Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 8-K
_________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 19, 2019

RETAIL OPPORTUNITY INVESTMENTS CORP.
(Exact Name of Registrant as Specified in Its Charter)
_________________
Maryland 
(State or other jurisdiction of incorporation)
001-33749 
(Commission
File Number)
26-0500600 
(I.R.S. Employer
Identification No.)
_________________
RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, LP
(Exact Name of Registrant as Specified in Its Charter)
_________________
Delaware 
(State or other jurisdiction of incorporation)
333-189057-01 
(Commission File Number)
94-2969738 
(LR.S. Employer Identification No.)
11250 El Camino Real, Suite 200 San Diego, California
(858) 677-0900 
(Registrants' Telephone Number, Including Area Code)
92130
(Zip Code)
 
Not applicable 
(Former Name or Former Address, if Changed Since Last Report)
 
_________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[_]    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_]    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[_]    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d‑2(b))

[_]    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e‑4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter)

[_]    Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [_]




Item 2.02.    Results of Operations and Financial Condition.
On February 19, 2019, Retail Opportunity Investments Corp. (the "Company") issued an earnings release announcing its financial results for the quarter and year ended December 31, 2018. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference. On February 19, 2019, in connection with this earnings release, the Company posted certain supplemental information regarding the Company's operations for the quarter ended December 31, 2018 on its website, www.roireit.net. A copy of the supplemental information is attached as Exhibit 99.2 hereto and incorporated herein by reference.
The information in this Current Report, including the exhibits hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.        

Exhibit No.
Description
 
 





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RETAIL OPPORTUNITY INVESTMENTS CORP.
Dated: February 19, 2019
By:
/s/ Michael B. Haines    
Name: Michael B. Haines
Title: Chief Financial Officer
RETAIL OPPORTUNITY INVESTMENTS
PARTNERSHIP, LP
By:
RETAIL OPPORTUNITY INVESTMENTS GP, LLC, its general partner
By:
/s/ Michael B. Haines    
Name: Michael B. Haines
Title: Chief Financial Officer

Exhibit

Retail Opportunity Investments Corp.                 TRADED: NASDAQ: ROIC
11250 El Camino Real, Suite 200
San Diego, CA 92130        

FOR IMMEDIATE RELEASE
Tuesday, February 19, 2019

Retail Opportunity Investments Corp. Reports 2018 Results
San Diego, CA, February 19, 2019 - Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the twelve and three months ended December 31, 2018.
YEAR 2018 HIGHLIGHTS
$42.7mm of net income attributable to common stockholders ($0.38 per diluted share)
$142.1mm in Funds From Operations(1) ($1.14 per diluted share)
97.7% portfolio lease rate at year-end 2018 (5th consecutive year above 97%)
1.5 million square feet of leases executed (new and renewed)
21.7% increase in same-space cash rents on new leases (9.1% increase on renewals)
2.5% increase in same-center cash net operating income (2018 vs. 2017)
$43.6 million of shopping center acquisitions
$28.0 million of property dispositions
$25.4 million of common equity raised through ATM program
89.5% of total debt effectively fixed-rate at year-end
94.7% of portfolio’s gross leasable area unencumbered at year-end
4.0% increase in total cash dividends paid (2018 vs. 2017)
4TH QUARTER 2018 HIGHLIGHTS
$10.5mm of net income attributable to common stockholders ($0.09 per diluted share)
$36.5 million in Funds From Operations(1) ($0.29 per diluted share)
2.5% increase in same-center cash net operating income (4Q’18 vs. 4Q’17)
26.8% increase in same-space cash rents on new leases (12.0% increase on renewals)
$0.1950 quarterly cash dividend paid in 4Q’18
$0.1970 quarterly cash dividend declared in 1Q’19
_______________________________________
(1) A reconciliation of GAAP net income to Funds From Operations (FFO) is provided at the end of this press release.
Stuart A. Tanz, President and Chief Executive Officer of Retail Opportunity Investments Corp. stated, “During 2018, we again achieved strong, record-setting results with property operations. We leased a record 1.5 million square feet during



the year, more than double the amount of space originally scheduled to expire. For the fifth consecutive year we achieved a portfolio lease rate above 97%, ending 2018 at a new record high year-end rate of 97.7%. Additionally, for the seventh consecutive year, we achieved same-center NOI growth, along with again achieving strong, double-digit growth in our releasing spreads, specifically a 21.7% increase on new leases.” Tanz also commented, “During 2018, we embarked on several key initiatives aimed at enhancing the long-term intrinsic value and competitive strength of the company’s portfolio, most notably focusing on disposing non-core properties and identifying densification opportunities. Additionally, in terms of balance sheet initiatives, during 2018 we raised equity, reduced secured debt and enhanced our debt maturity schedule.”
FINANCIAL SUMMARY
For the twelve months ended December 31, 2018, GAAP net income attributable to common stockholders was $42.7 million, or $0.38 per diluted share, as compared to GAAP net income of $38.5 million, or $0.35 per diluted share for the twelve months ended December 31, 2017. For the three months ended December 31, 2018, GAAP net income attributable to common stockholders was $10.5 million, or $0.09 per diluted share, as compared to GAAP net income of $10.8 million, or $0.10 per diluted share for the three months ended December 31, 2017.
FFO for the full year 2018 was $142.1 million, or $1.14 per diluted share, as compared to $138.9 million in FFO, or $1.14 per diluted share, for the full year 2017. FFO for the fourth quarter of 2018 was $36.5 million, or $0.29 per diluted share, as compared to $37.0 million in FFO, or $0.30 per diluted share for the fourth quarter of 2017. ROIC reports FFO as a supplemental performance measure in accordance with the definition set forth by the National Association of Real Estate Investment Trusts. A reconciliation of GAAP net income to FFO is provided at the end of this press release.
At December 31, 2018, ROIC had a total market capitalization of approximately $3.5 billion, including approximately $1.5 billion of principal debt outstanding and an equity market capitalization of approximately $2.0 billion. ROIC’s principal debt outstanding was comprised of $86.7 million of mortgage debt and approximately $1.4 billion of unsecured debt, including $156.0 million outstanding on its unsecured revolving credit facility at December 31, 2018. During 2018, ROIC retired two mortgage loans, totaling $18.9 million. Additionally, during the fourth quarter ROIC entered into additional interest rate swap agreements regarding its $300 million floating-rate unsecured term loan. Taking into account the new swap agreements, together with the existing agreements, the interest rate on the term loan is fixed through it’s maturity in 2022 at a blended annual rate of 3.1%. For the fourth quarter of 2018, ROIC’s interest coverage was 3.4 times and 94.7% of its portfolio was unencumbered (based on gross leasable area) at year-end 2018. Additionally, at December 31, 2018, 89.5% of ROIC’s total debt was effectively fixed-rate with a remaining weighted average maturity of 6.7 years. ROIC currently has no scheduled debt maturities in 2019 or 2020.
ACQUISITION & DISPOSITION SUMMARY
During 2018, ROIC completed a total of $43.6 million of acquisitions, including two grocery-anchored shopping centers totaling $34.6 million, one freestanding pad for $4.0 million at an existing ROIC grocery-anchored shopping center, and one redevelopment site for $5.0 million adjacent to an existing ROIC grocery-anchored shopping center. Additionally, during 2018 ROIC sold one property for $28.0 million.
2019 DISPOSITION ACTIVITY
In February 2019, ROIC sold Vancouver Market Center for $17.0 million. Additionally, ROIC currently has a contract to sell a property for approximately $13.5 million.
PROPERTY OPERATIONS SUMMARY
At December 31, 2018, ROIC’s portfolio was 97.7% leased. For the full year 2018, same-center net operating income (NOI) was $172.5 million, as compared to $168.3 million in same-center NOI for the full year 2017, representing a 2.5% increase. For the fourth quarter of 2018, same-center NOI was $47.4 million, as compared to $46.2 million in same-center NOI for the fourth quarter of 2017, representing a 2.5% increase. ROIC reports same-center NOI on a cash basis. A reconciliation of GAAP operating income to same-center NOI is provided at the end of this press release.



For the full year 2018, ROIC executed 406 leases, totaling approximately 1.5 million square feet, including 156 new leases, totaling approximately 440,939 square feet, achieving a 21.7% increase in same-space comparative base rent, and 250 renewed leases, totaling approximately 1.1 million square feet, achieving a 9.1% increase in base rent. During the fourth quarter of 2018, ROIC executed 109 leases, totaling 402,008 square feet, including 40 new leases, totaling 117,649 square feet, achieving a 26.8% increase in same-space comparative base rent, and 69 renewed leases, totaling 284,359 square feet, achieving a 12.0% increase in base rent. ROIC reports same-space comparative base rent on a cash basis.
CAPITAL MARKETS SUMMARY
During 2018, ROIC issued approximately 1.3 million shares of common stock through its ATM program, raising approximately $25.4 million in net proceeds. During the fourth quarter of 2018, ROIC did not issue any shares of common stock.
CASH DIVIDEND
On December 28, 2018, ROIC distributed a $0.1950 per share cash dividend. For the year 2018, ROIC distributed cash dividends totaling $0.78 per share, representing a 4.0% increase over dividends paid during 2017. On February 19, 2019, ROIC’s board of directors declared a cash dividend of $0.1970 per share, payable on March 28, 2019 to stockholders of record on March 14, 2019.
2019 FFO GUIDANCE
ROIC currently estimates that FFO for the full year 2019 to be within the range of $1.11 to $1.15 per diluted share, and net income to be within the range of $0.40 to $0.44 per diluted share. The following table provides a reconciliation of GAAP net income to FFO (in thousands, except per share data and percentages).

 
Year Ended December 31, 2019 (1)
 
Low End
 
High End
GAAP net income applicable to stockholders
$
45,886

 
$
50,926

Plus: Depreciation and amortization
100,838

 
102,653

Less: Gain on sale of real estate
(12,000
)
 
(14,000
)
Funds from operations (FFO) – basic
134,724

 
139,579

Net income attributable to non-controlling interests
4,581

 
4,746

Funds from operations (FFO) – diluted
$
139,305

 
$
144,325

 
 
 
 
Diluted Shares
125,500

 
125,500

 
 
 
 
Earnings per share (diluted)
$
0.40

 
$
0.44

FFO per share (diluted)
$
1.11

 
$
1.15

 
 
 
 
Key Assumptions
 
 
 
Acquisitions
$

 
$
50,000

Dispositions
$
50,000

 
$
50,000

Debt retired
$
50,000

 
$

 
 
 
 
Same-center cash NOI growth (vs 2018)
2
%
 
3
%
_______________________________________
(1) Included in ROIC’s 2019 FFO Guidance is $0.02 to $0.03 per diluted share of projected expenses attributable to: i) additional interest expense in connection with swap agreements entered into in December 2018 locking in the interest rate on the company’s $300 million unsecured term loan through its maturity in 2022; and ii) additional general and administrative expenses as a result of the FASB accounting rule change requiring certain costs associated with leasing activities to be expensed rather than capitalized starting in January 2019.




ROIC’s management will discuss the company’s guidance and underlying assumptions on its February 20, 2019 conference call. ROIC’s guidance is a forward-looking statement and is subject to risks and other factors described elsewhere in this press release.
CONFERENCE CALL
ROIC will conduct a conference call and audio webcast to discuss its results on Wednesday, February 20, 2019 at 9:00a.m. Eastern Time / 6:00 a.m. Pacific Time. Those interested in participating in the conference call should dial (877) 312-8783 (domestic), or (408) 940-3874 (international) at least ten minutes prior to the scheduled start of the call. When prompted, provide the Conference ID: 8872579. A live webcast will also be available in listen-only mode at http://www.roireit.net/. The conference call will be recorded and available for replay beginning at 12:00 p.m. Eastern Time on February 20, 2019 and will be available until 12:00a.m. Eastern Time on February 27, 2019. To access the conference call recording, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and use the Conference ID: 8872579. The conference call will also be archived on http://www.roireit.net/ for approximately 90 days.
ABOUT RETAIL OPPORTUNITY INVESTMENTS CORP.
Retail Opportunity Investments Corp. (NASDAQ: ROIC), is a fully-integrated, self-managed real estate investment trust (REIT) that specializes in the acquisition, ownership and management of grocery-anchored shopping centers located in densely-populated, metropolitan markets across the West Coast.  As of December 31, 2018, ROIC owned 91 shopping centers encompassing approximately 10.5 million square feet.  ROIC is the largest publicly-traded, grocery-anchored shopping center REIT focused exclusively on the West Coast.  ROIC is a member of the S&P SmallCap 600 Index and has investment-grade corporate debt ratings from Moody's Investor Services and Standard & Poor's.  Additional information is available at: www.roireit.net.
When used herein, the words "believes," "anticipates," "projects," "should," "estimates," "expects," “guidance” and similar expressions are intended to identify forward-looking statements with the meaning of that term in Section 27A of the Securities Act of 1933, as amended, and in Section 21F of the Securities and Exchange Act of 1934, as amended. Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results of ROIC to differ materially from future results expressed or implied by such forward-looking statements. Information regarding such risks and factors is described in ROIC's filings with the SEC, including its most recent Annual Report on Form 10-K, which is available at: www.roireit.net.




RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Balance Sheets
(In thousands, except share data)
 
December 31,
 
2018
 
2017
ASSETS
 

 
 

Real Estate Investments:
 

 
 

Land
$
894,240

 
$
878,797

Building and improvements
2,266,232

 
2,230,600

 
3,160,472

 
3,109,397

Less:  accumulated depreciation
329,207

 
260,115

Real Estate Investments, net
2,831,265

 
2,849,282

Cash and cash equivalents
6,076

 
11,553

Restricted cash
1,373

 
5,412

Tenant and other receivables, net
46,832

 
43,257

Deposits

 
500

Acquired lease intangible assets, net
72,109

 
82,778

Prepaid expenses
4,194

 
2,853

Deferred charges, net
33,857

 
37,167

Other
7,365

 
6,396

Total assets
$
3,003,071

 
$
3,039,198

 
 
 
 
LIABILITIES AND EQUITY
 

 
 

Liabilities:
 

 
 

Term loan
$
299,076

 
$
298,816

Credit facility
153,689

 
140,329

Senior Notes
941,449

 
940,086

Mortgage notes payable
88,511

 
107,915

Acquired lease intangible liabilities, net
166,146

 
178,984

Accounts payable and accrued expenses
15,488

 
18,638

Tenants’ security deposits
7,065

 
6,771

Other liabilities
23,219

 
18,018

Total liabilities
1,694,643

 
1,709,557

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Equity:
 

 
 

Preferred stock, $0.0001 par value 50,000,000 shares authorized; none issued and outstanding

 

Common stock, $0.0001 par value, 500,000,000 shares authorized; 113,992,837 and 112,347,451 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively
11

 
11

Additional paid-in capital
1,441,080

 
1,412,590

Dividends in excess of earnings
(256,438
)
 
(210,490
)
Accumulated other comprehensive income
3,561

 
1,856

Total Retail Opportunity Investments Corp. stockholders’ equity
1,188,214

 
1,203,967

Non-controlling interests
120,214

 
125,674

Total equity
1,308,428

 
1,329,641

Total liabilities and equity
$
3,003,071

 
$
3,039,198

 
 
 
 



RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2018
 
2017
 
2018
 
2017
Revenues
 
 
 
 
 

 
 

Base rents
$
56,797

 
$
55,686

 
$
223,797

 
$
210,564

Recoveries from tenants
16,717

 
15,718

 
65,804

 
58,818

Other income
1,644

 
1,350

 
6,197

 
3,878

Total revenues
75,158

 
72,754

 
295,798

 
273,260

 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
Property operating
11,206

 
10,521

 
43,851

 
39,151

Property taxes
8,361

 
7,862

 
32,349

 
29,663

Depreciation and amortization
24,955

 
24,926

 
100,838

 
96,256

General and administrative expenses
3,627

 
3,312

 
14,918

 
14,103

Acquisition transaction costs

 

 

 
4

Other expense
89

 
103

 
478

 
418

Total operating expenses
48,238

 
46,724

 
192,434

 
179,595

 
 
 
 
 
 
 
 
Gain on sale of real estate

 

 
5,890

 

 
 
 
 
 
 
 
 
Operating income
26,920

 
26,030

 
109,254

 
93,665

Non-operating expenses
 
 
 
 
 

 
 

Interest expense and other finance expenses
(15,352
)
 
(13,917
)
 
(62,113
)
 
(50,977
)
Net income
11,568

 
12,113

 
47,141

 
42,688

Net income attributable to non-controlling interests
(1,067
)
 
(1,264
)
 
(4,405
)
 
(4,211
)
Net Income Attributable to Retail Opportunity Investments Corp.
$
10,501

 
$
10,849

 
$
42,736

 
$
38,477

 
 
 
 
 
 
 
 
Earnings per share  basic and diluted
$
0.09

 
$
0.10

 
$
0.38

 
$
0.35

 
 
 
 
 
 
 
 
Dividends per common share
$
0.1950

 
$
0.1875

 
$
0.7800

 
$
0.7500

 
 
 
 
 
 
 
 






CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2018
 
2017
 
2018
 
2017
Net income attributable to ROIC
$
10,501

 
$
10,849

 
$
42,736

 
$
38,477

Plus:  Depreciation and amortization
24,955

 
24,926

 
100,838

 
96,256

Less: Gain on sale of real estate

 

 
(5,890
)
 

Funds from operations – basic
35,456

 
35,775

 
137,684

 
134,733

Net income attributable to non-controlling interests
1,067

 
1,264

 
4,405

 
4,211

Funds from operations – diluted
$
36,523

 
$
37,039

 
$
142,089

 
$
138,944

 
 
 
 
 
 
 
 

SAME-CENTER CASH NET OPERATING INCOME ANALYSIS
(Unaudited)
(In thousands, except number of shopping centers and percentages)
 
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
2018
 
2017
 
$ Change
 
% Change
 
2018
 
2017
 
$ Change
 
% Change
Number of shopping centers included in same-center analysis
84

 
84

 
 
 
 
 
78

 
78

 
 
 
 
Same-center occupancy
97.7
%
 
97.5
%
 
 
 
0.2
 %
 
97.6
%
 
97.5
%
 
 
 
0.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Base rents
$
48,229

 
$
46,666

 
$
1,563

 
3.3
 %
 
$
178,508

 
$
173,340

 
$
5,168

 
3.0
 %
 
Percentage rent
1,263

 
1,117

 
146

 
13.1
 %
 
1,402

 
1,428

 
(26
)
 
(1.8
)%
 
Recoveries from tenants
15,797

 
14,953

 
844

 
5.6
 %
 
57,579

 
54,963

 
2,616

 
4.8
 %
 
Other property income
543

 
1,277

 
(734
)
 
(57.5
)%
 
2,425

 
3,711

 
(1,286
)
 
(34.7
)%
Total Revenues
65,832

 
64,013

 
1,819

 
2.8
 %
 
239,914

 
233,442

 
6,472

 
2.8
 %
Operating Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property operating expenses
10,616

 
9,919

 
697

 
7.0
 %
 
38,832

 
36,003

 
2,829

 
7.9
 %
 
Bad debt expense
152

 
411

 
(259
)
 
(63.0
)%
 
863

 
1,597

 
(734
)
 
(46.0
)%
 
Property taxes
7,651

 
7,436

 
215

 
2.9
 %
 
27,691

 
27,530

 
161

 
0.6
 %
Total Operating Expenses
18,419

 
17,766

 
653

 
3.7
 %
 
67,386

 
65,130

 
2,256

 
3.5
 %
Same-Center Cash Net Operating Income
$
47,413

 
$
46,247

 
$
1,166

 
2.5
 %
 
$
172,528

 
$
168,312

 
$
4,216

 
2.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2018
 
2017
 
2018
 
2017
GAAP operating income
$
26,920

 
$
26,030

 
$
109,254

 
$
93,665

Depreciation and amortization
24,955

 
24,926

 
100,838

 
96,256

General and administrative expenses
3,627

 
3,312

 
14,918

 
14,103

Acquisition transaction costs

 

 

 
4

Other expense
89

 
103

 
478

 
418

Gain on sale of real estate

 

 
(5,890
)
 

Property revenues and other expenses (1)
(4,741
)
 
(5,421
)
 
(18,907
)
 
(22,492
)
Total Company cash NOI
50,850

 
48,950

 
200,691

 
181,954

Non same-center cash NOI
(3,437
)
 
(2,703
)
 
(28,163
)
 
(13,642
)
Same-center cash NOI
$
47,413

 
$
46,247

 
$
172,528

 
$
168,312

 
 
 
 
 
 
 
 
____________________
(1)
Includes straight-line rents, amortization of above and below-market lease intangibles, anchor lease termination fees, net of contractual amounts, and expense and recovery adjustments related to prior periods.

NON-GAAP DISCLOSURES
Funds from operations (“FFO”), is a widely recognized non-GAAP financial measure for REITs that the Company believes when considered with financial statements presented in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs, most of which present FFO along with net income as calculated in accordance with GAAP. The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income attributable to common stockholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring, sales of depreciable property and impairments, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures.
The Company uses cash net operating income (“NOI”) internally to evaluate and compare the operating performance of the Company’s properties. The Company believes cash NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level, and when compared across periods, can be used to determine trends in earnings of the Company’s properties as this measure is not affected by the non-cash revenue and expense recognition items, the cost of the Company’s funding, the impact of depreciation and amortization expenses, gains or losses from the acquisition and sale of operating real estate assets, general and administrative expenses or other gains and losses that relate to the Company’s ownership of properties. The Company believes the exclusion of these items from operating income is useful because the resulting measure captures the actual revenue generated and actual expenses incurred in operating the Company’s properties as well as trends in occupancy rates, rental rates and operating costs. Cash NOI is a measure of the operating performance of the Company’s properties but does not measure the Company’s performance as a whole and is therefore not a substitute for net income or operating income as computed in accordance with GAAP. The Company defines cash NOI as operating revenues (base rent and recoveries from tenants), less property and related expenses (property operating expenses and property taxes), adjusted for non-cash revenue and operating expense items such as straight-line rent and amortization of lease intangibles, debt-related expenses and other adjustments. Cash NOI also excludes general and administrative expenses, depreciation and amortization,



acquisition transaction costs, other expense, interest expense, gains and losses from property acquisitions and dispositions, extraordinary items, tenant improvements and leasing commissions. Other REITs may use different methodologies for calculating cash NOI, and accordingly, the Company’s cash NOI may not be comparable to other REITs.

Contact:
Ashley Rubino, Investor Relations
858-255-4913
arubino@roireit.net


roicsupplementaldisclosu
4TH QUARTER 2018 SUPPLEMENTAL INFORMATION Retail Opportunity Investments Corporation 11250 El Camino Real, Suite 200 San Diego, CA 92130 www.roireit.net


 
Supplemental Disclosure Overview Quarter Ended December 31, 2018 Our Company Retail Opportunity Investments Corp. (Nasdaq: ROIC), is a fully integrated, self-managed real estate investment trust (REIT) that specializes in the acquisition, ownership and management of grocery-anchored shopping centers located in densely-populated, metropolitan markets across the West Coast. As of December 31, 2018, ROIC owned 91 shopping centers encompassing approximately 10.5 million square feet. ROIC is the largest publicly-traded, grocery-anchored shopping center REIT focused exclusively on the West Coast. ROIC is a member of the S&P SmallCap 600 Index and has investment-grade corporate debt ratings from Moody's Investor Services and S&P Global Ratings. Additional information is available at www.roireit.net. Supplemental Information The enclosed information should be read in conjunction with ROIC's filings with the Securities and Exchange Commission, including but not limited to, its Form 10-Qs filed quarterly and Form 10-Ks filed annually. Additionally, the enclosed information does not purport to disclose all items under generally accepted accounting principles (“GAAP”). Non-GAAP Disclosures Funds from operations (“FFO”), is a widely-recognized non-GAAP financial measure for REITs that the Company believes when considered with financial statements presented in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs, most of which present FFO along with net income as calculated in accordance with GAAP. The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income attributable to common stockholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring, sales of depreciable property and impairments, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures. The Company uses cash net operating income (“NOI”) internally to evaluate and compare the operating performance of the Company’s properties. The Company believes cash NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level, and when compared across periods, can be used to determine trends in earnings of the Company’s properties as this measure is not affected by the non-cash revenue and expense recognition items, the cost of the Company’s funding, the impact of depreciation and amortization expenses, gains or losses from the acquisition and sale of operating real estate assets, general and administrative expenses or other gains and losses that relate to the Company’s ownership of properties. The Company believes the exclusion of these items from operating income is useful because the resulting measure captures the actual revenue generated and actual expenses incurred in operating the Company’s properties as well as trends in occupancy rates, rental rates and operating costs. Cash NOI is a measure of the operating performance of the Company’s properties but does not measure the Company’s performance as a whole and is therefore not a substitute for net income or operating income as computed in accordance with GAAP. The Company defines cash NOI as operating revenues (base rent and recoveries from tenants), less property and related expenses (property operating expenses and property taxes), adjusted for non-cash revenue and operating expense items such as straight-line rent and amortization of lease intangibles, debt-related expenses and other adjustments. Cash NOI also excludes general and administrative expenses, depreciation and amortization, acquisition transaction costs, other expense, interest expense, gains and losses from property acquisitions and dispositions, extraordinary items, tenant improvements and leasing commissions. Other REITs may use different methodologies for calculating cash NOI, and accordingly, the Company’s cash NOI may not be comparable to other REITs. - 2 -


 
Supplemental Disclosure Table of Contents Quarter Ended December 31, 2018 Financial Data Page Balance Sheets……..……………………………………………………………..………………………………………………… 4 Income Statements .…………………………………………………………………………………..……..…………...………… 5 Funds From Operations …………………………………………………………………………………………………………… 6 Summary of Debt Outstanding .……………………………………………..…………………………………………………… 7 Selected Financial Analysis .……………………………………………………………………………………………………… 9 Portfolio Data 2018 Property Acquisitions ………………………….………………………...………………………………………………… 10 Property Portfolio ………………………………………………….……………………………………………………………… 11 Same-Center Cash Net Operating Income Analysis……………………………………………………………………………… 14 Top Ten Tenants ………………….…………….………………….……………………………………………………………… 15 Lease Expiration Schedule ……………………..………………………..…….………………………………………………… 16 Leasing Summary ………………………………………………………..…................................................................................ 17 Same-Space Comparative Leasing Summary ………………………………………………………..…...................................... 18 Investor Information …………………………………………………………..…………………………………………………… 19 - 3 -


 
Supplemental Disclosure Balance Sheets Quarter Ended December 31, 2018 (dollars in thousands, except par values and share amounts) 12/31/18 12/31/17 ASSETS: Real Estate Investments: Land $ 894,240 $ 878,797 Building and improvements 2,266,232 2,230,600 Less: accumulated depreciation (329,207) (260,115) Real Estate Investments, net 2,831,265 2,849,282 Cash and cash equivalents 6,076 11,553 Restricted cash 1,373 5,412 Tenant and other receivables, net 46,832 43,257 Deposits - 500 Acquired lease intangible assets, net 72,109 82,778 Prepaid expenses 4,194 2,853 Deferred charges, net 33,857 37,167 Other assets 7,365 6,396 TOTAL ASSETS $ 3,003,071 $ 3,039,198 LIABILITIES: Term loan $ 299,076 $ 298,816 Credit facility 153,689 140,329 Senior Notes 941,449 940,086 Mortgage notes payable 88,511 107,915 Acquired lease intangible liabilities, net 166,146 178,984 Accounts payable and accrued expenses 15,488 18,638 Tenants' security deposits 7,065 6,771 Other liabilities 23,219 18,018 TOTAL LIABILITIES 1,694,643 1,709,557 EQUITY: Common stock, $.0001 par value 500,000,000 shares authorized 11 11 Additional paid-in capital 1,441,080 1,412,590 Dividends in excess of earnings (256,438) (210,490) Accumulated other comprehensive income 3,561 1,856 Total Retail Opportunity Investments Corp. stockholders' equity 1,188,214 1,203,967 Non-controlling interests 120,214 125,674 TOTAL EQUITY 1,308,428 1,329,641 TOTAL LIABILITIES AND EQUITY $ 3,003,071 $ 3,039,198 The Company's Form 10-Q for the quarters ended September 30, 2018, June 30, 2018, and March 31, 2018, and Form 10-K for the years ended December 31, 2018 and 2017 should be read in conjunction with the above information. - 4 -


 
Supplemental Disclosure Income Statements Quarter Ended December 31, 2018 (in thousands, except per share amounts) 3 Months Ended (Unaudited) 12 Months Ended 12/31/18 12/31/17 12/31/18 12/31/17 REVENUES: Base rents $ 56,797 $ 55,686 $ 223,797 $ 210,564 Recoveries from tenants 16,717 15,718 65,804 58,818 Other income 1,644 1,350 6,197 3,878 TOTAL REVENUES 75,158 72,754 295,798 273,260 OPERATING EXPENSES: Property operating 11,206 10,521 43,851 39,151 Property taxes 8,361 7,862 32,349 29,663 Depreciation and amortization 24,955 24,926 100,838 96,256 General and administrative expenses 3,627 3,312 14,918 14,103 Acquisition transaction costs - - - 4 Other expense 89 103 478 418 TOTAL OPERATING EXPENSES 48,238 46,724 192,434 179,595 Gain on sale of real estate - - 5,890 - OPERATING INCOME 26,920 26,030 109,254 93,665 NON-OPERATING EXPENSES: Interest expense and other finance expenses (15,352) (13,917) (62,113) (50,977) NET INCOME 11,568 12,113 47,141 42,688 NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (1,067) (1,264) (4,405) (4,211) NET INCOME ATTRIBUTABLE TO RETAIL OPPORTUNITY INVESTMENTS CORP. $ 10,501 $ 10,849 $ 42,736 $ 38,477 NET INCOME PER COMMON SHARE - BASIC $ 0.09 $ 0.10 $ 0.38 $ 0.35 NET INCOME PER COMMON SHARE - DILUTED $ 0.09 $ 0.10 $ 0.38 $ 0.35 Weighted average common shares outstanding - basic 113,438 109,834 112,645 109,400 Weighted average common shares outstanding - diluted 125,284 123,412 124,559 121,744 The Company's Form 10-Q for the quarters ended September 30, 2018, June 30, 2018, and March 31, 2018, and Form 10-K for the years ended December 31, 2018 and 2017 should be read in conjunction with the above information. - 5 -


 
Supplemental Disclosure Funds From Operations Quarter Ended December 31, 2018 (in thousands, except per share amounts) 3 Months Ended (Unaudited) 12 Months Ended 12/31/18 12/31/17 12/31/18 12/31/17 Funds from Operations (FFO) (1) : Net income attributable to ROIC common stockholders $ 10,501 $ 10,849 $ 42,736 $ 38,477 Plus: Depreciation and amortization expense 24,955 24,926 100,838 96,256 Less: Gain on sale of real estate - - (5,890) - FUNDS FROM OPERATIONS - BASIC 35,456 35,775 137,684 134,733 Net income attributable to non-controlling interests 1,067 1,264 4,405 4,211 FUNDS FROM OPERATIONS - DILUTED $ 36,523 $ 37,039 $ 142,089 $ 138,944 FUNDS FROM OPERATIONS PER SHARE - BASIC $ 0.31 $ 0.33 $ 1.22 $ 1.23 FUNDS FROM OPERATIONS PER SHARE - DILUTED $ 0.29 $ 0.30 $ 1.14 $ 1.14 Weighted average common shares outstanding - basic 113,438 109,834 112,645 109,400 Weighted average common shares outstanding - diluted 125,284 123,412 124,559 121,744 Common dividends per share $ 0.1950 $ 0.1875 $ 0.7800 $ 0.7500 FFO Payout Ratio 67.2% 62.5% 68.4% 65.8% Additional Disclosures: Non Cash Expense (Income) Straight line rent $ (1,014) $ (5,380) Above/below market rent amortization, net (3,074) (13,965) Non-cash interest expense 301 1,674 Deferred financing costs and mortgage premiums, net 513 1,899 Stock based compensation 1,977 7,392 Capital Expenditures Tenant improvements $ 6,008 $ 18,184 Leasing commissions 460 2,048 Building improvements 700 2,371 Reimbursable property improvements 692 2,710 Pad and other development 590 3,540 Value enhancing tenant improvements 1,788 8,961 (1) - Funds from operations ("FFO"), is a widely-recognized non GAAP financial measure for REITs that ROIC believes, when considered with financial statements determined in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs. ROIC computes FFO in accordance with the "White Paper" on FFO published by the National Association of Real Estate Investment Trusts ("NAREIT"), which defines FFO as net income attributable to common shareholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring and sales of property, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures. The above does not purport to disclose all items required under GAAP. - 6 -


 
Supplemental Disclosure Summary of Debt Outstanding Quarter Ended December 31, 2018 (unaudited, dollars in thousands) Outstanding GAAP Maturity Percent of Balance Interest Rate Interest Rate Date Total Indebtedness Fixed Rate Debt Mortgage Debt: Casitas Plaza Shopping Center $ 7,158 5.32% 4.20% 06/01/22 0.5% Riverstone Marketplace 18,050 4.96% 3.80% 07/01/22 1.2% Fullerton Crossroads 26,000 4.73% 3.82% 04/06/24 1.7% Diamond Hills Plaza 35,500 3.55% 3.61% 10/01/25 2.4% Net unamortized premiums/deferred financing charges 1,803 Total Mortgage Debt 88,511 4.34% 3.76% 5.4 Years (WA) 5.8% Unsecured Senior Notes: Senior Notes Due 2023 250,000 5.00% 5.21% 12/15/23 16.8% Senior Notes Due 2024 250,000 4.00% 4.21% 12/15/24 16.8% Senior Notes Due 2026 200,000 3.95% 3.95% 09/22/26 13.4% Senior Notes Due 2027 250,000 4.19% 4.19% 12/15/27 16.8% Net unamortized discounts/deferred financing charges (8,551) Total Unsecured Senior Notes 941,449 4.30% 4.41% 6.9 Years (WA) 63.7% Term Loan: Interest rate swaps 100,000 1.96% 1.96% 1/31/2019 (1) 6.7% Interest rate swaps 200,000 2.84% 2.84% 8/31/2022 13.4% Total Term Loan 300,000 2.55% 2.55% 2.5 Years (WA) 20.1% Total Fixed Rate Debt 1,329,960 3.91% 3.95% 5.8 Years (WA) 89.6% Variable Rate Debt Credit Facility 156,000 3.45% 3.45% 09/08/21 (2) 10.4% Net unamortized deferred financing charges (2,311) Credit Facility, net 153,689 Term Loan 300,000 09/08/22 Net unamortized deferred financing charges (924) Term Loan, net 299,076 Interest rate swaps - Term loan (300,000) Total Variable Rate Debt 152,765 3.45% 3.45% 2.7 Years (WA) 10.4% TOTAL DEBT $ 1,482,725 3.89% 3.93% 5.5 Years (WA) 100.0% Net unamortized premiums on mortgages (2,074) Net unamortized discounts on notes 4,591 Net unamortized deferred financing charges 7,466 Total Principal Debt $ 1,492,708 (1) New forward starting swaps commence 1/31/19 through 8/31/22 with an all-in interest rate of 3.69%. (2) Does not include extension options available to ROIC. - 7 -


 
Supplemental Disclosure Summary of Debt Outstanding, continued Quarter Ended December 31, 2018 (unaudited, dollars in thousands) Summary of Principal Maturities Mortgage Principal Mortgage Principal Senior Total Principal Percentage of Year Payments due at Maturity Credit Facility Term Loan Unsecured Notes Payments Debt Maturing 2019 $ 551 $ - $ - $ - $ - $ 551 0.0% 2020 577 - - - - 577 0.0% (1) 2021 717 - 156,000 - - 156,717 10.5% 2022 1,003 23,129 - 300,000 - 324,132 21.7% 2023 686 - - - 250,000 250,686 16.8% 2024 708 26,000 - - 250,000 276,708 18.6% 2025 550 32,787 - - - 33,337 2.2% 2026 - - - - 200,000 200,000 13.4% 2027 - - - - 250,000 250,000 16.8% 2028 - - - - - - 0.0% $ 4,792 $ 81,916 $ 156,000 $ 300,000 $ 950,000 $ 1,492,708 100.0% Summary of Unencumbered/Encumbered Properties Number of Percentage Properties GLA of GLA Unencumbered properties 87 9,925,061 94.7% Encumbered properties 4 560,162 5.3% 91 10,485,223 100.0% Summary of Unsecured Debt/Secured Debt Percentage of Total Amount Principal Debt Unsecured principal debt $ 1,406,000 94.2% Secured principal debt 86,708 5.8% Total Principal Debt $ 1,492,708 100.0% (1) Does not include extension options available to ROIC. - 8 -


 
Supplemental Disclosure Selected Financial Analysis Quarter Ended December 31, 2018 (unaudited, in thousands, except per share amounts) 12/31/18 09/30/18 06/30/18 03/31/18 12/31/17 Debt coverage ratios, three months ending: Interest coverage ratio (EBITDA/interest expense) 3.4x 3.3x 3.1x 3.4x 3.7x Debt service coverage (EBITDA/(interest expense + scheduled principal payments)) 3.4x 3.2x 3.1x 3.4x 3.6x Net principal debt (Total principal debt less cash & equivalents)/Annualized EBITDA 7.1x 7.2x 7.7x 7.1x 7.3x Debt/equity ratios, at period end: Total principal debt/total market capitalization 42.9% 38.7% 39.3% 40.8% 37.8% Total principal debt/total equity market capitalization 75.2% 63.2% 64.8% 68.8% 60.8% Total principal debt/total book assets 49.7% 48.9% 50.4% 49.4% 49.3% Total principal debt/undepreciated book value 44.8% 44.3% 46.0% 45.3% 45.5% Secured principal debt/undepreciated book value 2.6% 2.6% 2.9% 2.9% 3.2% Market capitalization calculations, at period end: Common shares outstanding 113,441 113,431 112,165 112,165 111,886 Operating partnership units (OP units) outstanding 11,477 11,574 11,648 11,679 11,679 Common stock price per share $ 15.88 $ 18.67 $ 19.16 $ 17.67 $ 19.95 Total equity market capitalization $ 1,983,698 $ 2,333,843 $ 2,372,268 $ 2,188,331 $ 2,465,116 Total principal debt 1,492,708 1,473,841 1,537,827 1,505,503 1,499,820 TOTAL MARKET CAPITALIZATION $ 3,476,406 $ 3,807,684 $ 3,910,095 $ 3,693,834 $ 3,964,936 Unsecured Senior Notes Financial Covenants: (1) Total debt to total assets not to exceed 60% 46.6% 46.2% 47.9% 47.2% 47.4% Total secured debt to total assets not to exceed 40% 2.8% 2.8% 3.1% 3.1% 3.4% Total unencumbered assets to total unsecured debt not to be less than 150% 215.0% 217.2% 207.6% 210.7% 208.7% Consolidated income available for debt service to interest expense not to be less than 1.5:1 3.3x 3.4x 3.5x 3.6x 3.7x (1) Calculated in accordance with GAAP pursuant to underlying bond indentures. - 9 -


 
Supplemental Disclosure Property Acquisitions and Dispositions Quarter Ended December 31, 2018 (dollars in thousands) Acquisitions Date Owned Shopping Centers Location Acquired Purchase Amount GLA 1Q 2018 Stadium Center Tacoma, WA 02/23/18 $ 19,000 48,888 Total 1Q 2018 $ 19,000 48,888 2Q 2018 King City Plaza King City, OR 05/18/18 $ 15,686 62,676 Outparcel at Casitas Plaza Carpinteria, CA 05/25/18 3,950 7,691 Total 2Q 2018 $ 19,636 70,367 3Q 2018 Redevelopment Site Pinole, CA 08/27/18 $ 5,000 - Total 3Q 2018 $ 5,000 - 4Q 2018 - - Total 2018 Acquisitions $ 43,636 119,255 Dispositions Date Owned Shopping Centers Location Sold Sales Amount GLA 3Q 2018 Round Hill Square Shopping Center Zephyr Cove, NV 09/27/18 $ 28,000 115,984 Total 2018 Dispositions $ 28,000 115,984 - 10 -


 
Supplemental Disclosure Property Portfolio Quarter Ended December 31, 2018 (dollars in thousands) Date Owned % Southern California City State Acquired GLA Leased ABR (1) Major Tenants Los Angeles metro area Paramount Plaza * Paramount CA 12/22/09 95,062 98.0% $ 1,779 Grocery Outlet Supermarket, 99¢ Only Stores, Rite Aid Pharmacy Claremont Promenade * Claremont CA 09/23/10 92,297 98.8% 2,434 Super King Supermarket Gateway Village * Chino Hills CA 12/17/10 96,959 96.9% 2,857 Sprouts Market Seabridge Marketplace * Oxnard CA 05/31/12 98,348 97.4% 1,859 Safeway (Vons) Supermarket Glendora Shopping Center * Glendora CA 08/01/12 106,535 94.8% 1,290 Albertson's Supermarket Redondo Beach Plaza * Redondo Beach CA 12/28/12 110,509 100.0% 2,204 Safeway (Vons) Supermarket, Petco Diamond Bar Town Center * Diamond Bar CA 02/01/13 100,342 95.5% 2,183 Walmart Neighborhood Market, Crunch Fitness Diamond Hills Plaza * Diamond Bar CA 04/22/13 139,505 97.4% 3,550 H-Mart Supermarket, Rite Aid Pharmacy Plaza de la Cañada * La Cañada Flintridge CA 12/13/13 101,031 100.0% 2,677 Gelson's Supermarket, TJ Maxx, Rite Aid Pharmacy Fallbrook Shopping Center * Los Angeles CA 06/13/14 755,299 99.2% 12,726 Sprouts Market, Trader Joe's, Kroger (Ralph's) Supermarket(2), TJ Maxx Moorpark Town Center * Moorpark CA 12/03/14 133,547 95.5% 2,006 Kroger (Ralph's) Supermarket, CVS Pharmacy Ontario Plaza * Ontario CA 01/06/15 150,149 99.1% 2,345 El Super Supermarket, Rite Aid Pharmacy Park Oaks Shopping Center * Thousand Oaks CA 01/06/15 110,092 89.8% 2,487 Safeway (Vons) Supermarket, Dollar Tree Warner Plaza * Woodland Hills CA 12/31/15 110,918 98.6% 4,592 Sprouts Market, Kroger (Ralph's) Supermarket (2), Rite Aid Pharmacy (2) Magnolia Shopping Center * Santa Barbara CA 03/10/16 116,360 88.2% 2,089 Kroger (Ralph's) Supermarket Casitas Plaza Shopping Center * Carpinteria CA 03/10/16 105,098 97.4% 1,695 Albertson's Supermarket, CVS Pharmacy Bouquet Center * Santa Clarita CA 04/28/16 148,903 94.1% 3,158 Safeway (Vons) Supermarket, CVS Pharmacy, Ross Dress For Less North Ranch Shopping Center * Westlake Village CA 06/01/16 146,625 88.1% 4,663 Kroger (Ralph's) Supermarket, Trader Joe's, Rite Aid Pharmacy, Petco The Knolls * Long Beach CA 10/03/16 52,021 100.0% 1,411 Trader Joe's, Pet Food Express The Terraces * Rancho Palos Verdes CA 03/17/17 172,922 94.5% 3,439 Trader Joe's, Marshall's, LA Fitness Los Angeles metro area total 2,942,522 96.6% $ 61,443 Orange County metro area Santa Ana Downtown Plaza * Santa Ana CA 01/26/10 105,536 95.0% $ 2,113 Kroger (Food 4 Less) Supermarket, Marshall's Sycamore Creek * Corona CA 09/30/10 74,198 100.0% 1,903 Safeway (Vons) Supermarket, CVS Pharmacy (2) Desert Springs Marketplace * Palm Desert CA 02/17/11 113,718 96.3% 2,741 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy Cypress Center West * Cypress CA 12/04/12 107,246 100.0% 2,036 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy Harbor Place Center * Garden Grove CA 12/28/12 119,821 97.4% 1,574 AA Supermarket, Ross Dress For Less 5 Points Plaza * Huntington Beach CA 09/27/13 160,536 95.0% 4,226 Trader Joe's, Pier 1 Peninsula Marketplace * Huntington Beach CA 10/15/13 95,416 100.0% 2,501 Kroger (Ralph's) Supermarket, Planet Fitness Fullerton Crossroads Fullerton CA 10/11/17 219,785 98.2% 3,286 Kroger (Ralph's) Supermarket, Kohl's, Jo-Ann Fabrics and Crafts The Village at Nellie Gail Ranch Laguna Hills CA 11/30/17 88,486 99.4% 2,962 Smart & Final Extra Supermarket Orange Country metro area total 1,084,742 97.7% $ 23,343 San Diego metro area Marketplace Del Rio * Oceanside CA 01/03/11 177,203 89.1% $ 3,222 Stater Brothers Supermarket, Walgreens Renaissance Towne Centre * San Diego CA 08/03/11 52,998 98.5% 2,519 CVS Pharmacy Euclid Plaza * San Diego CA 03/29/12 77,044 95.4% 1,384 Vallarta Supermarket, Walgreens Bay Plaza * San Diego CA 10/05/12 73,324 100.0% 2,023 Seafood City Supermarket Bernardo Heights Plaza * Rancho Bernardo CA 02/06/13 37,729 96.3% 907 Sprouts Market Hawthorne Crossings * San Diego CA 06/27/13 141,288 100.0% 3,151 Mitsuwa Supermarket, Ross Dress For Less, Staples Creekside Plaza * Poway CA 02/28/14 128,852 97.1% 2,786 Stater Brothers Supermarket, AMC Theatres San Diego metro area total 688,438 95.8% $ 15,992 Southern California Totals 4,715,702 96.7% $ 100,777 (1) ABR is equal to annualized base rent on a cash basis for all leases in-place at period end. (2) These retailers are not tenants of ROIC. *Denotes properties in same center pool for 4Q 2018. - 11 -


 
Supplemental Disclosure Property Portfolio, continued Quarter Ended December 31, 2018 (dollars in thousands) Date Owned % Northern California City State Acquired GLA Leased ABR (1) Major Tenants San Francisco metro area Pleasant Hill Marketplace * Pleasant Hill CA 04/08/10 69,715 100.0% $ 1,471 Total Wine and More, Buy Buy Baby, Basset Furniture Pinole Vista Shopping Center * Pinole CA 01/06/11 223,369 98.7% 3,077 SaveMart (Lucky) Supermarket, Planet Fitness, Kmart Country Club Gate Center * Pacific Grove CA 07/08/11 109,331 98.7% 2,113 SaveMart (Lucky) Supermarket, Rite Aid Pharmacy Marlin Cove Shopping Center * Foster City CA 05/04/12 73,943 100.0% 2,342 99 Ranch Market The Village at Novato * Novato CA 07/24/12 20,081 100.0% 552 Trader Joe's, Pharmaca Pharmacy Santa Teresa Village * San Jose CA 11/08/12 124,306 98.9% 2,712 Grocery Outlet Supermarket, Dollar Tree Granada Shopping Center * Livermore CA 06/27/13 69,325 100.0% 1,323 SaveMart (Lucky) Supermarket Country Club Village * San Ramon CA 11/26/13 111,093 100.0% 2,167 Walmart Neighborhood Market, CVS Pharmacy North Park Plaza * San Jose CA 04/30/14 76,697 100.0% 2,399 H-Mart Supermarket Winston Manor * South San Francisco CA 01/07/15 49,852 100.0% 1,509 Grocery Outlet Supermarket Jackson Square * Hayward CA 07/01/15 114,220 100.0% 2,193 Safeway Supermarket, CVS Pharmacy, 24 Hour Fitness Gateway Centre * San Ramon CA 09/01/15 112,553 98.9% 2,624 SaveMart (Lucky) Supermarket, Walgreens Iron Horse Plaza * Danville CA 12/04/15 61,860 98.1% 2,126 Lunardi's Market Monterey Center * Monterey CA 07/14/16 25,798 87.3% 946 Trader Joe's, Pharmaca Pharmacy Santa Rosa Southside Shopping Center * Santa Rosa CA 03/24/17 88,535 100.0% 1,648 REI, Cost Plus World Market Monta Loma Plaza * Mountain View CA 09/19/17 48,078 100.0% 1,454 Safeway Supermarket San Francisco metro area total 1,378,756 99.2% $ 30,658 Sacramento metro area Norwood Shopping Center * Sacramento CA 04/06/10 85,693 92.1% $ 1,271 Viva Supermarket, Rite Aid Pharmacy, Citi Trends Mills Shopping Center * Rancho Cordova CA 02/17/11 235,314 87.0% 2,550 Viva Supermarket, Ross Dress For Less (dd's Discounts), Dollar Tree Morada Ranch * Stockton CA 05/16/11 101,842 97.5% 2,250 Raleys Supermarket Green Valley Station * Cameron Park CA 06/15/12 52,245 82.3% 910 CVS Pharmacy Sacramento metro area total 475,094 89.7% $ 6,981 Northern California Totals 1,853,850 96.7% $ 37,639 (1) ABR is equal to annualized base rent on a cash basis for all leases in-place at period end. *Denotes properties in same center pool for 4Q 2018. - 12 -


 
Supplemental Disclosure Property Portfolio, continued Quarter Ended December 31, 2018 (dollars in thousands) Date Owned % Pacific Northwest City State Acquired GLA Leased ABR (1) Major Tenants Seattle metro area Meridian Valley Plaza * Kent WA 02/01/10 51,597 100.0% $ 834 Kroger (QFC) Supermarket The Market at Lake Stevens * Lake Stevens WA 03/11/10 74,130 100.0% 1,474 Albertson's (Haggen) Supermarket Canyon Park Shopping Center * Bothell WA 07/29/11 123,592 100.0% 2,453 PCC Community Markets, Rite Aid Pharmacy, Petco Hawks Prairie Shopping Center * Lacey WA 09/09/11 157,529 100.0% 1,861 Safeway Supermarket, Dollar Tree, Big Lots The Kress Building * Seattle WA 09/30/11 74,616 100.0% 1,931 IGA Supermarket, TJMaxx Gateway Shopping Center * Marysville WA 02/16/12 104,298 90.4% 2,409 WinCo Foods (2), Rite Aid Pharmacy, Ross Dress For Less Aurora Square * Shoreline WA 2012/2014 108,558 98.2% 1,692 Central Supermarket, Marshall's, Pier 1 Canyon Crossing * Puyallup WA 04/15/13 120,398 100.0% 2,766 Safeway Supermarket Crossroads Shopping Center * Bellevue WA 2010/2013 463,813 100.0% 10,752 Kroger (QFC) Supermarket, Bed Bath & Beyond, Dick's Sporting Goods Bellevue Marketplace * Bellevue WA 12/10/15 113,758 100.0% 3,292 Asian Family Market Four Corner Square * Maple Valley WA 12/21/15 119,560 100.0% 2,564 Grocery Outlet Supermarket, Walgreens, Johnsons Home & Garden Bridle Trails Shopping Center * Kirkland WA 10/17/16 108,377 100.0% 2,229 Grocery Outlet Supermarket, Bartell Drugs, Dollar Tree PCC Community Markets Plaza * Edmonds WA 01/25/17 34,459 100.0% 690 PCC Community Markets Highland Hill Shopping Center * Tacoma WA 05/09/17 163,926 100.0% 2,736 Safeway Supermarket, LA Fitness, Dollar Tree, Petco North Lynnwood Shopping Center Lynnwood WA 10/19/17 63,606 95.8% 869 Kroger (QFC) Supermarket Stadium Center Tacoma WA 02/23/18 48,888 100.0% 1,029 Thriftway Supermarket Seattle metro area total 1,931,105 99.2% $ 39,583 Portland metro area Vancouver Market Center * Vancouver WA 06/17/10 118,385 98.8% $ 1,404 Skyzone Happy Valley Town Center * Happy Valley OR 07/14/10 138,662 100.0% 3,678 New Seasons Supermarket Wilsonville Old Town Square * Wilsonville OR 2010/2012 49,937 100.0% 1,833 Kroger (Fred Meyer) Supermarket (2) Cascade Summit Town Square * West Linn OR 08/20/10 94,934 100.0% 1,742 Safeway Supermarket Heritage Market Center * Vancouver WA 09/23/10 107,468 97.3% 1,677 Safeway Supermarket, Dollar Tree Division Crossing * Portland OR 12/22/10 103,561 100.0% 1,270 Rite Aid Pharmacy, Ross Dress For Less, Ace Hardware Halsey Crossing * Gresham OR 12/22/10 99,428 100.0% 1,373 24 Hour Fitness, Dollar Tree Hillsboro Market Center * Hillsboro OR 11/23/11 156,021 100.0% 2,574 Albertson's Supermarket, Dollar Tree, Ace Hardware Robinwood Shopping Center * West Linn OR 08/23/13 70,831 100.0% 1,061 Walmart Neighborhood Market Tigard Marketplace * Tigard OR 02/18/14 136,889 99.3% 1,995 H-Mart Supermarket, Bi-Mart Pharmacy Wilsonville Town Center * Wilsonville OR 12/11/14 167,829 100.0% 2,807 Safeway Supermarket, Rite Aid Pharmacy, Dollar Tree Tigard Promenade * Tigard OR 07/28/15 88,043 100.0% 1,477 Safeway Supermarket Sunnyside Village Square * Happy Valley OR 07/28/15 92,278 100.0% 1,576 Grocery Outlet Supermarket, 24 Hour Fitness, Ace Hardware Johnson Creek Center * Happy Valley OR 11/09/15 108,588 100.0% 2,256 Trader Joe's, Walgreens, Sportsman's Warehouse Rose City Center * Portland OR 09/15/16 60,680 100.0% 825 Safeway Supermarket Division Center * Portland OR 04/05/17 121,904 100.0% 1,952 Grocery Outlet Supermarket, Rite Aid Pharmacy, Petco Riverstone Marketplace Vancouver WA 10/11/17 95,774 98.5% 2,137 Kroger (QFC) Supermarket King City Plaza King City OR 05/18/18 62,676 100.0% 978 Grocery Outlet Supermarket Portland metro area total 1,873,888 99.6% $ 32,616 Pacific Northwest Totals 3,804,993 99.4% $ 72,198 TOTAL SHOPPING CENTERS 10,374,545 97.7% $ 210,614 (1) ABR is equal to annualized base rent on a cash basis for all leases in-place at period end. (2) These retailers are not tenants of ROIC. Note: Property Portfolio excludes one shopping center that is currently under contract to be sold (slated for new multi-family development). *Denotes properties in same center pool for 4Q 2018. - 13 -


 
Supplemental Disclosure Same-Center Cash Net Operating Income Analysis Quarter Ended December 31, 2018 (unaudited, dollars in thousands) Three Months Ended 12 Months Ended 12/31/18 12/31/17 $ Change % Change 12/31/18 12/31/17 $ Change % Change Number of shopping centers included in same-center analysis (1) 84 84 78 78 Same-center occupancy 97.7% 97.5% 0.2% 97.6% 97.5% 0.1% REVENUES: Base rents $ 48,229 $ 46,666 $ 1,563 3.3% $ 178,508 $ 173,340 $ 5,168 3.0% Percentage rent 1,263 1,117 146 13.1% 1,402 1,428 (26) (1.8%) Recoveries from tenants 15,797 14,953 844 5.6% 57,579 54,963 2,616 4.8% Other property income 543 1,277 (734) (57.5)% 2,425 3,711 (1,286) (34.7)% TOTAL REVENUES 65,832 64,013 1,819 2.8% 239,914 233,442 6,472 2.8% OPERATING EXPENSES: Property operating expenses 10,616 9,919 697 7.0% 38,832 36,003 2,829 7.9% Bad debt expense 152 411 (259) (63.0)% 863 1,597 (734) (46.0)% Property taxes 7,651 7,436 215 2.9% 27,691 27,530 161 0.6% TOTAL OPERATING EXPENSES 18,419 17,766 653 3.7% 67,386 65,130 2,256 3.5% SAME-CENTER CASH NET OPERATING INCOME $ 47,413 $ 46,247 $ 1,166 2.5% $ 172,528 $ 168,312 $ 4,216 2.5% SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION GAAP Operating Income $ 26,920 $ 26,030 $ 109,254 $ 93,665 Depreciation and amortization 24,955 24,926 100,838 96,256 General and administrative expenses 3,627 3,312 14,918 14,103 Acquisition transaction costs - - - 4 Other expense 89 103 478 418 Gain on sale of real estate - - (5,890) - Property revenues and other expenses (2) (4,741) (5,421) (18,907) (22,492) TOTAL COMPANY CASH NET OPERATING INCOME 50,850 48,950 200,691 181,954 Non Same-Center Cash NOI (3,437) (2,703) (28,163) (13,642) SAME-CENTER CASH NET OPERATING INCOME $ 47,413 $ 46,247 $ 172,528 $ 168,312 (1) Same centers are those properties which were owned for the entirety of the current and comparable prior year period. (2) Includes straight-line rents, amortization of above and below-market lease intangibles, anchor lease termination fees net of contractual amounts, and expense and recovery adjustments related to prior periods. Note: Analysis excludes one shopping center that is currently under contract to be sold (slated for new multi-family development). - 14 -


 
Supplemental Disclosure Top Ten Tenants Quarter Ended December 31, 2018 (dollars in thousands) Percent Number of Leased of Total Percent of Tenant Leases GLA Leased GLA ABR Total ABR 1 Albertson's / Safeway Supermarkets 19 951,600 9.4% $ 11,721 5.6% 2 Kroger Supermarkets 12 511,240 5.0% 7,385 3.5% 3 Rite Aid Pharmacy 14 266,921 2.6% 3,336 1.6% 4 JP Morgan Chase 22 98,473 1.0% 3,082 1.5% 5 Marshall's / TJMaxx 6 178,195 1.8% 2,819 1.3% 6 SaveMart Supermarkets 4 187,639 1.8% 2,813 1.3% 7 Sprouts Markets 4 159,163 1.6% 2,717 1.3% 8 Ross Dress For Less / dd's Discounts 7 191,703 1.9% 2,618 1.2% 9 Trader Joe's 8 96,714 1.0% 2,522 1.2% 10 H-Mart Supermarkets 3 147,040 1.4% 2,400 1.1% Top 10 Tenants Total 99 2,788,688 27.5% $ 41,413 19.6% Other Tenants 1,887 7,361,219 72.5% 169,771 80.4% Total Portfolio 1,986 10,149,907 100.0% $ 211,184 100.0% - 15 -


 
Supplemental Disclosure Lease Expiration Schedule Quarter Ended December 31, 2018 (dollars in thousands) Anchor Tenants (1) Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2019 7 286,462 2.8% $ 2,811 1.3% $ 9.81 2020 15 491,570 4.9% 5,768 2.7% 11.73 2021 14 425,104 4.2% 5,107 2.4% 12.01 2022 18 530,799 5.2% 7,043 3.3% 13.27 2023 26 836,758 8.2% 13,312 6.3% 15.91 2024 16 580,199 5.7% 8,731 4.2% 15.05 2025 11 367,230 3.6% 5,301 2.5% 14.44 2026 11 389,933 3.8% 5,302 2.5% 13.60 2027 8 212,350 2.1% 3,336 1.6% 15.71 2028 14 493,876 4.9% 8,634 4.1% 17.48 2029+ 25 1,023,248 10.1% 15,315 7.3% 14.97 165 5,637,529 55.5% $ 80,660 38.2% $ 14.31 Non-Anchor Tenants Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2019 231 411,397 4.1% $ 11,936 5.7% $ 29.01 2020 273 603,467 5.9% 16,918 8.0% 28.03 2021 303 639,358 6.3% 18,648 8.8% 29.17 2022 281 658,010 6.5% 19,568 9.3% 29.74 2023 270 636,022 6.3% 19,305 9.1% 30.35 2024 152 455,480 4.5% 11,860 5.6% 26.04 2025 61 211,250 2.1% 5,636 2.7% 26.68 2026 64 201,861 2.0% 6,106 2.9% 30.25 2027 59 195,320 1.9% 5,627 2.7% 28.81 2028 63 195,919 1.9% 6,818 3.2% 34.80 2029+ 64 304,294 3.0% 8,102 3.8% 26.63 1,821 4,512,378 44.5% $ 130,524 61.8% $ 28.93 All Tenants Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2019 238 697,859 6.9% $ 14,747 7.0% $ 21.13 2020 288 1,095,037 10.8% 22,686 10.7% 20.72 2021 317 1,064,462 10.5% 23,755 11.2% 22.32 2022 299 1,188,809 11.7% 26,611 12.6% 22.39 2023 296 1,472,780 14.5% 32,617 15.4% 22.15 2024 168 1,035,679 10.2% 20,591 9.8% 19.88 2025 72 578,480 5.7% 10,937 5.2% 18.91 2026 75 591,794 5.8% 11,408 5.4% 19.28 2027 67 407,670 4.0% 8,963 4.3% 21.99 2028 77 689,795 6.8% 15,452 7.3% 22.40 2029+ 89 1,327,542 13.1% 23,417 11.1% 17.64 1,986 10,149,907 100.0% $ 211,184 100.0% $ 20.81 (1) Anchor tenants are leases equal to or greater than 15,000 square feet. (2) Does not assume exercise of renewal options. - 16 -


 
Supplemental Disclosure Leasing Summary Quarter Ended December 31, 2018 For the Three Months Ended December 31, 2018 For the Twelve Months Ended December 31, 2018 New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 39 1 40 153 3 156 Gross Leasable Area (sq. ft.) 92,999 24,650 117,649 341,308 99,631 440,939 Initial Base Rent ($/sq. ft.) (1) $ 29.09 $ 11.56 $ 25.41 $ 25.26 $ 16.72 $ 23.33 Tenant Improvements ($/sq. ft.) $ 0.53 $ - $ 0.42 $ 3.64 $ 1.45 $ 3.14 Leasing Commissions ($/sq. ft.) $ 4.20 $ 4.00 $ 4.16 $ 2.80 $ 0.99 $ 2.39 Weighted Average Lease Term (Yrs.) (2) 7.7 10.0 8.2 6.4 11.3 7.5 Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 64 5 69 232 18 250 Gross Leasable Area (sq. ft.) 131,359 153,000 284,359 531,805 561,679 1,093,484 Initial Base Rent ($/sq. ft.) (1) $ 32.72 $ 14.68 $ 23.01 $ 30.72 $ 18.81 $ 24.60 Tenant Improvements ($/sq. ft.) $ - $ - $ - $ 0.38 $ - $ 0.18 Leasing Commissions ($/sq. ft.) $ - $ - $ - $ 0.10 $ - $ 0.05 Weighted Average Lease Term (Yrs.) (2) 4.3 5.1 4.8 4.8 4.9 4.8 Total Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 103 6 109 385 21 406 Gross Leasable Area (sq. ft.) 224,358 177,650 402,008 873,113 661,310 1,534,423 Initial Base Rent ($/sq. ft.) (1) $ 31.21 $ 14.25 $ 23.72 $ 28.59 $ 18.49 $ 24.24 Tenant Improvements ($/sq. ft.) $ 0.22 $ - $ 0.12 $ 1.65 $ 0.22 $ 1.03 Leasing Commissions ($/sq. ft.) $ 1.74 $ 0.56 $ 1.22 $ 1.15 $ 0.15 $ 0.72 Weighted Average Lease Term (Yrs.) (2) 5.7 5.8 5.8 5.4 5.8 5.6 (1) Initial Base Rent is on a cash basis and is the initial contractual monthly rent, annualized. (2) Does not assume exercise of renewal options. - 17 -


 
Supplemental Disclosure Same-Space Comparative Leasing Summary Quarter Ended December 31, 2018 For the Three Months Ended December 31, 2018 For the Twelve Months Ended December 31, 2018 New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 21 1 22 92 3 95 Comparative GLA (sq. ft.) (1) 54,030 24,650 78,680 201,235 99,631 300,866 Prior Base Rent ($/sq. ft.) (2) $ 30.23 $ 4.09 $ 22.04 $ 26.54 $ 9.63 $ 20.94 Initial Base Rent ($/sq. ft.) $ 35.43 $ 11.56 $ 27.95 $ 29.81 $ 16.72 $ 25.47 Percentage Change in Base Rents 17.2% 182.6% 26.8% 12.3% 73.7% 21.7% Tenant Improvements ($/sq. ft.) $ 0.17 $ - $ 0.11 $ 2.89 $ 1.45 $ 2.41 Leasing Commissions ($/sq. ft.) $ 5.95 $ 4.00 $ 5.34 $ 3.43 $ 0.99 $ 2.62 Weighted Average Lease Term (Yrs.) (3) 10.1 10.0 10.1 7.8 11.3 9.0 Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 64 5 69 232 18 250 Comparative GLA (sq. ft.) 131,359 153,000 284,359 531,805 561,679 1,093,484 Prior Base Rent ($/sq. ft.) (2) $ 28.38 $ 13.82 $ 20.55 $ 27.69 $ 17.67 $ 22.54 Initial Base Rent ($/sq. ft.) $ 32.72 $ 14.68 $ 23.01 $ 30.72 $ 18.81 $ 24.60 Percentage Change in Base Rents 15.3% 6.2% 12.0% 11.0% 6.4% 9.1% Tenant Improvements ($/sq. ft.) $ - $ - $ - $ 0.38 $ - $ 0.18 Leasing Commissions ($/sq. ft.) $ - $ - $ - $ 0.10 $ - $ 0.05 Weighted Average Lease Term (Yrs.) (3) 4.3 5.1 4.8 4.8 4.9 4.8 Total Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 85 6 91 324 21 345 Comparative GLA (sq. ft.) (1) 185,389 177,650 363,039 733,040 661,310 1,394,350 Prior Base Rent ($/sq. ft.) (2) $ 28.92 $ 12.47 $ 20.87 $ 27.37 $ 16.46 $ 22.20 Initial Base Rent ($/sq. ft.) $ 33.51 $ 14.25 $ 24.08 $ 30.47 $ 18.49 $ 24.79 Percentage Change in Base Rents 15.9% 14.2% 15.4% 11.3% 12.3% 11.7% Tenant Improvements ($/sq. ft.) $ 0.05 $ - $ 0.02 $ 1.07 $ 0.22 $ 0.66 Leasing Commissions ($/sq. ft.) $ 1.73 $ 0.56 $ 1.16 $ 1.01 $ 0.15 $ 0.60 Weighted Average Lease Term (Yrs.) (3) 6.0 5.8 5.9 5.6 5.8 5.7 (1) Comparative GLA includes spaces that were vacant for less than 12 months, excluding spaces that were not leased at the time of acquisition. (2) Prior Base Rent is on a cash basis and is the final monthly rent paid, annualized, for the prior tenant or the prior lease that was renewed. (3) Does not assume exercise of renewal options. - 18 -


 
Supplemental Disclosure Investor Information Quarter Ended December 31, 2018 Retail Opportunity Investments Corp. www.roireit.net Investor Relations: Transfer Agent: NASDAQ: ROIC Ashley Rubino Constance Adams 11250 El Camino Real, Suite 200 arubino@roireit.net ComputerShare San Diego, CA 92130 858.255.4913 constance.adams@computershare.com Equity Research Coverage Baird Equity Research RJ Milligan 813.273.8252 Bank of America Merrill Lynch Craig Schmidt 646.855.3640 Bank of Montreal Jeremy Metz 212.885.4053 BTIG Michael Gorman 212.738.6138 Capital One Securities, Inc. Chris Lucas 571.633.8151 Citi Michael Bilerman 212.816.1383 Christy McElroy 212.816.6981 D.A. Davidson & Co. James O. Lykins 503.603.3041 Green Street Daniel J. Busch 949.640.8780 J.P. Morgan Michael W. Mueller 212.622.6689 Jefferies Tayo Okusanya 212.336.7076 KeyBanc Capital Markets Todd Thomas 917.368.2286 Raymond James Paul Puryear 727.567.2253 Collin Mings 727.567.2585 RBC Capital Markets Wes Golladay 440.715.2650 Wells Fargo Jeff Donnelly 617.603.4262 Fixed Income Research Coverage J.P. Morgan Mark Streeter 212.834.5086 Ratings Agency Coverage Moody’s Investors Service Dilara Sukhov 212.553.1438 S&P Global Ratings Michael Souers 212.438.2508 - 19 -