SmartCentres Real Estate Investment Trust Releases Fourth
Operational
- Shopping centre leasing activity remains strong, with industry-leading occupancy levels of 98% in Q4 2022, representing a 40 basis point increase as compared to the same period 2021
- Same Properties NOI(1) for the quarter increased by $5.1 million or 4.0% as compared to Q4 2021, and for the full year increased by $16.5 million or 3.3% as compared to 2021
- Net rental income and other for the quarter increased by $2.2 million or 1.7% as compared to Q4 2021, and for the full year increased by $16.8 million or 3.5% as compared to 2021
Mixed-use Development
- In excess of three million square feet of construction activity is currently underway, principally high rise residential on existing shopping centre sites in Toronto, Montreal, and Ottawa
- Construction of the Transit City 4 & 5 condominium towers is in the final stages of completion with closings scheduled to commence in March 2023. All 1,026 units have been pre-sold and construction costs are on budget
- Construction of the Millway, a 458-unit purpose-built rental apartment building, is also in the final stages of completion, with initial tenants taking occupancy and rent commencement later this month
Financial
- FFO(1) with adjustments excluding the impact of the TRS for the quarter increased by $1.0 million or 1.1% as compared to Q4 2021, and for the full year increased by $9.6 million or 2.7% as compared to 2021
- Payout Ratio to ACFO(1) with adjustments excluding the impact of the TRS and other for the year ended December 31, 2022 improved by 3.9% to 92.6% as compared to 2021 and for the quarter improved by 5.7% to 94.1% as compared to Q4 2021
- Payout Ratio to cash flows provided by operating activities for the year ended December 31, 2022 increased by 3.1% to 88.9% as compared to 2021 and for the quarter increased by 1.6% to 61.2% as compared to Q4 2021
- As a result of fair value adjustments to property valuations and condo and townhouse closings that occurred in 2021, net income and comprehensive income for the quarter decreased by $551.8 million or 84.6% as compared to Q4 2021, and for the year decreased by $351.7 million or 35.6% as compared to 2021
TORONTO, Feb. 08, 2023 (GLOBE NEWSWIRE) -- SmartCentres Real Estate Investment Trust (“SmartCentres”, the “Trust” or the “REIT”) (TSX: SRU.UN) is pleased to report its financial and operating results for the quarter and year ended December 31, 2022.
“Walmart is a very strong anchor tenant in good times, and an even stronger one in tough times. Hence, customer traffic to our Walmart-anchored shopping centre portfolio continues to gain momentum which, in turn, is generating steadily increasing levels of leasing activity that began earlier in 2022.” said Mitchell Goldhar, Executive Chairman and CEO of SmartCentres.
“We anticipate this trend will continue into 2023 and that it will have a positive impact on both our occupancy and earnings levels. We are pleased with the noticeable increase in leasing activity in the fourth quarter and the associated improvement in cash collections.”
“We are particularly proud of our progress on the eleven mixed-used development initiatives that are currently under construction. These projects have expected completion dates in 2023 and 2024, upon which they are expected to begin contributing FFO(1). The development initiatives span multiple asset classes, including condos, rental apartments, seniors’ apartments, townhouses, self-storage, industrial, and retirement residences. As at December 31, 2022, the total cumulative amount of capital deployed on these projects was $755.2 million ($304.1 million at the Trust’s share), with approximately $487.8 million remaining until completion ($234.9 million at the Trust’s share),” noted Mr. Goldhar.
“Among these developments are significant projects at our flagship Vaughan Metropolitan Centre. These include two 45-storey and 50-storey condominium towers at Transit City nearing completion after 36 months. These units are sold out and the final stages of construction are rapidly nearing the finish line, on time and on budget. Closings are expected to commence in March 2023. In addition, The Millway, a 458-unit, 36-storey rental apartment tower, is also proceeding on time and on budget with initial occupancy and rent commencement expected to begin later this month. The first phase of our Artwalk condominium project is also sold out and construction is expected to commence in the second half of 2023.”
“We are also pleased to note that, as promised, we published our inaugural ESG report during the fourth quarter of 2022. Our business remains strong and well-positioned for growth in the coming years. Nevertheless, with changing economic conditions, we plan on applying prudent discipline when assessing development and other initiatives. Our focus remains on the long term, including the development of mixed-use projects on our strategically located real estate, which we are confident will extract deeply embedded value for many years to come,” added Mr. Goldhar.
(1) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
Key Business Development, Financial and Operational Highlights for the Year Ended December 31, 2022
Mixed-Use Development and New Growth at SmartVMC
- Park Place condo pre-development is underway on the 53.0 acre SmartVMC West lands strategically acquired in December 2021. Pre-sales for this development have commenced. The Trust’s acquisition in December 2021 of a two-thirds interest in the SmartVMC West lands more than doubled the Trust’s holdings in the 105 acre SmartVMC city centre development.
- Construction nears completion on the 100% pre-sold Transit City 4 (45 storeys) and 5 (50 storeys) condo towers, representing 1,026 residential units. Concrete, formwork and building envelope have been completed for both towers, with interior finishes ongoing. First closings are expected to commence in March 2023.
- Construction of the purpose-built rental project, The Millway (36 storeys), nears completion at SmartVMC. Formwork, concrete and building envelope have been completed, with interior finishes underway. Initial occupancy is expected to commence in February 2023.
- ArtWalk condominium sales of 320 released units in Phase 1 are sold out with construction expected to begin in the second half of 2023.
Other Business Development
- Occupancy in the completed first phase of the two-phase, purpose-built residential rental project in Laval, Quebec, ended the year with 98% of the 171 units leased. Pre-leasing has commenced on the next phase and construction continues, with a target completion date of Q2 2023.
- Initial occupancy in the two purpose-built residential rental towers (238 units) in Mascouche, Quebec began in July 2022, with the final floor opened in November. More than 147 units have been leased and current lease-up activity is in line with initial expectations.
- All of the five developed and operating self-storage facilities (Toronto (Leaside), Vaughan NW, Brampton, Oshawa South and Scarborough East) have been very well-received by their local communities, with current occupancy levels ahead of expectations. A sixth facility, Aurora, opened in December 2022.
- Three self-storage facilities in Whitby, Markham and Brampton (Kingspoint) are currently under construction, with Brampton (Kingspoint) expected to be completed in early 2023. Additional self-storage facilities have been approved by the Board of Trustees and the Trust is in the process of obtaining municipal approvals in Stoney Creek and two locations in Toronto (Gilbert Ave. and Jane St.). In addition, the municipal approval process is underway in New Westminster and Burnaby, British Columbia.
- Construction continues on a new retirement residence and a seniors’ apartment project, totalling 402 units, at the Trust's Laurentian Place in Ottawa, with completion expected in Q1 2024.
- By way of a Minister’s Zoning Order, the Trust has permissions that would allow for the redevelopment of the 73-acre Cambridge retail property (which is subject to a leasehold interest with Penguin) including various forms of residential, retail, office, institutional and commercial uses providing for the creation of a vibrant urban community with the potential for over 12 million square feet of development.
- The Trust, together with its partner, Penguin, has also commenced preliminary siteworks for the 215,000 square foot retail project on Laird Drive in Toronto, that is expected to feature a flagship 190,000 square foot Canadian Tire store together with 25,000 square feet of additional retail space. Canadian Tire is expected to take possession in 2024.
Financial
- Net income and comprehensive income(1) was $636.0 million in 2022 compared to $987.7 million in 2021, representing a decrease of $351.7 million. This decrease was primarily attributed to: i) $476.8 million decrease in fair value adjustment on revaluation of investment properties; and ii) $20.2 million decrease in net profit on condo and townhome unit closings; and was partially offset by i) $125.5 million increase in fair value adjustments on financial instruments; and ii) $20.6 million increase in net rental income and other mainly due to higher base rent in 2022.
- Net income and comprehensive income per Unit(1) in 2022 decreased by $2.14 or 37.7% to $3.54 as compared to the same period in 2021, primarily due to the reasons as noted above.
- As at December 31, 2022, the Trust increased its unsecured/secured debt ratio(2)(3) to 74%/26% (December 31, 2021 – 71%/29%).
- The Trust continues to add to its unencumbered pool of high-quality assets. As at December 31, 2022, this unencumbered portfolio consisted of investment properties was valued at $8.4 billion (December 31, 2021 – $6.6 billion).
- The Trust’s fixed rate/variable rate debt ratio(2)(3) was 82%/18% as at December 31, 2022 (December 31, 2021 – 89%/11%).
- FFO per Unit with adjustments excluding the impact of ECL, TRS, condominium and townhome closings, and SmartVMC West acquisition(2) was $2.14 (year ended December 31, 2021 – $2.09).
- During the quarter, 693,900 additional notional TRS Units were added at a weighted average price of $26.37 per Unit.
- For the year ended December 31, 2022, there was a surplus of cash flows provided by operating activities(1) over distributions declared of $41.2 million (year ended December 31, 2021 – surplus of $52.9 million).
- The Payout Ratio relating to cash flows provided by operating activities for the year ended December 31, 2022 was 88.9%, as compared to 85.8% for the year ended December 31, 2021.
- For the year ended December 31, 2022, there was a surplus of ACFO(2) over distributions declared of $10.5 million (year ended December 31, 2021 – surplus of $34.3 million).
- The Payout Ratio to ACFO(2) for the year ended December 31, 2022 was 96.9%, as compared to 90.3% for the year ended December 31, 2021. Excluding the impact of TRS, condominium and townhome closings, and SmartVMC West acquisition, the Payout Ratio to ACFO(2) for the year ended December 31, 2022 was 92.6%, as compared to 96.5% for the year ended December 31, 2021.
Operational
- Rentals from investment properties and other(1) was $804.6 million, as compared to $780.8 million in 2021, representing an increase of $23.8 million or 3.0%, primarily due to: (i) the acquisition of an additional interest in investment properties in Q1 2022; (ii) higher rental income from Premium Outlets locations in both Toronto and Montreal; and (iii) additional self-storage facility and parking rental revenue.
- Same Properties NOI inclusive of ECL(2) increased by $16.5 million or 3.3% in 2022 as compared to 2021. Same Properties NOI excluding ECL(2) increased by $9.5 million or 1.9% in 2022 as compared to the prior year.
- In-place occupancy rate and occupancy rate with committed deals were 97.6% and 98.0%, respectively, as at December 31, 2022 (December 31, 2021 – 97.4% and 97.6%, respectively).
Subsequent Event
- The Trust together with an entity, PCVP, which is classified as investment in associates, entered into an agreement to dispose approximately 6.4 acres of land located in Vaughan, Ontario (VMC) to an unrelated party, which closed in February 2023, for gross proceeds of $95.6 million that was satisfied with cash. The Trust’s share of such proceeds was $58.4 million, comprised of $42.3 million relating to the Trust’s two-thirds share of the 4.3 acres of land on western part of SmartVMC which were previously consolidated in the Trust’s consolidated financial statements and presented as assets held for sale at December 31, 2022, and $16.1 million relating to the Trust’s 50% share of 2.1 acres of land on eastern part of SmartVMC which were previously recorded in equity accounted investments. Proceeds from the sale were primarily used by the Trust to reduce indebtedness.
(1) Represents a GAAP measure.
(2) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(3) Net of cash-on-hand of $33.4 million as at December 31, 2022 for the purposes of calculating the applicable ratios.
Selected Consolidated Operational, Mixed-Use Development and Financial Information
Key consolidated operational, mixed-use development and financial information shown in the table below includes the Trust’s proportionate share of equity accounted investments:
| (in thousands of dollars, except per Unit and other non-financial data) | December 31, 2022 | December 31, 2021 | December 31, 2020 |
| Portfolio Information | |||
| Number of retail properties | 155 | 155 | 156 |
| Number of office properties | 4 | 4 | 4 |
| Number of self-storage properties | 6 | 6 | 4 |
| Number of residential properties | 1 | 1 | 1 |
| Number of properties under development | 19 | 17 | 14 |
| Total number of properties with an ownership interest | 185 | 183 | 179 |
| Leasing and Operational Information(1) | |||
| Gross leasable retail and office area (in thousands of sq. ft.) | 34,750 | 34,119 | 34,056 |
| Occupied retail and office area (in thousands of sq. ft.) | 33,925 | 33,219 | 33,039 |
| Vacant retail and office area (in thousands of sq. ft.) | 826 | 900 | 1,017 |
| In-place occupancy rate (%) | 97.6 | 97.4 | 97.0 |
| In-place and committed occupancy rate (%) | 98.0 | 97.6 | 97.3 |
| Average lease term to maturity (in years) | 4.2 | 4.4 | 4.6 |
| Net annualized retail rental rate (per occupied sq. ft.) ($) | 15.53 | 15.44 | 15.37 |
| Net annualized retail rental rate excluding Anchors (per occupied sq. ft.) ($) | 22.20 | 22.07 | 21.89 |
| Mixed-Use Development Information | |||
| Trust’s share of future development area (in thousands of sq. ft.) | 41,200 | 40,600 | 32,500 |
| Trust’s share of estimated costs of future projects currently under construction, or for which construction is expected to commence within the next five years (in millions of dollars) | 10,000 | 9,800 | 7,900 |
| Total number of residential rental projects | 110 | 104 | 96 |
| Total number of seniors’ housing projects | 25 | 27 | 40 |
| Total number of self-storage projects | 33 | 36 | 50 |
| Total number of office buildings / industrial projects | 8 | 8 | 7 |
| Total number of hotel projects | 3 | 3 | 4 |
| Total number of condominium developments | 88 | 95 | 72 |
| Total number of townhome developments | 7 | 10 | 15 |
| Total number of estimated future projects currently in development planning stage | 274 | 283 | 284 |
| Financial Information | |||
| Total assets – GAAP(2) | 11,702,153 | 11,293,248 | 10,724,492 |
| Total assets – non-GAAP(3)(4) | 12,083,941 | 11,494,377 | 10,874,900 |
| Investment properties – GAAP(2) | 10,250,392 | 9,847,078 | 8,850,390 |
| Investment properties – non-GAAP(3)(4) | 11,223,796 | 10,684,529 | 9,400,584 |
| Total unencumbered assets(3) | 8,415,900 | 6,640,600 | 5,835,600 |
| Debt – GAAP(2) | 4,983,265 | 4,854,527 | 5,210,123 |
| Debt – non-GAAP(3)(4) | 5,260,053 | 4,983,078 | 5,261,360 |
| Debt to Aggregate Assets (%)(3)(4)(5) | 43.6 | 42.9 | 44.6 |
| Debt to Gross Book Value (%)(3)(4)(5) | 52.0 | 50.8 | 50.1 |
| Unsecured to Secured Debt Ratio(3)(4)(5) | 74%/26% | 71%/29% | 68%/32% |
| Unencumbered assets to unsecured debt(3)(4)(5) | 2.2X | 1.9X | 1.9X |
| Weighted average interest rate (%)(3)(4) | 3.86 | 3.11 | 3.28 |
| Weighted average term of debt (in years) | 4.0 | 4.8 | 5.0 |
| Interest coverage ratio(3)(4)(5) | 3.1X | 3.4X | 3.2X |
| Equity (book value)(2) | 6,163,101 | 5,841,315 | 5,166,975 |
| Weighted average number of units outstanding – diluted | 179,657,455 | 173,748,819 | 172,971,603 |
(1) Excluding residential and self-storage area.
(2) Represents a GAAP measure.
(3) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(4) Includes the Trust’s assets held for sale and the Trust’s proportionate share of equity accounted investments.
(5) As at December 31, 2022, cash-on-hand of $33.4 million was excluded for the purposes of calculating the applicable ratios (December 31, 2021 – $80.0 million, December 31, 2020 – $754.4 million).
Year-to-Date Comparison to Prior Year
The following table presents key financial, per Unit, and payout ratio information for the year ended December 31, 2022 and December 31, 2021:
| (in thousands of dollars, except per Unit information) | 2022 | 2021 | Variance | |||
| (A) | (B) | (A–B) | ||||
| Financial Information | ||||||
| Rentals from investment properties and other(1) | 804,598 | 780,796 | 23,802 | |||
| Net base rent(1) | 508,023 | 494,992 | 13,031 | |||
| Total recoveries(1) | 265,281 | 253,032 | 12,249 | |||
| Miscellaneous revenue(1) | 15,393 | 17,891 | (2,498) | |||
| Service and other revenues(1) | 14,652 | 14,843 | (191) | |||
| Earnings from other(1) | 1,249 | 38 | 1,211 | |||
| Net income and comprehensive income(1) | 635,965 | 987,676 | (351,711) | |||
| Net income and comprehensive income excluding fair value adjustments(2)(3) | 342,261 | 342,609 | (348) | |||
| Cash flows provided by operating activities(1) | 370,762 | 371,624 | (862) | |||
| Net rental income and other(1) | 502,604 | 485,840 | 16,764 | |||
| NOI from condominium and townhome closings and other adjustments(2) | 305 | 20,471 | (20,166) | |||
| NOI(2) | 518,520 | 518,122 | 398 | |||
| Change in net rental income and other(2) | 3.5% | 5.4% | (1.9)% | |||
| Change in SPNOI(2) | 3.3% | 3.5% | (0.2)% | |||
| Change in SPNOI excluding ECL(2) | 1.9% | (2.0)% | 3.9% | |||
| FFO(2)(3)(4)(5) | 371,572 | 380,070 | (8,498) | |||
| Other adjustments | 656 | 3,226 | (2,570) | |||
| FFO with adjustments(2)(3)(4) | 372,228 | 383,296 | (11,068) | |||
| Adjusted for: | ||||||
| ECL | (3,257) | 3,706 | (6,963) | |||
| Loss (gain) on derivative – TRS | 4,918 | (5,642) | 10,560 | |||
| FFO sourced from condominium and townhome closings | (680) | (18,747) | 18,067 | |||
| FFO sourced from SmartVMC West acquisition | (984) | — | (984) | |||
| FFO with adjustments excluding impact of ECL, TRS, condominium and townhome closings, and SmartVMC West acquisition(2)(3)(4) | 372,225 | 362,613 | 9,612 | |||
| FFO with adjustments and Transactional FFO(2)(3)(4) | 379,890 | 385,219 | (5,329) | |||
| ACFO(2)(3)(4)(5) | 340,075 | 353,055 | (12,980) | |||
| Other adjustments | 656 | 3,226 | (2,570) | |||
| ACFO with adjustments(2)(3)(4) | 340,731 | 356,281 | (15,550) | |||
| Adjusted for: | ||||||
| Loss (gain) on derivative – TRS | 4,918 | (5,642) | 10,560 | |||
| ACFO sourced from condominium and townhome closings | (305) | (20,471) | 20,166 | |||
| ACFO sourced from SmartVMC West acquisition | (984) | — | (984) | |||
| ACFO with adjustments excluding impact of TRS, condominium and townhome closings, and SmartVMC West acquisition(2)(3)(4) | 344,360 | 330,168 | 14,192 | |||
| Distributions declared | 329,531 | 318,753 | 10,778 | |||
| Surplus of cash flows provided by operating activities over distributions declared(2) | 41,231 | 52,871 | (11,640) | |||
| Surplus of ACFO over distributions declared(2) | 10,544 | 34,302 | (23,758) | |||
| Surplus of ACFO with adjustments excluding impact of TRS, condominium and townhome closings, and SmartVMC West acquisition over distributions declared(2) | 14,829 | 11,415 | 3,414 | |||
| Units outstanding(6) | 178,133,853 | 178,091,581 | 42,272 | |||
| Weighted average – basic | 178,121,149 | 172,447,334 | 5,673,815 | |||
| Weighted average – diluted(7) | 179,657,455 | 173,748,819 | 5,908,636 | |||
| Per Unit Information (Basic/Diluted) | ||||||
| Net income and comprehensive income(1) | $3.57/$3.54 | $5.73/$5.68 | $-2.16/$-2.14 | |||
| Net income and comprehensive income excluding fair value adjustments(2)(3) | $1.92/$1.91 | $1.99/$1.97 | $-0.07/$-0.06 | |||
| FFO(2)(3)(4)(5) | $2.09/$2.07 | $2.20/$2.19 | $-0.11/$-0.12 | |||
| Other non-recurring adjustments | $0.00/$0.00 | $0.02/$0.02 | $-0.02/$-0.02 | |||
| FFO with adjustments(2)(3)(4) | $2.09/$2.07 | $2.22/$2.21 | $-0.13/$-0.14 | |||
| FFO with adjustments excluding impact of ECL, TRS, condominium and townhome closings, and SmartVMC West acquisition(2)(3)(4) | $2.16/$2.14 | $2.10/$2.09 | $0.06/$0.05 | |||
| FFO with adjustments and Transactional FFO(2)(3)(4) | $2.13/$2.11 | $2.23/$2.22 | $-0.10/$-0.11 | |||
| Distributions declared | $1.850 | $1.850 | $— | |||
| Payout Ratio Information | ||||||
| Payout Ratio to cash flows provided by operating activities | 88.9% | 85.8% | 3.1% | |||
| Payout Ratio to ACFO(2)(3)(4)(5) | 96.9% | 90.3% | 6.6% | |||
| Payout Ratio to ACFO with adjustments(2)(3)(4) | 96.7% | 89.5% | 7.2% | |||
| Payout Ratio to ACFO with adjustments excluding impact of TRS, condominium and townhome sales, and SmartVMC West acquisition(2)(3)(4) | 92.6% | 96.5% | (3.9)% |
(1) Represents a GAAP measure.
(2) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(3) Includes the Trust’s proportionate share of equity accounted investments.
(4) See “Other Measures of Performance” for a reconciliation of these measures to the nearest consolidated financial statement measure.
(5) The calculation of the Trust’s FFO and ACFO and related payout ratios, including comparative amounts, are financial metrics that were determined based on the REALpac White Paper on FFO issued in January 2022 and REALpac White Paper on ACFO issued in February 2019, respectively. Comparison with other reporting issuers may not be appropriate. The payout ratio to FFO and the payout ratio to ACFO are calculated as declared distributions divided by FFO and ACFO, respectively
(6) Total Units outstanding include Trust Units and LP Units, including Units classified as liabilities. LP Units classified as equity in the consolidated financial statements are presented as non-controlling interests.
(7) The diluted weighted average includes the vested portion of the deferred units issued pursuant to the deferred unit plan.
Operational Highlights
For the three months ended December 31, 2022, net income and comprehensive income (as noted in the table above) decreased by $551.8 million as compared to the same period in 2021. This decrease was primarily attributed to the following:
- $568.7 million decrease in fair value adjustments on revaluation of investment properties, including adjustments relating to assets held for sale, primarily due to increase in fair value of certain properties under development in Q4 2021 as a result of changes in the market and the progress made on planning entitlements (see details in the “Investment Property” section in the Trust’s MD&A); and
- $7.2 million increase in interest expense (see further details in the “Interest Income and Interest Expense” subsection in the Trust’s MD&A);
Partially offset by the following:
- $10.9 million increase in fair value adjustment on financial instruments primarily due to fluctuations in the Trust’s Unit price;
- $4.1 million increase in interest income mainly due to higher interest rates;
- $3.9 million increase in NOI (see further details in the “Net Operating Income” subsection in the Trust’s MD&A);
- $2.8 million decrease in acquisition-related costs related to the SmartVMC West acquisition in 2021; and
- $1.4 million decrease in general and administrative expenses (net) (see further details in the “General and Administrative Expense” section in the Trust’s MD&A).
For the year ended December 31, 2022, net income and comprehensive income (as noted in the table above) decreased by $351.7 million as compared to the same period in 2021. This decrease was primarily attributed to the following:
- $476.8 million decrease in fair value adjustments on revaluation of investment properties primarily due to increase in fair value of certain properties under development in Q4 2021 as a result of changes in the market and the progress made on planning entitlements (see details in the “Investment Property” section in the Trust’s MD&A);
- $6.5 million increase in interest expense (see further details in the “Interest Income and Interest Expense” section in the Trust’s MD&A); and
- $2.8 million increase in supplemental costs and in general and administrative expenses (net) (see further details in the “General and Administrative Expense” section in the Trust’s MD&A);
Partially offset by the following:
- $125.5 million increase in fair value adjustment on financial instruments primarily due to fluctuations in the Trust’s Unit price and increase in fair value adjustments pertaining to interest rate swap agreements due to fluctuation in the interest rate (see further details in the “Debt” subsection in the Trust’s MD&A);
- $6.1 million increase in interest income mainly due to higher interest rates; and
- $2.5 million decrease in acquisition-related costs related to the SmartVMC West acquisition in 2021.
Development and Intensification Summary
The following table summarizes the 274 identified mixed-use, recurring rental income and development income initiatives, which are included in the Trust’s large development pipeline:
| Description | Under Construction | Construction expected to commence within next 2 years | Active (Construction expected to commence within next 3–5 years) | Future (Construction expected to commence after 5 years) | Total |
| Number of projects in which the Trust has an ownership interest | |||||
| Residential Rental | 3 | 22 | 24 | 61 | 110 |
| Seniors’ Housing | 1 | 3 | 7 | 14 | 25 |
| Self-storage | 3 | 7 | 8 | 15 | 33 |
| Office Buildings / Industrial | 1 | — | 1 | 6 | 8 |
| Hotels | — | — | — | 3 | 3 |
| Subtotal – Recurring rental income initiatives | 8 | 32 | 40 | 99 | 179 |
| Condominium developments | 2 | 15 | 25 | 46 | 88 |
| Townhome developments | 1 | 1 | 2 | 3 | 7 |
| Subtotal – Development income initiatives | 3 | 16 | 27 | 49 | 95 |
| Total | 11 | 48 | 67 | 148 | 274 |
| Trust’s share of project area (in thousands of sq. ft.) | |||||
| Recurring rental income initiatives | 1,000 | 4,450 | 4,300 | 12,500 | 22,250 |
| Development income initiatives | 400 | 3,650 | 4,700 | 10,200 | 18,950 |
| Total Trust’s share of project area (in thousands of sq. ft.) | 1,400 | 8,100 | 9,000 | 22,700 | 41,200 |
| Trust’s share of such estimated costs (in millions of dollars) | 550 | 4,450 | 5,000 | – (1) | 10,000 |
(1) The Trust has not fully determined the costs attributable to future projects expected to commence after five years and as such they are not included in this table.
The following table provides additional details on the Trust’s 11 development initiatives that are currently under construction (in order of estimated initial occupancy/closing date):
| Projects under construction (Location/Project Name) | Type | Trust’s Share (%) | Estimated initial occupancy / closing date | % of completion | GFA(2) (sq. ft.) | No. of units |
| Vaughan / Transit City 4 | Condo | 25 | Q1 2023 | 87% | — | 1,026 |
| Vaughan / Transit City 5 | ||||||
| Vaughan / The Millway | Apartment | 50 | Q1 2023 | 73% | — | 458 |
| Brampton / Kingspoint Plaza | Self Storage | 50 | Q1 2023 | 91% | 133,000 | 969 |
| Pickering (Seaton Lands) | Industrial | 100 | Q1 2023 | 79% | 241,000 | — |
| Laval Centre | Apartment | 50 | Q2 2023 | 58% | — | 211 |
| Markham East / Boxgrove | Self Storage | 50 | Q1 2024 | 38% | 133,332 | 910 |
| Whitby | Self Storage | 50 | Q1 2024 | 16% | 126,135 | 811 |
| Ottawa SW (1) | Retirement Residence | 50 | Q1 2024 | 26% | — | 402 |
| Ottawa SW (1) | Senior Apartments | |||||
| Vaughan NW | Townhouse | 50 | Q3 2024 | 14% | — | 174 |
| In millions of dollars | ||||||
| Total Capital Spend To Date at 100% (3) | 755.2 | |||||
| Estimated Cost to Complete at 100% | 487.8 | |||||
| Total Expected Capital Spend by Completion at 100% (3) | 1,243.0 | |||||
| Total Capital Spend To Date at Trust’s share (3) | 304.1 | |||||
| Estimated Cost to Complete at Trust’s share | 234.9 | |||||
| Total Expected Capital Spend by Completion at Trust’s share (3) | 539.0 |
(1) Figure represents capital spend of both retirement residence and senior apartments projects.
(2) GFA represents Gross Floor Area.
(3) Total capital spent to date and total expected capital spend by completion include land value.
Reconciliations of Non-GAAP Measures
The following tables reconcile the non-GAAP measures to the most comparable GAAP measures for the three months and year ended December 31, 2022 and the comparable periods in 2021. Such measures do not have a standardized meaning prescribed by IFRS and may not be comparable to similar measures disclosed by other issuers.
Proportionately Consolidated Balance Sheets (including the Trust’s interests in equity accounted investments)
The following table presents the proportionately consolidated balance sheets, which includes a reconciliation of the Trust’s proportionate share of equity accounted investments:
| (in thousands of dollars) | Year Ended December 31, 2022 | Year Ended December 31, 2021 | ||||||
| GAAP Basis | Proportionate Share Reconciliation (1) | Total Proportionate Share(2) | GAAP Basis | Proportionate Share Reconciliation (1) | Total Proportionate Share(2) | |||
| Assets | ||||||||
| Non-current assets | ||||||||
| Investment properties | 10,208,071 | 957,354 | 11,165,425 | 9,847,078 | 837,451 | 10,684,529 | ||
| Equity accounted investments | 680,999 | (680,999 | ) | — | 654,442 | (654,442 | ) | — |
| Mortgages, loans and notes receivable | 238,099 | (76,994 | ) | 161,105 | 345,089 | (69,576 | ) | 275,513 |
| Other financial assets | 171,807 | — | 171,807 | 97,148 | — | 97,148 | ||
| Other assets | 83,230 | 8,977 | 92,207 | 80,940 | 7,465 | 88,405 | ||
| Intangible assets | 43,807 | — | 43,807 | 45,139 | — | 45,139 | ||
| 11,426,013 | 208,338 | 11,634,351 | 11,069,836 | 120,898 | 11,190,734 | |||
| Current assets | ||||||||
| Assets held for sale | 42,321 | 16,050 | 58,371 | — | — | — | ||
| Residential development inventory | 40,373 | 113,207 | 153,580 | 27,399 | 67,828 | 95,227 | ||
| Current portion of mortgages, loans and notes receivable | 86,593 | — | 86,593 | 71,947 | — | 71,947 | ||
| Amounts receivable and other | 57,124 | (7,033 | ) | 50,091 | 49,542 | (8,637 | ) | 40,905 |
| Prepaid expenses, deposits and deferred financing costs | 14,474 | 15,807 | 30,281 | 12,289 | 13,118 | 25,407 | ||
| Cash and cash equivalents | 35,255 | 35,419 | 70,674 | 62,235 | 7,922 | 70,157 | ||
| 276,140 | 173,450 | 449,590 | 223,412 | 80,231 | 303,643 | |||
| Total assets | 11,702,153 | 381,788 | 12,083,941 | 11,293,248 | 201,129 | 11,494,377 | ||
| Liabilities | ||||||||
| Non-current liabilities | ||||||||
| Debt | 4,523,987 | 212,928 | 4,736,915 | 4,176,121 | 93,465 | 4,269,586 | ||
| Other financial liabilities | 277,400 | — | 277,400 | 326,085 | — | 326,085 | ||
| Other payables | 17,265 | — | 17,265 | 18,243 | — | 18,243 | ||
| 4,818,652 | 212,928 | 5,031,580 | 4,520,449 | 93,465 | 4,613,914 | |||
| Current liabilities | ||||||||
| Current portion of debt | 459,278 | 63,860 | 523,138 | 678,406 | 35,086 | 713,492 | ||
| Accounts payable and current portion of other payables | 261,122 | 105,000 | 366,122 | 253,078 | 72,578 | 325,656 | ||
| 720,400 | 168,860 | 889,260 | 931,484 | 107,664 | 1,039,148 | |||
| Total liabilities | 5,539,052 | 381,788 | 5,920,840 | 5,451,933 | 201,129 | 5,653,062 | ||
| Equity | ||||||||
| Trust Unit equity | 5,126,197 | — | 5,126,197 | 4,877,961 | — | 4,877,961 | ||
| Non-controlling interests | 1,036,904 | — | 1,036,904 | 963,354 | — | 963,354 | ||
| 6,163,101 | — | 6,163,101 | 5,841,315 | — | 5,841,315 | |||
| Total liabilities and equity | 11,702,153 | 381,788 | 12,083,941 | 11,293,248 | 201,129 | 11,494,377 |
(1) Represents the Trust’s proportionate share of assets and liabilities in equity accounted investments.
(2) This column contains non-GAAP measures because it includes figures that are recorded in equity accounted investments. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
Proportionately Consolidated Statements of Income and Comprehensive Income (including the Trust’s Interests in Equity Accounted Investments)
The following tables present the proportionately consolidated statements of income and comprehensive income, which include a reconciliation of the Trust’s proportionate share of equity accounted investments:
Quarterly Comparison to Prior Year
| Three Months Ended | Three Months Ended | ||||||
| (in thousands of dollars) | December 31, 2022 | December 31, 2021 | |||||
| GAAP Basis | Proportionate Share Reconciliation | Total Proportionate Share(1) | GAAP Basis | Proportionate Share Reconciliation | Total Proportionate Share(1) | Variance of Total Proportionate Share(1) | |
| Net rental income and other | |||||||
| Rentals from investment properties and other | 206,223 | 8,441 | 214,664 | 192,850 | 5,974 | 198,824 | 15,840 |
| Property operating costs and other | (77,062) | (3,779) | (80,841) | (65,896) | (3,144) | (69,040) | (11,801) |
| 129,161 | 4,662 | 133,823 | 126,954 | 2,830 | 129,784 | 4,039 | |
| Condo and townhome closings revenue and other(2) | — | — | — | — | — | — | — |
| Condo and townhome cost of sales and other | (10) | (181) | (191) | — | (67) | (67) | (124) |
| (10) | (181) | (191) | — | (67) | (67) | (124) | |
| NOI | 129,151 | 4,481 | 133,632 | 126,954 | 2,763 | 129,717 | 3,915 |
| Other income and expenses | |||||||
| General and administrative expense, net | (7,790) | — | (7,790) | (8,703) | (534) | (9,237) | 1,447 |
| Earnings from equity accounted investments | (113) | 113 | — | 160,049 | (160,049) | — | — |
| Fair value adjustment on revaluation of investment properties | 13,377 | (1,418) | 11,959 | 420,418 | 160,289 | 580,707 | (568,748) |
| Gain (loss) on sale of investment properties | 531 | — | 531 | (64) | — | (64) | 595 |
| Interest expense | (40,342) | (3,846) | (44,188) | (35,654) | (1,355) | (37,009) | (7,179) |
| Interest income | 5,496 | 1,408 | 6,904 | 2,745 | 11 | 2,756 | 4,148 |
| Supplemental costs | — | (738) | (738) | — | (1,125) | (1,125) | 387 |
| Fair value adjustment on financial instruments | — | — | — | (10,873) | — | (10,873) | 10,873 |
| Acquisition-related costs | — | — | — | (2,791) | — | (2,791) | 2,791 |
| Net income and comprehensive income | 100,310 | — | 100,310 | 652,081 | — | 652,081 | (551,771) |
(1) This column contains non-GAAP measures because it includes figures that are recorded in equity accounted investments. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(2) Includes additional partnership profit and other revenues.
Year-to-Date Comparison to Prior Year
| (in thousands of dollars) | Year Ended December 31, 2022 | Year Ended December 31, 2021 | |||||
| GAAP Basis | Proportionate Share Reconciliation | Total Proportionate Share(1) | GAAP Basis | Proportionate Share Reconciliation | Total Proportionate Share(1) | Variance of Total Proportionate Share(1) | |
| Net rental income and other | |||||||
| Rentals from investment properties and other | 804,598 | 28,643 | 833,241 | 780,796 | 21,530 | 802,326 | 30,915 |
| Property operating costs and other | (301,559) | (13,467) | (315,026) | (294,956) | (9,719) | (304,675) | (10,351) |
| 503,039 | 15,176 | 518,215 | 485,840 | 11,811 | 497,651 | 20,564 | |
| Condo and townhome closings revenue and other(2) | — | 4,524 | 4,524 | — | 76,837 | 76,837 | (72,313) |
| Condo and townhome cost of sales and other | (435) | (3,784) | (4,219) | — | (56,366) | (56,366) | 52,147 |
| (435) | 740 | 305 | — | 20,471 | 20,471 | (20,166) | |
| NOI | 502,604 | 15,916 | 518,520 | 485,840 | 32,282 | 518,122 | 398 |
| Other income and expenses | |||||||
| General and administrative expense, net | (33,269) | (107) | (33,376) | (31,922) | (610) | (32,532) | (844) |
| Earnings from equity accounted investments | 4,199 | (4,199) | — | 211,420 | (211,420) | — | — |
| Fair value adjustment on revaluation of investment properties | 201,834 | 624 | 202,458 | 491,528 | 187,728 | 679,256 | (476,798) |
| Gain (loss) on sale of investment properties | 315 | (241) | 74 | 27 | — | 27 | 47 |
| Interest expense | (148,702) | (7,798) | (156,500) | (144,540) | (5,437) | (149,977) | (6,523) |
| Interest income | 18,036 | 453 | 18,489 | 12,341 | 75 | 12,416 | 6,073 |
| Supplemental costs | — | (4,648) | (4,648) | — | (2,618) | (2,618) | (2,030) |
| Fair value adjustment on financial instruments | 91,246 | — | 91,246 | (34,227) | — | (34,227) | 125,473 |
| Acquisition-related costs | (298) | — | (298) | (2,791) | — | (2,791) | 2,493 |
| Net income and comprehensive income | 635,965 | — | 635,965 | 987,676 | — | 987,676 | (351,711) |
(1) This column contains non-GAAP measures because it includes figures that are recorded in equity accounted investments. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(2) Includes additional partnership profit and other revenues.
FFO, FFO with adjustments, and FFO with adjustments and Transactional FFO
The following tables reconciles net income and comprehensive income to FFO, FFO with adjustments, and FFO with adjustments and Transactional FFO:
Quarterly Comparison to Prior Year
| Three Months Ended | Three Months Ended | |||||||
| (in thousands of dollars, except per Unit amounts) | December 31, 2022 | December 31, 2021 | Variance ($) | Variance (%) | ||||
| Net income and comprehensive income | 100,310 | 652,081 | (551,771 | ) | (84.6 | ) | ||
| Add (deduct): | ||||||||
| Fair value adjustment on revaluation of investment properties(1) | (13,377 | ) | (420,418 | ) | 407,041 | (96.8 | ) | |
| Fair value adjustment on financial instruments(2) | — | 10,873 | (10,873 | ) | N/R(7) | |||
| (Loss) gain on derivative – TRS | 6,221 | 4,180 | 2,041 | 48.8 | ||||
| Loss (gain) on sale of investment properties | (531 | ) | 64 | (595 | ) | N/R(7) | ||
| Amortization of intangible assets | 333 | 333 | — | — | ||||
| Amortization of tenant improvement allowance and other | 2,005 | 1,608 | 397 | 24.7 | ||||
| Distributions on Units classified as liabilities recorded as interest expense | 1,083 | 1,008 | 75 | 7.4 | ||||
| Distributions on vested deferred units recorded as interest expense | 724 | 1,045 | (321 | ) | (30.7 | ) | ||
| Salaries and related costs attributed to leasing activities(3) | 1,514 | 1,063 | 451 | 42.4 | ||||
| Acquisition-related costs | — | 2,791 | (2,791 | ) | N/R(7) | |||
| Adjustments relating to equity accounted investments: | ||||||||
| Rental revenue adjustment – tenant improvement amortization | 98 | 62 | 36 | 58.1 | ||||
| Indirect interest with respect to the development portion(4) | 1,935 | 1,926 | 9 | 0.5 | ||||
| Fair value adjustment on revaluation of investment properties | 1,418 | (160,289 | ) | 161,707 | N/R(7) | |||
| Adjustment for supplemental costs | 738 | 1,125 | (387 | ) | (34.4 | ) | ||
| FFO(5) | 102,471 | 97,452 | 5,019 | 5.2 | ||||
| Other non-recurring adjustments(6) | (1,910 | ) | 660 | (2,570 | ) | N/R(7) | ||
| FFO with adjustments(5) | 100,561 | 98,112 | 2,449 | 2.5 | ||||
| Transactional FFO – gain on sale of land to co-owners | 7,662 | 336 | 7,326 | N/R(7) | ||||
| FFO with adjustments and Transactional FFO(5) | 108,223 | 98,448 | 9,775 | 9.9 |
(1) Fair value adjustment on revaluation of investment properties is described in “Investment Properties” in the Trust’s MD&A.
(2) Fair value adjustment on financial instruments comprises the following financial instruments: units classified as liabilities, Earnout options, deferred unit plan (“DUP”), equity incentive plan (“EIP”), long term incentive plan (“LTIP”), TRS, interest rate swap agreement(s), and loans receivable and Earnout options recorded in the same period in 2021. The significant assumptions made in determining the fair value and fair value adjustments for these financial instruments are more thoroughly described in the Trust’s consolidated financial statements for the year ended December 31, 2022. For details, please see discussion in “Results of Operations” in the Trust’s MD&A.
(3) Salaries and related costs attributed to leasing activities of $1.5 million were incurred in the three months ended December 31, 2022 (three months ended December 31, 2021 – $1.1 million) and were eligible to be added back to FFO based on the definition of FFO, in the REALpac White Paper published in January 2022, which provided for an adjustment to incremental leasing expenses for the cost of salaried staff. This adjustment to FFO results in more comparability between Canadian publicly traded real estate entities that expensed their internal leasing departments and those that capitalized external leasing expenses.
(4) Indirect interest is not capitalized to properties under development and residential development inventory of equity accounted investments under IFRS but is a permitted adjustment under REALpac’s definition of FFO. The amount is based on the total cost incurred with respect to the development portion of equity accounted investments multiplied by the Trust’s weighted average cost of debt.
(5) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(6) Represents adjustments relating to $1.9 million of reversal of costs associated with COVID-19 vaccination centres (three months ended December 31, 2021 – $0.7 million of costs associated with COVID-19 vaccination centres).
(7) N/R – Not representative.
Year-to-Date Comparison to Prior Year
| (in thousands of dollars, except per Unit amounts) | Year Ended December 31, 2022 | Year Ended December 31, 2021 | Variance ($) | Variance (%) | ||||
| Net income and comprehensive income | 635,965 | 987,676 | (351,711 | ) | (35.6 | ) | ||
| Add (deduct): | ||||||||
| Fair value adjustment on revaluation of investment properties(1) | (201,834 | ) | (491,528 | ) | 289,694 | (58.9 | ) | |
| Fair value adjustment on financial instruments(2) | (91,246 | ) | 34,227 | (125,473 | ) | N/R(7) | ||
| (Loss) gain on derivative – TRS | (4,918 | ) | 5,642 | (10,560 | ) | N/R(7) | ||
| Loss (gain) on sale of investment properties | (315 | ) | (271 | ) | (44 | ) | 16.2 | |
| Amortization of intangible assets | 1,332 | 1,331 | 1 | 0.1 | ||||
| Amortization of tenant improvement allowance and other | 7,203 | 7,038 | 165 | 2.3 | ||||
| Distributions on Units classified as liabilities recorded as interest expense | 4,293 | 3,919 | 374 | 9.5 | ||||
| Distributions on vested deferred units recorded as interest expense | 2,847 | 2,424 | 423 | 17.5 | ||||
| Adjustment on debt modification | (1,960 | ) | — | (1,960 | ) | N/R(7) | ||
| Salaries and related costs attributed to leasing activities(3) | 7,508 | 5,196 | 2,312 | 44.5 | ||||
| Acquisition-related costs | 298 | 2,791 | (2,493 | ) | (89.3 | ) | ||
| Adjustments relating to equity accounted investments: | ||||||||
| Rental revenue adjustment – tenant improvement amortization | 387 | 360 | 27 | 7.5 | ||||
| Indirect interest with respect to the development portion(4) | 7,747 | 7,050 | 697 | 9.9 | ||||
| Adjustment to capitalized interest with respect to Transit City condo closings(4) | — | (675 | ) | 675 | N/R(7) | |||
| Fair value adjustment on revaluation of investment properties | (624 | ) | (187,728 | ) | 187,104 | (99.7 | ) | |
| Loss on sale of investment properties | 241 | — | 241 | N/R(7) | ||||
| Adjustment for supplemental costs | 4,648 | 2,618 | 2,030 | 77.5 | ||||
| FFO(5) | 371,572 | 380,070 | (8,498 | ) | (2.2 | ) | ||
| Other non-recurring adjustments(6) | 656 | 3,226 | (2,570 | ) | (79.7 | ) | ||
| FFO with adjustments(5) | 372,228 | 383,296 | (11,068 | ) | (2.9 | ) | ||
| Transactional FFO – gain on sale of land to co-owners | 7,662 | 1,923 | 5,739 | N/R(7) | ||||
| FFO with adjustments and Transactional FFO(5) | 379,890 | 385,219 | (5,329 | ) | (1.4 | ) |
(1) Fair value adjustment on revaluation of investment properties is described in “Investment Properties” in the Trust’s MD&A.
(2) Fair value adjustment on financial instruments comprises the following financial instruments: units classified as liabilities, Earnout options, DUP, EIP, LTIP, TRS, interest rate swap agreement(s), and loans receivable and Earnout options recorded in the same period in 2021. The significant assumptions made in determining the fair value and fair value adjustments for these financial instruments are more thoroughly described in the Trust’s consolidated financial statements for the year ended December 31, 2022. For details, please see discussion in “Results of Operations” in the Trust’s MD&A.
(3) Salaries and related costs attributed to leasing activities of $7.5 million were incurred in the year ended December 31, 2022 (year ended December 31, 2021 – $5.2 million) and were eligible to be added back to FFO based on the definition of FFO, in the REALpac White Paper published in January 2022, which provided for an adjustment to incremental leasing expenses for the cost of salaried staff. This adjustment to FFO results in more comparability between Canadian publicly traded real estate entities that expensed their internal leasing departments and those that capitalized external leasing expenses.
(4) Indirect interest is not capitalized to properties under development and residential development inventory of equity accounted investments under IFRS but is a permitted adjustment under REALpac’s definition of FFO. The amount is based on the total cost incurred with respect to the development portion of equity accounted investments multiplied by the Trust’s weighted average cost of debt.
(5) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(6) Represents adjustments relating to $0.7 million of costs associated with COVID-19 vaccination centres (year ended December 31, 2021 – $0.9 million of compensation costs relating to previous CEO and $2.3 million of costs associated with COVID-19 vaccination centres).
(7) N/R – Not representative.
The following table presents FFO excluding anomalous transactions for the years ended December 31, 2022:
| Three Months Ended December 31 | Year Ended December 31 | |||||||||||
| (in thousands of dollars) | 2022 | 2021 | Variance ($) | 2022 | 2021 | Variance ($) | ||||||
| FFO with adjustments(1) | 100,561 | 98,112 | 2,449 | 372,228 | 383,296 | (11,068 | ) | |||||
| Adjusted for: | ||||||||||||
| ECL | (710 | ) | (1,545 | ) | 835 | (3,257 | ) | 3,706 | (6,963 | ) | ||
| Loss (gain) on derivative – TRS | (6,221 | ) | (4,180 | ) | (2,041 | ) | 4,918 | (5,642 | ) | 10,560 | ||
| FFO sourced from condominium and townhome closings | 180 | 66 | 114 | (680 | ) | (18,747 | ) | 18,067 | ||||
| FFO sourced from SmartVMC West acquisition | (371 | ) | — | (371 | ) | (984 | ) | — | (984 | ) | ||
| FFO with adjustments excluding impact of ECL, TRS, condominium and townhome closings, and SmartVMC West acquisition (“FFO with adjustments excluding the impact of the TRS and other”)(1) | 93,439 | 92,453 | 986 | 372,225 | 362,613 | 9,612 |
(1) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
ACFO and ACFO with adjustments
The following table reconciles cash flows provided by operating activities to ACFO and ACFO with adjustments:
Quarterly Comparison to Prior Year
| (in thousands of dollars) | Three Months Ended December 31, 2022 | Three Months Ended December 31, 2021 | Variance ($)/(%) | |||
| Cash flows provided by operating activities | 134,668 | 133,674 | 994 | |||
| Adjustments to working capital items that are not indicative of sustainable cash available for distribution(1) | (35,451 | ) | (48,678 | ) | 13,227 | |
| Distributions on Units classified as liabilities recorded as interest expense | 1,083 | 1,008 | 75 | |||
| Distributions on vested deferred units recorded as interest expense | 724 | 1,045 | (321 | ) | ||
| Expenditures on direct leasing costs and tenant incentives | 3,108 | 2,050 | 1,058 | |||
| Expenditures on tenant incentives for properties under development | (646 | ) | — | (646 | ) | |
| Actual sustaining capital expenditures | (11,434 | ) | (10,323 | ) | (1,111 | ) |
| Actual sustaining leasing commissions | (800 | ) | (742 | ) | (58 | ) |
| Actual sustaining tenant improvements | (2,587 | ) | (1,217 | ) | (1,370 | ) |
| Non-cash interest expense, net of other financing costs | 10,238 | 9,594 | 644 | |||
| Non-cash interest income | (29,571 | ) | (7,110 | ) | (22,461 | ) |
| Acquisition-related costs, net | — | 2,791 | (2,791 | ) | ||
| Gain on sale of land to co-owners | 7,662 | 336 | 7,326 | |||
| Distributions from equity accounted investments | 12,406 | (732 | ) | 13,138 | ||
| Adjustments relating to equity accounted investments: | ||||||
| Cash flows from operating activities including working capital adjustments | 1,658 | (236 | ) | 1,894 | ||
| Notional interest capitalization(2) | 1,935 | 1,926 | 9 | |||
| Actual sustaining capital and leasing expenditures | 1 | (103 | ) | 104 | ||
| Non-cash interest expense | (3 | ) | 30 | (33 | ) | |
| ACFO(3) | 92,991 | 83,313 | 9,678 | |||
| Other non-recurring adjustments(4) | (1,910 | ) | 660 | (2,570 | ) | |
| ACFO with adjustments(3) | 91,081 | 83,973 | 7,108 | |||
| ACFO(3) | 92,991 | 83,313 | 9,678 | |||
| Distributions declared | 82,386 | 79,725 | 2,661 | |||
| Surplus of ACFO over distributions declared | 10,605 | 3,588 | 7,017 | |||
| Payout Ratio Information: | ||||||
| Payout Ratio to ACFO(3) | 88.6 | % | 95.7 | % | (7.1)% | |
| Payout Ratio to ACFO with adjustments(3) | 90.5 | % | 94.9 | % | (4.4)% | |
| Payout Ratio to ACFO with adjustments excluding impact of TRS, condominium and townhome closings, and SmartVMC West acquisition (Payout Ratio to ACFO with adjustments excluding the impact of the TRS and other)(3)(5) | 94.1 | % | 99.8 | % | (5.7)% |
(1) Adjustments to working capital items include, but are not limited to, changes in prepaid expenses and deposits, accounts receivables, accounts payables and other working capital items that are not indicative of sustainable cash available for distribution.
(2) See the “Indirect interest with respect to the development portion” as presented in the “Funds From Operations” subsection in the Trust’s MD&A.
(3) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(4) Represents adjustments relating to $1.9 million of reversal of costs associated with COVID-19 vaccination centres (three months ended December 31, 2021 – $0.7 million of costs associated with COVID-19 vaccination centres).
(5) For the three months ended December 31, 2022, excludes $2.7 million of distributions declared in connection with SmartVMC West LP Class D Units (three months ended December 31, 2021 – $0.04 million).
Year-to-Date Comparison to Prior Year
| (in thousands of dollars) | Year Ended December 31, 2022 | Year Ended December 31, 2021 | Variance ($)/(%) | |||
| Cash flows provided by operating activities | 370,762 | 371,624 | (862 | ) | ||
| Adjustments to working capital items that are not indicative of sustainable cash available for distribution(1) | (2,293 | ) | (40,796 | ) | 38,503 | |
| Distributions on Units classified as liabilities recorded as interest expense | 4,293 | 3,919 | 374 | |||
| Distributions on vested deferred units recorded as interest expense | 2,847 | 2,424 | 423 | |||
| Expenditures on direct leasing costs and tenant incentives | 9,860 | 5,927 | 3,933 | |||
| Expenditures on tenant incentives for properties under development | 1,897 | 730 | 1,167 | |||
| Actual sustaining capital expenditures | (19,111 | ) | (17,331 | ) | (1,780 | ) |
| Actual sustaining leasing commissions | (2,389 | ) | (3,071 | ) | 682 | |
| Actual sustaining tenant improvements | (7,796 | ) | (2,903 | ) | (4,893 | ) |
| Non-cash interest expense, net of other financing costs | (9,156 | ) | 7,160 | (16,316 | ) | |
| Non-cash interest income | (26,083 | ) | (5,307 | ) | (20,776 | ) |
| Acquisition-related costs, net | 298 | 2,791 | (2,493 | ) | ||
| Gain on sale of land to co-owners | 7,662 | 1,923 | 5,739 | |||
| Distributions from equity accounted investments | (4,784 | ) | (4,072 | ) | (712 | ) |
| Adjustments relating to equity accounted investments: | ||||||
| Cash flows from operating activities including working capital adjustments | 6,662 | 23,819 | (17,157 | ) | ||
| Notional interest capitalization(2) | 7,747 | 7,050 | 697 | |||
| Adjustment to capitalized interest with respect to Transit City condo closings(2) | — | (675 | ) | 675 | ||
| Actual sustaining capital and leasing expenditures | (329 | ) | (207 | ) | (122 | ) |
| Non-cash interest expense | (12 | ) | 50 | (62 | ) | |
| ACFO(3) | 340,075 | 353,055 | (12,980 | ) | ||
| Other non-recurring adjustments(4) | 656 | 3,226 | (2,570 | ) | ||
| ACFO with adjustments(3) | 340,731 | 356,281 | (15,550 | ) | ||
| ACFO(3) | 340,075 | 353,055 | (12,980 | ) | ||
| Distributions declared | 329,531 | 318,753 | 10,778 | |||
| Surplus of ACFO over distributions declared | 10,544 | 34,302 | (23,758 | ) | ||
| Payout Ratio Information: | ||||||
| Payout Ratio to ACFO(3) | 96.9 | % | 90.3 | % | 6.6 | % |
| Payout Ratio to ACFO with adjustments(3) | 96.7 | % | 89.5 | % | 7.2 | % |
| Payout Ratio to ACFO with adjustments excluding impact of TRS, condominium and townhome closings, and SmartVMC West acquisition(3)(5) | 92.6 | % | 96.5 | % | (3.9)% |
(1) Adjustments to working capital items include, but are not limited to, changes in prepaid expenses and deposits, accounts receivables, accounts payables and other working capital items that are not indicative of sustainable cash available for distribution.
(2) See the “Indirect interest with respect to the development portion” as presented in the “Funds From Operations” subsection in the Trust’s MD&A.
(3) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(4) Represents adjustments relating to $0.7 million of costs associated with COVID-19 vaccination centres (year ended December 31, 2021 – $0.9 million of compensation costs relating to previous CEO, and $2.3 million of costs associated with COVID-19 vaccination centres).
(5) For the year ended December 31, 2022, excludes $10.7 million of distributions declared in connection with SmartVMC West LP Class D Units (year ended December 31, 2021 – $0.04 million).
The following table presents ACFO excluding anomalous transactions for the years ended December 31, 2022:
| Three Months Ended December 31 | Year Ended December 31 | |||||||||||
| (in thousands of dollars) | 2022 | 2021 | Variance ($) | 2022 | 2021 | Variance ($) | ||||||
| ACFO with adjustments(1) | 91,081 | 83,973 | 7,108 | 340,731 | 356,281 | (15,550 | ) | |||||
| Adjusted for: | ||||||||||||
| Loss (gain) on derivative – TRS | (6,221 | ) | (4,180 | ) | (2,041 | ) | 4,918 | (5,642 | ) | 10,560 | ||
| ACFO sourced from condominium and townhome closings | 191 | 67 | 124 | (305 | ) | (20,471 | ) | 20,166 | ||||
| ACFO sourced from SmartVMC West acquisition | (371 | ) | — | (371 | ) | (984 | ) | — | (984 | ) | ||
| ACFO with adjustments excluding impact of TRS, condominium and townhome closings, and SmartVMC West acquisition(1) | 84,680 | 79,860 | 4,820 | 344,360 | 330,168 | 14,192 |
(1) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
Net Operating Income
The following tables summarize NOI, related ratios and recovery ratios, provide additional information, and reflect the Trust’s proportionate share of equity accounted investments, the sum of which represent a non-GAAP measure:
Quarterly Comparison to Prior Year
| (in thousands of dollars) | Three Months Ended December 31, 2022 | Three Months Ended December 31, 2021 | |||||
| Trust portion excluding EAI | Equity Accounted Investments | Total Proportionate Share(1) | Trust portion excluding EAI | Equity Accounted Investments | Total Proportionate Share(1) | Variance of Total Proportionate Share(1) | |
| (A) | (B) | (A–B) | |||||
| Net base rent | 127,941 | 5,260 | 133,201 | 125,037 | 3,534 | 128,571 | 4,630 |
| Property tax and insurance recoveries | 42,833 | 807 | 43,640 | 35,020 | 507 | 35,527 | 8,113 |
| Property operating cost recoveries | 25,552 | 1,574 | 27,126 | 21,670 | 960 | 22,630 | 4,496 |
| Miscellaneous revenue | 4,979 | 1,171 | 6,150 | 7,479 | 973 | 8,452 | (2,302) |
| Rentals from investment properties | 201,305 | 8,812 | 210,117 | 189,206 | 5,974 | 195,180 | 14,937 |
| Service and other revenues | 4,547 | — | 4,547 | 3,606 | — | 3,606 | 941 |
| Earnings from other | 371 | (371) | — | 38 | — | 38 | (38) |
| Rentals from investment properties and other(2) | 206,223 | 8,441 | 214,664 | 192,850 | 5,974 | 198,824 | 15,840 |
| Recoverable tax and insurance costs | (43,818) | (755) | (44,573) | (36,015) | (547) | (36,562) | (8,011) |
| Recoverable CAM costs | (28,662) | (1,311) | (29,973) | (25,165) | (1,051) | (26,216) | (3,757) |
| Property management fees and costs | (1,090) | (314) | (1,404) | (586) | (215) | (801) | (603) |
| Non-recoverable operating costs | 266 | (1,317) | (1,051) | (2,094) | (1,273) | (3,367) | 2,316 |
| ECL | 792 | (82) | 710 | 1,603 | (58) | 1,545 | (835) |
| Property operating costs | (72,512) | (3,779) | (76,291) | (62,257) | (3,144) | (65,401) | (10,890) |
| Other expenses | (4,550) | — | (4,550) | (3,639) | — | (3,639) | (911) |
| Property operating costs and other(2) | (77,062) | (3,779) | (80,841) | (65,896) | (3,144) | (69,040) | (11,801) |
| Net rental income and other | 129,161 | 4,662 | 133,823 | 126,954 | 2,830 | 129,784 | 4,039 |
| Condo and townhome closings revenue | — | — | — | — | — | — | — |
| Condo and townhome cost of sales | — | (181) | (181) | — | — | — | (181) |
| Marketing and selling costs | (10) | — | (10) | — | (67) | (67) | 57 |
| Net profit on condo and townhome closings | (10) | (181) | (191) | — | (67) | (67) | (124) |
| NOI(3) | 129,151 | 4,481 | 133,632 | 126,954 | 2,763 | 129,717 | 3,915 |
| Net rental income and other as a percentage of net base rent (%) | 101.0 | 88.6 | 100.5 | 101.5 | 80.1 | 100.9 | (0.4) |
| Net rental income and other as a percentage of rentals from investment properties (%) | 64.2 | 52.9 | 63.7 | 67.1 | 47.4 | 66.5 | (2.8) |
| Net rental income and other as a percentage of rentals from investment properties and other (%) | 62.6 | 55.2 | 62.3 | 65.8 | 47.4 | 65.3 | (3.0) |
| Recovery Ratio (including prior year adjustments) (%) | 94.4 | 115.2 | 94.9 | 92.7 | 91.8 | 92.6 | 2.3 |
| Recovery Ratio (excluding prior year adjustments) (%) | 91.5 | 132.8 | 92.7 | 92.6 | 114.9 | 93.0 | (0.3) |
(1) This column contains non-GAAP measures because it includes figures that are recorded in equity accounted investments – that are not explicitly disclosed and/or presented in the consolidated financial statements for the years ended December 31, 2022 and December 31, 2021. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(2) As reflected under the column “Trust portion excluding EAI” in the table above, this amount represents a GAAP measure.
(3) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
Year-to-Date Comparison to Prior Year
| (in thousands of dollars) | Year Ended December 31, 2022 | Year Ended December 31, 2021 | |||||
| Trust portion excluding EAI | Equity Accounted Investments | Total Proportionate Share(1) | Trust portion excluding EAI | Equity Accounted Investments | Total Proportionate Share(1) | Variance of Total Proportionate Share(1) | |
| (A) | (B) | (A–B) | |||||
| Net base rent | 508,023 | 18,378 | 526,401 | 494,992 | 13,098 | 508,090 | 18,311 |
| Property tax and insurance recoveries | 171,874 | 3,029 | 174,903 | 169,180 | 2,354 | 171,534 | 3,369 |
| Property operating cost recoveries | 93,407 | 4,681 | 98,088 | 83,852 | 3,389 | 87,241 | 10,847 |
| Miscellaneous revenue | 15,393 | 3,804 | 19,197 | 17,891 | 2,689 | 20,580 | (1,383) |
| Rentals from investment properties | 788,697 | 29,892 | 818,589 | 765,915 | 21,530 | 787,445 | 31,144 |
| Service and other revenues | 14,652 | — | 14,652 | 14,843 | — | 14,843 | (191) |
| Earnings from other | 1,249 | (1,249) | — | 38 | — | 38 | (38) |
| Rentals from investment properties and other(2) | 804,598 | 28,643 | 833,241 | 780,796 | 21,530 | 802,326 | 30,915 |
| Recoverable tax and insurance costs | (176,876) | (3,042) | (179,918) | (176,239) | (2,360) | (178,599) | (1,319) |
| Recoverable CAM costs | (102,721) | (4,535) | (107,256) | (91,468) | (3,364) | (94,832) | (12,424) |
| Property management fees and costs | (4,288) | (1,004) | (5,292) | (1,469) | (688) | (2,157) | (3,135) |
| Non-recoverable operating costs | (6,465) | (4,695) | (11,160) | (7,246) | (3,253) | (10,499) | (661) |
| ECL | 3,448 | (191) | 3,257 | (3,652) | (54) | (3,706) | 6,963 |
| Property operating costs | (286,902) | (13,467) | (300,369) | (280,074) | (9,719) | (289,793) | (10,576) |
| Other expenses | (14,657) | — | (14,657) | (14,882) | — | (14,882) | 225 |
| Property operating costs and other(2) | (301,559) | (13,467) | (315,026) | (294,956) | (9,719) | (304,675) | (10,351) |
| Net rental income and other | 503,039 | 15,176 | 518,215 | 485,840 | 11,811 | 497,651 | 20,564 |
| Condo and townhome closings revenue | — | 4,524 | 4,524 | — | 76,837 | 76,837 | (72,313) |
| Condo and townhome cost of sales | — | (3,295) | (3,295) | — | (56,102) | (56,102) | 52,807 |
| Marketing and selling costs | (435) | (489) | (924) | — | (264) | (264) | (660) |
| Net profit on condo and townhome closings | (435) | 740 | 305 | — | 20,471 | 20,471 | (20,166) |
| NOI(3) | 502,604 | 15,916 | 518,520 | 485,840 | 32,282 | 518,122 | 398 |
| Net rental income and other as a percentage of net base rent (%) | 99.0 | 82.6 | 98.4 | 98.1 | 90.2 | 97.9 | 0.5 |
| Net rental income and other as a percentage of rentals from investment properties (%) | 63.8 | 50.8 | 63.3 | 63.4 | 54.9 | 63.2 | 0.1 |
| Net rental income and other as a percentage of rentals from investment properties and other (%) | 62.5 | 53.0 | 62.2 | 62.2 | 54.9 | 62.0 | 0.2 |
| Recovery Ratio (including prior year adjustments) (%) | 94.9 | 101.8 | 95.1 | 94.5 | 100.3 | 94.6 | 0.5 |
| Recovery Ratio (excluding prior year adjustments) (%) | 94.2 | 100.9 | 94.4 | 94.6 | 103.3 | 94.8 | (0.4) |
(1) This column contains non-GAAP measures because it includes figures that are recorded in equity accounted investments – that are not explicitly disclosed and/or presented in the consolidated financial statements for the years ended December 31, 2022 and December 31, 2021. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(2) As reflected under the column “Trust portion excluding EAI” in the table above, this amount represents a GAAP measure.
(3) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
Same Properties NOI
NOI (a non-GAAP financial measure) from continuing operations represents: i) rentals from investment properties and other revenues less property operating costs and other expenses, and ii) net profit from condominium sales. Disclosing the NOI contribution from each of same properties, acquisitions, dispositions, Earnouts and Development activities highlights the impact each component has on aggregate NOI. Straight-line rent, lease terminations and other adjustments, and amortization of tenant incentives have been excluded from Same Properties NOI, as have NOI from acquisitions, dispositions, Earnouts and Development activities, and ECL. This has been done in order to more directly highlight the impact of changes in occupancy, rent uplift and productivity.
Quarterly Comparison to Prior Year
| Three Months Ended | Three Months Ended | |||||||
| (in thousands of dollars) | December 31, 2022 | December 31, 2021 | Variance ($) | Variance (%) | ||||
| Net rental income | 129,154 | 126,987 | 2,167 | 1.7 | ||||
| Service and other revenues | 4,547 | 3,606 | 941 | 26.1 | ||||
| Other expenses | (4,550 | ) | (3,639 | ) | (911 | ) | 25.0 | |
| NOI(1) | 129,151 | 126,954 | 2,197 | 1.7 | ||||
| NOI from equity accounted investments(1) | 4,481 | 2,763 | 1,718 | 62.2 | ||||
| Total portfolio NOI before adjustments(1) | 133,632 | 129,717 | 3,915 | 3.0 | ||||
| Adjustments: | ||||||||
| Royalties | 299 | 285 | 14 | 4.9 | ||||
| Straight-line rent | (34 | ) | (154 | ) | 120 | (77.9 | ) | |
| Lease termination and other adjustments | (82 | ) | (3,476 | ) | 3,394 | N/R(2) | ||
| Net profit on condo and townhome closings(3) | 190 | 108 | 82 | 75.9 | ||||
| Amortization of tenant incentives | 2,026 | 1,725 | 301 | 17.4 | ||||
| Total portfolio NOI after adjustments(1) | 136,031 | 128,205 | 7,826 | 6.1 | ||||
| NOI sourced from: | ||||||||
| Acquisitions | (2,161 | ) | 451 | (2,612 | ) | N/R(2) | ||
| Dispositions | 3 | (280 | ) | 283 | (101.1 | ) | ||
| Earnouts and Developments | (384 | ) | — | (384 | ) | N/R(2) | ||
| Same Properties NOI(1) | 133,489 | 128,376 | 5,113 | 4.0 | ||||
| Add back: ECL | (710 | ) | (1,545 | ) | 835 | (54.0 | ) | |
| Same Properties NOI excluding ECL(1) | 132,779 | 126,831 | 5,948 | 4.7 |
(1) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(2) N/R – Not representative.
(3) Includes marketing costs.
Year-to-Date Comparison to Prior Year
| Year Ended | Year Ended | |||||||
| (in thousands of dollars) | December 31, 2022 | December 31, 2021 | Variance ($) | Variance (%) | ||||
| Net rental income | 502,609 | 485,879 | 16,730 | 3.4 | ||||
| Service and other revenues | 14,652 | 14,843 | (191 | ) | (1.3 | ) | ||
| Other expenses | (14,657 | ) | (14,882 | ) | 225 | 1.5 | ||
| NOI(1) | 502,604 | 485,840 | 16,764 | 3.5 | ||||
| NOI from equity accounted investments(1) | 15,916 | 32,282 | (16,366 | ) | (50.7 | ) | ||
| Total portfolio NOI before adjustments(1) | 518,520 | 518,122 | 398 | 0.1 | ||||
| Adjustments: | ||||||||
| Royalties | 1,115 | 960 | 155 | 16.1 | ||||
| Straight-line rent | (437 | ) | (883 | ) | 446 | (50.5 | ) | |
| Lease termination and other adjustments | (214 | ) | (5,240 | ) | 5,026 | (95.9 | ) | |
| Net profit on condo and townhome closings(3) | (242 | ) | (20,425 | ) | 20,183 | (98.8 | ) | |
| Amortization of tenant incentives | 7,646 | 7,614 | 32 | 0.4 | ||||
| Total portfolio NOI after adjustments(1) | 526,388 | 500,148 | 26,240 | 5.2 | ||||
| Less NOI sourced from: | ||||||||
| Acquisitions | (7,835 | ) | 524 | (8,359 | ) | N/R(2) | ||
| Dispositions | (9 | ) | (1,744 | ) | 1,735 | (99.5 | ) | |
| Earnouts and Developments | (4,300 | ) | (1,142 | ) | (3,158 | ) | N/R(2) | |
| Same Properties NOI(1) | 514,244 | 497,786 | 16,458 | 3.3 | ||||
| Add back: ECL | (3,257 | ) | 3,706 | (6,963 | ) | N/R(2) | ||
| Same Properties NOI excluding ECL(1) | 510,987 | 501,492 | 9,495 | 1.9 |
(1) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
(2) N/R – Not representative.
(3) Includes marketing costs.
Adjusted EBITDA
The following table presents a reconciliation of net income and comprehensive income to Adjusted EBITDA:
| 12 Months Ended | 12 Months Ended | |||||
| (in thousands of dollars) | December 31, 2022 | December 31, 2021 | Variance ($) | |||
| Net income and comprehensive income | 635,965 | 987,676 | (351,711 | ) | ||
| Add (deduct) the following items: | ||||||
| Interest expense | 156,500 | 149,977 | 6,523 | |||
| Interest income | (18,036 | ) | (12,341 | ) | (5,695 | ) |
| Amortization of equipment and intangible assets | 3,604 | 3,778 | (174 | ) | ||
| Amortization of tenant improvements | 7,474 | 7,872 | (398 | ) | ||
| Fair value adjustments on revaluation of investment properties | (202,458 | ) | (679,256 | ) | 476,798 | |
| Fair value adjustments on revaluation of financial instruments | (91,246 | ) | 34,227 | (125,473 | ) | |
| Fair value adjustment on TRS | (4,918 | ) | 5,642 | (10,560 | ) | |
| Adjustment for supplemental costs | 4,648 | 2,618 | 2,030 | |||
| Gain on sale of investment properties | (74 | ) | (27 | ) | (47 | ) |
| Gain on sale of land to co-owners (Transactional FFO) | — | 1,923 | (1,923 | ) | ||
| Acquisition-related costs | 298 | 2,791 | (2,493 | ) | ||
| Adjusted EBITDA(1) | 491,757 | 504,880 | (13,123 | ) | ||
| Less: Condo and townhome closings | (305 | ) | (20,471 | ) | 20,166 | |
| Add: ECL | (3,257 | ) | 3,706 | (6,963 | ) | |
| Adjusted EBITDA excluding condo and townhome closings and ECL(1) | 488,195 | 488,115 | 80 |
(1) Represents a non-GAAP measure. The Trust’s method of calculating non-GAAP measures may differ from other reporting issuers’ methods and, accordingly, may not be comparable. For additional information, please see “Non-GAAP Measures” in this Press Release.
Non-GAAP Measures
The non-GAAP measures used in this Press Release, including but not limited to, FFO per Unit, Unencumbered Assets, NOI, Debt to Aggregate Assets, Interest Coverage Ratio, Adjusted Debt to Adjusted EBITDA, Unsecured/Secured Debt Ratio, FFO, FFO with adjustments, FFO with adjustments excluding impact of ECL, TRS, condominium and townhome closings, and SmartVMC West acquisition, FFO per Unit with adjustments, Fixed Rate to Variable Rate Debt Ratio, Transactional FFO, ACFO, ACFO with adjustments excluding impact of TRS, condominium and townhome closings, and SmartVMC West acquisition, Payout Ratio to ACFO, Same Properties NOI, Total assets – non-GAAP, Investment properties – non-GAAP, Debt – non-GAAP, Debt to Gross Book Value, Unencumbered Assets to Unsecured Debt, Weighted Average Interest Rate, and Total Proportionate Share, do not have any standardized meaning prescribed by International Financial Reporting Standards (“IFRS”) and are therefore unlikely to be comparable to similar measures presented by other issuers. Additional information regarding these non-GAAP measures is available in the Management’s Discussion and Analysis of the Trust for the year ended December 31, 2022, dated February 8, 2023 (the “MD&A), and is incorporated by reference. The information is found in the “Presentation of Certain Terms Including Non-GAAP Measures” and “Non-GAAP Measures” sections of the MD&A, which is available on SEDAR at www.sedar.com. Reconciliations of non-GAAP financial measures to the most directly comparable IFRS measures are found in the following sections of this Press Release: “Proportionately Consolidated Balance Sheets (including the Trust’s interests in equity accounted investments)”, “Proportionately Consolidated Statements of Income and Comprehensive Income (including the Trust’s interests in equity accounted investments)”, “FFO, FFO with adjustments, and FFO with adjustments and Transactional FFO”, “ACFO and ACFO with adjustments”, “Net Operating Income”, “Same Properties NOI”, and “Adjusted EBITDA”.
Full reports of the financial results of the Trust for the year ended December 31, 2022 are outlined in the consolidated financial statements and the related MD&A of the Trust for the year ended December 31, 2022, which are available on SEDAR at www.sedar.com.
Conference Call
SmartCentres will hold a conference call on Thursday, February 9, 2023 at 3:00 p.m. (ET). Participating on the call will be members of SmartCentres’ senior management.
Investors are invited to access the call by dialing 1-855-353-9183 and then keying in the participant access code 14567#. You will be required to identify yourself and the organization on whose behalf you are participating.
A recording of this call will be made available Thursday, February 9, 2023 beginning at 8:30 p.m. (ET) through to 8:30 p.m. (ET) on Thursday, February 16, 2023. To access the recording, please call 1-855-201-2300, enter the conference access code 14567# and then key in the playback access code 0113004#.
About SmartCentres
SmartCentres Real Estate Investment Trust is one of Canada’s largest fully integrated REITs, with a best-in-class portfolio featuring 185 strategically located properties in communities across the country. SmartCentres has approximately $11.7 billion in assets and owns 34.8 million square feet of income producing value-oriented retail and first-class office space with 98.0% occupancy, on 3,500 acres of owned land across Canada.
SmartCentres continues to focus on enhancing the lives of Canadians by planning and developing complete, connected, mixed-use communities on its existing retail properties. The publicly announced $14.9 billion intensification program ($10.0 billion at SmartCentres' share) represents the REIT’s current major development focus on which construction is expected to commence within the next five years. This intensification program consists of rental apartments, condos, seniors’ residences and hotels, to be developed under the SmartLiving banner, and retail, office, and storage facilities, to be developed under the SmartCentres banner.
SmartCentres' intensification program is expected to produce an additional 56.1 million square feet (41.2 million square feet at SmartCentres’ share) of space, 27.2 million square feet (18.5 million square feet at SmartCentres’ share) of which has or will commence construction within the next five years. From shopping centres to city centres, SmartCentres is uniquely positioned to reshape the Canadian urban and urban-suburban landscape.
Included in this intensification program is the Trust’s share of SmartVMC which, when completed, is expected to include approximately 20.0 million square feet of mixed-use space in Vaughan, Ontario. Final closings of the first three phases of Transit City Condominiums began ahead of budget and ahead of schedule in August 2020 and all 1,741 units, in addition to the 22 townhomes that complete these phases, have now closed. The fourth and fifth sold-out phases representing 1,026 units are currently under construction and are expected to close in the first half of 2023.
Certain statements in this Press Release are "forward-looking statements" that reflect management's expectations regarding the Trust's future growth, results of operations, performance and business prospects and opportunities. More specifically, certain statements including, but not limited to, statements related to SmartCentres’ expectations relating to cash collections, SmartCentres’ expected or planned development plans and joint venture projects, including the described type, scope, costs and other financial metrics and the expected timing of construction and condominium closings and statements that contain words such as "could", "should", "can", "anticipate", "expect", "believe", "will", "may" and similar expressions and statements relating to matters that are not historical facts, constitute "forward-looking statements". These forward-looking statements are presented for the purpose of assisting the Trust's Unitholders and financial analysts in understanding the Trust's operating environment and may not be appropriate for other purposes. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management.
However, such forward-looking statements involve significant risks and uncertainties. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including risks associated with potential acquisitions not being completed or not being completed on the contemplated terms, public health crises such as the COVID-19 pandemic, real property ownership and development, debt and equity financing for development, interest and financing costs, construction and development risks, and the ability to obtain commercial and municipal consents for development. These risks and others are more fully discussed under the heading “Risks and Uncertainties” and elsewhere in SmartCentres’ most recent Management’s Discussion and Analysis, as well as under the heading “Risk Factors” in SmartCentres’ most recent annual information form. Although the forward-looking statements contained in this Press Release are based on what management believes to be reasonable assumptions, SmartCentres cannot assure investors that actual results will be consistent with these forward-looking statements. The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement. These forward-looking statements are made as at the date of this Press Release and SmartCentres assumes no obligation to update or revise them to reflect new events or circumstances unless otherwise required by applicable securities legislation.
Material factors or assumptions that were applied in drawing a conclusion or making an estimate set out in the forward-looking information may include, but are not limited to: a stable retail environment; a continuing trend toward land use intensification, including residential development in urban markets and continued growth along transportation nodes; access to equity and debt capital markets to fund, at acceptable costs, future capital requirements and to enable our refinancing of debts as they mature; that requisite consents for development will be obtained in the ordinary course, construction and permitting costs consistent with the past year and recent inflation trends.
For more information, please visit www.smartcentres.com or contact:
| Mitchell Goldhar | Peter Slan |
| Executive Chairman and CEO | Chief Financial Officer |
| SmartCentres | SmartCentres |
| (905) 326-6400 ext. 7674 | (905) 326-6400 ext. 7571 |
| mgoldhar@smartcentres.com | pslan@smartcentres.com |
