UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 26, 2017
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.) |
8905 Towne Centre Drive, Suite 108 San Diego, California | (858) 677-0900 (Registrants' Telephone Number, Including Area Code) | 92122 (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 July 26, 2017, Retail Opportunity Investments Corp. (the "Company") issued an earnings release announcing its financial results for the quarter ended June 30, 2017. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference. On July 26, 2017, in connection with this earnings release, the Company posted certain supplemental information regarding the Company's operations for the quarter ended June 30, 2017 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
99.1 Earnings Release, dated July 26, 2017
99.2 Supplemental Information for the quarter ended June 30, 2017
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: July 26, 2017
By: | /s/ Michael B. Haines Name: Michael B. Haines Title: Chief Financial Officer |
RETAIL OPPORTUNITY INVESTMENTS
PARTNERSHIP, LP
PARTNERSHIP, LP
By: | RETAIL OPPORTUNITY INVESTMENTS GP, LLC, its general partner |
By: | /s/ Michael B. Haines Name: Michael B. Haines Title: Chief Financial Officer |
Retail Opportunity Investments Corp. TRADED: NASDAQ: ROIC
8905 Towne Centre Drive, Suite 108
San Diego, CA 92122
FOR IMMEDIATE RELEASE
Wednesday, July 26, 2017
Retail Opportunity Investments Corp. Reports
Solid 2017 Second Quarter Results
San Diego, CA, July 26, 2017 - Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the three and six months ended June 30, 2017.
HIGHLIGHTS
▪$8.3 million of net income attributable to common stockholders ($0.08 per diluted share)
▪$32.8 million of Funds From Operations(1) ($0.27 per diluted share)
▪$298.4 million of shopping center acquisitions lined up year-to-date
▪$171.9 million of shopping centers acquired year-to-date (including $80.4mm in 2Q’17)
▪$126.5 million of shopping center acquisitions currently lined up
▪$58.8mm of ROIC common equity to be issued in connection with acquisitions ($21.25 per share)
▪$43.5 million of non-core property dispositions currently lined up
▪97.3% portfolio lease rate at June 30, 2017
▪3.6% increase in same-center cash net operating income (2Q’17 vs. 2Q’16)
▪27.3% increase in same-space comparative cash rents on new leases (12.0% on renewals)
▪36.7% debt-to-total market capitalization ratio at June 30, 2017
▪3.7x interest coverage for 2Q’17
▪Quarterly cash dividend of $0.1875 per share declared
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(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, “The core fundamentals of our business remain strong and we continue to take our portfolio to new heights. During the second quarter, leasing activity continued to accelerate, driving our occupancy and releasing spreads higher. We ended the quarter at 97.3% leased and achieved 27.3% increase in same-space base rents on new leases. Additionally, we continued to enhance our presence across our key, in-fill markets through our highly-disciplined acquisition program.” Tanz commented further, “Given our acquisitions year-to-date and ongoing leasing momentum, we are well-positioned to post a strong second half to 2017.”
FINANCIAL SUMMARY
For the three months ended June 30, 2017, GAAP net income attributable to common stockholders was $8.3 million, or $0.08 per diluted share, as compared to GAAP net income attributable to common stockholders of $7.7 million, or $0.08 per diluted share, for the three months ended June 30, 2016. For the six months ended June 30, 2017, GAAP net income attributable to common stockholders was $18.5 million, or $0.17 per diluted share, as compared to GAAP net income attributable to common stockholders of $15.7 million, or $0.16 per diluted share, for the six months ended June 30, 2016.
FFO for the second quarter of 2017 was $32.8 million, or $0.27 per diluted share, as compared to $30.5 million in FFO, or $0.27 per diluted share for the second quarter of 2016. FFO for the first six months of 2017 was $67.2 million, or $0.55 per diluted share, as compared to $60.3 million in FFO, or $0.54 per diluted share for the first six months of 2016. 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 June 30, 2017, ROIC had a total market capitalization of approximately $3.7 billion with approximately $1.3 billion of principal debt outstanding, equating to a 36.7% debt-to-total market capitalization ratio. ROIC’s debt outstanding was comprised of $62.2 million of mortgage debt and approximately $1.3 billion of unsecured debt, including $281.0 million outstanding on its unsecured credit facility at June 30, 2017. For the second quarter of 2017, ROIC’s interest coverage was 3.7 times and 95.2% of its portfolio was unencumbered (based on gross leasable area) at June 30, 2017.
ACQUISITION SUMMARY
Year-to-date in 2017, ROIC has lined up a total of $298.4 million in shopping center acquisitions. During the first quarter of 2017, ROIC acquired three shopping centers, in separate transactions, totaling $91.5 million. During the second quarter of 2017, ROIC acquired two shopping centers, in separate transactions, totaling $80.4 million. Additionally, ROIC currently has contracts to acquire three shopping centers, totaling $126.5 million.
Division Center
In April 2017, ROIC acquired Division Center for $33.0 million. The shopping center is approximately 122,000 square feet and is anchored by Grocery Outlet Supermarket and Rite Aid Pharmacy. The property is located in Portland, Oregon and is currently 91.4% leased.
Highland Hill Shopping Center
In May 2017, ROIC acquired Highland Hill Shopping Center for $47.4 million. The shopping center is approximately 164,000 square feet and is anchored by Safeway Supermarket and LA Fitness. The property is located in Tacoma, Washington, within the Seattle metropolitan area, and is currently 95.9% leased.
Monta Loma Plaza
ROIC has a contract to acquire Monta Loma Plaza for $30.0 million. The shopping center is approximately 48,000 square feet and is anchored by Safeway Supermarket. The property is located in Mountain View, California, within the San Francisco metropolitan area, and is currently 100% leased.
In addition, ROIC has a contract to acquire the following two-property portfolio for $96.5 million. ROIC expects to fund the acquisition in part with the issuance of approximately $58.8 million of ROIC common equity, based on a value of $21.25 per share.
Riverstone Marketplace
Riverstone Marketplace is approximately 108,000 square feet and is anchored by Kroger (QFC) Supermarket. The property is located in Vancouver, Washington, within the Portland metropolitan area and is currently 96.1% leased.
Fullerton Crossroads
Fullerton Crossroads is approximately 222,000 square feet and is anchored by Kroger (Ralph’s) Supermarket. The property is located in Fullerton, California, within Orange County and is currently 100% leased.
DISPOSITION SUMMARY
ROIC currently has two properties lined up to be sold, totaling $43.5 million, including one shopping center and one land parcel, both slated for new multi-family development.
PROPERTY OPERATIONS SUMMARY
At June 30, 2017, ROIC’s portfolio was 97.3% leased. For the second quarter of 2017, same-center net operating income (NOI) was $39.0 million, as compared to $37.6 million in same-center NOI for the second quarter of 2016, representing a 3.6% increase. ROIC reports same-center comparative NOI on a cash basis. A reconciliation of GAAP operating income to same-center comparative NOI is provided at the end of this press release.
During the second quarter of 2017, ROIC executed 112 leases, totaling 316,515 square feet, achieving a 15.1% increase in same-space comparative base rent, including 43 new leases, totaling 99,922 square feet, achieving a 27.3% increase in same-space comparative base rent, and 69 renewed leases, totaling 216,593 square feet, achieving a 12.0% increase in base rent. ROIC reports same-space comparative base rent on a cash basis.
CASH DIVIDEND
On June 29, 2017, ROIC distributed an $0.1875 per share cash dividend. On July 26, 2017, ROIC’s board of directors declared a cash dividend of $0.1875 per share, payable on September 28, 2017 to stockholders of record on September 14, 2017.
CONFERENCE CALL
ROIC will conduct a conference call and audio webcast to discuss its results on Thursday, July 27, 2017 at 9:00 a.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: 22598941. 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 July 27, 2017 and will be available until 11:59 p.m. Eastern Time on August 3, 2017. To access the conference call recording, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and use the Conference ID: 22598941. 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 June 30, 2017, ROIC owned 86 shopping centers encompassing approximately 9.9 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)
June 30, 2017 (unaudited) | December 31, 2016 | ||||||
ASSETS | |||||||
Real Estate Investments: | |||||||
Land | $ | 811,587 | $ | 766,199 | |||
Building and improvements | 2,068,083 | 1,920,819 | |||||
2,879,670 | 2,687,018 | ||||||
Less: accumulated depreciation | 225,615 | 193,021 | |||||
Real Estate Investments, net | 2,654,055 | 2,493,997 | |||||
Cash and cash equivalents | 11,408 | 13,125 | |||||
Restricted cash | — | 125 | |||||
Tenant and other receivables, net | 36,645 | 35,820 | |||||
Deposits | 5,000 | — | |||||
Acquired lease intangible assets, net | 78,922 | 79,205 | |||||
Prepaid expenses | 1,167 | 3,317 | |||||
Deferred charges, net | 35,585 | 34,753 | |||||
Other assets | 2,926 | 2,627 | |||||
Total assets | $ | 2,825,708 | $ | 2,662,969 | |||
LIABILITIES AND EQUITY | |||||||
Liabilities: | |||||||
Term loan | $ | 299,385 | $ | 299,191 | |||
Credit facility | 279,217 | 95,654 | |||||
Senior Notes Due 2026 | 199,738 | 199,727 | |||||
Senior Notes Due 2024 | 245,619 | 245,354 | |||||
Senior Notes Due 2023 | 245,371 | 245,051 | |||||
Mortgage notes payable | 62,515 | 71,303 | |||||
Acquired lease intangible liabilities, net | 157,861 | 154,958 | |||||
Accounts payable and accrued expenses | 19,927 | 18,294 | |||||
Tenants’ security deposits | 6,287 | 5,950 | |||||
Other liabilities | 14,174 | 11,922 | |||||
Total liabilities | 1,530,094 | 1,347,404 | |||||
Commitments and contingencies | |||||||
Equity: | |||||||
Preferred stock, $.0001 par value 50,000,000 shares authorized; none issued and outstanding | — | — | |||||
Common stock, $0.0001 par value, 500,000,000 shares authorized, 109,730,196 and 109,301,762 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively | 11 | 11 | |||||
Additional paid-in capital | 1,361,811 | 1,357,910 | |||||
Accumulated dividends in excess of earnings | (188,737 | ) | (165,951 | ) | |||
Accumulated other comprehensive loss | (2,580 | ) | (3,729 | ) | |||
Total Retail Opportunity Investments Corp. stockholders’ equity | 1,170,505 | 1,188,241 | |||||
Non-controlling interests | 125,109 | 127,324 | |||||
Total equity | 1,295,614 | 1,315,565 | |||||
Total liabilities and equity | $ | 2,825,708 | $ | 2,662,969 | |||
RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Revenues | |||||||||||||||
Base rents | $ | 50,528 | $ | 45,652 | $ | 102,007 | $ | 89,500 | |||||||
Recoveries from tenants | 15,222 | 12,511 | 28,890 | 24,371 | |||||||||||
Other income | 890 | 508 | 1,643 | 894 | |||||||||||
Total revenues | 66,640 | 58,671 | 132,540 | 114,765 | |||||||||||
Operating expenses | |||||||||||||||
Property operating | 9,628 | 8,210 | 18,928 | 15,708 | |||||||||||
Property taxes | 7,647 | 6,053 | 14,715 | 11,708 | |||||||||||
Depreciation and amortization | 23,645 | 21,821 | 46,703 | 42,754 | |||||||||||
General and administrative expenses | 3,817 | 3,516 | 7,316 | 6,835 | |||||||||||
Acquisition transaction costs | 4 | 298 | 4 | 434 | |||||||||||
Other expense | 225 | 217 | 274 | 371 | |||||||||||
Total operating expenses | 44,966 | 40,115 | 87,940 | 77,810 | |||||||||||
Operating income | 21,674 | 18,556 | 44,600 | 36,955 | |||||||||||
Non-operating expenses | |||||||||||||||
Interest expense and other finance expenses | (12,477 | ) | (9,918 | ) | (24,152 | ) | (19,392 | ) | |||||||
Net income | 9,197 | 8,638 | 20,448 | 17,563 | |||||||||||
Net income attributable to non-controlling interests | (888 | ) | (934 | ) | (1,969 | ) | (1,832 | ) | |||||||
Net Income Attributable to Retail Opportunity Investments Corp. | $ | 8,309 | $ | 7,704 | $ | 18,479 | $ | 15,731 | |||||||
Earnings per share - basic and diluted: | $ | 0.08 | $ | 0.08 | $ | 0.17 | $ | 0.16 | |||||||
Dividends per common share | $ | 0.1875 | $ | 0.1800 | $ | 0.3750 | $ | 0.3600 | |||||||
CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Net income attributable to ROIC | $ | 8,309 | $ | 7,704 | $ | 18,479 | $ | 15,731 | |||||||
Plus: Depreciation and amortization | 23,645 | 21,821 | 46,703 | 42,754 | |||||||||||
Funds from operations – basic | 31,954 | 29,525 | 65,182 | 58,485 | |||||||||||
Net income attributable to non-controlling interests | 888 | 934 | 1,969 | 1,832 | |||||||||||
Funds from operations – diluted | $ | 32,842 | $ | 30,459 | $ | 67,151 | $ | 60,317 | |||||||
SAME-CENTER CASH NET OPERATING INCOME ANALYSIS
(Unaudited)
(In thousands, except number of shopping centers and percentages)
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||||||
2017 | 2016 | $ Change | % Change | 2017 | 2016 | $ Change | % Change | |||||||||||||||||||||||
Number of shopping centers included in same-center analysis | 74 | 74 | 72 | 72 | ||||||||||||||||||||||||||
Same-center occupancy | 97.5 | % | 97.3 | % | 0.2 | % | 97.6 | % | 97.2 | % | 0.4 | % | ||||||||||||||||||
Revenues: | ||||||||||||||||||||||||||||||
Base rents | $ | 40,118 | $ | 39,076 | $ | 1,042 | 2.7 | % | $ | 78,629 | $ | 76,142 | $ | 2,487 | 3.3 | % | ||||||||||||||
Percentage rent | 108 | 154 | (46 | ) | (29.9 | )% | 214 | 320 | (106 | ) | (33.1 | )% | ||||||||||||||||||
Recoveries from tenants | 13,558 | 12,198 | 1,360 | 11.1 | % | 25,345 | 23,709 | 1,636 | 6.9 | % | ||||||||||||||||||||
Other property income | 874 | 526 | 348 | 66.2 | % | 1,605 | 749 | 856 | 114.3 | % | ||||||||||||||||||||
Total Revenues | 54,658 | 51,954 | 2,704 | 5.2 | % | 105,793 | 100,920 | 4,873 | 4.8 | % | ||||||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||||||||
Property operating expenses | $ | 8,941 | $ | 7,832 | $ | 1,109 | 14.2 | % | $ | 16,765 | $ | 14,977 | $ | 1,788 | 11.9 | % | ||||||||||||||
Bad debt expense | 245 | 731 | (486 | ) | (66.5 | )% | 673 | 864 | (191 | ) | (22.1 | )% | ||||||||||||||||||
Property taxes | 6,485 | 5,742 | 743 | 12.9 | % | 12,250 | 11,055 | 1,195 | 10.8 | % | ||||||||||||||||||||
Total Operating Expenses | 15,671 | 14,305 | 1,366 | 9.5 | % | 29,688 | 26,896 | 2,792 | 10.4 | % | ||||||||||||||||||||
Same-center cash net operating income | $ | 38,987 | $ | 37,649 | $ | 1,338 | 3.6 | % | $ | 76,105 | $ | 74,024 | $ | 2,081 | 2.8 | % | ||||||||||||||
SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
GAAP operating income | $ | 21,674 | $ | 18,556 | $ | 44,600 | $ | 36,955 | |||||||
Depreciation and amortization | 23,645 | 21,821 | 46,703 | 42,754 | |||||||||||
General and administrative expenses | 3,817 | 3,516 | 7,316 | 6,835 | |||||||||||
Acquisition transaction costs | 4 | 298 | 4 | 434 | |||||||||||
Other expense | 225 | 217 | 274 | 371 | |||||||||||
Property revenues and other expenses (1) | (4,275 | ) | (5,402 | ) | (11,129 | ) | (10,335 | ) | |||||||
Total Company cash NOI | 45,090 | 39,006 | 87,768 | 77,014 | |||||||||||
Non same-center cash NOI | (6,103 | ) | (1,357 | ) | (11,663 | ) | (2,990 | ) | |||||||
Same-center cash NOI | $ | 38,987 | $ | 37,649 | $ | 76,105 | $ | 74,024 | |||||||
_____________________
(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
2nd QUARTER 2017
SUPPLEMENTAL INFORMATION
Retail Opportunity Investments Corporation
8905 Towne Centre Drive Suite 108
San Diego, CA 92122
www.roireit.net
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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 June 30, 2017, ROIC owned 86 shopping centers encompassing approximately 9.9 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.
Supplemental Disclosure
Quarter Ended June 30, 2017Overview
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Page
Balance Sheets……..……………………………………………………………..………………………………………………… 4
Income Statements .…………………………………………………………………………………..……..…………...………… 5
Funds From Operations …………………………………………………………………………………………………………… 6
Summary of Debt Outstanding .……………………………………………..……………………………………………………… 7
Selected Financial Analysis .……………………………………………………………………………………………………… 9
2017 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
Financial Data
Portfolio Data
Supplemental Disclosure
Quarter Ended June 30, 2017Table of Contents
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(unaudited, dollars in thousands, except par values and share amounts)
06/30/17 12/31/16
ASSETS:
Real Estate Investments:
Land 811,587$ 766,199$
Building and improvements 2,068,083 1,920,819
Less: accumulated depreciation (225,615) (193,021)
Real Estate Investments, net 2,654,055 2,493,997
Cash and cash equivalents 11,408 13,125
Restricted cash - 125
Tenant and other receivables, net 36,645 35,820
Deposits 5,000 -
Acquired lease intangible assets, net 78,922 79,205
Prepaid expenses 1,167 3,317
Deferred charges, net 35,585 34,753
Other assets 2,926 2,627
TOTAL ASSETS 2,825,708$ 2,662,969$
LIABILITIES:
Term loan 299,385$ 299,191$
Credit facility 279,217 95,654
Senior Notes Due 2026 199,738 199,727
Senior Notes Due 2024 245,619 245,354
Senior Notes Due 2023 245,371 245,051
Mortgage notes payable 62,515 71,303
Acquired lease intangible liabilities, net 157,861 154,958
Accounts payable and accrued expenses 19,927 18,294
Tenants' security deposits 6,287 5,950
Other liabilities 14,174 11,922
TOTAL LIABILITIES 1,530,094 1,347,404
EQUITY:
Common stock, $.0001 par value 500,000,000 shares authorized 11 11
Additional paid-in capital 1,361,811 1,357,910
Dividends in excess of earnings (188,737) (165,951)
Accumulated other comprehensive loss (2,580) (3,729)
Total Retail Opportunity Investments Corp. stockholders' equity 1,170,505 1,188,241
Non-controlling interests 125,109 127,324
TOTAL EQUITY 1,295,614 1,315,565
TOTAL LIABILITIES AND EQUITY 2,825,708$ 2,662,969$
The Company's Form 10-Q for the quarter ended June 30, 2017, and Form 10-K for the year ended December 31, 2016 should be read in conjunction with the above information.
Supplemental Disclosure
Quarter Ended June 30, 2017Balance Sheets
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(unaudited, in thousands, except per share amounts)
Three Months Ended Six Months Ended
06/30/17 06/30/16 06/30/17 06/30/16
REVENUES:
Base rents 50,528$ 45,652$ 102,007$ 89,500$
Recoveries from tenants 15,222 12,511 28,890 24,371
Other income 890 508 1,643 894
TOTAL REVENUES 66,640 58,671 132,540 114,765
OPERATING EXPENSES:
Property operating 9,628$ 8,210$ 18,928$ 15,708$
Property taxes 7,647 6,053 14,715 11,708
Depreciation and amortization 23,645 21,821 46,703 42,754
General and administrative expenses 3,817 3,516 7,316 6,835
Acquisition transaction costs 4 298 4 434
Other expense 225 217 274 371
TOTAL OPERATING EXPENSES 44,966 40,115 87,940 77,810
OPERATING INCOME 21,674 18,556 44,600 36,955
NON-OPERATING EXPENSES:
Interest expense and other finance expenses (12,477) (9,918) (24,152) (19,392)
TOTAL NON-OPERATING EXPENSES (12,477) (9,918) (24,152) (19,392)
NET INCOME 9,197$ 8,638$ 20,448$ 17,563$
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (888) (934) (1,969) (1,832)
NET INCOME ATTRIBUTABLE TO RETAIL OPPORTUNITY INVESTMENTS CORP. 8,309$ 7,704$ 18,479$ 15,731$
NET INCOME PER COMMON SHARE - BASIC 0.08$ 0.08$ 0.17$ 0.16$
NET INCOME PER COMMON SHARE - DILUTED 0.08$ 0.08$ 0.17$ 0.16$
Weighted average common shares outstanding - basic 109,267 100,166 109,247 99,789
Weighted average common shares outstanding - diluted 121,238 112,643 121,156 111,689
The Company's Form 10-Q for the quarters ended June 30, 2017 and June 30, 2016 should be read in conjunction with the above information.
Supplemental Disclosure
Quarter Ended June 30, 2017Income Statements
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(unaudited, in thousands, except per share amounts)
Three Months Ended Six Months Ended
06/30/17 06/30/16 06/30/17 06/30/16
Funds from Operations (FFO) (1) :
Net income attributable to ROIC common stockholders 8,309$ 7,704$ 18,479$ 15,731$
Plus:
Depreciation and amortization expense 23,645 21,821 46,703 42,754
FUNDS FROM OPERATIONS - BASIC 31,954$ 29,525$ 65,182$ 58,485$
Net income attributable to non-controlling interests 888 934 1,969 1,832
FUNDS FROM OPERATIONS - DILUTED 32,842$ 30,459$ 67,151$ 60,317$
FUNDS FROM OPERATIONS PER SHARE - BASIC 0.29$ 0.29$ 0.60$ 0.59$
FUNDS FROM OPERATIONS PER SHARE - DILUTED 0.27$ 0.27$ 0.55$ 0.54$
Weighted average common shares outstanding - basic 109,267 100,166 109,247 99,789
Weighted average common shares outstanding - diluted 121,238 112,643 121,156 111,689
Common dividends per share 0.1875$ 0.1800$ 0.3750$ 0.3600$
FFO Payout Ratio 69.4% 66.7% 68.2% 66.7%
The above does not purport to disclose all items required under GAAP.
(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.
Supplemental Disclosure
Quarter Ended June 30, 2017Funds From Operations
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(unaudited, dollars in thousands)
Outstanding GAAP Maturity Percent of
Balance Interest Rate Interest Rate Date Total Indebtedness
Fixed Rate Debt
Mortgage Debt:
Santa Teresa Village 10,262$ 6.20% 3.26% 02/01/18 0.8%
Magnolia Shopping Center 9,044 5.50% 3.86% 10/01/18 0.7%
Casitas Plaza Shopping Center 7,379 5.32% 4.20% 06/01/22 0.5%
Diamond Hills Plaza 35,500 3.55% 3.61% 10/01/25 2.6%
Net unamortized premiums on mortgages 695
Net unamortized deferred financing charges (365)
Total Mortgage Debt 62,515$ 4.5% 3.7% 5.6 Years (WA) 4.6%
Unsecured Senior Notes:
Senior Notes Due 2023 250,000$ 5.00% 5.21% 12/15/23 18.6%
Net unamortized discount on notes (2,931)
Net unamortized deferred financing charges (1,698)
Senior Notes Due 2023, net 245,371
Senior Notes Due 2024 250,000 4.00% 4.21% 12/15/24 18.6%
Net unamortized discount on notes (2,736)
Net unamortized deferred financing charges (1,645)
Senior Notes Due 2024, net 245,619
Senior Notes Due 2026 200,000 3.95% 3.95% 09/22/26 15.0%
Net unamortized deferred financing charges (262)
Senior Notes Due 2026, net 199,738
Total Unsecured Senior Notes 690,728$ 4.34% 4.49% 7.6 Years (WA) 52.2%
Interest rate swaps 100,000 1.96% 1.96% 1/31/2019 7.4%
Total Fixed Rate Debt 853,243$ 4.08% 4.13% 6.8 Years (WA) 64.2%
Variable Rate Debt
Credit Facility 281,000$ 2.17% 2.17% 01/31/19 20.9%
Net unamortized deferred financing charges (1,783)
Credit Facility, net 279,217
Term Loan 300,000 2.15% 2.15% 01/31/19 22.3%
Net unamortized deferred financing charges (615)
Term Loan, net 299,385
Interest rate swaps (100,000) (7.4)%
Total Variable Rate Debt 478,602$ 2.16% 2.16% 1.6 Years (WA) 35.8%
TOTAL DEBT 1,331,845$ 3.55% 3.59% 5.0 Years (WA) 100.0%
Net unamortized premiums on mortgages (695)
Net unamortized discount on notes 5,667
Net unamortized deferred financing charges 6,368
Total Principal Debt 1,343,185$
(1) Does not include extension options available to ROIC.
Supplemental Disclosure
Quarter Ended June 30, 2017Summary of Debt Outstanding
(1)
(1)
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(unaudited, dollars in thousands)
Summary of Principal Maturities
Senior Total Principal Percentage of
Credit Facility Term Loan Unsecured Notes Payments Debt Maturing
-$ -$ -$ -$ 290$ 0.0%
18,900 - - - 19,237 1.4%
- 281,000 300,000 - 581,157 43.3%
- - - - 166 0.0%
- - - - 282 0.0%
6,585 - - - 7,322 0.5%
- - - 250,000 250,686 18.7%
- - - 250,000 250,708 18.7%
32,787 - - - 33,337 2.5%
- - - 200,000 200,000 14.9%
58,272$ 281,000$ 300,000$ 700,000$ 1,343,185$ 100.0%
Summary of Unencumbered/Encumbered Properties
Percentage
GLA of GLA
Unencumbered properties 9,461,330 95.2%
Encumbered properties 477,567 4.8%
9,938,897 100.0%
Summary of Unsecured Debt/Secured Debt
Percentage of Total
Principal Debt
Unsecured principal debt 1,281,000$ 95.4%
Secured principal debt 62,185 4.6%
Total Principal Debt 1,343,185$ 100.0%
(1) Does not include extension options available to ROIC.
(2) Negligible percentage rounds down to zero.
Amount
2017 290$
Mortgage Principal
2019 157
2020 166
2021 282
2022 737
2023 686
Year Amortization
2018 337
Mortgage Principal
due at Maturity
86
2024 708
2025 550
2026 -
3,913$
Number of
Properties
82
4
Supplemental Disclosure
Quarter Ended June 30, 2017Summary of Debt Outstanding, continued
(1) (1)
(2)
(2)
(2)
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(unaudited, in thousands, except per share amounts)
06/30/17 03/31/17 12/31/16 09/30/16 06/30/16
Debt coverage ratios, three months ending:
Interest coverage ratio (EBITDA/interest expense) 3.7x 4.0x 4.0x 4.2x 4.1x
Debt service coverage (EBITDA/(interest expense + scheduled principal payments)) 3.6x 3.9x 3.9x 4.1x 4.0x
Net principal debt (Total principal debt less cash & equivalents)/Annualized EBITDA 7.2x 6.7x 6.4x 6.4x 7.3x
Debt/equity ratios, at period end:
Total principal debt/total market capitalization 36.7% 33.1% 31.4% 29.0% 32.8%
Total principal debt/total equity market capitalization 57.9% 49.4% 45.9% 40.8% 48.9%
Total principal debt/total book assets 47.5% 45.8% 43.9% 41.7% 46.9%
Total principal debt/undepreciated book value 44.0% 42.5% 40.9% 39.0% 44.1%
Secured principal debt/undepreciated book value 2.0% 2.4% 2.4% 2.5% 2.6%
Market capitalization calculations, at period end:
Common shares outstanding 109,267 109,263 108,891 108,749 101,564
Operating partnership units (OP units) outstanding 11,679 11,686 11,668 11,810 12,180
Common stock price per share 19.19$ 21.03$ 21.13$ 21.96$ 21.67$
Total equity market capitalization 2,320,960$ 2,543,568$ 2,547,411$ 2,647,473$ 2,464,823$
Total principal debt 1,343,185 1,257,494 1,168,683 1,078,869 1,204,551
TOTAL MARKET CAPITALIZATION 3,664,145$ 3,801,062$ 3,716,094$ 3,726,342$ 3,669,374$
Unsecured Senior Notes Financial Covenants: (1)
Total debt to total assets not to exceed 60% 45.9% 44.3% 42.7% 40.7% 46.1%
Total secured debt to total assets not to exceed 40% 2.2% 2.5% 2.6% 2.7% 2.8%
Total unencumbered assets to total unsecured debt not to be less than 150% 216.6% 225.4% 234.3% 246.9% 216.6%
Consolidated income available for debt service to interest expense not to be less than 1.5:1 3.9x 4.0x 4.1x 4.1x 4.0x
(1) Calculated in accordance with GAAP pursuant to underlying bond indentures.
Supplemental Disclosure
Quarter Ended June 30, 2017Selected Financial Analysis
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(dollars in thousands)
Date Owned
Shopping Centers Location Acquired Purchase Amount GLA
1Q 2017
PCC Natural Markets Plaza Edmonds, WA 01/25/17 8,600$ 34,459
The Terraces Rancho Palos Verdes, CA 03/17/17 54,100 172,922
Santa Rosa Southside Shopping Center Santa Rosa, CA 03/24/17 28,810 85,535
Total 1Q 2017 91,510$ 292,916
2Q 2017
Division Center Portland, OR 04/05/17 33,000$ 121,904
Highland Hill Shopping Center Tacoma, WA 05/09/17 47,350 163,926
Total 2Q 2017 80,350$ 285,830
3Q 2017
Total 2017 Acquisitions 171,860$ 578,746
Supplemental Disclosure
Quarter Ended June 30, 20172017 Property Acquisitions
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(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 95,062 100.0% 1,775$ Grocery Outlet Supermarket, 99¢ Only Stores, Rite Aid Pharmacy
Claremont Promenade * Claremont CA 09/23/10 92,297 98.8% 2,382 Super King Supermarket
Gateway Village * Chino Hills CA 12/17/10 96,959 98.7% 2,820 Sprouts Market
Seabridge Marketplace * Oxnard CA 05/31/12 93,630 100.0% 1,705 Safeway (Vons) Supermarket
Glendora Shopping Center * Glendora CA 08/01/12 106,535 98.3% 1,313 Albertson's Supermarket
Redondo Beach Plaza * Redondo Beach CA 12/28/12 110,509 100.0% 2,149 Safeway (Vons) Supermarket, Petco
Diamond Bar Town Center * Diamond Bar CA 02/01/13 100,342 98.5% 2,224 Walmart Neighborhood Market, Crunch Fitness
Diamond Hills Plaza * Diamond Bar CA 04/22/13 139,505 97.1% 3,409 H-Mart Supermarket, Rite Aid Pharmacy
Plaza de la Cañada * La Cañada Flintridge CA 12/13/13 100,408 98.3% 2,425 Gelson's Supermarket, TJ Maxx, Rite Aid Pharmacy
Fallbrook Shopping Center * Los Angeles CA 06/13/14 755,299 100.0% 12,445 Sprouts Market, Trader Joe's, Kroger (Ralph's) Supermarket
(2), TJ Maxx
Moorpark Town Center * Moorpark CA 12/03/14 133,547 99.0% 2,058 Kroger (Ralph's) Supermarket, CVS Pharmacy
Ontario Plaza * Ontario CA 01/06/15 150,149 97.1% 2,075 El Super Supermarket, Rite Aid Pharmacy
Park Oaks Shopping Center * Thousand Oaks CA 01/06/15 110,092 99.3% 2,754 Safeway (Vons) Supermarket, Dollar Tree
Warner Plaza * Woodland Hills CA 12/31/15 111,769 93.6% 4,280 Sprouts Market, Kroger (Ralph's) Supermarket
(2), Rite Aid Pharmacy (2)
Magnolia Shopping Center * Santa Barbara CA 03/10/16 116,360 97.2% 2,207 Kroger (Ralph's) Supermarket
Casitas Plaza Shopping Center * Carpinteria CA 03/10/16 97,407 93.4% 1,405 Albertson's Supermarket, CVS Pharmacy
Bouquet Center Santa Clarita CA 04/28/16 148,903 98.1% 3,303 Safeway (Vons) Supermarket, CVS Pharmacy, Ross Dress For Less
North Ranch Shopping Center Westlake Village CA 06/01/16 146,625 92.8% 4,950 Kroger (Ralph's) Supermarket, Trader Joe's, Rite Aid Pharmacy, Petco
The Knolls Long Beach CA 10/03/16 52,021 100.0% 1,360 Trader Joe's, Pet Food Express
The Terraces Rancho Palos Verdes CA 03/17/17 172,922 90.1% 3,203 Trader Joe's, Marshall's, LA Fitness
Los Angeles metro area total 2,930,341 97.8% 60,242$
Orange County metro area
Santa Ana Downtown Plaza * Santa Ana CA 01/26/10 105,546 98.8% 2,185$ Kroger (Food 4 Less) Supermarket, Marshall's
Sycamore Creek * Corona CA 09/30/10 74,198 100.0% 1,730 Safeway (Vons) Supermarket, CVS Pharmacy
(2)
Desert Springs Marketplace * Palm Desert CA 02/17/11 109,806 98.6% 2,659 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy
Cypress Center West * Cypress CA 12/04/12 106,621 96.9% 1,915 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy
Harbor Place Center * Garden Grove CA 12/28/12 119,821 100.0% 1,624 AA Supermarket, Ross Dress For Less
5 Points Plaza * Huntington Beach CA 09/27/13 160,536 98.3% 4,215 Trader Joe's, Pier 1
Peninsula Marketplace * Huntington Beach CA 10/15/13 95,416 100.0% 2,437 Kroger (Ralph's) Supermarket, Planet Fitness
Orange Country metro area total 771,944 98.9% 16,765$
San Diego metro area
Marketplace Del Rio * Oceanside CA 01/03/11 177,195 83.4% 2,940$ Stater Brothers Supermarket, Walgreens
Renaissance Towne Centre * San Diego CA 08/03/11 53,074 95.5% 2,367 CVS Pharmacy
Euclid Plaza * San Diego CA 03/29/12 77,044 96.8% 1,393 Vallarta Supermarket, Walgreens
Bay Plaza * San Diego CA 10/05/12 73,324 92.5% 1,794 Seafood City Supermarket
Bernardo Heights Plaza * Rancho Bernardo CA 02/06/13 37,729 100.0% 942 Sprouts Market
Hawthorne Crossings * San Diego CA 06/27/13 141,288 100.0% 3,240 Mitsuwa Supermarket, Ross Dress For Less, Staples
Creekside Plaza * Poway CA 02/28/14 128,852 100.0% 2,775 Stater Brothers Supermarket, DigiPlex Theatre
San Diego metro area total 688,506 94.2% 15,451$
Southern California Totals 4,390,791 97.4% 92,458$
(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 2Q 2017.
Supplemental Disclosure
Quarter Ended June 30, 2017Property Portfolio
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(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$ Buy Buy Baby, Total Wine and More, Basset Furniture
Pinole Vista Shopping Center * Pinole CA 01/06/11 225,002 97.0% 2,940 SaveMart (Lucky) Supermarket, Planet Fitness, Kmart
Country Club Gate Center * Pacific Grove CA 07/08/11 109,331 94.1% 1,985 SaveMart (Lucky) Supermarket, Rite Aid Pharmacy
Marlin Cove Shopping Center * Foster City CA 05/04/12 73,280 97.6% 2,173 99 Ranch Market
The Village at Novato * Novato CA 07/24/12 20,081 100.0% 551 Trader Joe's, Pharmaca Pharmacy
Santa Teresa Village * San Jose CA 11/08/12 124,295 93.2% 2,441 Raleys (Nob Hill) Supermarket, Dollar Tree
Granada Shopping Center * Livermore CA 06/27/13 69,325 96.7% 1,186 SaveMart (Lucky) Supermarket
Country Club Village * San Ramon CA 11/26/13 111,093 99.0% 2,071 Walmart Neighborhood Market, CVS Pharmacy
North Park Plaza * San Jose CA 04/30/14 76,697 100.0% 2,238 H-Mart Supermarket
Winston Manor * South San Francisco CA 01/07/15 49,852 100.0% 1,396 Grocery Outlet Supermarket
Jackson Square * Hayward CA 07/01/15 114,220 100.0% 2,151 Safeway Supermarket, CVS Pharmacy, 24 Hour Fitness
Gateway Centre * San Ramon CA 09/01/15 112,640 98.7% 2,595 SaveMart (Lucky) Supermarket, Walgreens
Iron Horse Plaza * Danville CA 12/04/15 61,860 89.3% 1,947 Lunardi's Market
Monterey Center Monterey CA 07/14/16 25,798 100.0% 1,071 Trader Joe's, Pharmaca Pharmacy
Santa Rosa Southside Shopping Center Santa Rosa CA 03/24/17 85,535 100.0% 1,544 REI, Cost Plus World Market
San Francisco metro area total 1,328,724 97.4% 27,760$
Sacramento metro area
Norwood Shopping Center * Sacramento CA 04/06/10 85,693 98.0% 1,342$ Viva Supermarket, Rite Aid Pharmacy, Citi Trends
Mills Shopping Center * Rancho Cordova CA 02/17/11 235,314 85.5% 2,383 Viva Supermarket, Ross Dress For Less (dd's Discounts), Dollar Tree
Morada Ranch * Stockton CA 05/16/11 101,842 95.1% 2,192 Raleys Supermarket
Round Hill Square Shopping Center * Zephyr Cove NV 09/21/11 115,984 98.8% 1,948 Safeway Supermarket, Dollar Tree, US Postal Service
Green Valley Station * Cameron Park CA 06/15/12 52,245 77.9% 859 CVS Pharmacy
Sacramento metro area total 591,078 90.9% 8,724$
Northern California Totals 1,919,802 95.4% 36,484$
(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 2Q 2017.
Supplemental Disclosure
Quarter Ended June 30, 2017Property Portfolio, continued
- 13 -
(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 96.9% 612$ Kroger (QFC) Supermarket
The Market at Lake Stevens * Lake Stevens WA 03/11/10 74,130 100.0% 1,454 Albertson's (Haggen) Supermarket
Canyon Park Shopping Center * Bothell WA 07/29/11 123,592 98.4% 2,316 PCC Natural Market, Rite Aid Pharmacy, Petco
Hawks Prairie Shopping Center * Lacey WA 09/09/11 157,529 94.3% 1,723 Safeway Supermarket, Dollar Tree, Big Lots
The Kress Building * Seattle WA 09/30/11 74,616 100.0% 1,811 IGA Supermarket, TJMaxx
Gateway Shopping Center * Marysville WA 02/16/12 104,298 88.3% 2,349 WinCo Foods
(2), Rite Aid Pharmacy, Ross Dress For Less
Aurora Square * Shoreline WA 05/02/12 38,030 100.0% 340 Central Supermarket
Canyon Crossing * Puyallup WA 04/15/13 120,508 96.9% 2,545 Safeway Supermarket
Crossroads Shopping Center * Bellevue WA 2010/2013 463,632 99.9% 10,296 Kroger (QFC) Supermarket, Bed Bath & Beyond, Dick's Sporting Goods
Aurora Square II * Shoreline WA 05/22/14 65,680 92.1% 986 Marshall's, Pier 1 Imports
Bellevue Marketplace * Bellevue WA 12/10/15 113,758 100.0% 2,794 Asian Family Market
Four Corner Square * Maple Valley WA 12/21/15 119,560 100.0% 2,531 Grocery Outlet Supermarket, Walgreens, Johnsons Home & Garden
Bridle Trails Shopping Center Kirkland WA 10/17/16 104,281 100.0% 1,833 Unified (Red Apple) Supermarket, Bartell Drugs
PCC Natural Markets Plaza Edmonds WA 01/25/17 34,459 100.0% 646 PCC Natural Market
Highland Hill Shopping Center Tacoma WA 05/09/17 163,926 95.9% 2,632 Safeway Supermarket, LA Fitness, Dollar Tree, Petco
Seattle metro area total 1,809,596 97.7% 34,868$
Portland metro area
Vancouver Market Center * Vancouver WA 06/17/10 118,385 97.0% 1,349$ Skyzone
Happy Valley Town Center * Happy Valley OR 07/14/10 138,662 100.0% 3,356 New Seasons Supermarket
Wilsonville Old Town Square * Wilsonville OR 2010/2012 49,937 100.0% 1,799 Kroger (Fred Meyer) Supermarket
(2)
Cascade Summit Town Square * West Linn OR 08/20/10 94,934 99.3% 1,638 Safeway Supermarket
Heritage Market Center * Vancouver WA 09/23/10 107,468 100.0% 1,766 Safeway Supermarket, Dollar Tree
Division Crossing * Portland OR 12/22/10 103,561 100.0% 1,213 Rite Aid Pharmacy, Ross Dress For Less, Ace Hardware
Halsey Crossing * Gresham OR 12/22/10 99,428 96.3% 1,274 24 Hour Fitness, Dollar Tree
Hillsboro Market Center * Hillsboro OR 11/23/11 156,021 100.0% 2,428 Albertson's Supermarket, Dollar Tree, Marshall's
Robinwood Shopping Center * West Linn OR 08/23/13 70,831 100.0% 1,046 Walmart Neighborhood Market
Tigard Marketplace * Tigard OR 02/18/14 136,889 99.3% 1,942 H-Mart Supermarket, Bi-Mart Pharmacy
Wilsonville Town Center * Wilsonville OR 12/11/14 167,829 99.0% 2,647 Safeway Supermarket, Rite Aid Pharmacy, Dollar Tree
Tigard Promenade * Tigard OR 07/28/15 88,043 100.0% 1,446 Safeway Supermarket
Sunnyside Village Square * Happy Valley OR 07/28/15 84,870 100.0% 1,472 Grocery Outlet Supermarket, 24 Hour Fitness, Ace Hardware
Johnson Creek Center * Happy Valley OR 11/09/15 108,588 100.0% 2,203 Trader Joe's, Walgreens, Sportsman's Warehouse
Rose City Center Portland OR 09/15/16 60,680 100.0% 675 Safeway Supermarket
Division Center Portland OR 04/05/17 121,904 91.4% 1,774 Grocery Outlet Supermarket, Rite Aid Pharmacy, Petco
Portland metro area total 1,708,030 98.8% 28,028$
Pacific Northwest Totals 3,517,626 98.2% 62,896$
TOTAL SHOPPING CENTERS 9,828,219 97.3% 191,838$
(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 2Q 2017.
Supplemental Disclosure
Quarter Ended June 30, 2017Property Portfolio, continued
- 14 -
(unaudited, dollars in thousands)
Three Months Ended Six Months Ended
06/30/17 06/30/16 $ Change % Change 06/30/17 06/30/16 $ Change % Change
Number of shopping centers included in same-center analysis (1) 74 74 72 72
Same-center occupancy 97.5% 97.3% 0.2% 97.6% 97.2% 0.4%
REVENUES:
Base rents 40,118$ 39,076$ 1,042$ 2.7% 78,629$ 76,142$ 2,487$ 3.3%
Percentage rent 108 154 (46) (29.9)% 214 320 (106) (33.1)%
Recoveries from tenants 13,558 12,198 1,360 11.1% 25,345 23,709 1,636 6.9%
Other property income 874 526 348 66.2% 1,605 749 856 114.3%
TOTAL REVENUES 54,658 51,954 2,704 5.2% 105,793 100,920 4,873 4.8%
OPERATING EXPENSES:
Property operating expenses 8,941$ 7,832$ 1,109$ 14.2% 16,765$ 14,977$ 1,788$ 11.9%
Bad debt expense 245 731 (486) (66.5)% 673 864 (191) (22.1)%
Property taxes 6,485 5,742 743 12.9% 12,250 11,055 1,195 10.8%
TOTAL OPERATING EXPENSES 15,671 14,305 1,366 9.5% 29,688 26,896 2,792 10.4%
SAME-CENTER CASH NET OPERATING INCOME 38,987$ 37,649$ 1,338$ 3.6% 76,105$ 74,024$ 2,081$ 2.8%
SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
GAAP Operating Income 21,674$ 18,556$ 44,600$ 36,955$
Depreciation and amortization 23,645 21,821 46,703 42,754
General and administrative expenses 3,817 3,516 7,316 6,835
Acquisition transaction costs 4 298 4 434
Other expense 225 217 274 371
Property revenues and other expenses (2) (4,275) (5,402) (11,129) (10,335)
TOTAL COMPANY CASH NET OPERATING INCOME 45,090 39,006 87,768 77,014
Non Same-Center Cash NOI (6,103) (1,357) (11,663) (2,990)
SAME-CENTER CASH NET OPERATING INCOME 38,987$ 37,649$ 76,105$ 74,024$
(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).
Supplemental Disclosure
Quarter Ended June 30, 2017Same-Center Cash Net Operating Income Analysis
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(dollars in thousands)
Percent
Number of Leased of Total Percent of
Tenant Leases GLA Leased GLA ABR Total ABR
1 Albertson's / Safeway Supermarkets 20 1,004,649 10.4% 11,766$ 6.1%
2 Kroger Supermarkets 9 368,461 3.8% 5,334 2.8%
3 Rite Aid Pharmacy 14 266,921 2.8% 3,331 1.7%
4 Marshall's / TJMaxx 7 208,645 2.2% 2,999 1.6%
5 SaveMart Supermarkets 4 187,639 1.9% 2,813 1.5%
6 JP Morgan Chase 19 85,873 0.9% 2,723 1.4%
7 Sprouts Markets 4 159,163 1.7% 2,568 1.3%
8 Ross Dress For Less / dd's Discounts 7 191,703 2.0% 2,558 1.3%
9 Trader Joe's 8 96,714 1.0% 2,492 1.3%
10 H-Mart Supermarkets 3 147,040 1.5% 2,383 1.2%
Top 10 Tenants Total 95 2,716,808 28.2% 38,967$ 20.2%
Other Tenants 1,781 6,918,142 71.8% 154,220 79.8%
Total Portfolio 1,876 9,634,950 100.0% 193,187$ 100.0%
Supplemental Disclosure
Quarter Ended June 30, 2017Top Ten Tenants
- 16 -
(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.
2017 3 91,996 1.0% 1,024$ 0.5% 11.14$
2018 15 424,062 4.4% 6,641 3.4% 15.66
2019 16 499,240 5.2% 7,812 4.0% 15.65
2020 15 500,893 5.2% 5,772 3.0% 11.52
2021 14 494,281 5.1% 5,246 2.7% 10.61
2022 17 501,380 5.2% 6,126 3.2% 12.22
2023 19 647,644 6.7% 9,396 4.9% 14.51
2024 5 246,034 2.6% 3,152 1.6% 12.81
2025 10 341,785 3.5% 4,919 2.5% 14.39
2026 9 317,096 3.3% 4,409 2.3% 13.90
2027+ 34 1,317,640 13.6% 20,510 10.6% 15.57
157 5,382,051 55.8% 75,007$ 38.7% 13.94$
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.
2017 151 250,266 2.6% 7,549$ 3.9% 30.17$
2018 259 560,222 5.8% 16,094 8.3% 28.73
2019 264 573,876 6.0% 15,221 7.9% 26.52
2020 255 574,133 6.0% 15,785 8.2% 27.49
2021 259 601,857 6.2% 17,201 8.9% 28.58
2022 217 575,295 6.0% 15,799 8.2% 27.46
2023 63 183,634 1.9% 5,125 2.7% 27.91
2024 62 207,287 2.2% 5,573 2.9% 26.89
2025 46 174,830 1.8% 4,345 2.2% 24.85
2026 55 173,416 1.8% 5,088 2.6% 29.34
2027+ 88 378,083 3.9% 10,400 5.5% 27.50
1,719 4,252,899 44.2% 118,180$ 61.3% 27.79$
All Tenants Number of Leased Percent of Total Percent of ABR
Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft.
2017 154 342,262 3.6% 8,573$ 4.4% 25.05$
2018 274 984,284 10.2% 22,735 11.7% 23.10
2019 280 1,073,116 11.2% 23,033 11.9% 21.46
2020 270 1,075,026 11.2% 21,557 11.2% 20.05
2021 273 1,096,138 11.3% 22,447 11.6% 20.48
2022 234 1,076,675 11.2% 21,925 11.4% 20.36
2023 82 831,278 8.6% 14,521 7.6% 17.47
2024 67 453,321 4.8% 8,725 4.5% 19.25
2025 56 516,615 5.3% 9,264 4.7% 17.93
2026 64 490,512 5.1% 9,497 4.9% 19.36
2027+ 122 1,695,723 17.5% 30,910 16.1% 18.23
1,876 9,634,950 100.0% 193,187$ 100.0% 20.05$
(1) Anchor tenants are leases equal to or greater than 15,000 square feet.
(2) Does not assume exercise of renewal options.
Supplemental Disclosure
Quarter Ended June 30, 2017Lease Expiration Schedule
- 17 -
New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total
Number of Leases 41 2 43 67 3 70
Gross Leasable Area (sq. ft.) 63,038 36,884 99,922 109,211 54,787 163,998
Initial Base Rent ($/sq. ft.) (1) 25.16$ 18.02$ 22.52$ 25.12$ 14.91$ 21.71$
Tenant Improvements ($/sq. ft.) 4.32$ 14.38$ 8.03$ 3.73$ 9.68$ 5.72$
Leasing Commissions ($/sq. ft.) 2.40$ 4.00$ 2.99$ 2.18$ 4.16$ 2.84$
Weighted Average Lease Term (Yrs.) (2) 6.7 10.2 8.0 6.0 10.4 7.4
Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total
Number of Leases 65 4 69 120 5 125
Gross Leasable Area (sq. ft.) 105,310 111,283 216,593 204,438 141,170 345,608
Initial Base Rent ($/sq. ft.) (1) 34.58$ 12.05$ 23.00$ 33.99$ 13.35$ 25.56$
Tenant Improvements ($/sq. ft.) 0.09$ -$ 0.05$ 0.58$ -$ 0.35$
Leasing Commissions ($/sq. ft.) -$ -$ -$ -$ -$ -$
Weighted Average Lease Term (Yrs.) (2) 4.6 4.8 4.7 4.8 4.8 4.8
Total Non-Anchor Anchor Total Non-Anchor Anchor Total
Number of Leases 106 6 112 187 8 195
Gross Leasable Area (sq. ft.) 168,348 148,167 316,515 313,649 195,957 509,606
Initial Base Rent ($/sq. ft.) (1) 31.05$ 13.53$ 22.85$ 30.90$ 13.78$ 24.32$
Tenant Improvements ($/sq. ft.) 1.68$ 3.58$ 2.57$ 1.68$ 2.71$ 2.07$
Leasing Commissions ($/sq. ft.) 0.90$ 1.00$ 0.94$ 0.76$ 1.16$ 0.91$
Weighted Average Lease Term (Yrs.) (2) 5.4 6.1 5.7 5.2 6.4 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.
For the Three Months Ended June 30, 2017 For the Six Months Ended June 30, 2017
Supplemental Disclosure
Quarter Ended June 30, 2017Leasing Summary
- 18 -
New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total
Comparative # of Leases 23 1 24 40 2 42
Comparative GLA (sq. ft.) (1) 42,525 18,000 60,525 72,136 35,903 108,039
Prior Base Rent ($/sq. ft.) (2) 21.51$ 10.50$ 18.23$ 22.99$ 7.12$ 17.71$
Initial Base Rent ($/sq. ft.) 25.84$ 17.00$ 23.21$ 27.05$ 12.76$ 22.30$
Percentage Change in Base Rents 20.1% 61.9% 27.3% 17.7% 79.3% 25.9%
Tenant Improvements ($/sq. ft.) 5.19$ 29.47$ 12.41$ 4.40$ 14.78$ 7.85$
Leasing Commissions ($/sq. ft.) 3.45$ 4.00$ 3.61$ 2.75$ 4.24$ 3.25$
Weighted Average Lease Term (Yrs.) (3) 7.4 10.0 8.2 6.7 10.4 7.9
Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total
Comparative # of Leases 65 4 69 120 5 125
Comparative GLA (sq. ft.) 105,310 111,283 216,593 204,438 141,170 345,608
Prior Base Rent ($/sq. ft.) (2) 29.92$ 11.64$ 20.53$ 30.21$ 12.76$ 23.08$
Initial Base Rent ($/sq. ft.) 34.58$ 12.05$ 23.00$ 33.99$ 13.35$ 25.56$
Percentage Change in Base Rents 15.6% 3.4% 12.0% 12.5% 4.6% 10.7%
Tenant Improvements ($/sq. ft.) 0.09$ -$ 0.05$ 0.58$ -$ 0.35$
Leasing Commissions ($/sq. ft.) -$ -$ -$ -$ -$ -$
Weighted Average Lease Term (Yrs.) (3) 4.6 4.8 4.7 4.8 4.8 4.8
Total Non-Anchor Anchor Total Non-Anchor Anchor Total
Comparative # of Leases 88 5 93 160 7 167
Comparative GLA (sq. ft.) (1) 147,835 129,283 277,118 276,574 177,073 453,647
Prior Base Rent ($/sq. ft.) (2) 27.50$ 11.49$ 20.03$ 28.32$ 11.62$ 21.80$
Initial Base Rent ($/sq. ft.) 32.06$ 12.74$ 23.05$ 32.18$ 13.23$ 24.78$
Percentage Change in Base Rents 16.6% 10.9% 15.1% 13.6% 13.8% 13.7%
Tenant Improvements ($/sq. ft.) 1.56$ 4.10$ 2.75$ 1.58$ 3.00$ 2.13$
Leasing Commissions ($/sq. ft.) 0.99$ 0.56$ 0.79$ 0.72$ 0.86$ 0.77$
Weighted Average Lease Term (Yrs.) (3) 5.4 5.5 5.4 5.3 5.9 5.5
(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.
For the Three Months Ended June 30, 2017 For the Six Months Ended June 30, 2017
Supplemental Disclosure
Quarter Ended June 30, 2017Same-Space Comparative Leasing Summary
- 19 -
Equity Research Coverage
Baird Equity Research RJ Milligan 813.273.8252
Bank of America Merrill Lynch Craig Schmidt 646.855.3640
BTIG Michael Gorman 212.738.6138
Canaccord Genuity Paul Morgan 415.325.4187
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
FBR & Co. Bryan Maher 646.885.5423
Green Street Daniel J. Busch 949.640.8780
J.P. Morgan Michael W. Mueller 212.622.6689
Jefferies George Hoglund 212.284.2226
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
Supplemental Disclosure
Quarter Ended June 30, 2017Investor Information
Retail Opportunity Investments Corp.
www.roireit.net
NASDAQ: ROIC
8905 Towne Centre Drive, Suite 108
Transfer Agent:
Constance Adams
ComputerShare
constance.adams@computershare.com
Investor Relations:
Ashley Rubino
arubino@roireit.net
858.255.4913