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):
October 24, 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 October 24, 2017, Retail Opportunity Investments Corp. (the "Company") issued an earnings release announcing its financial results for the quarter ended September 30, 2017. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference. On October 24, 2017, in connection with this earnings release, the Company posted certain supplemental information regarding the Company's operations for the quarter ended September 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.
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: October 24, 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
Tuesday, October 24, 2017
Retail Opportunity Investments Corp. Reports
2017 Third Quarter Results
San Diego, CA, October 24, 2017 - Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the three and nine months ended September 30, 2017.
HIGHLIGHTS
•$9.1mm of net income attributable to common stockholders for 3Q’17 ($0.08 per diluted share)
•$11.5% increase in Funds From Operations(1) to $0.29 per diluted share (3Q’17 vs. 3Q’16)
•$314.0mm of shopping centers acquisitions completed year-to-date
•$46.0mm shopping center acquisition currently lined up
•97.3% portfolio lease rate at September 30, 2017
•2.8% increase in same-center cash net operating income for first 9 months of 2017 (2.1% in 3Q)
•39.9% increase in same-space comparative cash rents on new leases for 3Q’17 (8.4% on renewals)
•$51.1mm of ROIC common equity issued in connection with acquisitions ($21.25 per share)
•$5mm of ROIC common equity to be issued in connection with an acquisition ($21.25 per share)
•Credit Facility borrowing capacity expanded to $600mm and maturity extended to September 2021
•Term Loan maturity extended to September 2022
•37.5% debt-to-total market capitalization ratio at September 30, 2017
•3.7x interest coverage for 3Q’17
•Quarterly cash dividend of $0.1875 per share declared
__________________________
(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, “2017 is shaping up to be another solid year of growth and performance for ROIC. Through our disciplined acquisition program, we continue to enhance our strong presence across the West Coast. Year to date, we have acquired $314 million of shopping centers and our portfolio now totals over 10 million square feet. Along with growing our portfolio, we continue to achieve strong property operating results, including being on track to post our third consecutive year with a portfolio lease rate above 97%. Additionally, we continue to achieve strong releasing spreads, posting a 32% increase in same-space base rent on new leases signed thus far in 2017.” Tanz concluded, “The fundamentals of our portfolio, markets and business all continue to be strong. Accordingly, we are excited about the company’s prospects as we work to complete 2017 and begin to look towards 2018.”
FINANCIAL SUMMARY
For the three months ended September 30, 2017, GAAP net income attributable to common stockholders was $9.1 million, or $0.08 per diluted share, as compared to GAAP net income attributable to common stockholders of $7.4 million, or $0.07 per diluted share, for the three months ended September 30, 2016. For the nine months ended September 30, 2017, GAAP net income attributable to common stockholders was $27.6 million, or $0.25 per diluted share, as compared to GAAP net income attributable to common stockholders of $23.1 million, or $0.22 per diluted share, for the nine months ended September 30, 2016.
FFO for the third quarter of 2017 was $34.8 million, or $0.29 per diluted share, as compared to $31.3 million in FFO, or $0.26 per diluted share for the third quarter of 2016, representing an 11.5% increase on a per diluted share basis. FFO for the first nine months of 2017 was $101.9 million, or $0.84 per diluted share, as compared to $91.6 million in FFO, or $0.80 per diluted share for the first nine 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 September 30, 2017, ROIC had a total market capitalization of approximately $3.7 billion with approximately $1.4 billion of principal debt outstanding, equating to a 37.5% debt-to-total market capitalization ratio. ROIC’s debt outstanding was comprised of $62.0 million of mortgage debt and approximately $1.3 billion of unsecured debt, including $317.0 million outstanding on its unsecured credit facility at September 30, 2017. For the third 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 September 30, 2017.
In September 2017, ROIC amended and restated its unsecured credit facility, modifying certain key terms, including:
1) increasing the borrowing capacity from $500 million to $600 million; 2) increasing the accordion feature, enabling the company to expand the borrowing capacity to $1.2 billion, subject to commitments and other customary conditions; and 3) extending the maturity date to September 2021. Additionally, ROIC amended and restated its $300 million unsecured term loan, maintaining the accordion feature, which enables the company to increase the term loan to $500 million, subject to commitments and other customary conditions, and extending the maturity date to September 2022.
ACQUISITION SUMMARY
Year-to-date in 2017, ROIC has acquired a total of $314.0 million in shopping center acquisitions. During the first quarter of 2017, ROIC acquired three shopping centers totaling $91.5 million. During the second quarter, ROIC acquired two shopping centers totaling $80.4 million. During the third quarter, ROIC acquired one shopping center for $30.0 million. Subsequent to the third quarter, to date ROIC has completed a total of $112.1 million of acquisitions including three shopping centers and a perimeter pad space at one of its existing shopping centers. Additionally, ROIC currently has a contract to acquire one shopping center for $46.0 million.
Monta Loma Plaza
In September 2017, ROIC acquired 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 October 2017, ROIC acquired the following two-property portfolio for $96.5 million. ROIC funded the acquisition in part with the issuance of approximately $51.1 million of ROIC common equity, based on a value of $21.25 per share, and the assumption of $44.5 million of debt.
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 96.2% 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.
North Lynnwood Shopping Center
In October 2017, ROIC acquired North Lynnwood Shopping Center for $13.3 million. The shopping center is approximately 64,000 square feet and is anchored by Kroger (QFC) Supermarket. The property is located in North Lynnwood, Washington, within the Seattle metropolitan area, and is currently 91.3% leased.
The Village at Nellie Gail Ranch
ROIC has a contract to acquire The Village at Nellie Gail Ranch for $46.0 million. The shopping center is approximately 88,000 square feet and is anchored by Smart & Final Extra Supermarket. The property is located in Laguna Hills, California, within Orange County, and is currently 96.9% leased. ROIC expects to fund the acquisition in part with the issuance of approximately $5 million of ROIC common equity, based on a value of $21.25 per share.
PROPERTY OPERATIONS SUMMARY
At September 30, 2017, ROIC’s portfolio was 97.3% leased. For the third quarter of 2017, same-center net operating income (NOI) was $41.2 million, as compared to $40.3 million in same-center NOI for the third quarter of 2016, representing a 2.1% increase. For the first nine months of 2017, same-center NOI was $114.5 million, as compared to $111.4 million of same-center NOI, representing a 2.8% 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.
During the third quarter of 2017, ROIC executed 123 leases, totaling 452,109 square feet, achieving a 14.5% increase in same-space comparative base rent, including 47 new leases, totaling 137,411 square feet, achieving a 39.9% increase in same-space comparative base rent, and 76 renewed leases, totaling 314,698 square feet, achieving an 8.4% increase in base rent. ROIC reports same-space comparative base rent on a cash basis.
QUARTERLY CASH DIVIDEND
On September 28, 2017, ROIC distributed an $0.1875 per share cash dividend. On October 24, 2017, ROIC’s board of directors declared a cash dividend of $0.1875 per share, payable on December 28, 2017 to stockholders of record on December 14, 2017.
2017 FFO GUIDANCE
ROIC currently estimates that FFO for the full year of 2017 will be within the range of $1.12 to $1.14 per diluted share, and net income to be $0.34 per diluted share. The following table provides a reconciliation of GAAP net income to FFO.
Year Ending December 31, 2017 | |||||||
Low End | High End | ||||||
GAAP net income applicable to stockholders | $ | 41,200 | $ | 41,936 | |||
Plus: Depreciation and amortization | 96,000 | 97,714 | |||||
Funds From Operations (FFO) applicable to stockholders | $ | 137,200 | $ | 139,650 | |||
Diluted Shares | 122,500 | 122,500 | |||||
Earnings per share (diluted) | $ | 0.34 | $ | 0.34 | |||
FFO per share (diluted) | $ | 1.12 | $ | 1.14 | |||
ROIC’s estimates are based on numerous underlying assumptions. ROIC’s management will discuss the company’s guidance and underlying assumption on its October 25, 2017 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, October 25, 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: 76487962. 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 October 25, 2017 and will be available until 12:00 p.m. Eastern Time on November 1, 2017. To access the conference call recording, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and use the Conference ID: 76487962. 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 September 30, 2017, ROIC owned 87 shopping centers encompassing approximately 10.0 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 Global Ratings. 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)
September 30, 2017 (unaudited) | December 31, 2016 | ||||||
ASSETS | |||||||
Real Estate Investments: | |||||||
Land | $ | 818,660 | $ | 766,199 | |||
Building and improvements | 2,108,511 | 1,920,819 | |||||
2,927,171 | 2,687,018 | ||||||
Less: accumulated depreciation | 241,269 | 193,021 | |||||
Real Estate Investments, net | 2,685,902 | 2,493,997 | |||||
Cash and cash equivalents | 10,073 | 13,125 | |||||
Restricted cash | — | 125 | |||||
Tenant and other receivables, net | 39,431 | 35,820 | |||||
Deposits | 5,550 | — | |||||
Acquired lease intangible assets, net | 79,300 | 79,205 | |||||
Prepaid expenses | 939 | 3,317 | |||||
Deferred charges, net | 35,075 | 34,753 | |||||
Other assets | 4,629 | 2,627 | |||||
Total assets | $ | 2,860,899 | $ | 2,662,969 | |||
LIABILITIES AND EQUITY | |||||||
Liabilities: | |||||||
Term loan | $ | 298,753 | $ | 299,191 | |||
Credit facility | 313,737 | 95,654 | |||||
Senior Notes Due 2026 | 199,745 | 199,727 | |||||
Senior Notes Due 2024 | 245,753 | 245,354 | |||||
Senior Notes Due 2023 | 245,533 | 245,051 | |||||
Mortgage notes payable | 62,265 | 71,303 | |||||
Acquired lease intangible liabilities, net | 159,815 | 154,958 | |||||
Accounts payable and accrued expenses | 30,169 | 18,294 | |||||
Tenants’ security deposits | 6,392 | 5,950 | |||||
Other liabilities | 12,224 | 11,922 | |||||
Total liabilities | 1,574,386 | 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 September 30, 2017 and December 31, 2016, respectively | 11 | 11 | |||||
Additional paid-in capital | 1,363,114 | 1,357,910 | |||||
Accumulated dividends in excess of earnings | (200,221 | ) | (165,951 | ) | |||
Accumulated other comprehensive loss | (621 | ) | (3,729 | ) | |||
Total Retail Opportunity Investments Corp. stockholders’ equity | 1,162,283 | 1,188,241 | |||||
Non-controlling interests | 124,230 | 127,324 | |||||
Total equity | 1,286,513 | 1,315,565 | |||||
Total liabilities and equity | $ | 2,860,899 | $ | 2,662,969 | |||
RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Revenues | |||||||||||||||
Base rents | $ | 52,871 | $ | 45,429 | $ | 154,878 | $ | 134,929 | |||||||
Recoveries from tenants | 14,210 | 13,271 | 43,100 | 37,642 | |||||||||||
Other income | 885 | 654 | 2,528 | 1,548 | |||||||||||
Total revenues | 67,966 | 59,354 | 200,506 | 174,119 | |||||||||||
Operating expenses | |||||||||||||||
Property operating | 9,702 | 8,053 | 28,630 | 23,761 | |||||||||||
Property taxes | 7,086 | 6,594 | 21,801 | 18,302 | |||||||||||
Depreciation and amortization | 24,627 | 23,102 | 71,330 | 65,856 | |||||||||||
General and administrative expenses | 3,475 | 3,220 | 10,790 | 10,055 | |||||||||||
Acquisition transaction costs | — | 179 | 4 | 613 | |||||||||||
Other expense / (income) | 41 | (10 | ) | 316 | 361 | ||||||||||
Total operating expenses | 44,931 | 41,138 | 132,871 | 118,948 | |||||||||||
Operating income | 23,035 | 18,216 | 67,635 | 55,171 | |||||||||||
Non-operating expenses | |||||||||||||||
Interest expense and other finance expenses | (12,908 | ) | (10,001 | ) | (37,060 | ) | (29,393 | ) | |||||||
Net income | 10,127 | 8,215 | 30,575 | 25,778 | |||||||||||
Net income attributable to non-controlling interests | (978 | ) | (813 | ) | (2,947 | ) | (2,645 | ) | |||||||
Net Income Attributable to Retail Opportunity Investments Corp. | $ | 9,149 | $ | 7,402 | $ | 27,628 | $ | 23,133 | |||||||
Earnings per share - basic and diluted: | $ | 0.08 | $ | 0.07 | $ | 0.25 | $ | 0.22 | |||||||
Dividends per common share | $ | 0.1875 | $ | 0.1800 | $ | 0.5625 | $ | 0.5400 | |||||||
CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Net income attributable to ROIC | $ | 9,149 | $ | 7,402 | $ | 27,628 | $ | 23,133 | |||||||
Plus: Depreciation and amortization | 24,627 | 23,102 | 71,330 | 65,856 | |||||||||||
Funds from operations – basic | 33,776 | 30,504 | 98,958 | 88,989 | |||||||||||
Net income attributable to non-controlling interests | 978 | 813 | 2,947 | 2,645 | |||||||||||
Funds from operations – diluted | $ | 34,754 | $ | 31,317 | $ | 101,905 | $ | 91,634 | |||||||
SAME-CENTER CASH NET OPERATING INCOME ANALYSIS
(Unaudited)
(In thousands, except number of shopping centers and percentages)
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||
2017 | 2016 | $ Change | % Change | 2017 | 2016 | $ Change | % Change | |||||||||||||||||||||||
Number of shopping centers included in same-center analysis | 76 | 76 | 72 | 72 | ||||||||||||||||||||||||||
Same-center occupancy | 97.3 | % | 97.0 | % | 0.3 | % | 97.5 | % | 96.9 | % | 0.6 | % | ||||||||||||||||||
Revenues: | ||||||||||||||||||||||||||||||
Base rents | $ | 42,765 | $ | 41,276 | $ | 1,489 | 3.6 | % | $ | 118,525 | $ | 114,459 | $ | 4,066 | 3.6 | % | ||||||||||||||
Percentage rent | 86 | 151 | (65 | ) | (43.0 | )% | 278 | 448 | (170 | ) | (37.9 | )% | ||||||||||||||||||
Recoveries from tenants | 13,001 | 13,191 | (190 | ) | (1.4 | )% | 37,539 | 35,729 | 1,810 | 5.1 | % | |||||||||||||||||||
Other property income | 818 | 657 | 161 | 24.5 | % | 2,395 | 1,406 | 989 | 70.3 | % | ||||||||||||||||||||
Total Revenues | 56,670 | 55,275 | 1,395 | 2.5 | % | 158,737 | 152,042 | 6,695 | 4.4 | % | ||||||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||||||||
Property operating expenses | $ | 8,662 | $ | 8,369 | $ | 293 | 3.5 | % | $ | 24,952 | $ | 22,898 | $ | 2,054 | 9.0 | % | ||||||||||||||
Bad debt expense | 452 | 83 | 369 | 444.6 | % | 1,085 | 944 | 141 | 14.9 | % | ||||||||||||||||||||
Property taxes | 6,366 | 6,489 | (123 | ) | (1.9 | )% | 18,155 | 16,812 | 1,343 | 8.0 | % | |||||||||||||||||||
Total Operating Expenses | 15,480 | 14,941 | 539 | 3.6 | % | 44,192 | 40,654 | 3,538 | 8.7 | % | ||||||||||||||||||||
Same-center cash net operating income | $ | 41,190 | $ | 40,334 | $ | 856 | 2.1 | % | $ | 114,545 | $ | 111,388 | $ | 3,157 | 2.8 | % | ||||||||||||||
SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
GAAP operating income | $ | 23,035 | $ | 18,216 | $ | 67,635 | $ | 55,171 | |||||||
Depreciation and amortization | 24,627 | 23,102 | 71,330 | 65,856 | |||||||||||
General and administrative expenses | 3,475 | 3,220 | 10,790 | 10,055 | |||||||||||
Acquisition transaction costs | — | 179 | 4 | 613 | |||||||||||
Other expense / (income) | 41 | (10 | ) | 316 | 361 | ||||||||||
Property revenues and other expenses (1) | (5,776 | ) | (3,184 | ) | (16,904 | ) | (13,654 | ) | |||||||
Total Company cash NOI | 45,402 | 41,523 | 133,171 | 118,402 | |||||||||||
Non same-center cash NOI | (4,212 | ) | (1,189 | ) | (18,626 | ) | (7,014 | ) | |||||||
Same-center cash NOI | $ | 41,190 | $ | 40,334 | $ | 114,545 | $ | 111,388 | |||||||
_____________________
(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
3rd QUARTER 2017
SUPPLEMENTAL INFORMATION
Retail Opportunity Investments Corporation
8905 Towne Centre Drive Suite 108
San Diego, CA 92122
www.roireit.net
- 2 -
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 September
30, 2017, ROIC owned 87 shopping centers encompassing approximately 10.0 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 September 30, 2017Overview
- 3 -
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 September 30, 2017Table of Contents
- 4 -
(unaudited, dollars in thousands, except par values and share amounts)
09/30/17 12/31/16
ASSETS:
Real Estate Investments:
Land 818,660$ 766,199$
Building and improvements 2,108,511 1,920,819
Less: accumulated depreciation (241,269) (193,021)
Real Estate Investments, net 2,685,902 2,493,997
Cash and cash equivalents 10,073 13,125
Restricted cash - 125
Tenant and other receivables, net 39,431 35,820
Deposits 5,550 -
Acquired lease intangible assets, net 79,300 79,205
Prepaid expenses 939 3,317
Deferred charges, net 35,075 34,753
Other assets 4,629 2,627
TOTAL ASSETS 2,860,899$ 2,662,969$
LIABILITIES:
Term loan 298,753$ 299,191$
Credit facility 313,737 95,654
Senior Notes Due 2026 199,745 199,727
Senior Notes Due 2024 245,753 245,354
Senior Notes Due 2023 245,533 245,051
Mortgage notes payable 62,265 71,303
Acquired lease intangible liabilities, net 159,815 154,958
Accounts payable and accrued expenses 30,169 18,294
Tenants' security deposits 6,392 5,950
Other liabilities 12,224 11,922
TOTAL LIABILITIES 1,574,386 1,347,404
EQUITY:
Common stock, $.0001 par value 500,000,000 shares authorized 11 11
Additional paid-in capital 1,363,114 1,357,910
Dividends in excess of earnings (200,221) (165,951)
Accumulated other comprehensive loss (621) (3,729)
Total Retail Opportunity Investments Corp. stockholders' equity 1,162,283 1,188,241
Non-controlling interests 124,230 127,324
TOTAL EQUITY 1,286,513 1,315,565
TOTAL LIABILITIES AND EQUITY 2,860,899$ 2,662,969$
The Company's Form 10-Q for the quarter ended September 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 September 30, 2017Balance Sheets
- 5 -
(unaudited, in thousands, except per share amounts)
Three Months Ended Nine Months Ended
09/30/17 09/30/16 09/30/17 09/30/16
REVENUES:
Base rents 52,871$ 45,429$ 154,878$ 134,929$
Recoveries from tenants 14,210 13,271 43,100 37,642
Other income 885 654 2,528 1,548
TOTAL REVENUES 67,966 59,354 200,506 174,119
OPERATING EXPENSES:
Property operating 9,702$ 8,053$ 28,630$ 23,761$
Property taxes 7,086 6,594 21,801 18,302
Depreciation and amortization 24,627 23,102 71,330 65,856
General and administrative expenses 3,475 3,220 10,790 10,055
Acquisition transaction costs - 179 4 613
Other expense 41 (10) 316 361
TOTAL OPERATING EXPENSES 44,931 41,138 132,871 118,948
OPERATING INCOME 23,035 18,216 67,635 55,171
NON-OPERATING EXPENSES:
Interest expense and other finance expenses (12,908) (10,001) (37,060) (29,393)
TOTAL NON-OPERATING EXPENSES (12,908) (10,001) (37,060) (29,393)
NET INCOME 10,127$ 8,215$ 30,575$ 25,778$
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (978) (813) (2,947) (2,645)
NET INCOME ATTRIBUTABLE TO RETAIL OPPORTUNITY INVESTMENTS CORP. 9,149$ 7,402$ 27,628$ 23,133$
NET INCOME PER COMMON SHARE - BASIC 0.08$ 0.07$ 0.25$ 0.22$
NET INCOME PER COMMON SHARE - DILUTED 0.08$ 0.07$ 0.25$ 0.22$
Weighted average common shares outstanding - basic 109,267 107,746 109,254 102,460
Weighted average common shares outstanding - diluted 121,251 120,074 121,201 114,509
The Company's Form 10-Q for the quarters ended September 30, 2017 and September 30, 2016 should be read in conjunction with the above information.
Supplemental Disclosure
Quarter Ended September 30, 2017Income Statements
- 6 -
(unaudited, in thousands, except per share amounts)
Three Months Ended Nine Months Ended
09/30/17 09/30/16 09/30/17 09/30/16
Funds from Operations (FFO) (1) :
Net income attributable to ROIC common stockholders 9,149$ 7,402$ 27,628$ 23,133$
Plus:
Depreciation and amortization expense 24,627 23,102 71,330 65,856
FUNDS FROM OPERATIONS - BASIC 33,776$ 30,504$ 98,958$ 88,989$
Net income attributable to non-controlling interests 978 813 2,947 2,645
FUNDS FROM OPERATIONS - DILUTED 34,754$ 31,317$ 101,905$ 91,634$
FUNDS FROM OPERATIONS PER SHARE - BASIC 0.31$ 0.28$ 0.91$ 0.87$
FUNDS FROM OPERATIONS PER SHARE - DILUTED 0.29$ 0.26$ 0.84$ 0.80$
Weighted average common shares outstanding - basic 109,267 107,746 109,254 102,460
Weighted average common shares outstanding - diluted 121,251 120,074 121,201 114,509
Common dividends per share 0.1875$ 0.1800$ 0.5625$ 0.5400$
FFO Payout Ratio 64.7% 69.2% 67.0% 67.5%
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 September 30, 2017Funds From Operations
- 7 -
(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 10,201$ 6.20% 3.26% 02/01/18 0.7%
Magnolia Shopping Center 8,998 5.50% 3.86% 10/01/18 0.7%
Casitas Plaza Shopping Center 7,343 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/deferred financing charges 223
Total Mortgage Debt 62,265$ 4.5% 3.7% 5.3 Years (WA) 4.5%
Unsecured Senior Notes:
Senior Notes Due 2023 250,000$ 5.00% 5.21% 12/15/23 18.1%
Net unamortized discount/deferred financing charges (4,467)
Senior Notes Due 2023, net 245,533
Senior Notes Due 2024 250,000 4.00% 4.21% 12/15/24 18.1%
Net unamortized discount/deferred financing charges (4,247)
Senior Notes Due 2024, net 245,753
Senior Notes Due 2026 200,000 3.95% 3.95% 09/22/26 14.5%
Net unamortized deferred financing charges (255)
Senior Notes Due 2026, net 199,745
Total Unsecured Senior Notes 691,031$ 4.34% 4.49% 7.4 Years (WA) 50.7%
Interest rate swaps 100,000 1.96% 1.96% 1/31/2019 7.3%
Total Fixed Rate Debt 853,296$ 4.08% 4.13% 7.2 Years (WA) 62.5%
Variable Rate Debt
Credit Facility 317,000$ 2.24% 2.24% 09/08/21 23.0%
Net unamortized deferred financing charges (3,263)
Credit Facility, net 313,737
Term Loan 300,000 2.34% 2.34% 09/08/22 21.8%
Net unamortized deferred financing charges (1,247)
Term Loan, net 298,753
Interest rate swaps (100,000) (7.3)%
Total Variable Rate Debt 512,490$ 2.29% 2.29% 4.4 Years (WA) 37.5%
TOTAL DEBT 1,365,786$ 3.57% 3.61% 6.0 Years (WA) 100.0%
Net unamortized premiums on mortgages (569)
Net unamortized discount on notes 5,492
Net unamortized deferred financing charges 8,333
Total Principal Debt 1,379,042$
(1) Does not include extension options available to ROIC.
(2) The Company entered into $200 million of interest rate swaps commencing December 29, 2017 through August 31, 2022 with a fixed rate of 2.84%.
Supplemental Disclosure
Quarter Ended September 30, 2017Summary of Debt Outstanding
(1)
(2)
- 8 -
(unaudited, dollars in thousands)
Summary of Principal Maturities
Senior Total Principal Percentage of
Credit Facility Term Loan Unsecured Notes Payments Debt Maturing
-$ -$ -$ -$ 147$ 0.0%
18,900 - - - 19,237 1.4%
- - - - 157 0.0%
- - - - 166 0.0%
- 317,000 - - 317,282 23.0%
6,585 - 300,000 - 307,322 22.3%
- - - 250,000 250,686 18.2%
- - - 250,000 250,708 18.2%
32,787 - - - 33,337 2.4%
- - - 200,000 200,000 14.5%
58,272$ 317,000$ 300,000$ 700,000$ 1,379,042$ 100.0%
Summary of Unencumbered/Encumbered Properties
Percentage
GLA of GLA
Unencumbered properties 9,512,531 95.2%
Encumbered properties 477,567 4.8%
9,990,098 100.0%
Summary of Unsecured Debt/Secured Debt
Percentage of Total
Principal Debt
Unsecured principal debt 1,317,000$ 95.5%
Secured principal debt 62,042 4.5%
Total Principal Debt 1,379,042$ 100.0%
(1) Does not include extension options available to ROIC.
87
2024 708
2025 550
2026 -
3,770$
Number of
Properties
83
4
Year Amortization
2018 337
Mortgage Principal
due at Maturity
Amount
2017 147$
Mortgage Principal
2019 157
2020 166
2021 282
2022 737
2023 686
Supplemental Disclosure
Quarter Ended September 30, 2017Summary of Debt Outstanding, continued
(1)
- 9 -
(unaudited, in thousands, except per share amounts)
09/30/17 06/30/17 03/31/17 12/31/16 09/30/16
Debt coverage ratios, three months ending:
Interest coverage ratio (EBITDA/interest expense) 3.7x 3.7x 4.0x 4.0x 4.2x
Debt service coverage (EBITDA/(interest expense + scheduled principal payments)) 3.7x 3.6x 3.9x 3.9x 4.1x
Net principal debt (Total principal debt less cash & equivalents)/Annualized EBITDA 7.1x 7.2x 6.7x 6.4x 6.4x
Debt/equity ratios, at period end:
Total principal debt/total market capitalization 37.5% 36.7% 33.1% 31.4% 29.0%
Total principal debt/total equity market capitalization 60.0% 57.9% 49.4% 45.9% 40.8%
Total principal debt/total book assets 48.2% 47.5% 45.8% 43.9% 41.7%
Total principal debt/undepreciated book value 44.5% 44.0% 42.5% 40.9% 39.0%
Secured principal debt/undepreciated book value 2.0% 2.0% 2.4% 2.4% 2.5%
Market capitalization calculations, at period end:
Common shares outstanding 109,267 109,267 109,263 108,891 108,749
Operating partnership units (OP units) outstanding 11,679 11,679 11,686 11,668 11,810
Common stock price per share 19.01$ 19.19$ 21.03$ 21.13$ 21.96$
Total equity market capitalization 2,299,192$ 2,320,960$ 2,543,568$ 2,547,411$ 2,647,473$
Total principal debt 1,379,042 1,343,185 1,257,494 1,168,683 1,078,869
TOTAL MARKET CAPITALIZATION 3,678,234$ 3,664,145$ 3,801,062$ 3,716,094$ 3,726,342$
Unsecured Senior Notes Financial Covenants: (1)
Total debt to total assets not to exceed 60% 46.3% 45.9% 44.3% 42.7% 40.7%
Total secured debt to total assets not to exceed 40% 2.1% 2.2% 2.5% 2.6% 2.7%
Total unencumbered assets to total unsecured debt not to be less than 150% 214.5% 216.6% 225.4% 234.3% 246.9%
Consolidated income available for debt service to interest expense not to be less than 1.5:1 3.8x 3.9x 4.0x 4.1x 4.1x
(1) Calculated in accordance with GAAP pursuant to underlying bond indentures.
Supplemental Disclosure
Quarter Ended September 30, 2017Selected Financial Analysis
- 10 -
(dollars in thousands)
Date Owned
Shopping Centers Location Acquired Purchase Amount GLA
1Q 2017
PCC Community 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
3Q 2017
Monta Loma Plaza Mountain View, CA 09/19/17 30,000$ 48,078
3Q 2017
Total 2017 Acquisitions 201,860$ 626,824
Supplemental Disclosure
Quarter Ended September 30, 20172017 Property Acquisitions
- 11 -
(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 95.9% 1,706$ Grocery Outlet Supermarket, 99¢ Only Stores, Rite Aid Pharmacy
Claremont Promenade * Claremont CA 09/23/10 92,297 97.2% 2,362 Super King Supermarket
Gateway Village * Chino Hills CA 12/17/10 96,959 96.1% 2,726 Sprouts Market
Seabridge Marketplace * Oxnard CA 05/31/12 95,830 99.5% 1,795 Safeway (Vons) Supermarket
Glendora Shopping Center * Glendora CA 08/01/12 106,535 98.3% 1,318 Albertson's Supermarket
Redondo Beach Plaza * Redondo Beach CA 12/28/12 110,509 100.0% 2,153 Safeway (Vons) Supermarket, Petco
Diamond Bar Town Center * Diamond Bar CA 02/01/13 100,342 98.5% 2,240 Walmart Neighborhood Market, Crunch Fitness
Diamond Hills Plaza * Diamond Bar CA 04/22/13 139,505 97.1% 3,437 H-Mart Supermarket, Rite Aid Pharmacy
Plaza de la Cañada * La Cañada Flintridge CA 12/13/13 100,408 96.7% 2,370 Gelson's Supermarket, TJ Maxx, Rite Aid Pharmacy
Fallbrook Shopping Center * Los Angeles CA 06/13/14 755,299 99.6% 12,406 Sprouts Market, Trader Joe's, Kroger (Ralph's) Supermarket
(2), TJ Maxx
Moorpark Town Center * Moorpark CA 12/03/14 133,547 98.3% 2,039 Kroger (Ralph's) Supermarket, CVS Pharmacy
Ontario Plaza * Ontario CA 01/06/15 150,149 97.7% 2,123 El Super Supermarket, Rite Aid Pharmacy
Park Oaks Shopping Center * Thousand Oaks CA 01/06/15 110,092 98.2% 2,731 Safeway (Vons) Supermarket, Dollar Tree
Warner Plaza * Woodland Hills CA 12/31/15 110,918 95.7% 4,288 Sprouts Market, Kroger (Ralph's) Supermarket
(2), Rite Aid Pharmacy (2)
Magnolia Shopping Center * Santa Barbara CA 03/10/16 116,360 90.4% 2,071 Kroger (Ralph's) Supermarket
Casitas Plaza Shopping Center * Carpinteria CA 03/10/16 97,407 96.5% 1,444 Albertson's Supermarket, CVS Pharmacy
Bouquet Center * Santa Clarita CA 04/28/16 148,903 96.7% 3,247 Safeway (Vons) Supermarket, CVS Pharmacy, Ross Dress For Less
North Ranch Shopping Center * Westlake Village CA 06/01/16 146,625 91.3% 4,718 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 90.8% 3,239 Trader Joe's, Marshall's, LA Fitness
Los Angeles metro area total 2,931,690 97.1% 59,824$
Orange County metro area
Santa Ana Downtown Plaza * Santa Ana CA 01/26/10 105,546 95.0% 2,071$ Kroger (Food 4 Less) Supermarket, Marshall's
Sycamore Creek * Corona CA 09/30/10 74,198 100.0% 1,733 Safeway (Vons) Supermarket, CVS Pharmacy
(2)
Desert Springs Marketplace * Palm Desert CA 02/17/11 109,806 98.6% 2,687 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy
Cypress Center West * Cypress CA 12/04/12 106,621 96.5% 1,917 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy
Harbor Place Center * Garden Grove CA 12/28/12 119,821 100.0% 1,625 AA Supermarket, Ross Dress For Less
5 Points Plaza * Huntington Beach CA 09/27/13 160,536 98.3% 4,184 Trader Joe's, Pier 1
Peninsula Marketplace * Huntington Beach CA 10/15/13 95,416 98.4% 2,379 Kroger (Ralph's) Supermarket, Planet Fitness
Orange Country metro area total 771,944 98.1% 16,596$
San Diego metro area
Marketplace Del Rio * Oceanside CA 01/03/11 177,195 85.3% 2,986$ Stater Brothers Supermarket, Walgreens
Renaissance Towne Centre * San Diego CA 08/03/11 53,074 100.0% 2,458 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 97.9% 1,858 Seafood City Supermarket
Bernardo Heights Plaza * Rancho Bernardo CA 02/06/13 37,729 96.3% 892 Sprouts Market
Hawthorne Crossings * San Diego CA 06/27/13 141,288 100.0% 3,253 Mitsuwa Supermarket, Ross Dress For Less, Staples
Creekside Plaza * Poway CA 02/28/14 128,852 100.0% 2,782 Stater Brothers Supermarket, AMC Theatres
San Diego metro area total 688,506 95.4% 15,622$
Southern California Totals 4,392,140 97.0% 92,042$
(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 3Q 2017.
Supplemental Disclosure
Quarter Ended September 30, 2017Property Portfolio
- 12 -
(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 01/06/11 223,369 96.9% 2,954 SaveMart (Lucky) Supermarket, Planet Fitness, Kmart
Country Club Gate Center * Pacific Grove CA 07/08/11 109,331 94.9% 2,010 SaveMart (Lucky) Supermarket, Rite Aid Pharmacy
Marlin Cove Shopping Center * Foster City CA 05/04/12 73,943 95.3% 2,151 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% 2,486 Raleys (Nob Hill) Supermarket, Dollar Tree
Granada Shopping Center * Livermore CA 06/27/13 69,325 96.7% 1,210 SaveMart (Lucky) Supermarket
Country Club Village * San Ramon CA 11/26/13 111,093 99.0% 2,076 Walmart Neighborhood Market, CVS Pharmacy
North Park Plaza * San Jose CA 04/30/14 76,697 100.0% 2,272 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% 2,156 Safeway Supermarket, CVS Pharmacy, 24 Hour Fitness
Gateway Centre * San Ramon CA 09/01/15 112,640 100.0% 2,652 SaveMart (Lucky) Supermarket, Walgreens
Iron Horse Plaza * Danville CA 12/04/15 61,860 100.0% 1,962 Lunardi's Market
Monterey Center Monterey CA 07/14/16 25,798 100.0% 1,075 Trader Joe's, Pharmaca Pharmacy
Santa Rosa Southside Shopping Center Santa Rosa CA 03/24/17 88,535 100.0% 1,671 REI, Cost Plus World Market
Monta Loma Plaza Mountain View CA 09/19/17 48,078 100.0% 1,347 Safeway Supermarket
San Francisco metro area total 1,378,832 98.0% 29,440$
Sacramento metro area
Norwood Shopping Center * Sacramento CA 04/06/10 85,693 100.0% 1,380$ Viva Supermarket, Rite Aid Pharmacy, Citi Trends
Mills Shopping Center * Rancho Cordova CA 02/17/11 235,314 85.9% 2,410 Viva Supermarket, Ross Dress For Less (dd's Discounts), Dollar Tree
Morada Ranch * Stockton CA 05/16/11 101,842 95.1% 2,198 Raleys Supermarket
Round Hill Square Shopping Center * Zephyr Cove NV 09/21/11 115,984 95.4% 1,876 Safeway Supermarket, Dollar Tree, US Postal Service
Green Valley Station * Cameron Park CA 06/15/12 52,245 77.9% 873 CVS Pharmacy
Sacramento metro area total 591,078 90.7% 8,737$
Northern California Totals 1,969,910 95.8% 38,177$
(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 3Q 2017.
Supplemental Disclosure
Quarter Ended September 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% 618$ Kroger (QFC) Supermarket
The Market at Lake Stevens * Lake Stevens WA 03/11/10 74,130 100.0% 1,461 Albertson's (Haggen) Supermarket
Canyon Park Shopping Center * Bothell WA 07/29/11 123,592 98.4% 2,326 PCC Community Markets, Rite Aid Pharmacy, Petco
Hawks Prairie Shopping Center * Lacey WA 09/09/11 157,529 100.0% 1,816 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% 2,357 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% 2,541 Safeway Supermarket
Crossroads Shopping Center * Bellevue WA 2010/2013 463,541 100.0% 10,369 Kroger (QFC) Supermarket, Bed Bath & Beyond, Dick's Sporting Goods
Aurora Square II * Shoreline WA 05/22/14 65,488 95.1% 1,137 Marshall's, Pier 1 Imports
Bellevue Marketplace * Bellevue WA 12/10/15 113,758 100.0% 2,954 Asian Family Market
Four Corner Square * Maple Valley WA 12/21/15 119,560 100.0% 2,534 Grocery Outlet Supermarket, Walgreens, Johnsons Home & Garden
Bridle Trails Shopping Center Kirkland WA 10/17/16 104,281 100.0% 1,839 Unified (Red Apple) Supermarket, Bartell Drugs
PCC Community Markets Plaza Edmonds WA 01/25/17 34,459 100.0% 646 PCC Community Markets
Highland Hill Shopping Center Tacoma WA 05/09/17 163,926 95.9% 2,648 Safeway Supermarket, LA Fitness, Dollar Tree, Petco
Seattle metro area total 1,809,313 98.4% 35,397$
Portland metro area
Vancouver Market Center * Vancouver WA 06/17/10 118,385 97.0% 1,372$ Skyzone
Happy Valley Town Center * Happy Valley OR 07/14/10 138,662 100.0% 3,496 New Seasons Supermarket
Wilsonville Old Town Square * Wilsonville OR 2010/2012 49,937 100.0% 1,818 Kroger (Fred Meyer) Supermarket
(2)
Cascade Summit Town Square * West Linn OR 08/20/10 94,934 99.3% 1,679 Safeway Supermarket
Heritage Market Center * Vancouver WA 09/23/10 107,468 98.3% 1,713 Safeway Supermarket, Dollar Tree
Division Crossing * Portland OR 12/22/10 103,561 98.0% 1,170 Rite Aid Pharmacy, Ross Dress For Less, Ace Hardware
Halsey Crossing * Gresham OR 12/22/10 99,428 96.3% 1,275 24 Hour Fitness, Dollar Tree
Hillsboro Market Center * Hillsboro OR 11/23/11 156,021 100.0% 2,429 Albertson's Supermarket, Dollar Tree, Marshall's
Robinwood Shopping Center * West Linn OR 08/23/13 70,831 100.0% 1,049 Walmart Neighborhood Market
Tigard Marketplace * Tigard OR 02/18/14 136,889 98.1% 1,888 H-Mart Supermarket, Bi-Mart Pharmacy
Wilsonville Town Center * Wilsonville OR 12/11/14 167,829 97.9% 2,615 Safeway Supermarket, Rite Aid Pharmacy, Dollar Tree
Tigard Promenade * Tigard OR 07/28/15 88,043 100.0% 1,447 Safeway Supermarket
Sunnyside Village Square * Happy Valley OR 07/28/15 84,897 97.3% 1,415 Grocery Outlet Supermarket, 24 Hour Fitness, Ace Hardware
Johnson Creek Center * Happy Valley OR 11/09/15 108,588 100.0% 2,206 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 04/05/17 121,904 100.0% 1,933 Grocery Outlet Supermarket, Rite Aid Pharmacy, Petco
Portland metro area total 1,708,057 98.8% 28,180$
Pacific Northwest Totals 3,517,370 98.6% 63,577$
TOTAL SHOPPING CENTERS 9,879,420 97.3% 193,796$
(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 3Q 2017.
Supplemental Disclosure
Quarter Ended September 30, 2017Property Portfolio, continued
- 14 -
(unaudited, dollars in thousands)
Three Months Ended Nine Months Ended
09/30/17 09/30/16 $ Change % Change 09/30/17 09/30/16 $ Change % Change
Number of shopping centers included in same-center analysis (1) 76 76 72 72
Same-center occupancy 97.3% 97.0% 0.3% 97.5% 96.9% 0.6%
REVENUES:
Base rents 42,765$ 41,276$ 1,489$ 3.6% 118,525$ 114,459$ 4,066$ 3.6%
Percentage rent 86 151 (65) (43.0)% 278 448 (170) (37.9)%
Recoveries from tenants 13,001 13,191 (190) (1.4%) 37,539 35,729 1,810 5.1%
Other property income 818 657 161 24.5% 2,395 1,406 989 70.3%
TOTAL REVENUES 56,670 55,275 1,395 2.5% 158,737 152,042 6,695 4.4%
OPERATING EXPENSES:
Property operating expenses 8,662$ 8,369$ 293$ 3.5% 24,952$ 22,898$ 2,054$ 9.0%
Bad debt expense 452 83 369 444.6% 1,085 944 141 14.9%
Property taxes 6,366 6,489 (123) (1.9)% 18,155 16,812 1,343 8.0%
TOTAL OPERATING EXPENSES 15,480 14,941 539 3.6% 44,192 40,654 3,538 8.7%
SAME-CENTER CASH NET OPERATING INCOME 41,190$ 40,334$ 856$ 2.1% 114,545$ 111,388$ 3,157$ 2.8%
SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
GAAP Operating Income 23,035$ 18,216$ 67,635$ 55,171$
Depreciation and amortization 24,627 23,102 71,330 65,856
General and administrative expenses 3,475 3,220 10,790 10,055
Acquisition transaction costs - 179 4 613
Other expense 41 (10) 316 361
Property revenues and other expenses (2) (5,776) (3,184) (16,904) (13,654)
TOTAL COMPANY CASH NET OPERATING INCOME 45,402 41,523 133,171 118,402
Non Same-Center Cash NOI (4,212) (1,189) (18,626) (7,014)
SAME-CENTER CASH NET OPERATING INCOME 41,190$ 40,334$ 114,545$ 111,388$
(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 September 30, 2017Same-Center Cash Net Operating Income Analysis
- 15 -
(dollars in thousands)
Percent
Number of Leased of Total Percent of
Tenant Leases GLA Leased GLA ABR Total ABR
1 Albertson's / Safeway Supermarkets 21 1,032,829 10.7% 12,386$ 6.3%
2 Kroger Supermarkets 9 368,461 3.8% 5,334 2.7%
3 Rite Aid Pharmacy 14 266,921 2.8% 3,331 1.7%
4 Marshall's / TJMaxx 7 208,645 2.2% 2,999 1.5%
5 SaveMart Supermarkets 4 187,639 1.9% 2,813 1.4%
6 JP Morgan Chase 19 85,873 0.9% 2,759 1.4%
7 Sprouts Markets 4 159,163 1.6% 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 96 2,744,988 28.4% 39,623$ 20.1%
Other Tenants 1,781 6,941,097 71.6% 155,477 79.9%
Total Portfolio 1,877 9,686,085 100.0% 195,100$ 100.0%
Supplemental Disclosure
Quarter Ended September 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 2 64,606 0.7% 737$ 0.4% 11.40$
2018 13 379,446 3.9% 5,803 3.0% 15.29
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 3.1% 12.22
2023 21 696,633 7.2% 10,076 5.2% 14.46
2024 5 246,034 2.5% 3,152 1.6% 12.81
2025 10 341,785 3.5% 4,919 2.5% 14.39
2026 9 317,096 3.3% 4,418 2.3% 13.93
2027+ 36 1,378,864 14.2% 21,936 11.2% 15.91
158 5,420,258 56.0% 75,997$ 39.0% 14.02$
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 67 109,867 1.1% 3,393$ 1.7% 30.89$
2018 241 462,308 4.8% 13,400 6.9% 28.98
2019 260 563,629 5.8% 15,022 7.7% 26.65
2020 263 601,970 6.2% 16,434 8.4% 27.30
2021 266 620,381 6.4% 17,822 9.1% 28.73
2022 257 615,857 6.4% 17,675 9.1% 28.70
2023 91 286,188 3.0% 7,794 4.0% 27.23
2024 66 212,309 2.2% 5,733 2.9% 27.00
2025 50 185,354 1.9% 4,631 2.4% 24.98
2026 55 176,281 1.8% 5,141 2.6% 29.16
2027+ 103 431,683 4.4% 12,058 6.2% 27.93
1,719 4,265,827 44.0% 119,103$ 61.0% 27.92$
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 69 174,473 1.8% 4,130$ 2.1% 23.67$
2018 254 841,754 8.7% 19,203 9.9% 22.81
2019 276 1,062,869 11.0% 22,834 11.7% 21.48
2020 278 1,102,863 11.4% 22,206 11.4% 20.14
2021 280 1,114,662 11.5% 23,068 11.8% 20.69
2022 274 1,117,237 11.6% 23,801 12.2% 21.30
2023 112 982,821 10.2% 17,870 9.2% 18.18
2024 71 458,343 4.7% 8,885 4.5% 19.39
2025 60 527,139 5.4% 9,550 4.9% 18.12
2026 64 493,377 5.1% 9,559 4.9% 19.37
2027+ 139 1,810,547 18.6% 33,994 17.4% 18.78
1,877 9,686,085 100.0% 195,100$ 100.0% 20.14$
(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 September 30, 2017Lease Expiration Schedule
- 17 -
New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total
Number of Leases 47 - 47 114 3 117
Gross Leasable Area (sq. ft.) 137,411 - 137,411 246,622 54,787 301,409
Initial Base Rent ($/sq. ft.) (1) 22.89$ -$ 22.89$ 23.88$ 14.91$ 22.25$
Tenant Improvements ($/sq. ft.) 4.00$ -$ 4.00$ 3.88$ 13.52$ 5.63$
Leasing Commissions ($/sq. ft.) 2.22$ -$ 2.22$ 2.20$ 4.16$ 2.55$
Weighted Average Lease Term (Yrs.) (2) 7.2 - 7.2 6.7 10.4 7.3
Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total
Number of Leases 72 4 76 192 9 201
Gross Leasable Area (sq. ft.) 189,512 125,186 314,698 393,950 266,356 660,306
Initial Base Rent ($/sq. ft.) (1) 29.88$ 13.91$ 23.52$ 32.07$ 13.61$ 24.62$
Tenant Improvements ($/sq. ft.) 0.22$ -$ 0.13$ 0.41$ -$ 0.24$
Leasing Commissions ($/sq. ft.) -$ -$ -$ -$ -$ -$
Weighted Average Lease Term (Yrs.) (2) 5.6 5.9 5.7 5.2 5.3 5.2
Total Non-Anchor Anchor Total Non-Anchor Anchor Total
Number of Leases 119 4 123 306 12 318
Gross Leasable Area (sq. ft.) 326,923 125,186 452,109 640,572 321,143 961,715
Initial Base Rent ($/sq. ft.) (1) 26.94$ 13.91$ 23.33$ 28.91$ 13.83$ 23.88$
Tenant Improvements ($/sq. ft.) 1.81$ -$ 1.31$ 1.75$ 2.31$ 1.93$
Leasing Commissions ($/sq. ft.) 0.93$ -$ 0.67$ 0.85$ 0.71$ 0.80$
Weighted Average Lease Term (Yrs.) (2) 6.3 5.9 6.2 5.8 6.2 5.9
(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 September 30, 2017 For the Nine Months Ended September 30, 2017
Supplemental Disclosure
Quarter Ended September 30, 2017Leasing Summary
- 18 -
New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total
Comparative # of Leases 29 - 29 69 2 71
Comparative GLA (sq. ft.) (1) 88,987 - 88,987 161,123 35,903 197,026
Prior Base Rent ($/sq. ft.) (2) 18.31$ -$ 18.31$ 20.40$ 7.12$ 17.98$
Initial Base Rent ($/sq. ft.) 25.61$ -$ 25.61$ 26.26$ 12.76$ 23.80$
Percentage Change in Base Rents 39.9% - 39.9% 28.7% 79.3% 32.3%
Tenant Improvements ($/sq. ft.) 5.95$ -$ 5.95$ 5.26$ 20.63$ 8.06$
Leasing Commissions ($/sq. ft.) 2.12$ -$ 2.12$ 2.40$ 4.24$ 2.74$
Weighted Average Lease Term (Yrs.) (3) 7.7 - 7.7 7.2 10.4 7.8
Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total
Comparative # of Leases 72 4 76 192 9 201
Comparative GLA (sq. ft.) 189,512 125,186 314,698 393,950 266,356 660,306
Prior Base Rent ($/sq. ft.) (2) 27.45$ 12.97$ 21.69$ 28.88$ 12.86$ 22.42$
Initial Base Rent ($/sq. ft.) 29.88$ 13.91$ 23.52$ 32.07$ 13.61$ 24.62$
Percentage Change in Base Rents 8.8% 7.2% 8.4% 11.0% 5.8% 9.8%
Tenant Improvements ($/sq. ft.) 0.22$ -$ 0.13$ 0.41$ -$ 0.24$
Leasing Commissions ($/sq. ft.) -$ -$ -$ -$ -$ -$
Weighted Average Lease Term (Yrs.) (3) 5.6 5.9 5.7 5.2 5.3 5.2
Total Non-Anchor Anchor Total Non-Anchor Anchor Total
Comparative # of Leases 101 4 105 261 11 272
Comparative GLA (sq. ft.) (1) 278,499 125,186 403,685 555,073 302,259 857,332
Prior Base Rent ($/sq. ft.) (2) 24.53$ 12.97$ 20.95$ 26.42$ 12.18$ 21.40$
Initial Base Rent ($/sq. ft.) 28.51$ 13.91$ 23.98$ 30.38$ 13.51$ 24.43$
Percentage Change in Base Rents 16.2% 7.2% 14.5% 15.0% 10.9% 14.2%
Tenant Improvements ($/sq. ft.) 2.05$ 1.68$ 1.94$ 1.82$ 2.45$ 2.04$
Leasing Commissions ($/sq. ft.) 0.68$ -$ 0.47$ 0.70$ 0.50$ 0.63$
Weighted Average Lease Term (Yrs.) (3) 6.3 5.9 6.2 5.8 5.9 5.8
(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 September 30, 2017 For the Nine Months Ended September 30, 2017
Supplemental Disclosure
Quarter Ended September 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
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 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 September 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