UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 8-K
_________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Its Charter)
_________________
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
_________________
RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, LP
(Exact Name of Registrant as Specified in Its Charter)
_________________
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
(858 ) 677-0900
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, 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:
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)
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 28, 2019, Retail Opportunity Investments Corp. (the "Company") issued an earnings release announcing its financial results for the quarter ended September 30, 2019. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference. On October 28, 2019, in connection with this earnings release, the Company posted certain supplemental information regarding the Company's operations for the quarter ended September 30, 2019 on its website, www.roireit.net. A copy of the supplemental information is attached as Exhibit 99.2 hereto and incorporated herein by reference.
The information in this Current Report, including the exhibits hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 28, 2019 | RETAIL OPPORTUNITY INVESTMENTS CORP. | ||||||||||
| By: | /s/ Michael B. Haines | ||||||||||
| Name: Michael B. Haines | |||||||||||
| Title: Chief Financial Officer | |||||||||||
| RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, LP | |||||||||||
| By: | RETAIL OPPORTUNITY INVESTMENTS GP, LLC, its general partner | ||||||||||
| By: | /s/ Michael B. Haines | ||||||||||
| Name: Michael B. Haines | |||||||||||
| Title: Chief Financial Officer | |||||||||||
Retail Opportunity Investments Corp. TRADED: NASDAQ: ROIC
11250 El Camino Real, Suite 200
San Diego, CA 92130
FOR IMMEDIATE RELEASE
Monday, October 28, 2019
Retail Opportunity Investments Corp. Reports
2019 Third Quarter Results
San Diego, CA, October 28, 2019 – Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the three and nine months ended September 30, 2019.
HIGHLIGHTS
▪ $17.9 million of net income attributable to common stockholders ($0.16 per diluted share)
▪ $33.4 million of Funds From Operations (FFO)(1) ($0.27 per diluted share)
▪ 97.7% portfolio lease rate at September 30, 2019 (21st consecutive quarter at or above 97%)
▪ 35.7% increase in same-space comparative cash rents on new leases (8.7% on renewals)
▪ 3.0% increase in same-center cash net operating income (3Q‘19 vs. 3Q‘18)
▪ 3.6% increase in same-center cash net operating income (first 9 months ‘19 vs. ‘18)
▪ $30.0 million property disposition ($60.5 million of property dispositions YTD)
▪ $19.2 million of common equity raised through ATM program ($25.9 million YTD)
▪ $59.1 million debt reduction (9/30/19 vs. 6/30/19)
▪ $0.1970 per share quarterly cash dividend paid
▪2019 FFO guidance range updated ($1.10 - $1.12 per diluted share)
________________________________________
(1) A reconciliation of GAAP net income to FFO is provided at the end of this press release.
Stuart A. Tanz, President and Chief Executive Officer of Retail Opportunity Investments Corp. stated, “During the third quarter, we again achieved strong property operations and leasing results. We posted our 31st consecutive quarter of increasing same-center cash NOI and same-space releasing cash rents. Additionally, for the 21st consecutive quarter, we achieved a portfolio lease rate at or above 97%.” Tanz added, “Along with continuing to post strong portfolio operating metrics, we are also working to strengthen our portfolio and financial position. Year to date, we have raised approximately $86 million of capital through disposing of certain non-core properties and selectively issuing shares through our ATM program. These efforts are aimed at enhancing the long-term intrinsic value of our portfolio and positioning the company for future growth.”
FINANCIAL SUMMARY
For the three months ended September 30, 2019, GAAP net income attributable to common stockholders was $17.9 million, or $0.16 per diluted share, as compared to GAAP net income attributable to common stockholders of $14.2
million, or $0.12 per diluted share, for the three months ended September 30, 2018. For the nine months ended September 30, 2019, GAAP net income attributable to common stockholders was $38.7 million, or $0.34 per diluted share, as compared to GAAP net income attributable to common stockholders of $32.2 million, or $0.28 per diluted share, for the nine months ended September 30, 2018.
FFO for the third quarter of 2019 was $33.4 million, or $0.27 per diluted share, as compared to $35.1 million in FFO, or $0.28 per diluted share for the third quarter of 2018. FFO for the first nine months of 2019 was $102.7 million, or $0.82 per diluted share, as compared to $105.6 million in FFO, or $0.85 per diluted share for the first nine months of 2018. 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, 2019, ROIC had a total market capitalization of approximately $3.7 billion with approximately $1.4 billion of principal debt outstanding, equating to a 38.4% debt-to-total market capitalization ratio. ROIC’s debt outstanding was comprised of $86.3 million of mortgage debt and approximately $1.3 billion of unsecured debt, including $92.0 million outstanding on its unsecured credit facility at September 30, 2019. For the third quarter of 2019, ROIC’s interest coverage was 3.2 times and 94.5% of its portfolio was unencumbered (based on gross leasable area) at September 30, 2019.
DISPOSITION SUMMARY
During the third quarter of 2019, ROIC sold Morada Ranch Shopping Center, located in Stockton, California, for $30.0 million. Year to date in 2019, ROIC has sold three properties totaling $60.5 million. Additionally, ROIC currently has an agreement to sell one property for approximately $13 million, subject to completion of customary due diligence and other closing conditions.
PROPERTY OPERATIONS SUMMARY
At September 30, 2019, ROIC’s portfolio was 97.7% leased. For the third quarter of 2019, same-center net operating income (NOI) was $48.7 million, as compared to $47.3 million in same-center NOI for the third quarter of 2018, representing a 3.0% increase. For the first nine months of 2019, same-center NOI increased 3.6% as compared to same-center NOI for the first nine months of 2018. 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 third quarter of 2019, ROIC executed 96 leases, totaling 375,974 square feet, including 38 new leases, totaling 125,586 square feet, achieving a 35.7% increase in same-space comparative base rent, and 58 renewed leases, totaling 250,388 square feet, achieving an 8.7% increase in base rent. ROIC reports same-space comparative base rent on a cash basis.
CAPITAL MARKETS SUMMARY
Year to date in 2019, ROIC has issued approximately 1.4 million shares of common stock through its ATM program, raising $25.9 million, including $19.2 million raised during the third quarter of 2019 and $6.7 million raised to date in the fourth quarter of 2019.
CASH DIVIDEND
On September 26, 2019, ROIC distributed a $0.1970 per share cash dividend. On October 28, 2019, ROIC’s board of directors declared a cash dividend of $0.1970 per share, payable on December 30, 2019 to stockholders of record on December 16, 2019.
2019 FFO GUIDANCE
ROIC currently estimates that FFO for the full year 2019 will be within the range of $1.10 to $1.12 per diluted share, and net income will be within the range of $0.44 to $0.45 per diluted share. The following table provides a reconciliation of GAAP net income to FFO.
| Year Ended December 31, 2019 | |||||||||||
| Low End | High End | ||||||||||
| GAAP net income per diluted share | $ | 0.44 | $ | 0.45 | |||||||
| FFO per diluted share | $ | 1.10 | $ | 1.12 | |||||||
| Key Assumptions (dollars in thousands) | |||||||||||
| Acquisitions | $ | — | $ | 25,000 | |||||||
| Dispositions | $ | 60,500 | $ | 73,500 | |||||||
| Same-center cash NOI growth (vs. 2018) | 3 | % | 4 | % | |||||||
ROIC’s management will discuss the company’s guidance and underlying assumptions on its October 29, 2019 conference call. ROIC’s guidance is a forward-looking statement and is subject to risks and other factors described elsewhere in this press release.
CONFERENCE CALL
ROIC will conduct a conference call and audio webcast to discuss its results on Tuesday October 29, 2019 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: 4473618. 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 29, 2019 and will be available until 11:00p.m. Eastern Time on November 5, 2019. To access the conference call recording, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and use the Conference ID: 4473618. 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, 2019, ROIC owned 88 shopping centers encompassing approximately 10.1 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.
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, 2019 (unaudited) | December 31, 2018 | ||||||||||
| ASSETS | |||||||||||
| Real Estate Investments: | |||||||||||
| Land | $ | 884,603 | $ | 894,240 | |||||||
| Building and improvements | 2,240,872 | 2,266,232 | |||||||||
| 3,125,475 | 3,160,472 | ||||||||||
| Less: accumulated depreciation | 370,684 | 329,207 | |||||||||
| 2,754,791 | 2,831,265 | ||||||||||
| Mortgage note receivable | 13,250 | — | |||||||||
| Real Estate Investments, net | 2,768,041 | 2,831,265 | |||||||||
| Cash and cash equivalents | 6,608 | 6,076 | |||||||||
| Restricted cash | 2,033 | 1,373 | |||||||||
| Tenant and other receivables, net | 45,649 | 46,832 | |||||||||
| Acquired lease intangible assets, net | 62,861 | 72,109 | |||||||||
| Prepaid expenses | 1,198 | 4,194 | |||||||||
| Deferred charges, net | 28,814 | 33,857 | |||||||||
| Other | 18,138 | 7,365 | |||||||||
| Total assets | $ | 2,933,342 | $ | 3,003,071 | |||||||
| LIABILITIES AND EQUITY | |||||||||||
| Liabilities: | |||||||||||
| Term loan | $ | 299,264 | $ | 299,076 | |||||||
| Credit facility | 90,335 | 153,689 | |||||||||
| Senior Notes | 942,496 | 941,449 | |||||||||
| Mortgage notes payable | 87,773 | 88,511 | |||||||||
| Acquired lease intangible liabilities, net | 149,528 | 166,146 | |||||||||
| Accounts payable and accrued expenses | 27,716 | 15,488 | |||||||||
| Tenants’ security deposits | 7,118 | 7,065 | |||||||||
| Other liabilities | 43,960 | 23,219 | |||||||||
| Total liabilities | 1,648,190 | 1,694,643 | |||||||||
| Commitments and contingencies | |||||||||||
| Equity: | |||||||||||
| Preferred stock, $0.0001 par value 50,000,000 shares authorized; none issued and outstanding | — | — | |||||||||
Common stock, $0.0001 par value, 500,000,000 shares authorized; 115,324,655 and 113,992,837 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively | 12 | 11 | |||||||||
| Additional paid-in capital | 1,461,432 | 1,441,080 | |||||||||
| Dividends in excess of earnings | (285,221) | (256,438) | |||||||||
| Accumulated other comprehensive (loss) income | (5,649) | 3,561 | |||||||||
| Total Retail Opportunity Investments Corp. stockholders’ equity | 1,170,574 | 1,188,214 | |||||||||
| Non-controlling interests | 114,578 | 120,214 | |||||||||
| Total equity | 1,285,152 | 1,308,428 | |||||||||
| Total liabilities and equity | $ | 2,933,342 | $ | 3,003,071 | |||||||
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, | ||||||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Rental revenue | $ | 71,793 | $ | 73,028 | $ | 218,981 | $ | 216,087 | |||||||||||||||
| Other income | 645 | 876 | 2,440 | 4,553 | |||||||||||||||||||
| Total revenues | 72,438 | 73,904 | 221,421 | 220,640 | |||||||||||||||||||
| Operating expenses | |||||||||||||||||||||||
| Property operating | 10,995 | 11,150 | 32,766 | 32,645 | |||||||||||||||||||
| Property taxes | 8,113 | 8,255 | 24,183 | 23,988 | |||||||||||||||||||
| Depreciation and amortization | 24,163 | 25,335 | 73,367 | 75,883 | |||||||||||||||||||
| General and administrative expenses | 4,448 | 3,770 | 13,674 | 11,291 | |||||||||||||||||||
| Other expense | 47 | 46 | 1,364 | 389 | |||||||||||||||||||
| Total operating expenses | 47,766 | 48,556 | 145,354 | 144,196 | |||||||||||||||||||
| Gain on sale of real estate | 10,357 | 5,890 | 13,175 | 5,890 | |||||||||||||||||||
| Operating income | 35,029 | 31,238 | 89,242 | 82,334 | |||||||||||||||||||
| Non-operating expenses | |||||||||||||||||||||||
| Interest expense and other finance expenses | (15,401) | (15,591) | (46,685) | (46,761) | |||||||||||||||||||
| Net income | 19,628 | 15,647 | 42,557 | 35,573 | |||||||||||||||||||
| Net income attributable to non-controlling interests | (1,770) | (1,453) | (3,864) | (3,338) | |||||||||||||||||||
| Net Income Attributable to Retail Opportunity Investments Corp. | $ | 17,858 | $ | 14,194 | $ | 38,693 | $ | 32,235 | |||||||||||||||
| Earnings per share – basic and diluted | $ | 0.16 | $ | 0.12 | $ | 0.34 | $ | 0.28 | |||||||||||||||
| Dividends per common share | $ | 0.1970 | $ | 0.1950 | $ | 0.5910 | $ | 0.5850 | |||||||||||||||
CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||||||
| Net income attributable to ROIC | $ | 17,858 | $ | 14,194 | $ | 38,693 | $ | 32,235 | |||||||||||||||
| Plus: Depreciation and amortization | 24,163 | 25,335 | 73,367 | 75,883 | |||||||||||||||||||
| Less: Gain on sale of real estate | (10,357) | (5,890) | (13,175) | (5,890) | |||||||||||||||||||
| Funds from operations – basic | 31,664 | 33,639 | 98,885 | 102,228 | |||||||||||||||||||
| Net income attributable to non-controlling interests | 1,770 | 1,453 | 3,864 | 3,338 | |||||||||||||||||||
| Funds from operations – diluted | $ | 33,434 | $ | 35,092 | $ | 102,749 | $ | 105,566 | |||||||||||||||
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, | |||||||||||||||||||||||||||||||||||||||||||||||||
| 2019 | 2018 | $ Change | % Change | 2019 | 2018 | $ Change | % Change | |||||||||||||||||||||||||||||||||||||||||||
| Number of shopping centers included in same-center analysis | 87 | 87 | 85 | 85 | ||||||||||||||||||||||||||||||||||||||||||||||
| Same-center occupancy | 97.7 | % | 97.9 | % | (0.2) | % | 97.8 | % | 97.9 | % | (0.1) | % | ||||||||||||||||||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Base rents | $ | 50,994 | $ | 49,349 | $ | 1,645 | 3.3 | % | $ | 150,279 | $ | 144,668 | $ | 5,611 | 3.9 | % | ||||||||||||||||||||||||||||||||||
| Percentage rent | 182 | 85 | 97 | 114.1 | % | 312 | 281 | 31 | 11.0 | % | ||||||||||||||||||||||||||||||||||||||||
| Recoveries from tenants | 16,348 | 15,937 | 411 | 2.6 | % | 49,055 | 47,126 | 1,929 | 4.1 | % | ||||||||||||||||||||||||||||||||||||||||
| Other property income | 456 | 827 | (371) | (44.9) | % | 1,895 | 2,109 | (214) | (10.1) | % | ||||||||||||||||||||||||||||||||||||||||
Bad debt (1) | (209) | — | (209) | N/A | (1,112) | — | (1,112) | N/A | ||||||||||||||||||||||||||||||||||||||||||
| Total Revenues | 67,771 | 66,198 | 1,573 | 2.4 | % | 200,429 | 194,184 | 6,245 | 3.2 | % | ||||||||||||||||||||||||||||||||||||||||
| Operating Expenses | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Property operating expenses | 11,075 | 10,538 | 537 | 5.1 | % | 32,674 | 30,946 | 1,728 | 5.6 | % | ||||||||||||||||||||||||||||||||||||||||
Bad debt (1) | — | 388 | (388) | N/A | — | 702 | (702) | N/A | ||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 7,990 | 7,981 | 9 | 0.1 | % | 23,411 | 23,201 | 210 | 0.9 | % | ||||||||||||||||||||||||||||||||||||||||
| Total Operating Expenses | 19,065 | 18,907 | 158 | 0.8 | % | 56,085 | 54,849 | 1,236 | 2.3 | % | ||||||||||||||||||||||||||||||||||||||||
| Same-Center Cash Net Operating Income | $ | 48,706 | $ | 47,291 | $ | 1,415 | 3.0 | % | $ | 144,344 | $ | 139,335 | $ | 5,009 | 3.6 | % | ||||||||||||||||||||||||||||||||||
____________________
(1)In connection with the adoption of the lease accounting standard ASU No. 2016-2, effective January 1, 2019, bad debt is now classified as an offset to revenue instead of being included in operating expenses.
SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2019 | 2018 | 2019 | 2018 | ||||||||||||||||||||
| GAAP operating income | $ | 35,029 | $ | 31,238 | $ | 89,242 | $ | 82,334 | |||||||||||||||
| Depreciation and amortization | 24,163 | 25,335 | 73,367 | 75,883 | |||||||||||||||||||
| General and administrative expenses | 4,448 | 3,770 | 13,674 | 11,291 | |||||||||||||||||||
| Other expense | 47 | 46 | 1,364 | 389 | |||||||||||||||||||
| Gain on sale of real estate | (10,357) | (5,890) | (13,175) | (5,890) | |||||||||||||||||||
| Straight-line rent | (924) | (1,485) | (2,650) | (4,366) | |||||||||||||||||||
| Amortization of above- and below-market rent | (3,087) | (3,673) | (13,025) | (10,891) | |||||||||||||||||||
Property revenues and other expenses (1) | (161) | (95) | 39 | 41 | |||||||||||||||||||
| Total Company cash NOI | 49,158 | 49,246 | 148,836 | 148,791 | |||||||||||||||||||
| Non same-center cash NOI | (452) | (1,955) | (4,492) | (9,456) | |||||||||||||||||||
| Same-center cash NOI | $ | 48,706 | $ | 47,291 | $ | 144,344 | $ | 139,335 | |||||||||||||||
____________________
(1)Includes anchor lease termination fees, net of contractual amounts, if any, expense and recovery adjustments related to prior periods and other miscellaneous adjustments.
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 2019 SUPPLEMENTAL INFORMATION Retail Opportunity Investments Corporation 11250 El Camino Real, Suite 200 San Diego, CA 92130 www.roireit.net
Supplemental Disclosure Overview Quarter Ended September 30, 2019 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, 2019, ROIC owned 88 shopping centers encompassing approximately 10.1 million square feet. ROIC is the largest publicly-traded, grocery-anchored shopping center REIT focused exclusively on the West Coast. ROIC is a member of the S&P SmallCap 600 Index and has investment-grade corporate debt ratings from Moody's Investor Services and S&P Global Ratings. Additional information is available at www.roireit.net. Supplemental Information The enclosed information should be read in conjunction with ROIC's filings with the Securities and Exchange Commission, including but not limited to, its Form 10-Qs filed quarterly and Form 10-Ks filed annually. Additionally, the enclosed information does not purport to disclose all items under generally accepted accounting principles (“GAAP”). Non-GAAP Disclosures Funds from operations (“FFO”), is a widely-recognized non-GAAP financial measure for REITs that the Company believes when considered with financial statements presented in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs, most of which present FFO along with net income as calculated in accordance with GAAP. The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income attributable to common stockholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring, sales of depreciable property and impairments, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures. The Company uses cash net operating income (“NOI”) internally to evaluate and compare the operating performance of the Company’s properties. The Company believes cash NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level, and when compared across periods, can be used to determine trends in earnings of the Company’s properties as this measure is not affected by the non-cash revenue and expense recognition items, the cost of the Company’s funding, the impact of depreciation and amortization expenses, gains or losses from the acquisition and sale of operating real estate assets, general and administrative expenses or other gains and losses that relate to the Company’s ownership of properties. The Company believes the exclusion of these items from operating income is useful because the resulting measure captures the actual revenue generated and actual expenses incurred in operating the Company’s properties as well as trends in occupancy rates, rental rates and operating costs. Cash NOI is a measure of the operating performance of the Company’s properties but does not measure the Company’s performance as a whole and is therefore not a substitute for net income or operating income as computed in accordance with GAAP. The Company defines cash NOI as operating revenues (base rent and recoveries from tenants), less property and related expenses (property operating expenses and property taxes), adjusted for non-cash revenue and operating expense items such as straight-line rent and amortization of lease intangibles, debt-related expenses and other adjustments. Cash NOI also excludes general and administrative expenses, depreciation and amortization, acquisition transaction costs, other expense, interest expense, gains and losses from property acquisitions and dispositions, extraordinary items, tenant improvements and leasing commissions. Other REITs may use different methodologies for calculating cash NOI, and accordingly, the Company’s cash NOI may not be comparable to other REITs. - 2 -
Supplemental Disclosure Table of Contents Quarter Ended September 30, 2019 Financial Data Page Balance Sheets……..……………………………………………………………..………………………………………………… 4 Income Statements .…………………………………………………………………………………..……..…………...………… 5 Funds From Operations …………………………………………………………………………………………………………… 6 Summary of Debt Outstanding .……………………………………………..…………………………………………………… 7 Selected Financial Analysis .……………………………………………………………………………………………………… 9 Portfolio Data Property Acquisitions and Dispositions ………………………….………………………...……………………………………… 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 Leased vs. Billed Summary ………………………………………………………..…............................................................. 19 Investor Information …………………………………………………………..…………………………………………………… 20 - 3 -
Supplemental Disclosure Balance Sheets Quarter Ended September 30, 2019 (unaudited, dollars in thousands, except par values and share amounts) 09/30/19 12/31/18 ASSETS: Real Estate Investments: Land $ 884,603 $ 894,240 Building and improvements 2,240,872 2,266,232 3,125,475 3,160,472 Less: accumulated depreciation 370,684 329,207 2,754,791 2,831,265 Mortgage note receivable 13,250 - Real Estate Investments, net 2,768,041 2,831,265 Cash and cash equivalents 6,608 6,076 Restricted cash 2,033 1,373 Tenant and other receivables, net 45,649 46,832 Acquired lease intangible assets, net 62,861 72,109 Prepaid expenses 1,198 4,194 Deferred charges, net 28,814 33,857 Other assets 18,138 7,365 TOTAL ASSETS $ 2,933,342 $ 3,003,071 LIABILITIES: Term loan $ 299,264 $ 299,076 Credit facility 90,335 153,689 Senior Notes 942,496 941,449 Mortgage notes payable 87,773 88,511 Acquired lease intangible liabilities, net 149,528 166,146 Accounts payable and accrued expenses 27,716 15,488 Tenants' security deposits 7,118 7,065 Other liabilities 43,960 23,219 TOTAL LIABILITIES 1,648,190 1,694,643 EQUITY: Common stock, $.0001 par value 500,000,000 shares authorized 12 11 Additional paid-in capital 1,461,432 1,441,080 Dividends in excess of earnings (285,221) (256,438) Accumulated other comprehensive income (5,649) 3,561 Total Retail Opportunity Investments Corp. stockholders' equity 1,170,574 1,188,214 Non-controlling interests 114,578 120,214 TOTAL EQUITY 1,285,152 1,308,428 TOTAL LIABILITIES AND EQUITY $ 2,933,342 $ 3,003,071 The Company's Form 10-Q for the quarter ended September 30, 2019, and Form 10-K for the year ended December 31, 2018 should be read in conjunction with the above information. - 4 -
Supplemental Disclosure Income Statements Quarter Ended September 30, 2019 (unaudited, in thousands, except per share amounts) Three Months Ended Nine Months Ended 09/30/19 09/30/18 09/30/19 09/30/18 REVENUES: Rental revenue (1) $ 71,793 $ 73,028 $ 218,981 $ 216,087 Other income 645 876 2,440 4,553 TOTAL REVENUES 72,438 73,904 221,421 220,640 OPERATING EXPENSES: Property operating 10,995 11,150 32,766 32,645 Property taxes 8,113 8,255 24,183 23,988 Depreciation and amortization 24,163 25,335 73,367 75,883 General and administrative expenses 4,448 3,770 13,674 11,291 Other expense 47 46 1,364 389 TOTAL OPERATING EXPENSES 47,766 48,556 145,354 144,196 Gain on sale of real estate 10,357 5,890 13,175 5,890 OPERATING INCOME 35,029 31,238 89,242 82,334 NON-OPERATING EXPENSES: Interest expense and other finance expenses (15,401) (15,591) (46,685) (46,761) NET INCOME 19,628 15,647 42,557 35,573 NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (1,770) (1,453) (3,864) (3,338) NET INCOME ATTRIBUTABLE TO RETAIL OPPORTUNITY INVESTMENTS CORP. $ 17,858 $ 14,194 $ 38,693 $ 32,235 NET INCOME PER COMMON SHARE - BASIC $ 0.16 $ 0.12 $ 0.34 $ 0.28 NET INCOME PER COMMON SHARE - DILUTED $ 0.16 $ 0.12 $ 0.34 $ 0.28 Weighted average common shares outstanding - basic 113,814 112,800 113,726 112,378 Weighted average common shares outstanding - diluted 125,541 124,826 125,498 124,410 (1) RENTAL REVENUE Base rents $ 51,472 $ 51,415 $ 154,298 $ 151,743 Recoveries from tenants 16,690 16,455 50,662 49,087 Straight-line rent 924 1,485 2,650 4,366 Amortization of above- and below-market rent 3,087 3,673 13,025 10,891 Bad debt (380) - (1,654) - TOTAL RENTAL REVENUE $ 71,793 $ 73,028 $ 218,981 $ 216,087 The Company's Form 10-Q for the quarters ended September 30, 2019 and September 30, 2018 should be read in conjunction with the above information. In connection with the adoption of the lease accounting standard ASU No. 2016-2, effective January 1, 2019, previously capitalized internal leasing costs are now expensed and included in General and administrative expenses. These costs amounted to $338,000 and $949,000 for the three and nine months ended September 30, 2018, respectively. In addition, bad debt is now classified as an offset to revenue instead of being included in Property operating expenses. - 5 -
Supplemental Disclosure Funds From Operations Quarter Ended September 30, 2019 (unaudited, in thousands, except per share amounts) Three Months Ended Nine Months Ended 09/30/19 09/30/18 09/30/19 09/30/18 Funds from Operations (FFO) (1) : Net income attributable to ROIC common stockholders $ 17,858 $ 14,194 $ 38,693 $ 32,235 Plus: Depreciation and amortization expense 24,163 25,335 73,367 75,883 Less: Gain on sale of real estate (10,357) (5,890) (13,175) (5,890) FUNDS FROM OPERATIONS - BASIC 31,664 33,639 98,885 102,228 Net income attributable to non-controlling interests 1,770 1,453 3,864 3,338 FUNDS FROM OPERATIONS - DILUTED $ 33,434 $ 35,092 $ 102,749 $ 105,566 FUNDS FROM OPERATIONS PER SHARE - BASIC $ 0.28 $ 0.30 $ 0.87 $ 0.91 FUNDS FROM OPERATIONS PER SHARE - DILUTED $ 0.27 $ 0.28 $ 0.82 $ 0.85 Weighted average common shares outstanding - basic 113,814 112,800 113,726 112,378 Weighted average common shares outstanding - diluted 125,541 124,826 125,498 124,410 Common dividends per share $ 0.1970 $ 0.1950 $ 0.5910 $ 0.5850 FFO Payout Ratio 73.0% 69.6% 72.1% 68.8% Additional Disclosures: Non Cash Expense (Income) Straight line rent $ (924) $ (1,485) $ (2,650) $ (4,366) Above/below market rent amortization, net (3,087) (3,673) (13,025) (10,891) Non-cash interest expense 73 303 450 1,373 Deferred financing costs and mortgage premiums, net 520 460 1,553 1,386 Stock based compensation 2,234 1,996 6,124 5,415 Capital Expenditures Tenant improvements $ 5,335 $ 4,638 $ 16,032 $ 12,176 Leasing commissions 306 581 807 1,589 Building improvements 345 681 676 1,671 Reimbursable property improvements 1,203 682 2,408 2,018 Pad and other development 1,497 522 3,819 2,949 Value enhancing tenant improvements 697 534 4,182 7,173 (1) - Funds from operations ("FFO"), is a widely-recognized non GAAP financial measure for REITs that ROIC believes, when considered with financial statements determined in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs. ROIC computes FFO in accordance with the "White Paper" on FFO published by the National Association of Real Estate Investment Trusts ("NAREIT"), which defines FFO as net income attributable to common shareholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring and sales of property, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures. The above does not purport to disclose all items required under GAAP. - 6 -
Supplemental Disclosure Summary of Debt Outstanding Quarter Ended September 30, 2019 (unaudited, dollars in thousands) Outstanding GAAP Maturity Percent of Balance Interest Rate Interest Rate Date Total Indebtedness Fixed Rate Debt Mortgage Debt: Casitas Plaza Shopping Center $ 7,041 5.32% 4.20% 06/01/22 0.5% Riverstone Marketplace 17,757 4.96% 3.80% 07/01/22 1.2% Fullerton Crossroads 26,000 4.73% 3.82% 04/06/24 1.8% Diamond Hills Plaza 35,500 3.55% 3.61% 10/01/25 2.5% Net unamortized premiums/deferred financing charges 1,475 Total Mortgage Debt 87,773 4.34% 3.76% 4.6 Years (WA) 6.0% Unsecured Senior Notes: Senior Notes Due 2023 250,000 5.00% 5.21% 12/15/23 17.5% Senior Notes Due 2024 250,000 4.00% 4.21% 12/15/24 17.5% Senior Notes Due 2026 200,000 3.95% 3.95% 09/22/26 14.0% Senior Notes Due 2027 250,000 4.19% 4.19% 12/15/27 17.5% Net unamortized discounts/deferred financing charges (7,504) Total Unsecured Senior Notes 942,496 4.30% 4.41% 6.1 Years (WA) 66.5% Term Loan: Interest rate swaps 100,000 3.69% 3.69% 8/31/2022 7.0% Interest rate swaps 200,000 2.84% 2.84% 8/31/2022 14.0% Total Term Loan 300,000 3.12% 3.12% 2.9 Years (WA) 21.0% Total Fixed Rate Debt 1,330,269 4.04% 4.08% 5.3 Years (WA) 93.5% Variable Rate Debt Credit Facility 92,000 3.05% 3.05% 09/08/21 (1) 6.5% Net unamortized deferred financing charges (1,665) Credit Facility, net 90,335 Term Loan 300,000 09/08/22 Net unamortized deferred financing charges (736) Term Loan, net 299,264 Interest rate swaps - Term loan (300,000) Total Variable Rate Debt 89,599 3.05% 3.05% 1.9 Years (WA) 6.5% TOTAL DEBT $ 1,419,868 3.98% 4.02% 5.1 Years (WA) 100.0% Net unamortized premiums on mortgages (1,714) Net unamortized discounts on notes 4,021 Net unamortized deferred financing charges 6,123 Total Principal Debt $ 1,428,298 (1) Does not include extension options available to ROIC. - 7 -
Supplemental Disclosure Summary of Debt Outstanding, continued Quarter Ended September 30, 2019 (unaudited, dollars in thousands) Summary of Principal Maturities Mortgage Principal Mortgage Principal Senior Total Principal Percentage of Year Payments due at Maturity Credit Facility Term Loan Unsecured Notes Payments Debt Maturing 2019 $ 141 $ - $ - $ - $ - $ 141 0.0% 2020 577 - - - - 577 0.0% (1) 2021 717 - 92,000 - - 92,717 6.6% 2022 1,003 23,129 - 300,000 - 324,132 22.7% 2023 686 - - - 250,000 250,686 17.5% 2024 708 26,000 - - 250,000 276,708 19.4% 2025 550 32,787 - - - 33,337 2.3% 2026 - - - - 200,000 200,000 14.0% 2027 - - - - 250,000 250,000 17.5% $ 4,382 $ 81,916 $ 92,000 $ 300,000 $ 950,000 $ 1,428,298 100.0% Summary of Unencumbered/Encumbered Properties Number of Percentage Properties GLA of GLA Unencumbered properties 84 9,549,889 94.5% Encumbered properties 4 552,472 5.5% 88 10,102,361 100.0% Summary of Unsecured Debt/Secured Debt Percentage of Total Amount Principal Debt Unsecured principal debt $ 1,342,000 94.0% Secured principal debt 86,298 6.0% Total Principal Debt $ 1,428,298 100.0% (1) Does not include extension options available to ROIC. - 8 -
Supplemental Disclosure Selected Financial Analysis Quarter Ended September 30, 2019 (unaudited, in thousands, except per share amounts) 09/30/19 06/30/19 03/31/19 12/31/18 09/30/18 Debt coverage ratios, three months ending: Interest coverage ratio (EBITDA/interest expense) 3.2x 3.1x 3.4x 3.4x 3.3x Debt service coverage (EBITDA/(interest expense + scheduled principal payments)) 3.2x 3.1x 3.3x 3.4x 3.2x Net principal debt (Total principal debt less cash & equivalents)/Annualized EBITDA 7.2x 7.5x 7.3x 7.1x 7.2x Net principal debt (Total principal debt less cash & equivalents)/TTM EBITDA 7.0x 7.2x 7.1x 7.2x 7.2x Debt/equity ratios, at period end: Total principal debt/total market capitalization 38.4% 41.0% 40.5% 42.9% 38.7% Total principal debt/total equity market capitalization 62.2% 69.4% 68.2% 75.2% 63.2% Total principal debt/total book assets 48.7% 50.1% 49.4% 49.7% 48.9% Total principal debt/undepreciated book value 43.2% 44.7% 44.3% 44.8% 44.3% Secured principal debt/undepreciated book value 2.6% 2.6% 2.6% 2.6% 2.6% Market capitalization calculations, at period end: Common shares outstanding 114,700 113,681 113,681 113,441 113,431 Operating partnership units (OP units) outstanding 11,227 11,407 11,407 11,477 11,574 Common stock price per share $ 18.23 $ 17.13 $ 17.34 $ 15.88 $ 18.67 Total equity market capitalization $ 2,295,641 $ 2,142,752 $ 2,169,021 $ 1,983,698 $ 2,333,843 Total principal debt 1,428,298 1,487,435 1,478,570 1,492,708 1,473,841 TOTAL MARKET CAPITALIZATION $ 3,723,939 $ 3,630,187 $ 3,647,591 $ 3,476,406 $ 3,807,684 Unsecured Senior Notes Financial Covenants: (1) Total debt to total assets not to exceed 60% 45.8% 46.5% 46.1% 46.6% 46.2% Total secured debt to total assets not to exceed 40% 2.8% 2.8% 2.8% 2.8% 2.8% Total unencumbered assets to total unsecured debt not to be less than 150% 219.0% 215.5% 217.7% 215.0% 217.2% Consolidated income available for debt service to interest expense not to be less than 1.5:1 3.3x 3.3x 3.3x 3.3x 3.4x (1) Calculated in accordance with GAAP pursuant to underlying bond indentures. - 9 -
Supplemental Disclosure Property Acquisitions and Dispositions Quarter Ended September 30, 2019 (dollars in thousands) Dispositions Date Owned Shopping Centers Location Sold Sales Amount GLA 1Q 2019 Vancouver Market Center Vancouver, WA 02/15/19 $ 17,000 118,385 2Q 2019 Norwood Shopping Center Sacramento, CA 05/01/19 $ 13,500 85,706 3Q 2019 Morada Ranch Stockton, CA 08/01/19 $ 30,000 101,842 Total 2019 Dispositions $ 60,500 305,933 - 10 -
Supplemental Disclosure Property Portfolio Quarter Ended September 30, 2019 (dollars in thousands) Date Owned % Southern California City State Acquired GLA Leased ABR (1) Major Tenants Los Angeles metro area Paramount Plaza * Paramount CA 12/22/09 95,062 98.0% $ 1,818 Grocery Outlet Supermarket, 99¢ Only Stores, Rite Aid Pharmacy Claremont Promenade * Claremont CA 09/23/10 92,297 98.8% 2,457 Super King Supermarket Gateway Village * Chino Hills CA 12/17/10 96,959 98.5% 3,004 Sprouts Market Seabridge Marketplace * Oxnard CA 05/31/12 98,348 97.4% 1,892 Safeway (Vons) Supermarket Glendora Shopping Center * Glendora CA 08/01/12 106,535 94.2% 1,308 Albertson's Supermarket Redondo Beach Plaza * Redondo Beach CA 12/28/12 110,509 100.0% 2,217 Safeway (Vons) Supermarket, Petco Diamond Bar Town Center * Diamond Bar CA 02/01/13 100,342 96.4% 2,275 Walmart Neighborhood Market, Crunch Fitness Diamond Hills Plaza * Diamond Bar CA 04/22/13 139,486 98.9% 3,918 H-Mart Supermarket, Planet Fitness Plaza de la Cañada * La Cañada Flintridge CA 12/13/13 100,425 100.0% 2,689 Gelson's Supermarket, TJ Maxx, Rite Aid Pharmacy Fallbrook Shopping Center * Los Angeles CA 06/13/14 755,299 100.0% 13,168 Sprouts Market, Trader Joe's, Kroger (Ralph's) Supermarket(2), TJ Maxx Moorpark Town Center * Moorpark CA 12/03/14 133,547 96.2% 2,028 Kroger (Ralph's) Supermarket, CVS Pharmacy Ontario Plaza * Ontario CA 01/06/15 150,149 94.4% 2,339 El Super Supermarket, Rite Aid Pharmacy Park Oaks Shopping Center * Thousand Oaks CA 01/06/15 110,092 88.4% 2,457 Safeway (Vons) Supermarket, Dollar Tree Warner Plaza * Woodland Hills CA 12/31/15 110,918 97.4% 4,570 Sprouts Market, Kroger (Ralph's) Supermarket (2), Rite Aid Pharmacy (2) Magnolia Shopping Center * Santa Barbara CA 03/10/16 116,360 83.9% 2,050 Kroger (Ralph's) Supermarket Casitas Plaza Shopping Center * Carpinteria CA 03/10/16 105,118 96.9% 1,770 Albertson's Supermarket, CVS Pharmacy Bouquet Center * Santa Clarita CA 04/28/16 148,903 95.5% 3,237 Safeway (Vons) Supermarket, CVS Pharmacy, Ross Dress For Less North Ranch Shopping Center * Westlake Village CA 06/01/16 146,448 91.0% 4,781 Kroger (Ralph's) Supermarket, Trader Joe's, Rite Aid Pharmacy, Petco The Knolls * Long Beach CA 10/03/16 52,021 95.2% 1,268 Trader Joe's, Pet Food Express The Terraces * Rancho Palos Verdes CA 03/17/17 172,922 94.7% 3,476 Trader Joe's, Marshall's, LA Fitness Los Angeles metro area total 2,941,740 96.6% $ 62,722 Orange County metro area Santa Ana Downtown Plaza * Santa Ana CA 01/26/10 105,536 93.4% $ 2,119 Kroger (Food 4 Less) Supermarket, Marshall's Sycamore Creek * Corona CA 09/30/10 74,198 100.0% 1,840 Safeway (Vons) Supermarket, CVS Pharmacy (2) Desert Springs Marketplace * Palm Desert CA 02/17/11 113,718 96.3% 2,861 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy Cypress Center West * Cypress CA 12/04/12 109,046 98.6% 2,097 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy Harbor Place Center * Garden Grove CA 12/28/12 119,821 98.8% 2,734 AA Supermarket, Ross Dress For Less 5 Points Plaza * Huntington Beach CA 09/27/13 160,536 92.5% 4,289 Trader Joe's, Pier 1 Peninsula Marketplace * Huntington Beach CA 10/15/13 95,416 100.0% 2,477 Kroger (Ralph's) Supermarket, Planet Fitness Fullerton Crossroads * Fullerton CA 10/11/17 219,785 96.3% 3,188 Kroger (Ralph's) Supermarket, Kohl's, Jo-Ann Fabrics and Crafts The Village at Nellie Gail Ranch * Laguna Hills CA 11/30/17 89,041 96.9% 2,944 Smart & Final Extra Supermarket Orange Country metro area total 1,087,097 96.6% $ 24,549 San Diego metro area Marketplace Del Rio * Oceanside CA 01/03/11 176,001 97.1% $ 3,466 Stater Brothers Supermarket, Walgreens Renaissance Towne Centre * San Diego CA 08/03/11 53,272 100.0% 2,654 CVS Pharmacy Euclid Plaza * San Diego CA 03/29/12 77,044 100.0% 1,477 Vallarta Supermarket, Walgreens Bay Plaza * San Diego CA 10/05/12 73,324 100.0% 2,084 Seafood City Supermarket Bernardo Heights Plaza * Rancho Bernardo CA 02/06/13 37,729 100.0% 946 Sprouts Market Hawthorne Crossings * San Diego CA 06/27/13 141,288 96.0% 3,048 Mitsuwa Supermarket, Ross Dress For Less, Staples Creekside Plaza * Poway CA 02/28/14 131,252 97.1% 3,170 Stater Brothers Supermarket, AMC Theatres San Diego metro area total 689,910 97.9% $ 16,845 Southern California Totals 4,718,747 96.8% $ 104,116 (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 2019. - 11 -
Supplemental Disclosure Property Portfolio, continued Quarter Ended September 30, 2019 (dollars in thousands) Date Owned % Northern California City State Acquired GLA Leased ABR (1) Major Tenants San Francisco metro area Pleasant Hill Marketplace * Pleasant Hill CA 04/08/10 69,715 100.0% $ 1,471 Total Wine and More, Buy Buy Baby, Basset Furniture Pinole Vista Shopping Center * Pinole CA 01/06/11 135,962 99.3% 2,798 SaveMart (Lucky) Supermarket, Planet Fitness Country Club Gate Center * Pacific Grove CA 07/08/11 109,331 97.6% 2,243 SaveMart (Lucky) Supermarket, Rite Aid Pharmacy Marlin Cove Shopping Center * Foster City CA 05/04/12 73,943 100.0% 2,387 99 Ranch Market The Village at Novato * Novato CA 07/24/12 20,081 100.0% 554 Trader Joe's, Pharmaca Pharmacy Santa Teresa Village * San Jose CA 11/08/12 124,306 92.1% 2,669 Grocery Outlet Supermarket, Dollar Tree Granada Shopping Center * Livermore CA 06/27/13 69,325 100.0% 1,342 SaveMart (Lucky) Supermarket Country Club Village * San Ramon CA 11/26/13 111,093 98.8% 2,413 Walmart Neighborhood Market, CVS Pharmacy North Park Plaza * San Jose CA 04/30/14 76,697 97.8% 2,529 H-Mart Supermarket Winston Manor * South San Francisco CA 01/07/15 49,852 100.0% 1,638 Grocery Outlet Supermarket Jackson Square * Hayward CA 07/01/15 114,220 100.0% 2,228 Safeway Supermarket, CVS Pharmacy, 24 Hour Fitness Gateway Centre * San Ramon CA 09/01/15 112,553 100.0% 2,791 SaveMart (Lucky) Supermarket, Walgreens Iron Horse Plaza * Danville CA 12/04/15 62,007 100.0% 2,340 Lunardi's Market Monterey Center * Monterey CA 07/14/16 25,626 87.9% 946 Trader Joe's, Pharmaca Pharmacy Santa Rosa Southside Shopping Center * Santa Rosa CA 03/24/17 88,535 90.1% 1,622 REI, Cost Plus World Market Monta Loma Plaza * Mountain View CA 09/19/17 48,078 100.0% 1,477 Safeway Supermarket San Francisco metro area total 1,291,324 97.8% $ 31,448 Sacramento metro area Mills Shopping Center * Rancho Cordova CA 02/17/11 235,514 88.0% $ 2,602 Viva Supermarket, Ross Dress For Less (dd's Discounts), Dollar Tree Green Valley Station * Cameron Park CA 06/15/12 52,245 88.1% 953 CVS Pharmacy Sacramento metro area total 287,759 88.0% $ 3,555 Northern California Totals 1,579,083 96.0% $ 35,003 (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 2019. - 12 -
Supplemental Disclosure Property Portfolio, continued Quarter Ended September 30, 2019 (dollars in thousands) Date Owned % Pacific Northwest City State Acquired GLA Leased ABR (1) Major Tenants Seattle metro area Meridian Valley Plaza * Kent WA 02/01/10 51,597 100.0% $ 845 Kroger (QFC) Supermarket The Market at Lake Stevens * Lake Stevens WA 03/11/10 74,130 100.0% 1,485 Albertson's (Haggen) Supermarket Canyon Park Shopping Center * Bothell WA 07/29/11 123,592 100.0% 2,462 PCC Community Markets, Rite Aid Pharmacy, Petco Hawks Prairie Shopping Center * Lacey WA 09/09/11 157,529 100.0% 1,875 Safeway Supermarket, Dollar Tree, Big Lots The Kress Building * Seattle WA 09/30/11 74,616 100.0% 1,969 IGA Supermarket, TJMaxx Gateway Shopping Center * Marysville WA 02/16/12 104,298 93.8% 2,490 WinCo Foods (2), Rite Aid Pharmacy, Ross Dress For Less Aurora Square * Shoreline WA 2012/2014 108,558 100.0% 1,768 Central Supermarket, Marshall's, Pier 1 Canyon Crossing * Puyallup WA 04/15/13 120,398 100.0% 2,817 Safeway Supermarket Crossroads Shopping Center * Bellevue WA 2010/2013 475,413 99.5% 10,928 Kroger (QFC) Supermarket, Bed Bath & Beyond, Dick's Sporting Goods Bellevue Marketplace * Bellevue WA 12/10/15 113,758 100.0% 3,321 Asian Family Market Four Corner Square * Maple Valley WA 12/21/15 119,531 99.1% 2,590 Grocery Outlet Supermarket, Walgreens, Johnsons Home & Garden Bridle Trails Shopping Center * Kirkland WA 10/17/16 109,800 100.0% 2,323 Grocery Outlet Supermarket, Bartell Drugs, Dollar Tree PCC Community Markets Plaza * Edmonds WA 01/25/17 34,459 100.0% 690 PCC Community Markets Highland Hill Shopping Center * Tacoma WA 05/09/17 163,926 100.0% 2,885 Safeway Supermarket, LA Fitness, Dollar Tree, Petco North Lynnwood Shopping Center * Lynnwood WA 10/19/17 63,606 95.8% 857 Kroger (QFC) Supermarket Stadium Center * Tacoma WA 02/23/18 48,888 100.0% 1,032 Thriftway Supermarket Seattle metro area total 1,944,099 99.3% $ 40,337 Portland metro area Happy Valley Town Center * Happy Valley OR 07/14/10 138,397 100.0% $ 3,747 New Seasons Supermarket Wilsonville Old Town Square * Wilsonville OR 2010/2012 49,937 100.0% 1,841 Kroger (Fred Meyer) Supermarket (2) Cascade Summit Town Square * West Linn OR 08/20/10 94,934 100.0% 1,775 Safeway Supermarket Heritage Market Center * Vancouver WA 09/23/10 107,468 100.0% 1,761 Safeway Supermarket, Dollar Tree Division Crossing * Portland OR 12/22/10 103,561 100.0% 1,287 Rite Aid Pharmacy, Ross Dress For Less, Ace Hardware Halsey Crossing * Gresham OR 12/22/10 99,428 100.0% 1,382 24 Hour Fitness, Dollar Tree Hillsboro Market Center * Hillsboro OR 11/23/11 156,021 100.0% 2,585 Albertson's Supermarket, Dollar Tree, Ace Hardware Robinwood Shopping Center * West Linn OR 08/23/13 70,831 100.0% 1,068 Walmart Neighborhood Market Tigard Marketplace * Tigard OR 02/18/14 136,889 99.3% 2,038 H-Mart Supermarket, Bi-Mart Pharmacy Wilsonville Town Center * Wilsonville OR 12/11/14 167,829 98.9% 2,807 Safeway Supermarket, Rite Aid Pharmacy, Dollar Tree Tigard Promenade * Tigard OR 07/28/15 88,043 100.0% 1,491 Safeway Supermarket Sunnyside Village Square * Happy Valley OR 07/28/15 92,278 100.0% 1,581 Grocery Outlet Supermarket, 24 Hour Fitness, Ace Hardware Johnson Creek Center * Happy Valley OR 11/09/15 108,588 100.0% 2,269 Trader Joe's, Walgreens, Sportsman's Warehouse Rose City Center * Portland OR 09/15/16 60,680 100.0% 829 Safeway Supermarket Division Center * Portland OR 04/05/17 116,420 100.0% 1,988 Grocery Outlet Supermarket, Rite Aid Pharmacy, Petco Riverstone Marketplace * Vancouver WA 10/11/17 95,774 100.0% 2,218 Kroger (QFC) Supermarket King City Plaza * King City OR 05/18/18 62,676 95.1% 923 Grocery Outlet Supermarket Portland metro area total 1,749,754 99.7% $ 31,590 Pacific Northwest Totals 3,693,853 99.5% $ 71,927 TOTAL SHOPPING CENTERS 9,991,683 97.7% $ 211,046 (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 2019. - 13 -
Supplemental Disclosure Same-Center Cash Net Operating Income Analysis Quarter Ended September 30, 2019 (unaudited, dollars in thousands) Three Months Ended Nine Months Ended 09/30/19 09/30/18 $ Change % Change 09/30/19 09/30/18 $ Change % Change Number of shopping centers included in same-center analysis (1) 87 87 85 85 Same-center occupancy 97.7% 97.9% (0.2)% 97.8% 97.9% (0.1)% REVENUES: Base rents $ 50,994 $ 49,349 $ 1,645 3.3% $ 150,279 $ 144,668 $ 5,611 3.9% Percentage rent 182 85 97 114.1% 312 281 31 11.0% Recoveries from tenants 16,348 15,937 411 2.6% 49,055 47,126 1,929 4.1% Other property income 456 827 (371) (44.9)% 1,895 2,109 (214) (10.1)% Bad debt (2) (209) - (209) N/A (1,112) - (1,112) N/A TOTAL REVENUES 67,771 66,198 1,573 2.4% 200,429 194,184 6,245 3.2% OPERATING EXPENSES: Property operating expenses 11,075 10,538 537 5.1% 32,674 30,946 1,728 5.6% Bad debt (2) - 388 (388) N/A - 702 (702) N/A Property taxes 7,990 7,981 9 0.1% 23,411 23,201 210 0.9% TOTAL OPERATING EXPENSES 19,065 18,907 158 0.8% 56,085 54,849 1,236 2.3% SAME-CENTER CASH NET OPERATING INCOME $ 48,706 $ 47,291 $ 1,415 3.0% $ 144,344 $ 139,335 $ 5,009 3.6% SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION GAAP Operating Income $ 35,029 $ 31,238 $ 89,242 $ 82,334 Depreciation and amortization 24,163 25,335 73,367 75,883 General and administrative expenses 4,448 3,770 13,674 11,291 Other expense 47 46 1,364 389 Gain on sale of real estate (10,357) (5,890) (13,175) (5,890) Straight-line rent (924) (1,485) (2,650) (4,366) Amortization of above- and below-market rent (3,087) (3,673) (13,025) (10,891) Property revenues and other expenses (3) (161) (95) 39 41 TOTAL COMPANY CASH NET OPERATING INCOME 49,158 49,246 148,836 148,791 Non Same-Center Cash NOI (452) (1,955) (4,492) (9,456) SAME-CENTER CASH NET OPERATING INCOME $ 48,706 $ 47,291 $ 144,344 $ 139,335 (1) Same centers are those properties which were owned for the entirety of the current and comparable prior year period. (2) In connection with the adoption of the lease accounting standard ASU No. 2016-2, effective January 1, 2019, bad debt is now classified as an offset to revenue instead of being included in operating expenses. (3) Includes anchor lease termination fees net of contractual amounts, if any, expense and recovery adjustments related to prior periods and other miscellaneous adjustments. Note: Analysis excludes one shopping center that is currently under contract to be sold (slated for new multi-family development). - 14 -
Supplemental Disclosure Top Ten Tenants Quarter Ended September 30, 2019 (dollars in thousands) Percent Number of Leased of Total Percent of Tenant Leases GLA Leased GLA ABR Total ABR 1 Albertson's / Safeway Supermarkets 19 951,600 9.7% $ 11,774 5.6% 2 Kroger Supermarkets 12 511,240 5.2% 7,500 3.5% 3 Rite Aid Pharmacy 12 232,586 2.4% 3,080 1.5% 4 JP Morgan Chase 21 95,163 1.0% 3,001 1.4% 5 SaveMart Supermarkets 4 187,639 1.9% 2,901 1.4% 6 Marshall's / TJMaxx 6 178,195 1.8% 2,819 1.3% 7 Sprouts Markets 4 159,163 1.6% 2,747 1.3% 8 Ross Dress For Less / dd's Discounts 7 191,703 2.0% 2,655 1.3% 9 Trader Joe's 8 96,714 1.0% 2,588 1.2% 10 H-Mart Supermarkets 3 147,040 1.5% 2,400 1.1% Top 10 Tenants Total 96 2,751,043 28.1% $ 41,465 19.6% Other Tenants 1,843 7,018,668 71.9% 170,109 80.4% Total Portfolio 1,939 9,769,711 100.0% $ 211,574 100.0% - 15 -
Supplemental Disclosure Lease Expiration Schedule Quarter Ended September 30, 2019 (dollars in thousands) Anchor Tenants (1) Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2019 2 55,004 0.6% $ 790 0.4% $ 14.37 2020 8 291,423 3.0% 3,302 1.6% 11.33 2021 14 425,104 4.4% 5,095 2.4% 11.99 2022 18 530,799 5.4% 7,055 3.3% 13.29 2023 26 836,758 8.6% 13,312 6.3% 15.91 2024 16 595,384 6.1% 9,611 4.5% 16.14 2025 15 512,900 5.2% 6,449 3.0% 12.57 2026 9 336,444 3.4% 4,707 2.2% 13.99 2027 7 144,682 1.5% 2,060 1.0% 14.24 2028 14 514,446 5.3% 9,342 4.4% 18.16 2029+ 32 1,156,299 11.8% 18,804 8.9% 16.26 161 5,399,243 55.3% $ 80,527 38.0% $ 14.91 Non-Anchor Tenants Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2019 49 90,487 0.9% $ 2,720 1.3% $ 30.06 2020 237 488,660 5.0% 14,041 6.6% 28.73 2021 294 608,069 6.2% 18,247 8.6% 30.01 2022 280 618,528 6.3% 18,909 8.9% 30.57 2023 269 627,714 6.4% 19,468 9.2% 31.01 2024 252 597,115 6.1% 18,077 8.6% 30.27 2025 109 330,895 3.4% 9,040 4.3% 27.32 2026 68 207,729 2.1% 6,178 2.9% 29.74 2027 59 197,577 2.0% 5,691 2.7% 28.81 2028 59 188,021 1.9% 6,536 3.1% 34.76 2029+ 102 415,673 4.4% 12,140 5.8% 29.20 1,778 4,370,468 44.7% $ 131,047 62.0% $ 29.98 All Tenants Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2019 51 145,491 1.5% $ 3,510 1.7% $ 24.13 2020 245 780,083 8.0% 17,343 8.2% 22.23 2021 308 1,033,173 10.6% 23,342 11.0% 22.59 2022 298 1,149,327 11.7% 25,964 12.2% 22.59 2023 295 1,464,472 15.0% 32,780 15.5% 22.38 2024 268 1,192,499 12.2% 27,688 13.1% 23.22 2025 124 843,795 8.6% 15,489 7.3% 18.36 2026 77 544,173 5.5% 10,885 5.1% 20.00 2027 66 342,259 3.5% 7,751 3.7% 22.65 2028 73 702,467 7.2% 15,878 7.5% 22.60 2029+ 134 1,571,972 16.2% 30,944 14.7% 19.68 1,939 9,769,711 100.0% $ 211,574 100.0% $ 21.66 (1) Anchor tenants are leases equal to or greater than 15,000 square feet. (2) Does not assume exercise of renewal options. - 16 -
Supplemental Disclosure Leasing Summary Quarter Ended September 30, 2019 For the Three Months Ended September 30, 2019 For the Nine Months Ended September 30, 2019 New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 37 1 38 90 2 92 Gross Leasable Area (sq. ft.) 85,586 40,000 125,586 225,086 61,440 286,526 Initial Base Rent ($/sq. ft.) (1) $ 27.74 $ 19.50 $ 25.12 $ 26.54 $ 18.45 $ 24.80 Tenant Improvements ($/sq. ft.) $ 3.08 $ - $ 2.10 $ 3.25 $ - $ 2.55 Leasing Commissions ($/sq. ft.) $ 5.36 $ - $ 3.65 $ 3.71 $ 1.74 $ 3.29 Weighted Average Lease Term (Yrs.) (2) 10.1 15.5 11.8 7.5 15.5 9.2 Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 54 4 58 185 11 196 Gross Leasable Area (sq. ft.) 114,497 135,891 250,388 357,985 362,601 720,586 Initial Base Rent ($/sq. ft.) (1) $ 32.72 $ 9.99 $ 20.39 $ 32.64 $ 14.21 $ 23.36 Tenant Improvements ($/sq. ft.) $ 1.89 $ 1.42 $ 1.63 $ 1.66 $ - $ 0.83 Leasing Commissions ($/sq. ft.) $ - $ - $ - $ 0.15 $ - $ 0.07 Weighted Average Lease Term (Yrs.) (2) 5.2 5.7 5.5 5.3 6.1 5.7 Total Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 91 5 96 275 13 288 Gross Leasable Area (sq. ft.) 200,083 175,891 375,974 583,071 424,041 1,007,112 Initial Base Rent ($/sq. ft.) (1) $ 30.59 $ 12.16 $ 21.97 $ 30.28 $ 14.82 $ 23.77 Tenant Improvements ($/sq. ft.) $ 2.40 $ 1.09 $ 1.79 $ 2.28 $ 1.74 $ 2.05 Leasing Commissions ($/sq. ft.) $ 2.29 $ - $ 1.22 $ 1.52 $ 0.25 $ 0.99 Weighted Average Lease Term (Yrs.) (2) 7.2 7.9 7.5 6.1 7.5 6.7 (1) Initial Base Rent is on a cash basis and is the initial contractual monthly rent, annualized. (2) Does not assume exercise of renewal options. - 17 -
Supplemental Disclosure Same-Space Comparative Leasing Summary Quarter Ended September 30, 2019 For the Three Months Ended September 30, 2019 For the Nine Months Ended September 30, 2019 New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 21 1 22 56 2 58 Comparative GLA (sq. ft.) (1) 47,999 40,000 87,999 117,915 61,440 179,355 Prior Base Rent ($/sq. ft.) (2) $ 25.05 $ 11.50 $ 18.89 $ 26.75 $ 9.08 $ 20.69 Initial Base Rent ($/sq. ft.) $ 30.75 $ 19.50 $ 25.63 $ 31.91 $ 18.45 $ 27.30 Percentage Change in Base Rents 22.7% 69.6% 35.7% 19.3% 103.3% 31.9% Tenant Improvements ($/sq. ft.) $ 3.37 $ - $ 1.84 $ 3.51 $ - $ 2.31 Leasing Commissions ($/sq. ft.) $ 5.13 $ - $ 2.80 $ 4.40 $ 1.74 $ 3.49 Weighted Average Lease Term (Yrs.) (3) 10.1 15.5 12.6 8.0 15.5 10.6 Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 54 4 58 185 11 196 Comparative GLA (sq. ft.) 114,497 135,891 250,388 357,985 362,601 720,586 Prior Base Rent ($/sq. ft.) (2) $ 30.28 $ 9.06 $ 18.76 $ 29.96 $ 12.36 $ 21.10 Initial Base Rent ($/sq. ft.) $ 32.72 $ 9.99 $ 20.39 $ 32.64 $ 14.21 $ 23.36 Percentage Change in Base Rents 8.1% 10.3% 8.7% 9.0% 14.9% 10.7% Tenant Improvements ($/sq. ft.) $ 1.89 $ 1.42 $ 1.63 $ 1.66 $ 2.04 $ 1.85 Leasing Commissions ($/sq. ft.) $ - $ - $ - $ 0.15 $ - $ 0.07 Weighted Average Lease Term (Yrs.) (3) 5.2 5.7 5.5 5.3 6.1 5.7 Total Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 75 5 80 241 13 254 Comparative GLA (sq. ft.) (1) 162,496 175,891 338,387 475,900 424,041 899,941 Prior Base Rent ($/sq. ft.) (2) $ 28.73 $ 9.61 $ 18.80 $ 29.16 $ 11.89 $ 21.02 Initial Base Rent ($/sq. ft.) $ 32.14 $ 12.16 $ 21.75 $ 32.46 $ 14.82 $ 24.15 Percentage Change in Base Rents 11.8% 26.4% 15.7% 11.3% 24.7% 14.9% Tenant Improvements ($/sq. ft.) $ 2.33 $ 1.09 $ 1.69 $ 2.12 $ 1.74 $ 1.94 Leasing Commissions ($/sq. ft.) $ 1.52 $ - $ 0.73 $ 1.20 $ 0.25 $ 0.75 Weighted Average Lease Term (Yrs.) (3) 6.5 7.9 7.2 5.9 7.5 6.7 (1) Comparative GLA includes spaces that were vacant for less than 12 months, excluding spaces that were not leased at the time of acquisition. (2) Prior Base Rent is on a cash basis and is the final monthly rent paid, annualized, for the prior tenant or the prior lease that was renewed. (3) Does not assume exercise of renewal options. - 18 -
Supplemental Disclosure Leased vs. Billed Summary Quarter Ended September 30, 2019 (dollars in thousands) 09/30/19 06/30/19 03/31/19 % leased at beginning of quarter 97.9% 97.8% 97.7% % billed at beginning of quarter 95.3% 95.2% 94.9% ABR of new leases signed/not yet commenced - at beginning of quarter $ 6,247 $ 6,520 $ 6,804 less: ABR of new leases commenced during quarter (2,156) (1,872) (2,010) plus: ABR of new leases signed during quarter 1,854 1,599 1,726 ABR of new leases signed/not yet commenced - at end of quarter $ 5,945 $ 6,247 $ 6,520 % leased at end of quarter 97.7% 97.9% 97.8% % billed at end of quarter 95.1% 95.3% 95.2% ABR of new leases commenced during quarter - actual cash received $ 247 $ 371 $ 283 - 19 -
Supplemental Disclosure Investor Information Quarter Ended September 30, 2019 Retail Opportunity Investments Corp. www.roireit.net Investor Relations: Transfer Agent: NASDAQ: ROIC Ashley Rubino Constance Adams 11250 El Camino Real, Suite 200 arubino@roireit.net ComputerShare San Diego, CA 92130 858.255.4913 constance.adams@computershare.com Equity Research Coverage Baird Equity Research RJ Milligan 813.273.8252 Bank of America Merrill Lynch Craig Schmidt 646.855.3640 Bank of Montreal Jeremy Metz 212.885.4053 BTIG Michael Gorman 212.738.6138 Capital One Securities, Inc. Chris Lucas 571.633.8151 Citi Michael Bilerman 212.816.1383 Christy McElroy 212.816.6981 D.A. Davidson & Co. Barry Oxford 212.240.9871 Green Street Vince Tibone 949.640.8780 J.P. Morgan Michael W. Mueller 212.622.6689 Jefferies Jonathan Petersen 212.284.1705 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 Tamara Fique 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 - 20 -