roic-20201026
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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): October 26, 2020

RETAIL OPPORTUNITY INVESTMENTS CORP.
(Exact Name of Registrant as Specified in Its Charter)

Maryland001-3374926-0500600
(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)

Delaware333-189057-0194-2969738
(State or other jurisdiction of incorporation)(Commission
File Number)
(I.R.S. Employer
Identification No.)

11250 El Camino Real, Suite 200
San Diego,California92130
(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:
    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.
Securities registered pursuant to Section 12(b) of the Act:
Name of RegistrantTitle of each classTrading SymbolName of each exchange on which registered
Retail Opportunity Investments Corp.Common Stock, par value $0.0001 per shareROICNASDAQ
Retail Opportunity Investments Partnership, LPNoneNoneNone




Item 2.02.    Results of Operations and Financial Condition.
On October 26, 2020, Retail Opportunity Investments Corp. (the "Company") issued an earnings release announcing its financial results for the quarter ended September 30, 2020. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference. On October 26, 2020, in connection with this earnings release, the Company posted certain supplemental information regarding the Company's operations for the quarter ended September 30, 2020 on its website, www.roireit.net. A copy of the supplemental information is attached as Exhibit 99.2 hereto and incorporated herein by reference.
The information in this Current Report, including the exhibits hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.        

Exhibit No.Description
99.1
99.2
101Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (and contained in Exhibit 101)




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 26, 2020
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



Document


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

FOR IMMEDIATE RELEASE
Monday, October 26, 2020

Retail Opportunity Investments Corp. Reports
2020 Third Quarter Results

San Diego, CA, October 26, 2020 – Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the three and nine months ended September 30, 2020.

HIGHLIGHTS

$6.5 million of net income attributable to common stockholders for 3Q‘20 ($0.06 per diluted share)
$31.6 million of Funds From Operations (FFO)(1) for 3Q‘20 ($0.25 per diluted share)
88.7% of total 3Q‘20 billed base rent has been paid to date
96.8% portfolio lease rate at September 30, 2020
94.8% of total tenants are currently open, based on annualized base rent (ABR)
441,148 square feet of leases executed in 3Q‘20 (comparable to pre-pandemic leasing volume)
12.2% increase in same-space comparative cash rents on new leases in 3Q‘20 (11.6% on renewals)
3.5% decrease in same-center cash net operating income (3Q‘20 vs. 3Q‘19)
$130.0 million liquidity borrowing repaid in full
$49.1 million of operational cash flow conserved since 1Q‘20
$62.2 million in cash & cash equivalents currently
Awarded investment grade rating from Fitch Ratings, Inc.
Quarterly cash dividend expected to be reinstated starting in 1Q‘21
________________________________________
(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, “Our business, portfolio and tenants continue to exhibit remarkable resiliency. Notwithstanding ongoing state safeguards on the West Coast, that continue to limit operational capacity for a number of businesses, consumer activity across our grocery-anchored shopping center portfolio is strong. Accordingly, demand for space from a broad range of retailers has ramped up considerably. Our leasing activity during the third quarter totaled over 441,000 square feet, which is close to a new record in terms of our historical third quarter leasing activity. Additionally, we achieved double-digit rent growth on both new leases signed during the quarter and renewals.” Tanz added, “We intend to continue making the most of the demand, along with working diligently and collaboratively with existing tenants toward returning to full operations, with the goal of achieving a solid finish to 2020.”




FINANCIAL RESULTS SUMMARY

For the three months ended September 30, 2020, GAAP net income attributable to common stockholders was $6.5 million, or $0.06 per diluted share, as compared to GAAP net income attributable to common stockholders of $17.9 million, or $0.16 per diluted share, for the three months ended September 30, 2019. For the nine months ended September 30, 2020, GAAP net income attributable to common stockholders was $23.1 million, or $0.20 per diluted share, as compared to GAAP net income attributable to common stockholders of $38.7 million, or $0.34 per diluted share, for the nine months ended September 30, 2019.

FFO for the third quarter of 2020 was $31.6 million, or $0.25 per diluted share, as compared to $33.4 million in FFO, or $0.27 per diluted share for the third quarter of 2019. FFO for the first nine months of 2020 was $98.2 million, or $0.77 per diluted share, as compared to $102.7 million in FFO, or $0.82 per diluted share for the first nine months of 2019. 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.

For the third quarter of 2020, same-center net operating income (NOI) was $47.0 million, as compared to $48.7 million in same-center NOI for the third quarter of 2019, representing a 3.5% decrease. For the first nine months of 2020, same-center NOI decreased 3.2% as compared to same-center NOI for the first nine months of 2019. 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.

2020 financial results for the three and nine months ended September 30, 2020, as compared to 2019, reflect $62.6 million in net property dispositions completed during 2019, and the impact to date in 2020 from the ongoing pandemic, including $2.2 million of bad debt in the third quarter of 2020, as compared $0.4 million of bad debt in the third quarter of 2019, and $8.8 million of bad debt in the first nine months of 2020, as compared to $1.7 million of bad debt in the first nine months of 2019.

BALANCE SHEET SUMMARY

During the third quarter 2020, ROIC repaid in full the liquidity borrowings that it had previously drawn on its unsecured credit facility at the outset of the pandemic, in March and April 2020, totaling $130.0 million. At September 30, 2020, ROIC had total real estate assets (before accumulated depreciation) of approximately $3.1 billion and approximately $1.4 billion of principal debt outstanding (net of cash and cash equivalents), including $103.5 million outstanding on its $600.0 million unsecured credit facility. As of September 30, 2020, 94.0% of ROIC’s principal debt outstanding was unsecured, and 92.8% was effectively fixed-rate. Additionally, ROIC’s interest coverage for the third quarter 2020 was 3.1 times and 94.5% of its portfolio was unencumbered at September 30, 2020, based on GLA.

Since the pandemic was declared in mid-March, ROIC has conserved approximately $49.1 million of operational cash flow to date. ROIC currently has $62.2 million in cash and cash equivalents. In terms of future debt maturities, ROIC has no unsecured debt maturing for the next three years, through late 2023. Additionally, ROIC has no secured debt maturing in 2020 and 2021, $23.1 million maturing in mid-2022, and no secured debt maturing in 2023.

Subsequent to third quarter, Fitch Ratings, Inc. (Fitch) assigned a BBB- long-term issuer default rating to ROIC with a stable outlook. According to Fitch, the rating and outlook reflect ROIC’s high-quality, grocery-anchored shopping center portfolio located in densely populated, high barrier-to-entry west coast U.S. markets. Additionally, Fitch stated that ROIC’s best-in-class historical occupancy levels, and investment-grade credit metrics are key factors supporting the rating.





PROPERTY OPERATIONS SUMMARY

During the third quarter of 2020, ROIC executed 77 leases, totaling 441,148 square feet, including 37 new leases, totaling 134,031 square feet, achieving a 12.2% increase in same-space comparative base rent, and 40 renewed leases, totaling 307,117 square feet, achieving an 11.6% increase in base rent. ROIC reports same-space comparative base rent on a cash basis.

At September 30, 2020, ROIC’s portfolio was 96.8% leased. In terms of ROIC’s tenant base, 94.8% (based on ABR) are currently open and operating. To date, ROIC has received 88.7% of total third quarter 2020 billed base rent.

DIVIDEND

ROIC’s board of directors currently expects to reinstate distributing quarterly cash dividends to stockholders in the first quarter of 2021. ROIC intends to continue maintaining its compliance with REIT taxable income distribution requirements.

CONFERENCE CALL

ROIC will conduct a conference call and audio webcast to discuss its results on Tuesday, October 27, 2020 at 12:00 p.m. Eastern Time / 9:00 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: 3892546. 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 3:00 p.m. Eastern Time on October 27, 2020 and will be available until 2:00 p.m. Eastern Time on November 3, 2020. To access the conference call recording, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and use the Conference ID: 3892546. 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, 2020, 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, S&P Global Ratings, and Fitch Ratings, Inc. 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, 2020
(unaudited)
December 31, 2019
ASSETS  
Real Estate Investments:  
Land$881,764 $879,540 
Building and improvements2,262,430 2,252,301 
 3,144,194 3,131,841 
Less:  accumulated depreciation440,541 390,916 
2,703,653 2,740,925 
Mortgage note receivable4,979 13,000 
Real Estate Investments, net2,708,632 2,753,925 
Cash and cash equivalents58,458 3,800 
Restricted cash1,990 1,658 
Tenant and other receivables, net56,122 45,821 
Acquired lease intangible assets, net53,320 59,701 
Prepaid expenses1,285 3,169 
Deferred charges, net24,026 27,652 
Other assets17,543 18,031 
Total assets$2,921,376 $2,913,757 
LIABILITIES AND EQUITY  
Liabilities:  
Term loan$298,433 $298,330 
Credit facility100,544 80,743 
Senior Notes943,267 942,850 
Mortgage notes payable86,766 87,523 
Acquired lease intangible liabilities, net133,590 144,757 
Accounts payable and accrued expenses28,755 17,562 
Tenants’ security deposits6,977 7,177 
Other liabilities45,370 42,987 
Total liabilities1,643,702 1,621,929 
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; 117,940,155 and 116,496,016 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively
12 12 
Additional paid-in capital1,493,989 1,481,466 
Dividends in excess of earnings(298,212)(297,998)
Accumulated other comprehensive loss(10,230)(4,132)
Total Retail Opportunity Investments Corp. stockholders’ equity1,185,559 1,179,348 
Non-controlling interests92,115 112,480 
Total equity1,277,674 1,291,828 
Total liabilities and equity$2,921,376 $2,913,757 



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,
 2020201920202019
Revenues  
Rental revenue$69,066 $71,793 $208,997 $218,981 
Other income706 645 2,199 2,440 
Total revenues69,772 72,438 211,196 221,421 
Operating expenses
Property operating10,313 10,995 30,203 32,766 
Property taxes8,510 8,113 25,265 24,183 
Depreciation and amortization24,649 24,163 73,041 73,367 
General and administrative expenses4,101 4,448 11,974 13,674 
Other expense165 47 525 1,364 
Total operating expenses47,738 47,766 141,008 145,354 
Gain on sale of real estate— 10,357 — 13,175 
Operating income22,034 35,029 70,188 89,242 
Non-operating expenses  
Interest expense and other finance expenses(15,065)(15,401)(45,047)(46,685)
Net income6,969 19,628 25,141 42,557 
Net income attributable to non-controlling interests(503)(1,770)(2,026)(3,864)
Net Income Attributable to Retail Opportunity Investments Corp.$6,466 $17,858 $23,115 $38,693 
Earnings per share – basic and diluted$0.06 $0.16 $0.20 $0.34 
Dividends per common share$— $0.1970 $0.2000 $0.5910 






CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)

Three Months Ended September 30,Nine Months Ended September 30,
2020201920202019
Net income attributable to ROIC$6,466 $17,858 $23,115 $38,693 
Plus:  Depreciation and amortization24,649 24,163 73,041 73,367 
Less: Gain on sale of real estate— (10,357)— (13,175)
Funds from operations – basic31,115 31,664 96,156 98,885 
Net income attributable to non-controlling interests503 1,770 2,026 3,864 
Funds from operations – diluted$31,618 $33,434 $98,182 $102,749 

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,
20202019$ Change% Change20202019$ Change% Change
Number of shopping centers included in same-center analysis87 87 87 87 
Same-center occupancy96.9 %97.7 %(0.8)%96.9 %97.7 %(0.8)%
Revenues:
Base rents$50,986 $50,994 $(8)— %$154,261 $151,949 $2,312 1.5 %
Percentage rent55 183 (128)(69.9)%268 316 (48)(15.2)%
Recoveries from tenants16,611 16,348 263 1.6 %50,520 49,536 984 2.0 %
Other property income481 455 26 5.7 %1,163 1,895 (732)(38.6)%
Bad debt(2,073)(209)(1,864)891.9 %(8,251)(1,112)(7,139)642.0 %
Total Revenues66,060 67,771 (1,711)(2.5)%197,961 202,584 (4,623)(2.3)%
Operating Expenses
Property operating expenses10,652 11,075 (423)(3.8)%31,615 32,958 (1,343)(4.1)%
Property taxes8,411 7,990 421 5.3 %25,090 23,673 1,417 6.0 %
Total Operating Expenses19,063 19,065 (2)— %56,705 56,631 74 0.1 %
Same-Center Cash Net Operating Income$46,997 $48,706 $(1,709)(3.5)%$141,256 $145,953 $(4,697)(3.2)%




SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)

 Three Months Ended September 30,Nine Months Ended September 30,
 2020201920202019
GAAP operating income$22,034 $35,029 $70,188 $89,242 
Depreciation and amortization24,649 24,163 73,041 73,367 
General and administrative expenses4,101 4,448 11,974 13,674 
Other expense165 47 525 1,364 
Gain on sale of real estate— (10,357)— (13,175)
Straight-line rent(333)(924)(563)(2,650)
Amortization of above- and below-market rent(2,756)(3,087)(10,756)(13,025)
Property revenues and other expenses (1)
(114)(161)(363)135 
Total Company cash NOI47,746 49,158 144,046 148,932 
Non same-center cash NOI(749)(452)(2,790)(2,979)
Same-center cash NOI$46,997 $48,706 $141,256 $145,953 
____________________
(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:
Carol Merriman, Investor Relations
858-255-7426
cmerriman@roireit.net


roicsupplementaldisclosu
3rd QUARTER 2020 SUPPLEMENTAL INFORMATION Retail Opportunity Investments Corp. 11250 El Camino Real, Suite 200 San Diego, CA 92130 www.roireit.net


 
Supplemental Disclosure Overview Quarter Ended September 30, 2020 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, 2020, 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, S&P Global Ratings and Fitch Ratings, Inc. 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, 2020 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 Portfolio ………………………………………………….……………………………………………………………… 10 Same-Center Cash Net Operating Income Analysis……………………………………………………………………………… 13 Top Ten Tenants ………………….…………….………………….……………………………………………………………… 14 Lease Expiration Schedule ……………………..………………………..…….………………………………………………… 15 Leasing Summary ………………………………………………………..…................................................................................ 16 Same-Space Comparative Leasing Summary ………………………………………………………..…...................................... 17 Leased vs. Billed Summary …………………………...………….……………………..…......................................................... 18 COVID-19 Status of Tenants ………………………...………………………………..…............................................................ 19 Investor Information …………………………………………………………..…………………………………………………… 20 - 3 -


 
Supplemental Disclosure Balance Sheets Quarter Ended September 30, 2020 (unaudited, dollars in thousands, except par values and share amounts) 09/30/20 12/31/19 ASSETS: Real Estate Investments: Land $ 881,764 $ 879,540 Building and improvements 2,262,430 2,252,301 3,144,194 3,131,841 Less: accumulated depreciation 440,541 390,916 2,703,653 2,740,925 Mortgage note receivable 4,979 13,000 Real Estate Investments, net 2,708,632 2,753,925 Cash and cash equivalents 58,458 3,800 Restricted cash 1,990 1,658 Tenant and other receivables, net 56,122 45,821 Acquired lease intangible assets, net 53,320 59,701 Prepaid expenses 1,285 3,169 Deferred charges, net 24,026 27,652 Other assets 17,543 18,031 TOTAL ASSETS $ 2,921,376 $ 2,913,757 LIABILITIES: Term loan $ 298,433 $ 298,330 Credit facility 100,544 80,743 Senior Notes 943,267 942,850 Mortgage notes payable 86,766 87,523 Acquired lease intangible liabilities, net 133,590 144,757 Accounts payable and accrued expenses 28,755 17,562 Tenants' security deposits 6,977 7,177 Other liabilities 45,370 42,987 TOTAL LIABILITIES 1,643,702 1,621,929 EQUITY: Common stock, $.0001 par value 500,000,000 shares authorized 12 12 Additional paid-in capital 1,493,989 1,481,466 Dividends in excess of earnings (298,212) (297,998) Accumulated other comprehensive loss (10,230) (4,132) Total Retail Opportunity Investments Corp. stockholders' equity 1,185,559 1,179,348 Non-controlling interests 92,115 112,480 TOTAL EQUITY 1,277,674 1,291,828 TOTAL LIABILITIES AND EQUITY $ 2,921,376 $ 2,913,757 The Company's Form 10-Q for the quarter ended September 30, 2020, and Form 10-K for the year ended December 31, 2019 should be read in conjunction with the above information. - 4 -


 
Supplemental Disclosure Income Statements Quarter Ended September 30, 2020 (unaudited, in thousands, except per share amounts) Three Months Ended Nine Months Ended 09/30/20 09/30/19 09/30/20 09/30/19 REVENUES: Rental revenue (1) $ 69,066 $ 71,793 $ 208,997 $ 218,981 Other income 706 645 2,199 2,440 TOTAL REVENUES 69,772 72,438 211,196 221,421 OPERATING EXPENSES: Property operating 10,313 10,995 30,203 32,766 Property taxes 8,510 8,113 25,265 24,183 Depreciation and amortization 24,649 24,163 73,041 73,367 General and administrative expenses 4,101 4,448 11,974 13,674 Other expense 165 47 525 1,364 TOTAL OPERATING EXPENSES 47,738 47,766 141,008 145,354 Gain on sale of real estate - 10,357 - 13,175 OPERATING INCOME 22,034 35,029 70,188 89,242 NON-OPERATING EXPENSES: Interest expense and other finance expenses (15,065) (15,401) (45,047) (46,685) NET INCOME 6,969 19,628 25,141 42,557 NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (503) (1,770) (2,026) (3,864) NET INCOME ATTRIBUTABLE TO RETAIL OPPORTUNITY INVESTMENTS CORP. $ 6,466 $ 17,858 $ 23,115 $ 38,693 NET INCOME PER COMMON SHARE - BASIC $ 0.06 $ 0.16 $ 0.20 $ 0.34 NET INCOME PER COMMON SHARE - DILUTED $ 0.06 $ 0.16 $ 0.20 $ 0.34 Weighted average common shares outstanding - basic 117,218 113,814 116,523 113,726 Weighted average common shares outstanding - diluted 126,610 125,541 126,812 125,498 (1) RENTAL REVENUE Base rents $ 51,300 $ 51,472 $ 155,254 $ 154,298 Recoveries from tenants 16,874 16,690 51,232 50,662 Straight-line rent 333 924 563 2,650 Amortization of above- and below-market rent 2,756 3,087 10,756 13,025 Bad debt (2,197) (380) (8,808) (1,654) TOTAL RENTAL REVENUE $ 69,066 $ 71,793 $ 208,997 $ 218,981 The Company's Form 10-Q for the quarters ended September 30, 2020 and September 30, 2019 should be read in conjunction with the above information. - 5 -


 
Supplemental Disclosure Funds From Operations Quarter Ended September 30, 2020 (unaudited, in thousands, except per share amounts) Three Months Ended Nine Months Ended 09/30/20 09/30/19 09/30/20 09/30/19 Funds from Operations (FFO) (1) : Net income attributable to ROIC common stockholders $ 6,466 $ 17,858 $ 23,115 $ 38,693 Plus: Depreciation and amortization expense 24,649 24,163 73,041 73,367 Less: Gain on sale of real estate - (10,357) - (13,175) FUNDS FROM OPERATIONS - BASIC 31,115 31,664 96,156 98,885 Net income attributable to non-controlling interests 503 1,770 2,026 3,864 FUNDS FROM OPERATIONS - DILUTED $ 31,618 $ 33,434 $ 98,182 $ 102,749 FUNDS FROM OPERATIONS PER SHARE - BASIC $ 0.27 $ 0.28 $ 0.83 $ 0.87 FUNDS FROM OPERATIONS PER SHARE - DILUTED $ 0.25 $ 0.27 $ 0.77 $ 0.82 Weighted average common shares outstanding - basic 117,218 113,814 116,523 113,726 Weighted average common shares outstanding - diluted 126,610 125,541 126,812 125,498 Common dividends per share $ - $ 0.1970 $ 0.2000 $ 0.5910 FFO Payout Ratio - 73.0% 26.0% 72.1% Additional Disclosures: Non Cash Expense (Income) Straight line rent $ (333) $ (924) $ (563) $ (2,650) Above/below market rent amortization, net (2,756) (3,087) (10,756) (13,025) Non-cash interest expense 74 73 220 450 Deferred financing costs and mortgage premiums, net 568 520 1,623 1,553 Stock based compensation 2,341 2,234 6,365 6,124 Capital Expenditures Tenant improvements $ 2,956 $ 5,335 $ 13,668 $ 16,032 Leasing commissions 258 306 955 807 Building improvements 103 345 547 676 Reimbursable property improvements 268 1,203 1,204 2,408 Pad and other development 674 1,497 4,876 3,819 Value enhancing tenant improvements 1,238 697 4,284 4,182 (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, 2020 (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 $ 6,877 5.32% 4.20% 06/01/22 0.5% Riverstone Marketplace 17,351 4.96% 3.80% 07/01/22 1.2% Fullerton Crossroads 26,000 4.73% 3.82% 04/06/24 1.7% Diamond Hills Plaza 35,500 3.55% 3.61% 10/01/25 2.5% Net unamortized premiums/deferred financing charges 1,038 Total Mortgage Debt 86,766 4.33% 3.76% 3.6 Years (WA) 5.9% Unsecured Senior Notes: Senior Notes Due 2023 250,000 5.00% 5.21% 12/15/23 17.4% Senior Notes Due 2024 250,000 4.00% 4.21% 12/15/24 17.4% Senior Notes Due 2026 200,000 3.95% 3.95% 09/22/26 13.9% Senior Notes Due 2027 250,000 4.19% 4.19% 12/15/27 17.4% Net unamortized discounts/deferred financing charges (6,733) Total Unsecured Senior Notes 943,267 4.30% 4.41% 5.1 Years (WA) 66.1% Term Loan: Interest rate swaps 100,000 3.59% 3.59% 8/31/2022 6.9% Interest rate swaps 200,000 2.74% 2.74% 8/31/2022 13.9% Total Term Loan 300,000 3.02% 3.02% 20.8% Total Fixed Rate Debt 1,330,033 4.02% 4.06% 5.0 Years (WA) 92.8% Variable Rate Debt Credit Facility 103,500 1.05% 1.05% 02/20/24 (1) 7.2% Net unamortized deferred financing charges (2,956) Credit Facility, net 100,544 Term Loan 300,000 01/20/25 Net unamortized deferred financing charges (1,567) Term Loan, net 298,433 Interest rate swaps - Term loan (300,000) Total Variable Rate Debt 98,977 1.05% 1.05% 4.1 Years (WA) 7.2% TOTAL DEBT $ 1,429,010 3.80% 3.84% 4.7 Years (WA) 100.0% Net unamortized premiums on mortgages (1,233) Net unamortized discounts on notes 3,229 Net unamortized deferred financing charges 8,222 Total Principal Debt $ 1,439,228 (1) Does not include extension options available to ROIC. - 7 -


 
Supplemental Disclosure Summary of Debt Outstanding, continued Quarter Ended September 30, 2020 (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 2020 $ 148 $ - $ - $ - $ - $ 148 0.0% 2021 717 - - - - 717 0.0% 2022 1,003 23,129 - - - 24,132 1.7% 2023 686 - - - 250,000 250,686 17.4% 2024 708 26,000 103,500 (1) - 250,000 380,208 26.4% 2025 550 32,787 - 300,000 - 333,337 23.2% 2026 - - - - 200,000 200,000 13.9% 2027 - - - - 250,000 250,000 17.4% 2028 - - - - - - 0.0% $ 3,812 $ 81,916 $ 103,500 $ 300,000 $ 950,000 $ 1,439,228 100.0% Summary of Unencumbered/Encumbered Properties Number of Percentage Properties GLA of GLA Unencumbered properties 84 9,512,563 94.5% Encumbered properties 4 552,471 5.5% 88 10,065,034 100.0% Summary of Unsecured Debt/Secured Debt Percentage of Total Amount Principal Debt Unsecured principal debt $ 1,353,500 94.0% Secured principal debt 85,728 6.0% Total Principal Debt $ 1,439,228 100.0% (1) Does not include extension options available to ROIC. - 8 -


 
Supplemental Disclosure Selected Financial Analysis Quarter Ended September 30, 2020 (unaudited, in thousands, except per share amounts) 09/30/20 06/30/20 03/31/20 12/31/19 09/30/19 Debt coverage ratios, three months ending: Interest coverage ratio (EBITDA/interest expense) 3.1x 3.0x 3.5x 3.4x 3.2x Debt service coverage (EBITDA/(interest expense + scheduled principal payments)) 3.1x 2.9x 3.5x 3.3x 3.2x Net principal debt (Total principal debt less cash & equivalents)/Annualized EBITDA 7.3x 7.9x 7.0x 7.0x 7.2x Net principal debt (Total principal debt less cash & equivalents)/TTM EBITDA 7.1x 7.2x 7.1x 7.0x 7.0x Debt/book value ratios, at period end: Total principal debt/total book assets 49.3% 51.8% 50.3% 48.7% 48.7% Total principal debt/undepreciated book value 42.8% 45.4% 44.2% 43.0% 43.2% Secured principal debt/undepreciated book value 2.5% 2.5% 2.6% 2.6% 2.6% Market capitalization calculations, at period end: Common shares outstanding 117,264 116,962 115,440 115,871 114,700 Operating partnership units (OP units) outstanding 9,111 9,413 10,934 11,051 11,227 Common stock price per share $ 10.42 $ 11.33 $ 8.29 $ 17.66 $ 18.23 Total equity market capitalization $ 1,316,827 $ 1,431,828 $ 1,047,648 $ 2,241,442 $ 2,295,641 Total principal debt 1,439,228 1,569,373 1,489,515 1,420,157 1,428,298 TOTAL MARKET CAPITALIZATION $ 2,756,055 $ 3,001,201 $ 2,537,163 $ 3,661,599 $ 3,723,939 Unsecured Senior Notes Financial Covenants: (1) Total debt to total assets not to exceed 60% 45.4% 48.1% 46.9% 45.4% 45.8% Total secured debt to total assets not to exceed 40% 2.7% 2.6% 2.7% 2.8% 2.8% Total unencumbered assets to total unsecured debt not to be less than 150% 220.9% 207.7% 213.5% 221.2% 219.0% Consolidated income available for debt service to interest expense not to be less than 1.5:1 3.2x 3.3x 3.3x 3.3x 3.3x (1) Calculated in accordance with GAAP pursuant to underlying bond indentures. - 9 -


 
Supplemental Disclosure Property Portfolio Quarter Ended September 30, 2020 (dollars in thousands) Date Owned % Southern California City State Acquired GLA Leased ABR (1) Major Tenants Los Angeles metro area Paramount Plaza * Paramount CA 12/22/09 95,062 100.0% $ 1,931 Grocery Outlet Supermarket, 99¢ Only Stores, Rite Aid Pharmacy Claremont Promenade * Claremont CA 09/23/10 92,297 97.2% 2,470 Super King Supermarket Gateway Village * Chino Hills CA 12/17/10 96,959 94.6% 2,875 Sprouts Market Seabridge Marketplace * Oxnard CA 05/31/12 98,348 95.3% 1,862 Safeway (Vons) Supermarket Glendora Shopping Center * Glendora CA 08/01/12 106,535 92.4% 1,305 Albertson's Supermarket Redondo Beach Plaza * Redondo Beach CA 12/28/12 110,509 100.0% 2,344 Safeway (Vons) Supermarket, Petco Diamond Bar Town Center * Diamond Bar CA 02/01/13 100,342 99.0% 2,346 Walmart Neighborhood Market, Crunch Fitness Diamond Hills Plaza * Diamond Bar CA 04/22/13 139,505 97.2% 3,913 H-Mart Supermarket Plaza de la Cañada * La Cañada Flintridge CA 12/13/13 100,425 100.0% 2,673 Gelson's Supermarket, TJ Maxx, Rite Aid Pharmacy Fallbrook Shopping Center * Los Angeles CA 06/13/14 755,299 98.9% 12,494 Sprouts Market, Trader Joe's, Kroger (Ralph's) Supermarket(2), TJ Maxx Moorpark Town Center * Moorpark CA 12/03/14 133,547 95.2% 2,031 Kroger (Ralph's) Supermarket, CVS Pharmacy Ontario Plaza * Ontario CA 01/06/15 150,149 94.4% 2,312 El Super Supermarket, Rite Aid Pharmacy Park Oaks Shopping Center * Thousand Oaks CA 01/06/15 110,092 88.4% 2,468 Safeway (Vons) Supermarket, Dollar Tree Warner Plaza * Woodland Hills CA 12/31/15 110,918 91.2% 4,298 Sprouts Market, Kroger (Ralph's) Supermarket (2), Rite Aid Pharmacy (2) Magnolia Shopping Center * Santa Barbara CA 03/10/16 116,360 85.9% 2,113 Kroger (Ralph's) Supermarket Casitas Plaza Shopping Center * Carpinteria CA 03/10/16 105,118 96.9% 1,792 Albertson's Supermarket, CVS Pharmacy Bouquet Center * Santa Clarita CA 04/28/16 148,903 93.8% 3,147 Safeway (Vons) Supermarket, CVS Pharmacy, Ross Dress For Less North Ranch Shopping Center * Westlake Village CA 06/01/16 146,448 93.7% 4,970 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 94.9% 3,543 Trader Joe's, Marshall's, LA Fitness Los Angeles metro area total 2,941,759 95.9% $ 62,155 Orange County metro area Santa Ana Downtown Plaza * Santa Ana CA 01/26/10 105,536 96.0% $ 2,232 Kroger (Food 4 Less) Supermarket, Marshall's Sycamore Creek * Corona CA 09/30/10 74,198 98.2% 1,866 Safeway (Vons) Supermarket, CVS Pharmacy (2) Desert Springs Marketplace * Palm Desert CA 02/17/11 113,718 96.4% 2,885 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy Cypress Center West * Cypress CA 12/04/12 107,246 95.5% 2,031 Kroger (Ralph's) Supermarket, Rite Aid Pharmacy Harbor Place Center * Garden Grove CA 12/28/12 119,836 98.8% 1,818 AA Supermarket, Ross Dress For Less, Autozone 5 Points Plaza * Huntington Beach CA 09/27/13 160,536 99.7% 4,618 Trader Joe's Peninsula Marketplace * Huntington Beach CA 10/15/13 95,416 99.0% 2,418 Kroger (Ralph's) Supermarket, Planet Fitness Fullerton Crossroads * Fullerton CA 10/11/17 219,785 98.2% 3,467 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 94.8% 2,903 Smart & Final Extra Supermarket Orange Country metro area total 1,085,312 97.6% $ 24,238 San Diego metro area Marketplace Del Rio * Oceanside CA 01/03/11 183,787 83.3% $ 3,165 Stater Brothers Supermarket, Walgreens Renaissance Towne Centre * San Diego CA 08/03/11 53,272 100.0% 2,708 CVS Pharmacy Euclid Plaza * San Diego CA 03/29/12 77,044 100.0% 1,502 Vallarta Supermarket, Walgreens Bay Plaza * San Diego CA 10/05/12 73,324 98.0% 2,086 Seafood City Supermarket Bernardo Heights Plaza * Rancho Bernardo CA 02/06/13 37,729 100.0% 947 Sprouts Market Hawthorne Crossings * San Diego CA 06/27/13 141,288 98.9% 3,150 Mitsuwa Supermarket, Ross Dress For Less, Staples Creekside Plaza * Poway CA 02/28/14 133,852 95.0% 3,147 Stater Brothers Supermarket, AMC Theatres San Diego metro area total 700,296 94.2% $ 16,705 Southern California Totals 4,727,367 96.1% $ 103,098 (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 2020. - 10 -


 
Supplemental Disclosure Property Portfolio, continued Quarter Ended September 30, 2020 (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 98.4% 2,827 SaveMart (Lucky) Supermarket, Planet Fitness Country Club Gate Center * Pacific Grove CA 07/08/11 109,331 90.1% 2,148 SaveMart (Lucky) Supermarket, Rite Aid Pharmacy Marlin Cove Shopping Center * Foster City CA 05/04/12 73,943 100.0% 2,461 99 Ranch Market The Village at Novato * Novato CA 07/24/12 20,081 100.0% 560 Trader Joe's, Pharmaca Pharmacy Santa Teresa Village * San Jose CA 11/08/12 127,888 86.3% 2,707 Grocery Outlet Supermarket, Dollar Tree Granada Shopping Center * Livermore CA 06/27/13 69,325 100.0% 1,378 SaveMart (Lucky) Supermarket Country Club Village * San Ramon CA 11/26/13 111,093 98.8% 2,262 Walmart Neighborhood Market, CVS Pharmacy North Park Plaza * San Jose CA 04/30/14 76,697 99.1% 2,549 H-Mart Supermarket Winston Manor * South San Francisco CA 01/07/15 49,852 100.0% 1,787 Grocery Outlet Supermarket Jackson Square * Hayward CA 07/01/15 114,220 100.0% 2,242 Safeway Supermarket, CVS Pharmacy, 24 Hour Fitness Gateway Centre * San Ramon CA 09/01/15 112,553 96.6% 2,608 SaveMart (Lucky) Supermarket, Walgreens Iron Horse Plaza * Danville CA 12/04/15 61,915 100.0% 2,351 Lunardi's Market Monterey Center * Monterey CA 07/14/16 25,626 93.7% 1,021 Trader Joe's, Pharmaca Pharmacy Santa Rosa Southside Shopping Center * Santa Rosa CA 03/24/17 88,535 95.9% 1,577 REI, Cost Plus World Market, DSW Monta Loma Plaza * Mountain View CA 09/19/17 48,078 100.0% 1,540 Safeway Supermarket San Francisco metro area total 1,294,814 96.8% $ 31,489 Sacramento metro area Mills Shopping Center * Rancho Cordova CA 02/17/11 235,514 89.3% $ 2,721 Viva Supermarket, Ross Dress For Less (dd's Discounts), Dollar Tree Green Valley Station * Cameron Park CA 06/15/12 52,245 88.7% 984 CVS Pharmacy Sacramento metro area total 287,759 89.2% $ 3,705 Northern California Totals 1,582,573 95.4% $ 35,194 (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 2020. - 11 -


 
Supplemental Disclosure Property Portfolio, continued Quarter Ended September 30, 2020 (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% $ 867 Kroger (QFC) Supermarket The Market at Lake Stevens * Lake Stevens WA 03/11/10 74,130 100.0% 1,681 Albertson's (Haggen) Supermarket Canyon Park Shopping Center * Bothell WA 07/29/11 123,592 100.0% 2,522 PCC Community Markets, Rite Aid Pharmacy, Petco Hawks Prairie Shopping Center * Lacey WA 09/09/11 157,529 100.0% 1,958 Safeway Supermarket, Dollar Tree, Big Lots The Kress Building * Seattle WA 09/30/11 74,616 69.2% 1,434 IGA Supermarket, TJMaxx Gateway Shopping Center * Marysville WA 02/16/12 104,298 93.9% 2,481 WinCo Foods (2), Rite Aid Pharmacy, Ross Dress For Less Aurora Square * Shoreline WA 2012/2014 108,558 94.6% 1,789 Central Supermarket, Marshall's Canyon Crossing * Puyallup WA 04/15/13 120,398 100.0% 2,854 Safeway Supermarket Crossroads Shopping Center * Bellevue WA 2010/2013 473,147 98.2% 11,300 Kroger (QFC) Supermarket, Bed Bath & Beyond, Dick's Sporting Goods Bellevue Marketplace * Bellevue WA 12/10/15 113,758 100.0% 3,405 Asian Family Market Four Corner Square * Maple Valley WA 12/21/15 119,531 100.0% 2,634 Grocery Outlet Supermarket, Walgreens, Johnsons Home & Garden Bridle Trails Shopping Center * Kirkland WA 10/17/16 110,640 100.0% 2,388 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% 2,914 Safeway Supermarket, LA Fitness, Dollar Tree, Petco North Lynnwood Shopping Center * Lynnwood WA 10/19/17 63,606 80.1% 933 Grocery Outlet Supermarket Stadium Center * Tacoma WA 02/23/18 48,888 100.0% 1,036 Thriftway Supermarket Summerwalk Village Lacey WA 12/13/19 60,379 98.0% 880 Walmart Neighborhood Market Seattle metro area total 2,003,052 97.1% $ 41,766 Portland metro area Happy Valley Town Center * Happy Valley OR 07/14/10 138,397 100.0% $ 3,788 New Seasons Supermarket Wilsonville Old Town Square * Wilsonville OR 2010/2012 49,937 100.0% 1,850 Kroger (Fred Meyer) Supermarket (2) Cascade Summit Town Square * West Linn OR 08/20/10 94,934 100.0% 1,828 Safeway Supermarket Heritage Market Center * Vancouver WA 09/23/10 108,054 100.0% 1,892 Safeway Supermarket, Dollar Tree Division Crossing * Portland OR 12/22/10 103,561 100.0% 1,313 Rite Aid Pharmacy, Ross Dress For Less, Ace Hardware Halsey Crossing * Gresham OR 12/22/10 99,428 100.0% 1,407 24 Hour Fitness, Dollar Tree Hillsboro Market Center * Hillsboro OR 11/23/11 156,021 100.0% 2,622 Albertson's Supermarket, Dollar Tree, Ace Hardware Robinwood Shopping Center * West Linn OR 08/23/13 70,831 100.0% 1,087 Walmart Neighborhood Market Tigard Marketplace * Tigard OR 02/18/14 136,889 100.0% 2,083 H-Mart Supermarket, Bi-Mart Wilsonville Town Center * Wilsonville OR 12/11/14 167,829 100.0% 2,907 Safeway Supermarket, Rite Aid Pharmacy, Dollar Tree Tigard Promenade * Tigard OR 07/28/15 88,043 100.0% 1,511 Safeway Supermarket Sunnyside Village Square * Happy Valley OR 07/28/15 92,278 100.0% 1,602 Grocery Outlet Supermarket, Snap Fitness, Ace Hardware Johnson Creek Center * Happy Valley OR 11/09/15 108,588 100.0% 2,277 Trader Joe's, Walgreens, Sportsman's Warehouse Rose City Center * Portland OR 09/15/16 60,680 100.0% 833 Safeway Supermarket Division Center * Portland OR 04/05/17 118,122 100.0% 2,107 Grocery Outlet Supermarket, Rite Aid Pharmacy, Petco Riverstone Marketplace * Vancouver WA 10/11/17 95,774 100.0% 2,263 Kroger (QFC) Supermarket King City Plaza * King City OR 05/18/18 62,676 93.9% 929 Grocery Outlet Supermarket Portland metro area total 1,752,042 99.8% $ 32,299 Pacific Northwest Totals 3,755,094 98.4% $ 74,065 TOTAL SHOPPING CENTERS 10,065,034 96.8% $ 212,357 (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 2020. - 12 -


 
Supplemental Disclosure Same-Center Cash Net Operating Income Analysis Quarter Ended September 30, 2020 (unaudited, dollars in thousands) Three Months Ended Nine Months Ended 09/30/20 09/30/19 $ Change % Change 09/30/20 09/30/19 $ Change % Change Number of shopping centers included in same-center analysis (1) 87 87 87 87 Same-center occupancy 96.9% 97.7% (0.8)% 96.9% 97.7% (0.8)% REVENUES: Base rents $ 50,986 $ 50,994 $ (8) (0.0%) $ 154,261 $ 151,949 $ 2,312 1.5% Percentage rent 55 183 (128) (69.9%) 268 316 (48) (15.2%) Recoveries from tenants 16,611 16,348 263 1.6% 50,520 49,536 984 2.0% Other property income 481 455 26 5.7% 1,163 1,895 (732) (38.6)% Bad debt (2,073) (209) (1,864) 891.9% (8,251) (1,112) (7,139) 642.0% TOTAL REVENUES 66,060 67,771 (1,711) (2.5%) 197,961 202,584 (4,623) (2.3%) OPERATING EXPENSES: Property operating expenses 10,652 11,075 (423) (3.8%) 31,615 32,958 (1,343) (4.1%) Property taxes 8,411 7,990 421 5.3% 25,090 23,673 1,417 6.0% TOTAL OPERATING EXPENSES 19,063 19,065 (2) (0.0%) 56,705 56,631 74 0.1% SAME-CENTER CASH NET OPERATING INCOME $ 46,997 $ 48,706 $ (1,709) (3.5%) $ 141,256 $ 145,953 $ (4,697) (3.2%) SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION GAAP Operating Income $ 22,034 $ 35,029 $ 70,188 $ 89,242 Depreciation and amortization 24,649 24,163 73,041 73,367 General and administrative expenses 4,101 4,448 11,974 13,674 Other expense 165 47 525 1,364 Gain on sale of real estate - (10,357) - (13,175) Straight-line rent (333) (924) (563) (2,650) Amortization of above- and below-market rent (2,756) (3,087) (10,756) (13,025) Property revenues and other expenses (2) (114) (161) (363) 135 TOTAL COMPANY CASH NET OPERATING INCOME 47,746 49,158 144,046 148,932 Non Same-Center Cash NOI (749) (452) (2,790) (2,979) SAME-CENTER CASH NET OPERATING INCOME $ 46,997 $ 48,706 $ 141,256 $ 145,953 (1) Same centers are those properties which were owned for the entirety of the current and comparable prior year period. (2) Includes anchor lease termination fees net of contractual amounts, if any, expense and recovery adjustments related to prior periods and other miscellaneous adjustments. - 13 -


 
Supplemental Disclosure Top Ten Tenants Quarter Ended September 30, 2020 (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 9.8% $ 11,941 5.6% 2 Kroger Supermarkets 11 483,455 5.0% 7,335 3.4% 3 JP Morgan Chase 21 95,163 1.0% 3,157 1.5% 4 Rite Aid Pharmacy 12 232,586 2.4% 3,080 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 Trader Joe's 8 96,714 1.0% 2,802 1.3% 8 Sprouts Markets 4 159,163 1.6% 2,747 1.3% 9 Ross Dress For Less / dd's Discounts 7 191,703 2.0% 2,693 1.3% 10 Grocery Outlet Supermarkets 9 194,443 2.0% 2,662 1.3% Top 10 Tenants Total 101 2,770,661 28.5% $ 42,137 19.8% Other Tenants 1,816 6,969,299 71.5% 170,220 80.2% Total Portfolio 1,917 9,739,960 100.0% $ 212,357 100.0% - 14 -


 
Supplemental Disclosure Lease Expiration Schedule Quarter Ended September 30, 2020 (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. 2020 1 39,956 0.4% $ 536 0.3% 13.40 2021 6 153,360 1.6% 1,945 0.9% 12.68 2022 16 494,010 5.1% 6,207 2.9% 12.57 2023 27 860,417 8.8% 12,981 6.1% 15.09 2024 16 595,384 6.1% 9,669 4.6% 16.24 2025 20 660,405 6.8% 9,021 4.2% 13.66 2026 16 584,529 6.0% 7,671 3.6% 13.12 2027 6 123,082 1.3% 1,817 0.9% 14.76 2028 14 514,446 5.3% 9,360 4.4% 18.19 2029 10 324,843 3.3% 5,150 2.4% 15.85 2030+ 29 1,074,884 11.0% 15,932 7.5% 14.82 161 5,425,316 55.7% $ 80,289 37.7% $ 14.80 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. 2020 83 169,811 1.7% $ 5,012 2.4% $ 29.51 2021 285 535,861 5.5% 16,601 7.8% 30.98 2022 276 616,597 6.3% 18,703 8.8% 30.33 2023 287 649,212 6.7% 20,338 9.6% 31.33 2024 247 589,942 6.1% 18,318 8.6% 31.05 2025 229 569,098 5.8% 16,687 7.9% 29.32 2026 89 269,551 2.8% 7,957 3.7% 29.52 2027 67 211,003 2.2% 6,313 3.0% 29.92 2028 57 184,092 1.8% 6,461 3.0% 35.10 2029 45 144,512 1.5% 4,654 2.2% 32.20 2030+ 91 374,965 3.9% 11,192 5.3% 29.85 1,756 4,314,644 44.3% $ 132,236 62.3% $ 30.65 All Tenants Number of Leased Percent of Total Percent of ABR Leases Expiring (2) GLA Total Leased GLA ABR Total ABR Per Sq. Ft. 2020 84 209,767 2.1% $ 5,548 2.7% 26.71 2021 291 689,221 7.1% 18,546 8.7% 26.91 2022 292 1,110,607 11.4% 24,910 11.7% 22.43 2023 314 1,509,629 15.5% 33,319 15.7% 22.07 2024 263 1,185,326 12.2% 27,987 13.2% 23.61 2025 249 1,229,503 12.6% 25,708 12.1% 20.91 2026 105 854,080 8.8% 15,628 7.3% 18.30 2027 73 334,085 3.5% 8,130 3.9% 24.33 2028 71 698,538 7.1% 15,821 7.4% 22.65 2029 55 469,355 4.8% 9,804 4.6% 20.89 2030+ 120 1,449,849 14.9% 27,124 12.8% 18.72 1,917 9,739,960 100.0% $ 212,525 100.0% $ 21.83 (1) Anchor tenants are leases equal to or greater than 15,000 square feet. (2) Does not assume exercise of renewal options. - 15 -


 
Supplemental Disclosure Leasing Summary Quarter Ended September 30, 2020 For the Three Months Ended September 30, 2020 For the Nine Months Ended September 30, 2020 New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 36 1 37 70 3 73 Gross Leasable Area (sq. ft.) 104,731 29,300 134,031 163,563 104,075 267,638 Initial Base Rent ($/sq. ft.) (1) $ 24.24 $ 11.52 $ 21.46 $ 27.34 $ 12.63 $ 21.62 Tenant Improvements ($/sq. ft.) $ 2.08 $ - $ 1.63 $ 2.88 $ 4.80 $ 3.63 Leasing Commissions ($/sq. ft.) $ 3.69 $ - $ 2.88 $ 3.63 $ - $ 2.22 Weighted Average Lease Term (Yrs.) (2) 6.0 15.0 8.0 6.3 17.4 10.6 Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 34 6 40 116 12 128 Gross Leasable Area (sq. ft.) 102,822 204,295 307,117 254,987 391,916 646,903 Initial Base Rent ($/sq. ft.) (1) $ 29.61 $ 11.82 $ 17.78 $ 30.54 $ 12.26 $ 19.47 Tenant Improvements ($/sq. ft.) $ 1.49 $ 0.61 $ 0.90 $ 0.83 $ 0.32 $ 0.52 Leasing Commissions ($/sq. ft.) $ - $ - $ - $ 0.22 $ - $ 0.09 Weighted Average Lease Term (Yrs.) (2) 4.6 4.7 4.6 4.8 4.8 4.8 Total Non-Anchor Anchor Total Non-Anchor Anchor Total Number of Leases 70 7 77 186 15 201 Gross Leasable Area (sq. ft.) 207,553 233,595 441,148 418,550 495,991 914,541 Initial Base Rent ($/sq. ft.) (1) $ 26.90 $ 11.78 $ 18.90 $ 29.29 $ 12.34 $ 20.10 Tenant Improvements ($/sq. ft.) $ 1.79 $ 0.54 $ 1.12 $ 1.63 $ 1.26 $ 1.43 Leasing Commissions ($/sq. ft.) $ 1.86 $ - $ 0.87 $ 1.55 $ - $ 0.71 Weighted Average Lease Term (Yrs.) (2) 5.3 5.9 5.7 5.4 7.5 6.5 (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. - 16 -


 
Supplemental Disclosure Same-Space Comparative Leasing Summary Quarter Ended September 30, 2020 For the Three Months Ended September 30, 2020 For the Nine Months Ended September 30, 2020 New Leases Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 21 1 22 41 3 44 Comparative GLA (sq. ft.) (1) 60,844 29,300 90,144 96,748 104,075 200,823 Prior Base Rent ($/sq. ft.) (2) $ 25.08 $ 11.50 $ 20.67 $ 27.52 $ 11.03 $ 18.98 Initial Base Rent ($/sq. ft.) $ 28.80 $ 11.52 $ 23.19 $ 31.38 $ 12.63 $ 21.66 Percentage Change in Base Rents 14.9% 0.2% 12.2% 14.0% 14.5% 14.2% Tenant Improvements ($/sq. ft.) $ 3.58 $ - $ 2.42 $ 4.46 $ 4.80 $ 4.64 Leasing Commissions ($/sq. ft.) $ 4.55 $ - $ 3.07 $ 3.95 $ - $ 1.90 Weighted Average Lease Term (Yrs.) (3) 7.6 15.0 10.0 7.4 17.4 12.6 Renewals Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 34 6 40 116 12 128 Comparative GLA (sq. ft.) 102,822 204,295 307,117 254,987 391,916 646,903 Prior Base Rent ($/sq. ft.) (2) $ 26.59 $ 10.57 $ 15.93 $ 27.80 $ 11.29 $ 17.80 Initial Base Rent ($/sq. ft.) $ 29.61 $ 11.82 $ 17.78 $ 30.54 $ 12.26 $ 19.47 Percentage Change in Base Rents 11.3% 11.9% 11.6% 9.9% 8.6% 9.4% Tenant Improvements ($/sq. ft.) $ 1.49 $ 0.61 $ 0.90 $ 0.83 $ 0.32 $ 0.52 Leasing Commissions ($/sq. ft.) $ - $ - $ - $ 0.22 $ - $ 0.09 Weighted Average Lease Term (Yrs.) (3) 4.6 4.7 4.6 4.8 4.8 4.8 Total Non-Anchor Anchor Total Non-Anchor Anchor Total Comparative # of Leases 55 7 62 157 15 172 Comparative GLA (sq. ft.) (1) 163,666 233,595 397,261 351,735 495,991 847,726 Prior Base Rent ($/sq. ft.) (2) $ 26.03 $ 10.68 $ 17.01 $ 27.73 $ 11.24 $ 18.08 Initial Base Rent ($/sq. ft.) $ 29.31 $ 11.78 $ 19.01 $ 30.77 $ 12.34 $ 19.99 Percentage Change in Base Rents 12.6% 10.3% 11.8% 11.0% 9.8% 10.5% Tenant Improvements ($/sq. ft.) $ 2.26 $ 0.54 $ 1.25 $ 1.83 $ 1.26 $ 1.50 Leasing Commissions ($/sq. ft.) $ 1.69 $ - $ 0.70 $ 1.25 $ - $ 0.52 Weighted Average Lease Term (Yrs.) (3) 5.7 5.9 5.9 5.5 7.5 6.6 (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. - 17 -


 
Supplemental Disclosure Leased vs. Billed Summary Quarter Ended September 30, 2020 (dollars in thousands) 09/30/20 06/30/20 03/31/20 12/31/19 % leased at beginning of quarter 97.0% 97.7% 97.9% 97.7% % billed at beginning of quarter 94.2% 93.9% 94.4% 95.1% ABR of new leases signed/not yet commenced - at beginning of quarter $ 5,890 $ 7,041 $ 6,482 $ 5,945 less: ABR of new leases commenced during quarter (1,196) (844) (954) (1,370) less: ABR of new leases dismissed during quarter - (865) - - plus: ABR of new leases signed during quarter 2,161 558 1,513 1,907 ABR of new leases signed/not yet commenced - at end of quarter $ 6,855 $ 5,890 $ 7,041 $ 6,482 % leased at end of quarter 96.8% 97.0% 97.7% 97.9% % billed at end of quarter 93.4% 94.2% 93.9% 94.4% ABR of new leases commenced during quarter - actual cash received $ 179 $ 183 $ 169 $ 222 - 18 -


 
Supplemental Disclosure COVID-19 Update Quarter Ended September 30, 2020 Tenant Type (1) Anchor & Non-Anchor (1) % of Billed Base Rent Paid % Open % of Billed Base Rent Paid % Open 2Q20 (2) 3Q20 by ABR 2Q20 (2) 3Q20 by ABR as of 7/27/20 as of 10/22/20 as of 10/22/20 as of 7/27/20 as of 10/22/20 as of 10/22/20 Grocery 98.7% 99.3% 100.0% Anchors 89.4% 93.1% 93.0% Drug Store 98.7% 99.0% 100.0% Non-Anchors 77.5% 86.0% 96.0% Automotive Supply 99.8% 99.9% 100.0% Total 81.9% 88.7% 94.8% Home Improvement 99.1% 99.7% 100.0% Electronics 99.4% 99.8% 100.0% National, Regional & Local (1) Off-price 91.6% 99.3% 100.0% % of Billed Base Rent Paid % Open Pet Supply 91.9% 93.8% 100.0% 2Q20 (2) 3Q20 by ABR Postal Services 88.9% 96.2% 100.0% as of 7/27/20 as of 10/22/20 as of 10/22/20 Sporting Goods 78.8% 98.0% 100.0% National 84.7% 92.9% 94.9% Financial Services 97.7% 99.2% 99.5% Regional 81.8% 94.9% 96.8% Home Decor 56.9% 97.1% 99.0% Local 76.5% 79.3% 94.2% Wireless 86.0% 90.5% 98.6% Total 81.9% 88.7% 94.8% Local Services 83.0% 89.9% 98.3% Medical & Dental 84.9% 92.3% 97.8% Metro Market (1) Fast Food Restaurants 86.3% 92.0% 97.8% % of Billed Base Rent Paid % Open Limited Service Restaurants 70.2% 78.9% 96.7% 2Q20 (2) 3Q20 by ABR General Retail 60.2% 87.0% 96.0% as of 7/27/20 as of 10/22/20 as of 10/22/20 Non-retail 91.2% 91.2% 95.3% Los Angeles 81.6% 88.8% 93.1% Full Service Restaurants 62.7% 63.0% 93.0% Orange County 76.5% 84.6% 97.9% Salons 55.7% 75.7% 92.7% San Diego 85.2% 85.8% 91.5% Education 64.0% 70.9% 87.2% Southern California 80.9% 87.3% 93.9% Apparel 83.7% 86.8% 87.0% San Francisco 83.7% 88.8% 94.2% Fitness 38.2% 51.9% 75.7% Sacramento 86.2% 89.3% 98.4% Entertainment 59.6% 68.2% 4.4% Northern California 83.9% 88.9% 94.6% Total 81.9% 88.7% 94.8% Seattle 80.5% 91.0% 95.3% Portland 84.7% 90.0% 97.4% Pacific Northwest 82.4% 90.6% 96.2% Total 81.9% 88.7% 94.8% (1) Data is to the best of ROIC’s knowledge as of October 22, 2020. ROIC expects this data to change going forward. (2) Total billed base rent paid for 2Q20 as of October 22, 2020 is 85.9%. - 19 -


 
Supplemental Disclosure Investor Information Quarter Ended September 30, 2020 Retail Opportunity Investments Corp. Investor Relations: Transfer Agent: www.roireit.net Carol Merriman Syed Hussaini NASDAQ: ROIC cmerriman@roireit.net ComputerShare 11250 El Camino Real, Suite 200 858.255.7426 syed.hussaini@computershare.com San Diego, CA 92130 Equity Research Coverage Bank of America Merrill Lynch Craig Schmidt 646.855.3640 Bank of Montreal John P. Kim 212.885.4115 Juan Sanabria 312.845.4074 BTIG Michael Gorman 212.738.6138 Capital One Securities, Inc. Chris Lucas 571.633.8151 Citi Michael Bilerman 212.816.1383 Katy McConnell 212.816.4471 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 Linda Tsai 212.778.8011 KeyBanc Capital Markets Todd Thomas 917.368.2286 Raymond James RJ Milligan 908.447.4493 Wells Fargo Tamara Fique 617.603.4262 Fixed Income Research Coverage J.P. Morgan Mark Streeter 212.834.5086 Ratings Agency Coverage Fitch Ratings, Inc. Zachary Klein 646.582.4049 Moody’s Investors Service Juan Acosta 212.553.4849 S&P Global Ratings Michael Souers 212.438.2508 - 20 -