately $9 million or $0.03 FFO per unit. Annualized cash savings of approximately $8 million are anticipated, with an estimated net G&A impact of approximately $4 million. The corporate restructuring is part of RioCan’s ongoing responsible cost management, enhances workflow efficiency, and optimizes resource allocation to better align with business needs.
• Commercial Same Property NOI excluding provision1 is projected to grow between 2.0% and 2.5% in 2024. Following previously disclosed tenant vacancies, we used the opportunity to add more relevant and resilient retailers at higher rents. The time required to build out space for users such as grocers is longer, impacting this metric in the current year while our Commercial SPNOI growth target for future years remains at ~3%.
• RioCan does not intend to commence new physical construction of mixed-use properties in 2024 and well into 2025. Development Spending1 on mixed-use projects, which were in progress prior to the reduction in new construction starts, is expected to be between $250 million to $300 million. Development Spending for retail in-fill projects is expected to be between $30 million to $40 million.

1.

A non-GAAP measurement. For reconciliations and the basis of presentation of RioCan's non-GAAP measures, refer to the Basis of Presentation and Non-GAAP Measures section in this News Release.

Operational Highlights (i)

 

Three months ended September 30

 

Twelve months ended September 30

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

 

 

 

 

 

 

 

 

 

Occupancy - committed (ii)

 

97.8 %

 

 

97.5 %

 

 

97.8 %

 

 

97.5 %

Retail occupancy - committed (ii)

 

98.6 %

 

 

98.3 %

 

 

98.6 %

 

 

98.3 %

Blended leasing spread

 

14.2 %

 

 

12.9 %

 

 

14.8 %

 

 

10.8 %

New leasing spread

 

24.2 %

 

 

21.0 %

 

 

30.7 %

 

 

14.5 %

Renewal leasing spread

 

12.6 %

 

 

11.2 %

 

 

10.8 %

 

 

9.9 %

 

 

 

 

 

 

 

 

 

 

 

 

(i)

Includes commercial portfolio only.

(ii)

Information presented as at respective periods then ended.

• A new leasing spread of 24.2% drove the blended leasing spread to 14.2%. Renewal leasing spreads were also healthy at 12.6%. The portfolio's strength and the supply constraint of quality retail space create sustained leasing momentum.
• 1.3 million square feet of space was leased in the quarter including 251 thousand square feet of new leases.
• Committed occupancy and retail committed occupancy reached record highs of 97.8% and 98.6%, respectively, both up 30 basis points sequentially, reflecting rising demand for RioCan's premium retail portfolio.
• Commercial in-place occupancy of 97.0% increased 40 basis points from Q2 2024 due to tenants taking possession.
• As at September 30, 2024, all 10 of the initial vacant units that resulted from tenant failures discussed in prior quarters have been leased. As of November 11, 2024, tenants at four of those locations are paying cash rent. Cash rents from the remaining six locations will commence at varying points over the next 11 months. These units were backfilled by relevant and resilient retailers at improved lease terms featuring 23.9% higher base rents on a weighted average basis, further improving the portfolio's overall quality and cash flow growth.
• Finalized a land lease for a 158,000 square foot Costco at RioCan Centre Burloak. As part of our ongoing initiatives to continuously improve tenant quality and the quality of our shopping centres, we strategically replaced fashion-focused tenants with a strong, service-based anchor. This is expected to attract significant traffic, draw other tenants and enhance the overall appeal of the property.
• Commercial Same Property NOI excluding provision1 increased by 0.8% for the Third Quarter and 1.3% year-to-date. We expect continued improvement in this metric as signed tenancies reach cash rent commencement.
• Strong and stable tenants comprised 87.9% of annualized net rent, an improvement of 50 basis points year-over-year.

1.

A non-GAAP measurement. For reconciliations and the basis of presentation of RioCan's non-GAAP measures, refer to the Basis of Presentation and Non-GAAP Measures section in this News Release.

RioCan Living Update 1

• Total NOI from our residential rental operations was $7.9 million, an increase of $2.3 million or 40.9% over the same period last year. Residential Same Property NOI2 growth was 5.2% for the Third Quarter and 6.0% year-to-date.
• RioCan LivingTM currently operates 14 buildings, with a fair value of $1.1 billion, comprised of 3,160 residential units in operation with 12 of these buildings stabilized. These stabilized buildings are 94.7% leased as of November 11, 2024.
• Construction of suites at FourFifty The WellTM was completed in the first half of 2024. As of November 11, 2024, 85.8% of the units are leased at rents in-line with expectations. Due to construction completion in the Second Quarter, we stopped the capitalization of interest expense and other carrying costs relating to this property, which resulted in a year-to-date short-term negative FFO impact of $2.0 million. We expect a positive contribution as the NOI from the property ramps up.
• As at September 30, 2024, approximately 90% of the total units from RioCan’s six active condominium construction projects have been pre-sold. RioCan expects to generate sales revenue of approximately $607 million between the remainder of 2024 and 2026 from these condominium and townhouse construction projects. This amount was reduced from $700 million at the end of the prior quarter and $800 million at the beginning of the year predominantly due to the sales of partial interests in the 11YV project, see below. Of the expected proceeds, approximately $516 million relates to pre-sold units. These units are under legally binding contracts, with the majority sold at prices below current market values, and an average deposit of 18.5% of the purchase price. These factors motivate buyers to close on their purchase. The funds received will be allocated towards repaying the construction loans associated with the condominium projects, with residual return of equity and profits flowing to the corporate balance sheet.
• The Trust sold a 12.5% interest in the 11YV project in the Third Quarter, decreasing its interest in the project to 12.5% and resulting in a gain of $11.6 million. Together with the disposition of the 12.5% interest in 11YV in Q1 2024, these sales have resulted in the acceleration of $180 million of the approximate $800 million of sales revenue expected at the beginning of the year. These dispositions accelerate revenue, reduce our exposure to condominiums and preserve capital as purchasers assume the costs-to-complete and debt obligations.

1.

Units at 100% ownership interest.

2.

A non-GAAP measurement. For reconciliations and the basis of presentation of RioCan's non-GAAP measures, refer to the Basis of Presentation and Non-GAAP Measures section in this News Release.

Development Highlights

 

Three months ended September 30

 

Nine months ended September 30

(in millions except square feet)

 

 

2024

 

 

 

2023

 

 

 

2024

 

 

 

2023

 

 

 

 

 

 

 

 

 

 

 

 

Development Completions - sq. ft. in thousands (i)

 

 

30.0

 

 

 

151.0

 

 

 

137.0

 

 

 

327.0

Development Spending

 

$

72.0

 

 

$

114.2

 

 

$

264.3

 

 

$

305.6

Development Projects Under Construction - sq. ft. in thousands (ii)

 

 

974.0

 

 

 

1,685.0

 

 

 

974.0

 

 

 

1,685.0

 

 

 

 

 

 

 

 

 

 

 

 

(i)

At RioCan's ownership. Represents net leasable area (NLA) of property under development completions. Excludes NLA of residential inventory completions.

(ii)

Information presented as at the respective periods then ended, includes properties under development and residential inventory, equity-accounted joint ventures and represents gross floor area of the respective projects.

• During the Third Quarter, $38.1 million or 30,000 square feet of properties under development were transferred to income producing properties.
• Value recognized in the Trust's residential inventory and properties under development balances for zoned projects, excluding those under construction, is $30.66 per square foot and $19.38 per square foot for the total pipeline.
• High foot traffic at The WellTM continues to surpass expectations with significant momentum from the official opening of Wellington MarketTM in Q2 2024. As of November 11, 2024, 97% of The Well's total commercial space is leased with 93% or 1,387,000 square feet (at 100% ownership interest) in tenant possession. The retail space is 95% leased, with more than three quarters of the space open and operating. Additional retail tenants are expected to open in the coming months.

 Investing and Capital Recycling

• As of November 11, 2024, closed, firm and conditional dispositions totalled $124.9 million. Closed investment property dispositions in 2024 included an enclosed centre, a cinema-anchored property and three open-air centres for combined sales proceeds of $41.8 million, with $11.8 million closing subsequent to quarter-end. Conditional transactions include the disposal of a portion of an open-air retail site in Quebec for estimated proceeds at 84% above the IFRS carrying value, after deducting costs related to tenant relocation and other items.
• A firm agreement was entered into after quarter-end by the Trust and its co-owner to sell Strada, a residential property located in downtown Toronto, for sale proceeds of $24.0 million for RioCan's 50% interest. The sale is expected to close in the coming months upon the assignment of the $15.0 million CMHC mortgage (at RioCan's interest) with a contractual interest rate of 4.29%. The sales price represents a 6% premium to the Trust's IFRS carrying value.
• RioCan issued $30.4 million of new loans as part of its real estate lending program in the Third Quarter, bringing the year-to-date total of new loans advanced to $154.0 million, earning an average interest rate of 11.0%. Repayment of existing loans totalled $39.9 million on a year-to-date basis.

Capital Management Update

• Since reporting Second Quarter 2024 results, RioCan secured $1.05 billion in financing with a weighted average term to maturity of 6.4 years and a weighted average interest rate of 4.48% per annum, including the impact of bond forward hedges. The net proceeds have been allocated to paying off higher interest rate loans and will address near-term mortgage maturities, collectively having a weighted average interest rate of 5.87%. The specifics of this recent financing activity are:
  • During the Third Quarter, the Trust completed $147.8 million of CMHC financing with a 10-year term at a fixed rate of 3.97%. The net loan proceeds were used to repay a higher interest floating rate construction loan.
  • On October 2, 2024, RioCan extended the maturity date of the $200.0 million non-revolving unsecured credit facility to January 31, 2030, at a hedged annual all-in fixed interest rate of 4.47%.
  • On October 3, 2024, RioCan issued senior unsecured debentures totalling $700.0 million in two series; $500.0 million Series AL senior unsecured debentures, with a coupon rate of 4.623% per annum maturing on October 3, 2031, and $200.0 million Series AM senior unsecured debentures, with a coupon rate of 4.004% per annum maturing on March 1, 2028.
  • A portion of the debenture proceeds were used on October 4, 2024, to redeem, in full, its $300.0 million, 6.488% 3NC1 Series AI senior unsecured debentures due September 29, 2026 in accordance with their terms.
  • The net proceeds were also used to replenish our liquidity by repaying the $252.0 million drawn balance on the revolving unsecured operating line of credit as at September 30, 2024.

Balance Sheet Strength

(in millions except percentages)

As at

 

 

 

 

 

September 30, 2024

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

Liquidity (i) 1

 

 

 

 

 

 

$

1,340

 

 

$

1,964

Adjusted Debt to Adjusted EBITDA (i) 1

 

 

 

 

 

 

9.1x

 

 

9.3x

Unencumbered Assets (i) 1

 

 

 

 

 

 

$

8,188

 

 

$

8,090

 

 

 

 

 

 

 

 

 

 

 

(i)

At RioCan's proportionate share.

• Adjusted Debt to Adjusted EBITDA of 9.1x on a proportionate share basis as at September 30, 2024, compared to 9.3x as at the end of 2023 and 9.5x as at Q3 2023. The decrease was primarily due to higher Adjusted EBITDA, partially offset by higher Average Total Adjusted Debt balances. We expect to reach the high end of the 8.0x - 9.0x long-term target range by the end of this year.
• Weighted average term to maturity was 3.50 years, compared to 2.97 years as at December 31, 2023.
• As at September 30, 2024, Liquidity of $1.3 billion included $1.0 billion available on the revolving line of credit and $0.3 billion in undrawn construction lines and other bank loans. Liquidity decreased by $624.1 million when compared to the prior year-end, returning to more typical levels, due to timing of capital recycling, investment and financing activities.
• RioCan’s Unencumbered Assets were $8.2 billion as at September 30, 2024, increasing from the beginning of the year due to mortgage repayments.
• Factoring in financing activity subsequent to September 30, 2024 as outlined in the Capital Management Update section above, RioCan's proforma liquidity and debt metrics on a proportionate share basis are as follows:

 

RioCan's proportionate share1

(in millions except percentages and years)

As at September 30, 2024

 

 

Pro-forma

 

 

 

 

 

Liquidity

$

1,340

 

 

$

1,740

Ratio of floating rate debt to total debt 1

 

10.0%

 

 

 

3.9%

Floating rate exposure excluding construction loans

 

7.3%

 

 

 

1.3%

Weighted average effective interest rate

 

4.17%

 

 

 

4.01%

Weighted average term to maturity (in years)

 

3.5

 

 

 

4.0

1.

A non-GAAP measurement. For reconciliations and the basis of presentation of RioCan's non-GAAP measures, refer to the Basis of Presentation and Non-GAAP Measures section in this News Release.

Conference Call and Webcast

Interested parties are invited to participate in a conference call with management on Tuesday, November 12, 2024 at 10:00 a.m. (ET). Participants will be required to identify themselves and the organization on whose behalf they are participating.

To access the conference call, click on the following link to register at least 10 minutes prior to the scheduled start of the call: Pre-registration link. Participants who pre-register at any time prior to the call will receive an email with dial-in credentials including a login passcode and PIN to gain immediate access to the live call. Those that are unable to pre-register may dial-in for operator assistance by calling 1-833-950-0062 and entering the access code: 418607.

For those unable to participate in the live mode, a replay will be available at 1-866-813-9403 with access code: 127491.

To access the simultaneous webcast, visit RioCan’s website at Events and Presentations and click on the link for the webcast.

About RioCan

RioCan is one of Canada’s largest real estate investment trusts. RioCan owns, manages and develops retail-focused, mixed-use properties located in prime, high-density transit-oriented areas where Canadians want to shop, live and work. As at September 30, 2024, our portfolio is comprised of 186 properties with an aggregate net leasable area of approximately 33 million square feet (at RioCan's interest). To learn more about us, please visit www.riocan.com.

Basis of Presentation and Non-GAAP Measures

All figures included in this News Release are expressed in Canadian dollars unless otherwise noted. RioCan’s unaudited interim condensed consolidated financial statements ("Condensed Consolidated Financial Statements") are prepared in accordance with International Financial Reporting Standards (IFRS). Financial information included within this News Release does not contain all disclosures required by IFRS, and accordingly should be read in conjunction with the Trust's Condensed Consolidated Financial Statements and MD&A for the three and nine months ended September 30, 2024, which are available on RioCan's website at www.riocan.com and on SEDAR+ at www.sedarplus.com.

Consistent with RioCan’s management framework, management uses certain financial measures to assess RioCan’s financial performance, which are not in accordance with generally accepted accounting principles (GAAP) under IFRS. Funds From Operations (“FFO”), FFO per unit, Net Operating Income ("NOI"), Same Property NOI, Commercial Same Property NOI ("Commercial SPNOI"), Commercial Same Property NOI excluding provision, Residential Same Property NOI ("Residential SPNOI"), Development Spending, Ratio of floating rate debt to total debt, Liquidity, Adjusted Debt to Adjusted EBITDA, RioCan's Proportionate Share, Unencumbered Assets as well as other measures that may be discussed elsewhere in this News Release, do not have a standardized definition prescribed by IFRS and are, therefore, unlikely to be comparable to similar measures presented by other reporting issuers. RioCan supplements its IFRS measures with these Non-GAAP measures to aid in assessing the Trust’s underlying performance and reports these additional measures so that investors may do the same. Non-GAAP measures should not be considered as alternatives to net income or comparable metrics determined in accordance with IFRS as indicators of RioCan’s performance, liquidity, cash flow, and profitability. For full definitions of these measures, please refer to the "Non-GAAP Measures” section in RioCan’s MD&A for the three and nine months ended September 30, 2024.

The reconciliations for non-GAAP measures included in this News Release are outlined as follows:

RioCan's Proportionate Share

The following table reconciles the consolidated balance sheets from IFRS to RioCan's proportionate share basis as at September 30, 2024 and December 31, 2023:

As at

September 30, 2024

December 31, 2023

(thousands of dollars)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Assets

 

 

 

 

 

 

Investment properties

$

13,828,779

$

408,024

$

14,236,803

$

13,561,718

$

411,811

$

13,973,529

Equity-accounted investments

 

382,110

 

(382,110)

 

—

 

383,883

 

(383,883)

 

—

Mortgages and loans receivable

 

430,361

 

(5,330)

 

425,031

 

289,533

 

(6,707)

 

282,826

Residential inventory

 

295,779

 

332,484

 

628,263

 

217,186

 

407,946

 

625,132

Assets held for sale

 

43,985

 

—

 

43,985

 

19,075

 

—

 

19,075

Receivables and other assets

 

264,053

 

57,476

 

321,529

 

246,652

 

50,681

 

297,333

Cash and cash equivalents

 

39,737

 

9,768

 

49,505

 

124,234

 

14,506

 

138,740

Total assets

$

15,284,804

$

420,312

$

15,705,116

$

14,842,281

$

494,354

$

15,336,635

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Debentures payable

$

3,689,870

$

—

$

3,689,870

$

3,240,943

$

—

$

3,240,943

Mortgages payable

 

2,895,000

 

159,939

 

3,054,939

 

2,740,924

 

158,292

 

2,899,216

Lines of credit and other bank loans

 

606,826

 

184,171

 

790,997

 

879,246

 

231,963

 

1,111,209

Accounts payable and other liabilities

 

579,368

 

76,202

 

655,570

 

543,398

 

104,099

 

647,497

Total liabilities

$

7,771,064

$

420,312

$

8,191,376

$

7,404,511

$

494,354

$

7,898,865

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

Unitholders’ equity

 

7,513,740

 

—

 

7,513,740

 

7,437,770

 

—

 

7,437,770

Total liabilities and equity

$

15,284,804

$

420,312

$

15,705,116

$

14,842,281

$

494,354

$

15,336,635

The following tables reconcile the consolidated statements of income (loss) from IFRS to RioCan's proportionate share basis for the three and nine months ended September 30, 2024 and 2023:

 

Three months ended September 30, 2024

Three months ended September 30, 2023

(thousands of dollars)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Revenue

 

 

 

 

 

 

Rental revenue

$

279,557

$

8,179

$

287,736

$

269,001

$

8,052

$

277,053

Residential inventory sales

 

1,479

 

70,119

 

71,598

 

—

 

48,977

 

48,977

Property management and other service fees

 

5,303

 

(348)

 

4,955

 

2,408

 

—

 

2,408

 

 

286,339

 

77,950

 

364,289

 

271,409

 

57,029

 

328,438

Operating costs

 

 

 

 

 

 

Rental operating costs

 

 

 

 

 

 

Recoverable under tenant leases

 

92,825

 

798

 

93,623

 

87,274

 

884

 

88,158

Non-recoverable costs

 

9,518

 

686

 

10,204

 

7,880

 

588

 

8,468

Residential inventory cost of sales

 

1,123

 

58,014

 

59,137

 

—

 

38,972

 

38,972

 

 

103,466

 

59,498

 

162,964

 

95,154

 

40,444

 

135,598

Operating income

 

182,873

 

18,452

 

201,325

 

176,255

 

16,585

 

192,840

Other income (loss)

 

 

 

 

 

 

Interest income

 

10,382

 

518

 

10,900

 

5,988

 

672

 

6,660

Income from equity-accounted investments

 

15,709

 

(15,709)

 

—

 

14,229

 

(14,229)

 

—

Fair value (loss) gain on investment properties, net

 

(40,495)

 

473

 

(40,022)

 

(199,528)

 

(167)

 

(199,695)

Investment and other income (loss), net

 

10,109

 

(651)

 

9,458

 

(502)

 

(99)

 

(601)

 

 

(4,295)

 

(15,369)

 

(19,664)

 

(179,813)

 

(13,823)

 

(193,636)

Other expenses

 

 

 

 

 

 

Interest costs, net

 

65,672

 

2,919

 

68,591

 

52,051

 

3,012

 

55,063

General and administrative

 

12,250

 

24

 

12,274

 

14,444

 

—

 

14,444

Internal leasing costs

 

3,346

 

—

 

3,346

 

3,020

 

—

 

3,020

Transaction and other costs

 

452

 

140

 

592

 

417

 

(250)

 

167

 

 

81,720

 

3,083

 

84,803

 

69,932

 

2,762

 

72,694

Income (loss) before income taxes

$

96,858

$

—

$

96,858

$

(73,490)

$

—

$

(73,490)

Current income tax expense

 

—

 

—

 

—

 

20

 

—

 

20

Net income (loss)

$

96,858

$

—

$

96,858

$

(73,510)

$

—

$

(73,510)

 

Nine months ended September 30, 2024

Nine months ended September 30, 2023

(thousands of dollars)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Revenue

 

 

 

 

 

 

Rental revenue

$

843,800

$

24,440

$

868,240

$

814,595

$

25,485

$

840,080

Residential inventory sales

 

24,813

 

148,050

 

172,863

 

—

 

51,857

 

51,857

Property management and other service fees

 

13,311

 

(945)

 

12,366

 

12,366

 

—

 

12,366

 

 

881,924

 

171,545

 

1,053,469

 

826,961

 

77,342

 

904,303

Operating costs

 

 

 

 

 

 

Rental operating costs

 

 

 

 

 

 

Recoverable under tenant leases

 

295,045

 

2,530

 

297,575

 

279,704

 

2,668

 

282,372

Non-recoverable costs

 

26,158

 

2,031

 

28,189

 

18,923

 

1,733

 

20,656

Residential inventory cost of sales

 

15,745

 

120,948

 

136,693

 

—

 

40,359

 

40,359

 

 

336,948

 

125,509

 

462,457

 

298,627

 

44,760

 

343,387

Operating income

 

544,976

 

46,036

 

591,012

 

528,334

 

32,582

 

560,916

Other income (loss)

 

 

 

 

 

 

Interest income

 

30,168

 

1,594

 

31,762

 

18,730

 

1,940

 

20,670

Income from equity-accounted investments

 

34,530

 

(34,530)

 

—

 

25,573

 

(25,573)

 

—

Fair value loss on investment properties, net

 

(31,357)

 

(1,728)

 

(33,085)

 

(227,487)

 

(618)

 

(228,105)

Investment and other income (loss), net

 

13,748

 

(2,479)

 

11,269

 

4,042

 

(313)

 

3,729

 

 

47,089

 

(37,143)

 

9,946

 

(179,142)

 

(24,564)

 

(203,706)

Other expenses

 

 

 

 

 

 

Interest costs, net

 

191,504

 

8,821

 

200,325

 

150,008

 

8,231

 

158,239

General and administrative

 

40,777

 

50

 

40,827

 

44,908

 

32

 

44,940

Internal leasing costs

 

10,031

 

—

 

10,031

 

8,763

 

—

 

8,763

Transaction and other costs

 

2,730

 

22

 

2,752

 

2,399

 

(245)

 

2,154

 

 

245,042

 

8,893

 

253,935

 

206,078

 

8,018

 

214,096

Income before income taxes

$

347,023

$

—

$

347,023

$

143,114

$

—

$

143,114

Current income tax recovery

 

(794)

 

—

 

(794)

 

(13,347)

 

—

 

(13,347)

Net income

$

347,817

$

—

$

347,817

$

156,461

$

—

$

156,461

NOI and Same Property NOI

The following table reconciles operating income to NOI and Same Property NOI to NOI for the three and nine months ended September 30, 2024 and 2023:

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars)

 

2024

 

2023

 

2024

 

2023

Operating Income

$

182,873

$

176,255

$

544,976

$

528,334

Adjusted for the following:

 

 

 

 

Property management and other service fees

 

(5,303)

 

(2,408)

 

(13,311)

 

(12,366)

Residential inventory gains

 

(356)

 

—

 

(9,068)

 

—

Operational lease revenue from ROU assets

 

1,850

 

1,650

 

5,329

 

5,079

NOI

$

179,064

$

175,497

$

527,926

$

521,047

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars)

 

2024

 

2023

 

2024

 

2023

Commercial

 

 

 

 

Commercial Same Property NOI

$

149,413

$

149,102

$

443,528

$

441,840

NOI from income producing properties:

 

 

 

 

Acquired (i)

 

852

 

16

 

3,731

 

1,219

Disposed (i)

 

730

 

4,675

 

1,821

 

15,157

 

 

1,582

 

4,691

 

5,552

 

16,376

 

 

 

 

 

NOI from completed commercial developments

 

11,199

 

8,553

 

31,850

 

22,393

NOI from properties under de-leasing (ii)

 

4,707

 

5,412

 

14,122

 

16,965

Lease cancellation fees

 

1,515

 

442

 

3,226

 

5,183

Straight-line rent adjustment

 

2,707

 

1,660

 

8,133

 

3,260

NOI from commercial properties

 

171,123

 

169,860

 

506,411

 

506,017

Residential

 

 

 

 

Residential Same Property NOI

 

5,625

 

5,345

 

14,002

 

13,207

NOI from income producing properties:

 

 

 

 

Acquired (i)

 

514

 

—

 

2,733

 

662

Disposed (i)

 

—

 

—

 

17

 

48

 

 

514

 

—

 

2,750

 

710

NOI from completed residential developments

 

1,802

 

292

 

4,763

 

1,113

NOI from residential rental

 

7,941

 

5,637

 

21,515

 

15,030

NOI

$

179,064

$

175,497

$

527,926

$

521,047

(i)

Includes properties acquired or disposed of during the periods being compared.

(ii)

NOI from limited number of properties undergoing significant de-leasing in preparation for redevelopment or intensification.

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars)

 

2024

 

2023

 

2024

 

2023

Commercial Same Property NOI

$

149,413

$

149,102

$

443,528

$

441,840

Residential Same Property NOI

 

5,625

 

5,345

 

14,002

 

13,207

Same Property NOI

$

155,038

$

154,447

$

457,530

$

455,047

Commercial Same Property NOI excluding provision

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars)

 

2024

 

2023

 

2024

 

2023

Commercial Same Property NOI

$

149,413

$

149,102

$

443,528

$

441,840

Add (exclude):

 

 

 

 

Same property provision for (recovery of) for credit losses

 

116

 

(714)

 

(742)

 

(4,549)

Commercial Same Property NOI excluding provision

$

149,529

$

148,388

$

442,786

$

437,291

FFO

The following table reconciles net income (loss) attributable to Unitholders to FFO for the three and nine months ended September 30, 2024 and 2023:

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars, except where otherwise noted)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net income (loss) attributable to Unitholders

$

96,858

 

$

(73,510

)

$

347,817

 

$

156,461

 

Add back (deduct):

 

 

 

 

Fair value losses, net

 

40,495

 

 

199,528

 

 

31,357

 

 

227,487

 

Fair value (gains) losses included in equity-accounted investments

 

(473

)

 

167

 

 

1,729

 

 

618

 

Internal leasing costs

 

3,346

 

 

3,020

 

 

10,031

 

 

8,763

 

Transaction losses (gains) on investment properties, net (i)

 

422

 

 

(77

)

 

1,879

 

 

35

 

Transaction gains on equity-accounted investments

 

(21

)

 

(69

)

 

(52

)

 

(69

)

Transaction costs (recoveries) on sale of investment properties

 

284

 

 

(4

)

 

1,231

 

 

507

 

ERP implementation costs

 

958

 

 

2,121

 

 

5,368

 

 

8,530

 

ERP amortization

 

(409

)

 

—

 

 

(818

)

 

—

 

Change in unrealized fair value on marketable securities

 

(5,908

)

 

1,898

 

 

(4,648

)

 

2,711

 

Current income tax expense (recovery)

 

—

 

 

20

 

 

(794

)

 

(13,347

)

Operational lease revenue from ROU assets

 

1,508

 

 

1,283

 

 

4,280

 

 

3,833

 

Operational lease expenses from ROU assets in equity-accounted investments

 

(17

)

 

(14

)

 

(51

)

 

(39

)

Capitalized interest on equity-accounted investments (ii)

 

808

 

 

1,059

 

 

4,263

 

 

2,902

 

FFO

$

137,851

 

$

135,422

 

$

401,592

 

$

398,392

 

Add back (deduct):

 

 

 

 

Debt prepayment gain

 

(457

)

 

—

 

 

(457

)

 

—

 

Restructuring costs

 

4

 

 

720

 

 

650

 

 

1,344

 

FFO Adjusted

$

137,398

 

$

136,142

 

$

401,785

 

$

399,736

 

 

 

 

 

 

FFO per unit - basic

$

0.46

 

$

0.45

 

$

1.34

 

$

1.33

 

FFO per unit - diluted

$

0.46

 

$

0.45

 

$

1.34

 

$

1.33

 

FFO Adjusted per unit - diluted

$

0.46

 

$

0.45

 

$

1.34

 

$

1.33

 

Weighted average number of Units - basic (in thousands)

 

300,466

 

 

300,405

 

 

300,463

 

 

300,384

 

Weighted average number of Units - diluted (in thousands)

 

300,486

 

 

300,471

 

 

300,463

 

 

300,508

 

 

 

 

 

 

FFO for last four quarters

 

 

$

534,482

 

$

526,035

 

Distributions paid for last four quarters

 

 

$

329,741

 

$

317,500

 

FFO Payout Ratio

 

 

 

61.7

%

 

60.4

%

(i)

Represents net transaction gains or losses connected to certain investment properties during the period.

(ii)

This amount represents the interest capitalized to RioCan's equity-accounted investment in WhiteCastle New Urban Fund 2, LP, WhiteCastle New Urban Fund 3, LP, WhiteCastle New Urban Fund 4, LP, WhiteCastle New Urban Fund 5, LP, RioCan-Fieldgate JV, RC (Queensway) LP, RC (Leaside) LP - Class B, PR Bloor Street LP and RC Yorkville LP. This amount is not capitalized to development projects under IFRS but is allowed as an adjustment under REALPAC’s definition of FFO.

Development Spending

Total Development Spending for the three and nine months ended September 30, 2024 and 2023 is as follows:

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars)

 

2024

 

2023

 

2024

 

2023

Development expenditures on balance sheet:

 

 

 

 

Properties under development

$

31,451

$

57,470

$

128,199

$

191,992

Residential inventory

 

30,175

 

51,052

 

93,767

 

100,243

RioCan's share of Development Spending from equity-accounted joint ventures

 

10,335

 

5,711

 

42,337

 

13,345

Total Development Spending

$

71,961

$

114,233

$

264,303

$

305,580

 

Three months ended September 30

Nine months ended September 30

(thousands of dollars)

 

2024

 

2023

 

2024

 

2023

Mixed-use projects

$

60,274

$

98,414

$

239,179

$

263,684

Retail in-fill projects

 

11,687

 

15,819

 

25,124

 

41,896

Total Development Spending

$

71,961

$

114,233

$

264,303

$

305,580

Total Contractual Debt

The following table reconciles total debt to Total Contractual Debt as at September 30, 2024 and December 31, 2023:

As at

September 30, 2024

December 31, 2023

 

 

(thousands of dollars)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Debentures payable

$

3,689,870

$

—

$

3,689,870

$

3,240,943

$

—

$

3,240,943

Mortgages payable

 

2,895,000

 

159,939

 

3,054,939

 

2,740,924

 

158,292

 

2,899,216

Lines of credit and other bank loans

 

606,826

 

184,171

 

790,997

 

879,246

 

231,963

 

1,111,209

Total debt

$

7,191,696

$

344,110

$

7,535,806

$

6,861,113

$

390,255

$

7,251,368

Less:

 

 

 

 

 

 

Unamortized debt financing costs, premiums and discounts on origination and debt assumed, and modifications

 

(35,347)

 

(472)

 

(35,819)

 

(24,019)

 

(484)

 

(24,503)

Total Contractual Debt

$

7,227,043

$

344,582

$

7,571,625

$

6,885,132

$

390,739

$

7,275,871

Floating Rate Debt and Fixed Rate Debt

The following table summarizes RioCan's Ratio of floating rate debt to total debt as at September 30, 2024 and December 31, 2023:

As at

September 30, 2024

December 31, 2023

(thousands of dollars, except where otherwise noted)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Total fixed rate debt

$

6,611,435

$

169,250

$

6,780,685

$

6,543,106

$

212,554

$

6,755,660

Total floating rate debt

 

580,261

 

174,860

 

755,121

 

318,007

 

177,701

 

495,708

Total debt

$

7,191,696

$

344,110

$

7,535,806

$

6,861,113

$

390,255

$

7,251,368

Ratio of floating rate debt to total debt

 

8.1%

 

 

10.0%

 

4.6%

 

 

6.8%

 

 

 

 

 

 

 

Total floating rate debt

 

580,261

 

174,860

 

755,121

 

 

 

Increase (Decrease) subsequent to quarter end from:

 

 

 

 

 

 

Extended the maturity date of the non-revolving unsecured credit facilities and entered into an interest rate swap

 

(199,894)

 

—

 

(199,894)

 

 

 

Repayment of the revolving unsecured operating line of credit

 

(252,000)

 

—

 

(252,000)

 

 

 

Pro-forma floating rate debt

$

128,367

$

174,860

$

303,227

 

 

 

 

 

 

 

 

 

 

Total debt

 

7,191,696

 

344,110

 

7,535,806

 

 

 

Increase (Decrease) subsequent to quarter end from:

 

 

 

 

 

 

Debenture issuance

 

700,000

 

—

 

700,000

 

 

 

Debenture redemption

 

(300,000)

 

—

 

(300,000)

 

 

 

Repayment of the revolving unsecured operating line of credit

 

(252,000)

 

—

 

(252,000)

 

 

 

Pro-forma Total debt

$

7,339,696

$

344,110

$

7,683,806

 

 

 

Pro-forma ratio of floating rate debt to total debt

 

1.7%

 

 

3.9%

 

 

 

Liquidity

As at September 30, 2024, RioCan had approximately $1.3 billion of Liquidity as summarized in the following table:

As at

September 30, 2024

December 31, 2023

 

(thousands of dollars)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Undrawn revolving unsecured operating line of credit

$

998,000

$

—

$

998,000

$

1,250,000

$

—

$

1,250,000

Undrawn construction lines and other bank loans

 

180,018

 

112,388

 

292,406

 

385,715

 

189,563

 

575,278

Cash and cash equivalents

 

39,737

 

9,768

 

49,505

 

124,234

 

14,506

 

138,740

Liquidity

$

1,217,755

$

122,156

$

1,339,911

$

1,759,949

$

204,069

$

1,964,018

Increase (decrease) subsequent to quarter end from:

 

 

 

 

 

 

Debenture issuance

 

700,000

 

—

 

700,000

 

 

 

Debenture redemption

 

(300,000)

 

—

 

(300,000)

 

 

 

Repayment of the revolving unsecured operating line of credit

 

(252,000)

 

—

 

(252,000)

 

 

 

Increase in the undrawn revolving unsecured operating line of credit

 

252,000

 

—

 

252,000

 

 

 

Pro-forma Liquidity

$

1,617,755

$

122,156

$

1,739,911

 

 

 

Adjusted EBITDA

The following table reconciles consolidated net income attributable to Unitholders to Adjusted EBITDA:

Twelve months ended

September 30, 2024

December 31, 2023

(thousands of dollars)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Net income attributable to Unitholders

$

230,158

$

—

$

230,158

$

38,802

$

—

$

38,802

Add (deduct) the following items:

 

 

 

 

 

 

Income tax recovery:

 

 

 

 

 

 

Current

 

(812)

 

—

 

(812)

 

(13,365)

 

—

 

(13,365)

Fair value losses on investment properties, net

 

254,278

 

15,233

 

269,511

 

450,408

 

14,123

 

464,531

Change in unrealized fair value on marketable securities (i)

 

(6,494)

 

—

 

(6,494)

 

865

 

—

 

865

Internal leasing costs

 

13,187

 

—

 

13,187

 

11,919

 

—

 

11,919

Non-cash unit-based compensation expense

 

10,085

 

—

 

10,085

 

10,154

 

—

 

10,154

Interest costs, net

 

250,444

 

11,929

 

262,373

 

208,948

 

11,339

 

220,287

Debt prepayment gain

 

(457)

 

—

 

(457)

 

—

 

—

 

—

Restructuring costs

 

674

 

—

 

674

 

1,368

 

—

 

1,368

ERP implementation costs

 

8,870

 

—

 

8,870

 

12,032

 

—

 

12,032

Depreciation and amortization

 

1,737

 

—

 

1,737

 

2,632

 

—

 

2,632

Transaction losses (gains) on the sale of investment properties, net (ii)

 

2,654

 

(65)

 

2,589

 

1,180

 

(83)

 

1,097

Transaction costs on investment properties

 

6,331

 

1

 

6,332

 

5,606

 

1

 

5,607

Operational lease revenue (expenses) from ROU assets

 

5,563

 

(67)

 

5,496

 

5,116

 

(55)

 

5,061

Adjusted EBITDA

$

776,218

$

27,031

$

803,249

$

735,665

$

25,325

$

760,990

(i)

The fair value gains and losses on marketable securities may include both the change in unrealized fair value and realized gains and losses on the sale of marketable securities. By adding back the change in unrealized fair value on marketable securities, RioCan effectively continues to include realized gains and losses on the sale of marketable securities in Adjusted EBITDA and excludes unrealized fair value gains and losses on marketable securities in Adjusted EBITDA.

(ii)

Includes transaction gains and losses realized on the disposition of investment properties.

Adjusted Debt to Adjusted EBITDA Ratio

Adjusted Debt to Adjusted EBITDA is calculated as follows:

Twelve months ended

September 30, 2024

December 31, 2023

(thousands of dollars, except where otherwise noted)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

 

 

 

 

 

 

 

Adjusted Debt to Adjusted EBITDA

 

 

 

 

 

 

Average total debt outstanding

$

7,016,318

$

369,811

$

7,386,129

$

6,879,087

$

317,231

$

7,196,318

Less: average cash and cash equivalents

 

(60,532)

 

(10,200)

 

(70,732)

 

(120,952)

 

(11,408)

 

(132,360)

Average Total Adjusted Debt

$

6,955,786

$

359,611

$

7,315,397

$

6,758,135

$

305,823

$

7,063,958

Adjusted EBITDA (i)

$

776,218

$

27,031

$

803,249

$

735,665

$

25,325

$

760,990

Adjusted Debt to Adjusted EBITDA

 

9.0

 

 

9.1

 

9.2

 

 

9.3

(i)

Adjusted EBITDA is reconciled in the immediately preceding table.

Unencumbered Assets

The tables below summarize RioCan's Unencumbered Assets as at September 30, 2024 and December 31, 2023:

As at

September 30, 2024

December 31, 2023

(thousands of dollars, except where otherwise noted)

IFRS basis

Equity- accounted investments

RioCan's proportionate share

IFRS basis

Equity- accounted investments

RioCan's proportionate share

Investment properties

$

13,828,779

$

408,024

$

14,236,803

$

13,561,718

$

411,811

$

13,973,529

Less: Encumbered investment properties

 

5,700,550

 

348,231

 

6,048,781

 

5,531,177

 

352,425

 

5,883,602

Unencumbered Assets

$

8,128,229

$

59,793

$

8,188,022

$

8,030,541

$

59,386

$

8,089,927

Forward-Looking Information

This News Release contains forward-looking information within the meaning of applicable Canadian securities laws. This information reflects RioCan’s objectives, our strategies to achieve those objectives, as well as statements with respect to management’s beliefs, estimates and intentions concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking information can generally be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “would”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plan”, “continue”, or similar expressions suggesting future outcomes or events. Such forward-looking information reflects management’s current beliefs and is based on information currently available to management. All forward-looking information in this News Release is qualified by these cautionary statements. Forward-looking information is not a guarantee of future events or performance and, by its nature, is based on RioCan’s current estimates and assumptions, which are subject to numerous risks and uncertainties, including those described in the “Risks and Uncertainties” section in RioCan's MD&A for the three and nine months ended September 30, 2024 and in our most recent Annual Information Form, which could cause actual events or results to differ materially from the forward-looking information contained in this News Release. Although the forward-looking information contained in this News Release is based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with this forward-looking information.

The forward-looking statements contained in this News Release are made as of the date hereof, and should not be relied upon as representing RioCan’s views as of any date subsequent to the date of this News Release. Management undertakes no obligation, except as required by applicable law, to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

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RioCan Real Estate Investment Trust Dennis Blasutti Chief Financial Officer 416-866-3033 | www.riocan.com