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8-K - 8-K - Retail Value Inc.rvi-8k_20210504.htm

Exhibit 99.1

 

Retail Value Inc. Quarterly Financial Supplement For the period ended March 31, 2021 rvi

R


 

 

Retail Value Inc.

Table of Contents

 

Section

Page

 

 

Earnings Release & Financial Statements

 

Press Release

1-6

 

 

Company Summary

 

Portfolio Summary

7

Top 35 Tenants

8

Lease Expirations

9

 

 

Investments

 

Dispositions

10

 

 

Debt Summary

 

Capital Structure

11

 

 

Shopping Center Summary

 

Property List

12

 

 

Reporting Policies and Other

 

Notable Accounting and Supplemental Policies

13-14

Non-GAAP Measures

15-16

 

RVI considers portions of the information in this press release to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Company's expectation for future periods.  Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.  For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements.  There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including, among other factors, the Company’s actual property NOI for 2021, which could differ materially from the NOI projections included in the press release; the impact of the COVID-19 pandemic on the Company’s ability to manage its properties and finance its operations and on tenants’ ability to operate their businesses, generate sales and meet their financial obligations, including the obligation to pay ongoing and deferred rents; our ability to sell assets on commercially reasonable terms; our ability to complete dispositions of assets under contract; property damage, expenses related thereto and other business and economic consequences (including the potential loss of rental revenues) resulting from extreme weather conditions and natural disasters in locations where we own properties, and the ability to estimate accurately the amounts thereof; sufficiency and timing of any insurance recovery payments related to damages from extreme weather conditions and natural disasters; local conditions such as an increase in the supply of, or a reduction in demand for, retail real estate in the area; the impact of e-commerce; dependence on rental income from real property; the loss of, significant downsizing of or bankruptcy of a major tenant and the impact of any such event on rental income from other tenants at our properties; our ability to secure equity or debt financing on commercially acceptable terms or at all; impairment charges; our ability to enter into definitive agreements with regard to our financing arrangements and  our ability to satisfy conditions to the completion or extension of these arrangements; changes with respect to the Puerto Rican economy and government; the ability to secure and maintain management services provided to us, including pursuant to our external management agreement with one or more subsidiaries of SITE Centers; and our ability to maintain our REIT status.  For additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Company’s most recent report on Forms 10-K and 10-Q.  The impacts of the COVID-19 pandemic may also exacerbate the risks described therein, any of which could have a material effect on the Company.  The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

 

 


 

 

 

 

 

Retail Value Inc.

For additional information:

 

 

3300 Enterprise Parkway

Christa Vesy, EVP and

Beachwood, OH 44122
216-755-5500

Chief Financial Officer

 

 

Retail Value Inc. Reports First Quarter 2021 Operating Results

 

BEACHWOOD, OHIO, May 4, 2021 – Retail Value Inc. (NYSE: RVI) today announced operating results for the quarter ended March 31, 2021.  

 

Results for the Quarter and Recent Activity

 

First quarter net income attributable to common shareholders was $3.2 million, or $0.15 per diluted share, as compared to net loss of $13.1 million, or $0.66 per share, in the year-ago period. The period-over-period increase in net income is primarily attributable to reduced impairment charges, interest expense and debt extinguishment costs partly offset by reduced rental income stemming from the impact of the COVID-19 pandemic and asset sales.  

 

First quarter operating funds from operations attributable to common shareholders (“Operating FFO” or “OFFO”) was $18.6 million, or $0.89 per diluted share, compared to $20.3 million, or $1.03 per diluted share, in the year-ago period. The period-over-period decrease in OFFO is primarily attributable to the impact of the COVID‑19 pandemic and asset sales partly offset by lower interest expense.

 

The Continental U.S. leased rate was 86.7% at March 31, 2021 as compared to 88.9% at December 31, 2020. The decrease in the leased rate primarily related to the expiration and termination of two dark anchor tenant leases in the first quarter of 2021.

 

The Puerto Rico leased rate was 88.3% at March 31, 2021 as compared to 89.2% at December 31, 2020 primarily due to the legal resolution and termination of dark non-paying tenants.

 

Exercised its first extension option under its mortgage loan agreement in which the loan’s maturity was extended to March 9, 2022. In addition, extended the revolving credit facility maturity date to February 9, 2022.

 

In April 2021, sold four properties (Marketplace of Brown Deer, Noble Town Center, Plaza Vega Baja and Uptown Solon) for a gross sales price of $38.9 million. In April 2021, net proceeds from the sale of Marketplace of Brown Deer along with unrestricted cash on hand aggregating $23.6 million were used to repay the mortgage loan. The majority of the net proceeds from the other three asset sales are expected to repay $24.9 million of the mortgage loan in May 2021.

 

Key Quarterly Operating Results

The following metrics are as of March 31, 2021:

 

 

 

Continental U.S.

 

Puerto Rico

Shopping Center Count

 

11

 

11

Gross Leasable Area (thousands)

 

4,533

 

3,918

Base Rent PSF

 

$13.17

 

$19.60

Leased Rate

 

86.7%

 

88.3%

Commenced Rate

 

86.1%

 

87.6%

NOI-Quarter (millions)

 

$11.9

 

$13.4

Impact of the COVID-19 Pandemic

The impact to the portfolio as of April 23, 2021 is as follows:

 

 

 

Continental U.S.

 

Puerto Rico

% of Tenants open and operating (average base rent)

 

100%

 

99%

% of Second quarter 2020 rent paid

 

87%

 

80%

% of Third quarter 2020 rent paid

 

92%

 

90%

% of Fourth quarter 2020 rent paid

 

96%

 

92%

% of First quarter 2021 rent paid

 

98%

 

94%

1

 


 

 

 

For the total portfolio, 99% of tenants were open for business as of April 23, 2021 (based on average base rents). In Puerto Rico, while 99% of the Company’s tenants were open for business as of April 23, 2021, most remain subject to significant capacity and operating restrictions.

 

The Company calculates the aggregate percentage of rents paid for assets owned as of March 31, 2021, by comparing the amount of tenant payments received as of the date presented to the amount billed to tenants during the period, which billed amount includes abated rents, rents subject to deferral arrangements and rents owing from bankrupt tenants that were in possession of the space and billed. For the purposes of reporting the percentage of aggregate base rents collected for a given period, when rents subject to deferral arrangements are later paid, those payments are allocated to the period in which the rent was originally owed.  

 

As of April 23, 2021, agreed upon rent deferral arrangements that remain unpaid represented approximately 5% of second quarter 2020 rents, 4% of third quarter 2020 rents and 3% of fourth quarter 2020 rents. There were no rent deferral arrangements that remain unpaid with respect to first quarter 2021 rents. The Company granted abatements to tenants representing approximately 6% of second quarter 2020 rents and 1% of third quarter 2020 rents. There were no significant abatements of fourth quarter 2020 rents or first quarter 2021 rents.

 

At March 31, 2021, the balance sheet reflects $2.1 million of net deferred rents, a majority of which is expected to be repaid in 2021.

 

During the first quarter of 2021, the Company’s rental revenue and NOI benefited from $1.7 million of payments related to 2020 rental income received from cash-basis tenants.

Property Net Operating Income (NOI) Projection

The Company has updated its projection of 2021 NOI. The Company projects, based on the assumptions below, 2021 property level net operating income (NOI) to be as follows:

 

Portfolio

 

NOI Projection

Continental U.S.

 

$35 – $40 million

Puerto Rico

 

$48 – $54 million

 

These Projections:

 

Exclude all properties sold to date and assume all properties owned by the Company on May 4, 2021 are held through year end;

 

Reflect payment of property management fees;

 

Assume tenant collections at 100% for second quarter of 2021 through fourth quarter of 2021 (as compared to first quarter 2021 rent collections of 98% and 94% for the continental U.S. and Puerto Rico portfolios, respectively) and

 

Assume no reserve reversals related to 2020 rents for the second quarter of 2021 through fourth quarter of 2021.

Because these projections are based on assumptions that are subject to change, including, without limitation, the Company’s actual tenant collections, they should not be viewed as guidance.

About RVI

RVI is an independent publicly traded company trading under the ticker symbol “RVI” on the New York Stock Exchange. RVI holds assets in the continental U.S. and Puerto Rico and is managed by one or more subsidiaries of SITE Centers Corp. RVI focuses on realizing value in its business through operations and sales of its assets. Additional information about RVI is available at www.retailvalueinc.com.

Non-GAAP Measures

Funds from Operations (“FFO”) is a supplemental non-GAAP financial measure used as a standard in the real estate industry and is a widely accepted measure of real estate investment trust (“REIT”) performance. Management believes that both FFO and Operating FFO provide additional indicators of the financial performance of a REIT. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group.

 

FFO is generally defined and calculated by the Company as net income (loss) (computed in accordance with generally accepted accounting principles in the United States (“GAAP”)) adjusted to exclude (i) gains and losses from disposition of real estate property and related investments, which are presented net of taxes, if any, (ii) impairment charges on real estate property and related investments and (iii) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles. The Company’s calculation of FFO is consistent with the definition of FFO provided by NAREIT. The Company calculates Operating FFO by excluding certain non-operating charges and income.

2

 


 

Operating FFO is useful to investors as the Company removes non-comparable charges and income to analyze the results of its operations and assess performance of the core operating real estate portfolio. Other real estate companies may calculate FFO and Operating FFO in a different manner.

 

The Company also uses net operating income (“NOI”), a non-GAAP financial measure, as a supplemental performance measure. NOI is calculated as property revenues less property-related expenses. The Company believes 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, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis.

 

FFO, Operating FFO and NOI do not represent cash generated from operating activities in accordance with GAAP, are not necessarily indicative of cash available to fund cash needs and should not be considered as alternatives to net income computed in accordance with GAAP as indicators of the Company’s operating performance or as alternatives to cash flow as a measure of liquidity. Reconciliations of these non-GAAP measures to their most directly comparable GAAP measures are included in this release herein. Reconciliation of 2021 projected NOI to the most directly comparable GAAP financial measure is not provided because the Company is unable to provide such reconciliation without unreasonable effort.

 

Safe Harbor

RVI considers portions of the information in this press release to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Company's expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including, among other factors, the Company’s actual property NOI for 2021, which could differ materially from the NOI projections included in this press release; the impact of the COVID-19 pandemic on the Company’s ability to manage its properties and finance its operations and on tenants’ ability to operate their businesses, generate sales and meet their financial obligations, including the obligation to pay ongoing and deferred rents; our ability to sell assets on commercially reasonable terms; our ability to complete dispositions of assets under contract; property damage, expenses related thereto and other business and economic consequences (including the potential loss of rental revenues) resulting from extreme weather conditions and natural disasters in locations where we own properties, and the ability to estimate accurately the amounts thereof; sufficiency and timing of any insurance recovery payments related to damages from extreme weather conditions and natural disasters; local conditions such as an increase in the supply of, or a reduction in demand for, retail real estate in the area; the impact of e-commerce; dependence on rental income from real property; the loss of, significant downsizing of or bankruptcy of a major tenant and the impact of any such event on rental income from other tenants at our properties; our ability to secure equity or debt financing on commercially acceptable terms or at all; impairment charges; our ability to enter into definitive agreements with regard to our financing arrangements and our ability to satisfy conditions to the completion or extension of these arrangements; changes with respect to the Puerto Rican economy and government; the ability to secure and maintain management services provided to us, including pursuant to our external management agreement with one or more subsidiaries of SITE Centers; and our ability to maintain our REIT status. For additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Company’s most recent report on Forms 10-K and 10-Q. The impacts of the COVID-19 pandemic may also exacerbate the risks described therein, any of which could have a material effect on the Company. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

 

3

 


Retail Value Inc.

Income Statement

 

 

 

 

in thousands, except per share

 

 

 

 

 

 

 

 

 

1Q21

 

1Q21

 

Total

 

Total

 

 

Continental U.S.

 

Puerto Rico

 

1Q21

 

1Q20

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

Rental income (1)

$18,153

 

$23,269

 

$41,422

 

$50,330

 

Other property revenues

17

 

20

 

37

 

39

 

 

18,170

 

23,289

 

41,459

 

50,369

 

Expenses:

 

 

 

 

 

 

 

 

Operating and maintenance (2)

3,085

 

8,787

 

11,872

 

13,614

 

Real estate taxes

3,134

 

1,132

 

4,266

 

5,719

 

 

6,219

 

9,919

 

16,138

 

19,333

 

 

 

 

 

 

 

 

 

 

Net operating income (3)

11,951

 

13,370

 

25,321

 

31,036

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

Asset management fees

 

 

 

 

(1,770)

 

(2,324)

 

Interest expense, net

 

 

 

 

(3,991)

 

(7,292)

 

Depreciation and amortization

 

 

 

 

(13,358)

 

(16,470)

 

General and administrative

 

 

 

 

(865)

 

(1,077)

 

Impairment charges

 

 

 

 

(2,010)

 

(15,910)

 

Debt extinguishment costs, net

 

 

 

 

(130)

 

(3,965)

 

Other income, net

 

 

 

 

0

 

334

 

Gain on disposition of real estate, net (4)

 

 

 

 

121

 

2,674

 

Income (loss) before other items

 

 

 

 

3,318

 

(12,994)

 

 

 

 

 

 

 

 

 

 

Tax expense

 

 

 

 

(109)

 

(73)

 

Net income (loss)

 

 

 

 

$3,209

 

($13,067)

 

 

 

 

 

 

 

 

 

 

Weighted average shares – Basic & Diluted – EPS

 

 

 

 

20,916

 

19,749

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per common share – Basic & Diluted

 

 

 

 

$0.15

 

($0.66)

 

 

 

 

 

 

 

 

 

(1)

Revenue items:

 

 

 

 

 

 

 

 

Minimum rents

11,567

 

13,329

 

24,896

 

31,391

 

Ground lease minimum rents

839

 

1,804

 

2,643

 

3,206

 

Recoveries

4,461

 

5,834

 

10,295

 

12,896

 

Uncollectible revenue

992

 

(754)

 

238

 

(858)

 

Percentage and overage rent

18

 

1,439

 

1,457

 

1,017

 

Ancillary and other rental income

191

 

1,617

 

1,808

 

2,178

 

Lease termination fees

85

 

0

 

85

 

500

 

 

 

 

 

 

 

 

 

(2)

Operating expenses:

 

 

 

 

 

 

 

 

Property management fees

(701)

 

(1,564)

 

(2,265)

 

(2,552)

 

 

 

 

 

 

 

 

 

(3)

NOI from assets sold

23

 

(50)

 

(27)

 

1,680

 

 

 

 

 

 

 

 

 

(4)

SITE Centers disposition fees

 

 

 

 

0

 

(1,556)

 

4

 


Retail Value Inc.

Reconciliation: Net Loss to FFO and Operating FFO

and Other Financial Information

 

 

 

in thousands, except per share

 

 

 

 

 

1Q21

 

1Q20

 

 

 

 

 

 

Net income (loss) attributable to Common Shareholders

$3,209

 

($13,067)

 

Depreciation and amortization of real estate

13,341

 

16,453

 

Impairment of real estate

2,010

 

15,910

 

Gain on disposition of real estate, net

(121)

 

(2,674)

 

FFO attributable to Common Shareholders

$18,439

 

$16,622

 

 

 

 

 

 

Debt extinguishment, transaction, other, net

130

 

3,631

 

Total non-operating items, net

130

 

3,631

 

Operating FFO attributable to Common Shareholders

$18,569

 

$20,253

 

 

 

 

 

 

Weighted average shares and units Basic & Diluted – FFO & OFFO

20,916

 

19,749

 

 

 

 

 

 

FFO per share – Basic & Diluted

$0.88

 

$0.84

 

Operating FFO per share – Basic & Diluted

$0.89

 

$1.03

 

Common stock dividends declared, per share

N/A

 

N/A

 

 

 

 

 

 

Certain non-cash items:

 

 

 

 

Straight-line rent

(565)

 

(1,108)

 

Straight-line fixed CAM

70

 

101

 

Loan cost amortization

(781)

 

(1,020)

 

Non-real estate depreciation expense

(17)

 

(17)

 

 

 

 

 

 

Capital expenditures:

 

 

 

 

Maintenance capital expenditures

328

 

18

 

Tenant allowances and landlord work

608

 

591

 

Leasing commissions - SITE Centers

778

 

1,231

 

Leasing commissions - external

133

 

87

 

Hurricane restorations

1,848

 

3,474

 

 

 

 

 

 

 

5

 


Retail Value Inc.

Balance Sheet

 

 

 

$ in thousands

 

 

 

 

 

At Period End

 

 

1Q21

 

4Q20

 

 

 

 

 

 

Assets:

 

 

 

 

Land

$397,024

 

$397,699

 

Buildings

1,030,973

 

1,031,886

 

Fixtures and tenant improvements

131,780

 

134,335

 

 

1,559,777

 

1,563,920

 

Depreciation

(602,879)

 

(593,691)

 

 

956,898

 

970,229

 

Construction in progress and land

1,887

 

1,515

 

Real estate, net

958,785

 

971,744

 

 

 

 

 

 

Cash

72,741

 

56,849

 

Restricted cash (1)

63,557

 

115,939

 

Receivables and straight-line (2)

22,053

 

25,302

 

Intangible assets, net (3)

8,529

 

9,452

 

Other assets, net (4)

14,659

 

16,590

 

Total Assets

1,140,324

 

1,195,876

 

 

 

 

 

 

Liabilities and Equity:

 

 

 

 

Secured debt (5)

294,069

 

344,485

 

 

 

 

 

 

Dividends payable

0

 

23,002

 

Other liabilities (6)

34,239

 

38,603

 

Total Liabilities

328,308

 

406,090

 

 

 

 

 

 

Redeemable preferred equity

190,000

 

190,000

 

 

 

 

 

 

Common shares

2,108

 

1,983

 

Paid-in capital

740,130

 

721,234

 

Distributions in excess of net income

(120,219)

 

(123,428)

 

Common shares in treasury at cost

(3)

 

(3)

 

Total Equity

622,016

 

599,786

 

 

 

 

 

 

Total Liabilities and Equity

$1,140,324

 

$1,195,876

 

 

 

 

 

(1)

Asset sale proceeds

0

 

51,168

 

Hurricane related escrows

37,169

 

38,469

 

Other lender required escrows

26,388

 

26,302

 

 

 

 

 

(2)

SL rents (including fixed CAM), net

13,189

 

13,683

 

 

 

 

 

(3)

Operating lease right of use asset

1,456

 

1,509

 

 

 

 

 

(4)

Note receivable

3,000

 

3,000

 

 

 

 

 

(5)

Unamortized loan costs

(8,965)

 

(9,718)

 

 

 

 

 

(6)

Operating lease liabilities

2,540

 

2,602

 

Below-market leases, net

13,529

 

13,829

 

 

 

6

 


Retail Value Inc.

Portfolio Summary

 

 

 

GLA in thousands

 

 

 

 

 

 

 

 

 

 

 

 

 

3/31/2021

 

12/31/2020

 

9/30/2020

 

6/30/2020

 

3/31/2020

 

 

 

Shopping Center Count

 

 

 

 

 

 

 

 

 

 

 

 

Operating Centers

22

 

22

 

23

 

25

 

26

 

 

 

Continental U.S.

11

 

11

 

11

 

13

 

14

 

 

 

Puerto Rico

11

 

11

 

12

 

12

 

12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Leasable Area (GLA)

 

 

 

 

 

 

 

 

 

 

 

 

Owned and Ground Lease

8,451

 

8,451

 

8,905

 

9,823

 

10,174

 

 

 

Continental U.S.

4,533

 

4,533

 

4,539

 

5,457

 

5,805

 

 

 

Puerto Rico

3,918

 

3,918

 

4,366

 

4,366

 

4,369

 

 

 

Unowned

1,131

 

1,131

 

1,125

 

1,305

 

1,305

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarterly Operational Overview

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continental U.S.

 

 

 

 

 

 

 

 

 

 

 

 

Base Rent PSF

$13.17

 

$13.35

 

$13.31

 

$13.60

 

$13.00

 

 

 

Leased Rate

86.7%

 

88.9%

 

90.7%

 

89.3%

 

89.6%

 

 

 

Leased Rate < 10K SF

67.2%

 

68.8%

 

70.4%

 

75.8%

 

77.1%

 

 

 

Leased Rate > 10K SF

90.9%

 

93.2%

 

95.1%

 

92.3%

 

92.3%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Puerto Rico

 

 

 

 

 

 

 

 

 

 

 

 

Base Rent PSF

$19.60

 

$19.95

 

$19.72

 

$19.80

 

$19.85

 

 

 

Leased Rate

88.3%

 

89.2%

 

87.6%

 

87.2%

 

87.1%

 

 

 

Leased Rate < 10K SF

76.1%

 

79.2%

 

79.5%

 

79.3%

 

79.0%

 

 

 

Leased Rate > 10K SF

94.0%

 

94.0%

 

91.4%

 

91.0%

 

91.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational Statistics

 

 

 

 

 

 

 

 

 

 

 

 

% of Aggregate Property NOI - Continental U.S.

47.2%

 

47.5%

 

53.1%

 

50.4%

 

50.2%

 

 

 

% of Aggregate Property NOI Puerto Rico

52.8%

 

52.5%

 

46.9%

 

49.6%

 

49.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Puerto Rico

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Minimum rents

15,453

 

16,283

 

16,949

 

16,552

 

16,840

 

 

 

Straight-line rent

(320)

 

(215)

 

(336)

 

720

 

(460)

 

 

 

Recoveries

5,834

 

6,491

 

5,993

 

5,887

 

6,250

 

 

 

Uncollectible revenue

(754)

 

(2,387)

 

(3,912)

 

(3,621)

 

(7)

 

 

 

Percentage rent

1,439

 

796

 

277

 

32

 

920

 

 

 

Ancillary income

1,617

 

1,846

 

1,627

 

633

 

1,856

 

 

 

Lease termination fees

0

 

0

 

0

 

19

 

0

 

 

 

Other property revenues

20

 

(15)

 

19

 

19

 

15

 

 

 

Business interruption income

0

 

0

 

0

 

0

 

0

 

 

 

 

23,289

 

22,799

 

20,617

 

20,241

 

25,414

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Operating and maintenance

8,787

 

9,613

 

8,726

 

8,339

 

8,725

 

 

 

Real estate taxes

1,132

 

1,153

 

1,227

 

1,184

 

1,231

 

 

 

 

9,919

 

10,766

 

9,953

 

9,523

 

9,956

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income

13,370

 

12,033

 

10,664

 

10,718

 

15,458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7

 


Retail Value Inc.

Top 35 Tenants

 

 

 

$ and GLA in thousands

 

 

 

 

 

 

 

 

 

 

 

Credit Ratings

 

 

Tenant

Number of Units

Base Rent

% of Total

Owned GLA

% of Total

(S&P/Moody's/Fitch)

1

 

Walmart (1)

7

$6,013

5.4%

938

11.1%

AA/Aa2/AA

2

 

PetSmart

11

3,849

3.5%

203

2.4%

B/B2/NR

3

 

Kohl's

4

2,910

2.6%

372

4.4%

BBB-/Baa2/BBB-

4

 

TJX Companies (2)

7

2,903

2.6%

224

2.7%

A/A2/NR

5

 

Bed Bath & Beyond

7

2,754

2.5%

314

3.7%

B+/Ba3/NR

6

 

Best Buy

4

2,521

2.3%

168

2.0%

BBB/A3/NR

7

 

Burlington

5

2,424

2.2%

276

3.3%

BB/NR/NR

8

 

Foot Locker

12

2,271

2.0%

52

0.6%

BB+/Ba1/NR

9

 

Gap (3)

8

2,267

2.0%

119

1.4%

BB-/Ba2/NR

10

 

Claro

18

2,247

2.0%

27

0.3%

NR

11

 

AMC Theatres

1

2,203

2.0%

92

1.1%

CCC-/Caa3/NR

12

 

Cinemark

2

2,143

1.9%

136

1.6%

B/NR/B+

13

 

Rainbow Apparel

17

2,022

1.8%

105

1.2%

NR

14

 

Caribbean Cinemas

5

1,859

1.7%

211

2.5%

NR

15

 

Michaels

6

1,829

1.6%

141

1.7%

B/NR/NR

16

 

Office Depot

4

1,651

1.5%

82

1.0%

NR

17

 

Yum! Brands

14

1,594

1.4%

31

0.4%

BB/Ba2/NR

18

 

Sears (4)

3

1,520

1.4%

281

3.3%

NR

19

 

T-Mobile (5)

12

1,514

1.4%

25

0.3%

BB/NR/BB+

20

 

Walgreens

3

1,448

1.3%

41

0.5%

BBB/Baa2/BBB-

21

 

Ulta

5

1,407

1.3%

57

0.7%

NR

22

 

BJ's Wholesale Club

1

1,362

1.2%

115

1.4%

BB/NR/NR

23

 

Me Salve

9

1,316

1.2%

70

0.8%

NR

24

 

Home Depot

1

1,283

1.2%

114

1.3%

A/A2/A

25

 

Econo

3

1,259

1.1%

168

2.0%

NR

26

 

Dick's Sporting Goods

2

1,191

1.1%

90

1.1%

NR

27

 

Dave & Buster's

1

1,182

1.1%

40

0.5%

NR

28

 

AT&T

12

1,181

1.1%

21

0.2%

BBB/Baa2/BBB+

29

 

Burger King

8

1,017

0.9%

24

0.3%

BB/NR/NR

30

 

Sally Beauty

15

1,017

0.9%

29

0.3%

BB-/NR/NR

31

 

Chili's

6

980

0.9%

34

0.4%

B+/B1/NR

32

 

Journeys

7

961

0.9%

15

0.2%

NR

33

 

Five Below

6

868

0.8%

54

0.6%

NR

34

 

Lowe's

1

868

0.8%

125

1.5%

BBB+/Baa1/NR

35

 

Barnes & Noble

2

843

0.8%

46

0.5%

NR

 

 

Top 35 Total

229

$64,677

58.1%

4,840

57.3%

 

 

 

Total Portfolio

 

$111,239

100.0%

8,451

100.0%

 

 

 

 

 

 

 

 

 

 

(1) Walmart (6) / Sam's Club (1)

(4) Sears (1) / Kmart (2)

(2) T.J. Maxx (4) / Marshalls (2) / HomeGoods (1)

(5) T-Mobile (11) / Boost Mobile (1)

(3) Gap (1) / Old Navy (7)

 

 

 

 

 

 

 

 

 

 

 

 

8

 


Retail Value Inc.

Lease Expirations

 

 

$ and GLA in thousands

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assumes no exercise of lease options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greater than 10K SF

 

Less than 10K SF

 

Total

Year

# of

Leases

 

Expiring

SF

% of SF

> 10K

ABR

 

Rent

PSF

% of ABR

> 10K

 

# of

Leases

 

Expiring

SF

% of SF

< 10K

ABR

 

Rent

PSF

% of ABR

< 10K

 

# of

Leases

 

Expiring

SF

% of SF

Total

ABR

 

Rent

PSF

% of ABR

Total

MTM

0

 

0

0.0%

$0

 

$0.00

0.0%

 

65

 

122

9.2%

$4,770

 

$39.10

10.9%

 

65

 

122

1.9%

$4,770

 

$39.10

4.7%

2021

5

 

206

4.1%

2,992

 

$14.52

5.2%

 

67

 

138

10.4%

4,346

 

$31.49

9.9%

 

72

 

344

5.4%

7,338

 

$21.33

7.3%

2022

22

 

685

13.6%

7,640

 

$11.15

13.4%

 

92

 

195

14.7%

7,172

 

$36.78

16.4%

 

114

 

880

13.8%

14,812

 

$16.83

14.7%

2023

20

 

864

17.1%

8,816

 

$10.20

15.4%

 

80

 

236

17.8%

7,484

 

$31.71

17.1%

 

100

 

1,100

17.3%

16,300

 

$14.82

16.1%

2024

24

 

1,039

20.6%

10,840

 

$10.43

19.0%

 

85

 

239

18.1%

7,433

 

$31.10

17.0%

 

109

 

1,278

20.0%

18,273

 

$14.30

18.1%

2025

32

 

907

18.0%

10,748

 

$11.85

18.8%

 

61

 

216

16.3%

6,680

 

$30.93

15.2%

 

93

 

1,123

17.6%

17,428

 

$15.52

17.3%

2026

16

 

544

10.8%

5,450

 

$10.02

9.5%

 

30

 

80

6.0%

3,131

 

$39.14

7.1%

 

46

 

624

9.8%

8,581

 

$13.75

8.5%

2027

4

 

65

1.3%

717

 

$11.03

1.3%

 

8

 

15

1.1%

860

 

$57.33

2.0%

 

12

 

80

1.3%

1,577

 

$19.71

1.6%

2028

4

 

175

3.5%

1,941

 

$11.09

3.4%

 

3

 

5

0.4%

140

 

$28.00

0.3%

 

7

 

180

2.8%

2,081

 

$11.56

2.1%

2029

2

 

165

3.3%

2,761

 

$16.73

4.8%

 

6

 

25

1.9%

549

 

$21.96

1.3%

 

8

 

190

3.0%

3,310

 

$17.42

3.3%

2030

1

 

40

0.8%

434

 

$10.85

0.8%

 

6

 

20

1.5%

517

 

$25.85

1.2%

 

7

 

60

0.9%

951

 

$15.85

0.9%

Thereafter

7

 

362

7.2%

4,806

 

$13.28

8.4%

 

6

 

32

2.4%

742

 

$23.19

1.7%

 

13

 

394

6.2%

5,548

 

$14.08

5.5%

Total

137

 

5,052

100.0%

$57,145

 

$11.31

100.0%

 

509

 

1,323

100.0%

$43,824

 

$33.12

100.0%

 

646

 

6,375

100.0%

$100,969

 

$15.84

100.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assumes all lease options are exercised

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greater than 10K SF

 

Less than 10K SF

 

Total

Year

# of

Leases

 

Expiring

SF

% of SF

> 10K

ABR

 

Rent

PSF

% of ABR

> 10K

 

# of

Leases

 

Expiring

SF

% of SF

< 10K

ABR

 

Rent

PSF

% of ABR

< 10K

 

# of

Leases

 

Expiring

SF

% of SF

Total

ABR

 

Rent

PSF

% of ABR

Total

MTM

0

 

0

0.0%

$0

 

$0.00

0.0%

 

63

 

113

8.5%

$4,611

 

$40.81

10.5%

 

63

 

113

1.8%

$4,611

 

$40.81

4.6%

2021

1

 

58

1.1%

392

 

$6.76

0.7%

 

61

 

126

9.5%

4,033

 

$32.01

9.2%

 

62

 

184

2.9%

4,425

 

$24.05

4.4%

2022

8

 

156

3.1%

1,491

 

$9.56

2.6%

 

83

 

163

12.3%

6,066

 

$37.21

13.8%

 

91

 

319

5.0%

7,557

 

$23.69

7.5%

2023

4

 

105

2.1%

1,527

 

$14.54

2.7%

 

65

 

165

12.5%

5,692

 

$34.50

13.0%

 

69

 

270

4.2%

7,219

 

$26.74

7.1%

2024

2

 

63

1.2%

900

 

$14.29

1.6%

 

66

 

165

12.5%

5,447

 

$33.01

12.4%

 

68

 

228

3.6%

6,347

 

$27.84

6.3%

2025

7

 

138

2.7%

2,277

 

$16.50

4.0%

 

44

 

144

10.9%

4,739

 

$32.91

10.8%

 

51

 

282

4.4%

7,016

 

$24.88

6.9%

2026

2

 

41

0.8%

419

 

$10.22

0.7%

 

26

 

60

4.5%

2,456

 

$40.93

5.6%

 

28

 

101

1.6%

2,875

 

$28.47

2.8%

2027

1

 

24

0.5%

213

 

$8.88

0.4%

 

11

 

24

1.8%

1,313

 

$54.71

3.0%

 

12

 

48

0.8%

1,526

 

$31.79

1.5%

2028

2

 

38

0.8%

758

 

$19.95

1.3%

 

9

 

40

3.0%

1,115

 

$27.88

2.5%

 

11

 

78

1.2%

1,873

 

$24.01

1.9%

2029

0

 

0

0.0%

0

 

$0.00

0.0%

 

8

 

18

1.4%

663

 

$36.83

1.5%

 

8

 

18

0.3%

663

 

$36.83

0.7%

2030

8

 

170

3.4%

1,476

 

$8.68

2.6%

 

12

 

39

2.9%

1,298

 

$33.28

3.0%

 

20

 

209

3.3%

2,774

 

$13.27

2.7%

Thereafter

102

 

4,259

84.3%

47,692

 

$11.20

83.5%

 

61

 

266

20.1%

6,391

 

$24.03

14.6%

 

163

 

4,525

71.0%

54,083

 

$11.95

53.6%

Total

137

 

5,052

100.0%

$57,145

 

$11.31

100.0%

 

509

 

1,323

100.0%

$43,824

 

$33.12

100.0%

 

646

 

6,375

100.0%

$100,969

 

$15.84

100.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Note: Excludes ground leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

 


Retail Value Inc.

Dispositions

 

 

$ and GLA in thousands

 

 

 

 

 

 

 

 

 

 

 

Owned

 

 

Allocated Loan

 

 

Property Name

City, State

 

GLA

 

Price

Amount (1)

 

 

 

 

 

 

 

 

 

04/17/18

 

Silver Spring Square (pre spin)

Mechanicsburg, PA

 

343

 

$80,810

$65,730

06/27/18

 

The Walk at Highwoods Preserve (pre spin)

Tampa, FL

 

138

 

25,025

18,250

07/06/18

 

Tequesta Shoppes

Tequesta, FL

 

110

 

14,333

11,400

07/10/18

 

Lake Walden Square

Plant City, FL

 

245

 

29,000

25,170

08/01/18

 

East Lloyd Commons

Evansville, IN

 

160

 

23,000

16,780

08/13/18

 

Grandville Marketplace

Grandville, MI

 

224

 

16,700

16,500

08/29/18

 

Brandon Boulevard Shoppes

Valrico, FL

 

86

 

14,650

11,120

09/14/18

 

Gresham Station

Gresham, OR

 

342

 

64,500

54,140

10/18/18

 

Palm Valley Pavilions

Goodyear, AZ

 

233

 

44,800

42,170

11/13/18

 

I-Drive Value Center

Orlando, FL

 

186

 

26,157

23,290

11/20/18

 

Douglasville Pavilion

Douglasville, GA

 

266

 

35,120

28,120

12/14/18

 

Kyle Crossing

Kyle, TX

 

121

 

27,600

22,690

 

 

 

Total 2018

 

2,454

 

$401,695

$335,360

 

 

 

 

 

 

 

 

 

02/08/19

 

Millenia Plaza

Orlando, FL

 

412

 

$56,400

$47,130

02/27/19

 

Homestead Pavilion (TD Bank)

Homestead, FL

 

4

 

4,091

2,490

03/01/19

 

West Allis Center (Chick-Fil-A)

Milwaukee, WI

 

5

 

2,211

1,680

03/04/19

 

Lowe's Home Improvement

Hendersonville, TN

 

129

 

16,058

10,700

03/26/19

 

Midway Marketplace

St. Paul, MN

 

324

 

31,210

20,400

04/05/19

 

Mariner Square

Spring Hill, FL

 

194

 

17,000

11,300

05/23/19

 

Shoppers World of Brookfield

Brookfield, WI

 

203

 

19,450

15,200

05/31/19

 

Homestead Pavilion

Homestead, FL

 

295

 

62,250

42,100

06/13/19

 

Beaver Creek Crossings

Apex, NC

 

321

 

52,750

34,300

08/07/19

 

Harbison Court

Columbia, SC

 

242

 

36,500

19,800

08/09/19

 

West Allis Center

West Allis, WI

 

259

 

18,100

11,000

12/19/19

 

Marketplace at Towne Centre

Mesquite, TX

 

180

 

19,150

16,500

 

 

 

Total 2019

 

2,568

 

$335,170

$232,600

 

 

 

 

 

 

 

 

 

01/15/20

 

Newnan Crossing S.C. Parcel (excluding Lowe's)

Newnan, GA

 

92

 

$11,600

$5,660

02/19/20

 

Hamilton Commons

Mays Landing, NJ

 

403

 

60,000

50,800

02/26/20

 

Tucson Spectrum

Tucson, AZ

 

717

 

84,000

69,300

06/30/20

 

Big Oaks Crossing

Tupelo, MS

 

348

 

21,000

14,500

07/27/20

 

Newnan Crossing -Lowe's Parcel

Newnan, GA

 

130

 

15,550

7,140

09/24/20

 

Riverdale Village

Coon Rapids, MN

 

788

 

70,000

66,400

12/21/20

 

Peach Street Marketplace -LongHorn Steakhouse

Erie, PA

 

5

 

2,075

700

12/22/20

 

Plaza Palma Real

Humacao, PR

 

448

 

50,000

0

 

 

 

Total 2020

 

2,931

 

$314,225

$214,500

 

 

 

 

 

 

 

 

 

04/09/21

 

Marketplace of Brown Deer

Brown Deer, WI

 

405

 

$10,250

$22,500

04/13/21

 

Noble Town Center

Jenkintown, PA

 

168

 

14,000

19,200

04/14/21

 

Plaza Vega Baja

Vega Baja, PR

 

185

 

4,500

0

04/21/21

 

Uptown Solon

Solon, OH

 

182

 

10,100

14,700

 

 

 

Total 2021 YTD

 

940

 

$38,850

$56,400

 

 

 

 

 

 

 

 

 

(1) Represents portion of CMBS loan balance allocated to specific asset.  Not equivalent to amount of debt repaid when specific asset was sold.

 

 

10

 


Retail Value Inc.

Capital Structure

 

 

$, shares and units in thousands, except per share

 

 

 

 

 

 

 

 

March 31, 2021

 

December 31, 2020

 

December 31, 2019

Capital Structure

 

 

 

 

 

 

Market Value Per Share

 

$18.71

 

$14.87

 

$36.80

 

 

 

 

 

 

 

Common Shares Outstanding

 

21,083

 

21,083

 

19,052

Common Shares Equity

 

$394,468

 

$313,508

 

$701,119

 

 

 

 

 

 

 

Redeemable Preferred Equity

 

$190,000

 

$190,000

 

$190,000

 

 

 

 

 

 

 

Bank Debt

 

$0

 

$0

 

$0

Mortgage Debt

 

$303,034

 

$354,202

 

$674,331

Less: Cash (including restricted cash)

 

$136,298

 

$172,788

 

$183,294

Net Debt

 

$166,736

 

$181,415

 

$491,037

 

 

 

 

 

 

 

Total Market Capitalization

 

$751,204

 

$684,923

 

$1,382,155

 

 

 

 

 

 

 

Debt Detail

 

 

 

 

 

 

 

 

March 31, 2021

 

Maturity

Date (1)

 

Contractual

Interest Rate (2)

Bank Debt (3)

 

 

 

 

 

 

Unsecured Revolver ($30m)

 

$0

 

02/22

 

L + 130

 

 

 

 

 

 

 

Mortgage Debt (3)

 

 

 

 

 

 

Mortgage Debt - Class A

 

$0

 

 

 

 

Mortgage Debt - Class B

 

$0

 

 

 

 

Mortgage Debt - Class C

 

$257,734

 

 

 

 

Mortgage Debt - Class HRR

 

$45,300

 

 

 

 

Total Mortgage Debt (4) (5)

 

$303,034

 

03/24

 

L + 406

 

 

 

 

 

 

 

Debt Subtotal

 

$303,034

 

 

 

 

 

 

 

 

 

 

 

Unamortized Loan Costs, Net

 

($8,965)

 

 

 

 

Total Debt

 

$294,069

 

 

 

 

 

 

 

 

 

 

 

Rate Type

 

 

 

 

 

 

Fixed

 

$0

 

0.0 years

 

0.00%

Variable

 

$303,034

 

2.9 years

 

3.37%

 

 

$303,034

 

2.9 years

 

3.37%

 

 

 

 

 

 

 

Mortgage Debt Yield

 

 

 

 

 

 

 

 

March 31, 2021

 

December 31, 2020

 

December 31, 2019

Adjusted Net Cash Flow

 

$55,432

 

$90,389

 

$99,639

Mortgage Loan Balance (6)

 

$303,034

 

$656,943

 

$961,640

Debt Yield

 

18.29%

 

13.76%

 

10.36%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Assumes borrower extension options are exercised.

 

 

 

 

 

 

(2) L = LIBOR; as of March 31, 2021 1M LIBOR .11%.

 

 

 

 

 

 

(3) Excludes loan fees and unamortized loan costs.

 

 

 

 

 

 

(4) LIBOR subject to a 3.0% cap.

 

 

 

 

 

 

(5) Mortgage loan repayment in April 2021 of $23.6 million related to the sale of Marketplace of Brown Deer; expected mortgage loan repayment

      in May 2021 with aggregate net sales proceeds of $24.9 million from Noble Town Center, Plaza Veja Baja, and Uptown Solon.

(6) As defined in mortgage loan agreement. Does not reflect April transaction activity.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11

 


Retail Value Inc.

Property List

As of March 31, 2021

 

 

 

#

Center

MSA

Location

ST

Owned

GLA

Total

GLA

ABR

PSF (1)

Leased Rate %

Anchor Tenants (1)

1

Green Ridge Square

Grand Rapids-Wyoming, MI

Grand Rapids

MI

216

407

$13.38

81.8%

Bed Bath & Beyond, Best Buy, Michaels, Target (U)

2

Maple Grove Crossing

Minneapolis-St. Paul-Bloomington, MN-WI

Maple Grove

MN

262

350

$12.54

90.9%

Barnes & Noble, Bed Bath & Beyond, Cub Foods (U), Kohl's, Michaels

3

Crossroads Center

Gulfport-Biloxi-Pascagoula, MS

Gulfport

MS

555

591

$12.08

91.8%

Academy Sports, Barnes & Noble, Belk, Burke's Outlet, Cinemark, Michaels, Ross Dress for Less, T.J. Maxx

4

Seabrook Commons

Boston-Cambridge-Newton, MA-NH

Seabrook

NH

175

393

$19.12

89.1%

Dick's Sporting Goods, Walmart (U)

5

Wrangleboro Consumer Square

Atlantic City-Hammonton, NJ

Mays Landing

NJ

840

840

$13.24

95.6%

Best Buy, BJ'S Wholesale Club, Books-A-Million, Burlington, Christmas Tree Shops, Dick's Sporting Goods, Gabes, Kohl's, Michaels, PetSmart, Staples, Target

6

Great Northern Plaza

Cleveland-Elyria, OH

North Olmsted

OH

630

669

$13.10

81.7%

Best Buy, Big Lots, Burlington, Home Depot, Jo-Ann, Marc's, PetSmart

7

Uptown Solon(3)

Cleveland-Elyria, OH

Solon

OH

182

182

$15.83

66.1%

Bed Bath & Beyond

8

Peach Street Marketplace

Erie, PA

Erie

PA

716

1,001

$10.29

89.2%

Bed Bath & Beyond, Best Buy (U), Burlington, Cinemark, Hobby Lobby, Home Depot (U), Kohl's, Lowe's, Marshalls, PetSmart, Target (U)

9

Noble Town Center(3)

Philadelphia-Camden-Wilmington, PA-NJ-DE-MD

Jenkintown

PA

168

168

$15.06

63.5%

Bed Bath & Beyond, PetSmart, Ross Dress for Less

10

Willowbrook Plaza

Houston-The Woodlands-Sugar Land, TX

Houston

TX

385

393

$15.99

79.1%

AMC Theatres, Bed Bath & Beyond, Bel Furniture, buybuy Baby

11

Marketplace of Brown Deer(3)

Milwaukee-Waukesha-West Allis, WI

Brown Deer

WI

405

405

$9.55

89.2%

Bob's Discount Furniture, Burlington, Kohl's (dark),  Michaels, OfficeMax, Pick 'n Save, T.J. Maxx (dark)

12

Plaza Isabela

Aguadilla-Isabela, PR

Isabela

PR

259

259

$14.48

93.3%

Selectos Supermarket, Walmart

13

Plaza Fajardo

Fajardo, PR

Fajardo

PR

274

274

$15.34

90.1%

Econo, Walmart

14

Plaza Walmart

Guayama, PR

Guayama

PR

164

164

$9.20

89.6%

Walmart

15

Plaza del Atlántico(2)

San Juan-Carolina-Caguas, PR

Arecibo

PR

223

223

$11.53

79.9%

Capri, Kmart (dark)

16

Plaza del Sol(2)

San Juan-Carolina-Caguas, PR

Bayamon

PR

598

710

$30.45

94.3%

Bed Bath & Beyond, Caribbean Cinemas, Dave & Buster's, H & M, Home Depot (U), Walmart

17

Plaza Río Hondo(2)

San Juan-Carolina-Caguas, PR

Bayamon

PR

556

556

$24.21

93.9%

Best Buy, Caribbean Cinemas, Kmart (dark), Marshalls Mega Store, Pueblo, T.J. Maxx

18

Plaza Escorial

San Juan-Carolina-Caguas, PR

Carolina

PR

525

636

$14.58

94.6%

Caribbean Cinemas, Home Depot (U), OfficeMax, Sam's Club, Walmart

19

Plaza Cayey

San Juan-Carolina-Caguas, PR

Cayey

PR

313

339

$8.38

93.7%

Caribbean Cinemas (U), Walmart

20

Plaza del Norte(2)

San Juan-Carolina-Caguas, PR

Hatillo

PR

621

636

$18.14

92.1%

Burlington, Caribbean Cinemas, Econo Supermarket, JCPenney, OfficeMax, Rooms To Go, Sears, T.J. Maxx

21

Señorial Plaza(2)

San Juan-Carolina-Caguas, PR

Rio Piedras

PR

202

202

$17.24

56.3%

Pueblo

22

Plaza Vega Baja(3)

San Juan-Carolina-Caguas, PR

Vega Baja

PR

185

185

$11.40

45.2%

Econo

 

 

 

Total

 

8,451

9,581

 

87.4%

 

 

 

 

 

 

 

 

 

 

 

Note: (U) indicates unowned.  Anchors include tenants greater than 20K SF

 

 

 

 

 

 

(1)  Based upon commenced occupancy as of March 31, 2021

 

 

 

 

 

 

(2)  Indicates Mall or partial Mall asset

 

 

 

 

 

 

(3)  Asset sold subsequent to March 31, 2021

 

 

 

 

 

 

 

 

12

 


Retail Value Inc.

Notable Accounting and Supplemental Policies

 

 

The information contained in the Quarterly Financial Supplement does not purport to disclose all items required by the accounting principles generally accepted in the United States of America (“GAAP”) and is unaudited information.  The Company’s Quarterly Financial Supplement should be read in conjunction with the Company’s Form 10-K and Form 10-Q.

 

Rental Income (Revenues)

 

Percentage and overage rents are recognized after the tenants’ reported sales have exceeded the applicable sales breakpoint.  

 

 

Tenant reimbursements are recognized in the period in which the expenses are incurred.  

 

 

Lease termination fees are recognized upon termination of a tenant’s lease when the Company has no further obligations under the lease.

 

 

Lease Modification Accounting

 

Elected not to apply lease modification accounting to lease amendments in which the total amount of rent due under the lease is substantially the same and there has been no increase in the lease term.  A majority of the Company’s concession amendments within this category provide for the deferral of rental payments to a later date within the remaining lease term.  

 

 

If abatements are granted as part of a lease amendment, the Company has elected to not treat the abatements as variable rent and instead will record the concession’s impact over the tenant’s remaining lease term on a straight-line basis. Modifications to leases that involve an increase in the lease term have been treated as a lease modification.  

 

 

For those tenants where the Company is unable to assert that collection of amounts due over the lease term is probable, regardless if the Company has entered into a deferral agreement to extend the payment terms, the Company has categorized these tenants on the cash basis of accounting.  As a result, no rental income is recognized from such tenants once they have been placed on the cash basis of accounting until payments are received and all existing accounts receivable relating to these tenants have been reserved in full, including straight-line rental income.  The Company will remove the cash basis designation and resume recording rental income from such tenants during the period earned at such time it believes collection from the tenants is probable based upon a demonstrated payment history or recapitalization event.

 

 

Deferred Financing Costs

 

Costs incurred in obtaining term financing are included as a reduction of the related debt liability and costs incurred related to the revolving credit facilities are included in other assets on the consolidated balance sheets.  All costs are amortized on a straight-line basis over the term of the related debt agreement; such amortization is reflected as interest expense in the consolidated income statements.

 

 

Real Estate

 

Real estate assets are stated at cost less accumulated depreciation, which, in the opinion of management, is not in excess of the individual property's estimated undiscounted future cash flows, including estimated proceeds from disposition.

 

 

Construction in progress includes expansions and re-tenanting.  

 

 

Depreciation and amortization are provided on a straight-line basis over the estimated useful lives of the assets as follows:

 

 

Buildings20 to 31.5 years

Building Improvements3 to 20 years

Furniture/Fixtures/ Shorter of economic life or lease terms

Tenant Improvements

 

13

 


Retail Value Inc.

Notable Accounting and Supplemental Policies

 

Capitalization

 

Expenditures for maintenance and repairs are charged to operations as incurred.  Renovations and expenditures that improve or extend the life of the asset are capitalized.

 

 

The Company capitalizes interest on funds used for the construction or expansion of shopping centers.  Capitalization of interest ceases when construction activities are completed and the property is available for occupancy by tenants.

 

 

Interest expense incurred during construction is capitalized and depreciated over the building life.

 

 

 

 

14

 


Retail Value Inc.

Non-GAAP Measures

 

 

FFO and Operating FFO

The Company believes that Funds from Operations (“FFO”) and Operating FFO, both non-GAAP financial measures, provide additional and useful means to assess the financial performance of REITs.  FFO and Operating FFO are frequently used by the real estate industry, as well as securities analysts, investors and other interested parties, to evaluate the performance of REITs. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group

 

FFO excludes GAAP historical cost depreciation and amortization of real estate and real estate investments, which assume that the value of real estate assets diminishes ratably over time.  Historically, however, real estate values have risen or fallen with market conditions, and many companies use different depreciable lives and methods.  Because FFO excludes depreciation and amortization unique to real estate and gains and losses from depreciable property dispositions, it can provide a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, interest costs and acquisition, disposition and development activities.  This provides a perspective of the Company’s financial performance not immediately apparent from net income determined in accordance with GAAP.

 

FFO is generally defined and calculated by the Company as net income (loss) (computed in accordance with GAAP), adjusted to exclude (i) gains and losses from disposition of real estate property and related investments, which are presented net of taxes, if any, (ii) impairment charges on real estate property and related investments and (iii) certain non-cash items.  These non-cash items principally include real property depreciation and amortization of intangibles.  The Company’s calculation of FFO is consistent with the definition of FFO provided by NAREIT.  

 

The Company believes that certain charges and income recorded in its operating results are not comparable or reflective of its core operating performance.  Operating FFO is useful to investors as the Company removes non-comparable charges, income and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio.  As a result, the Company also computes Operating FFO and discusses it with the users of its financial statements, in addition to other measures such as net income (loss) determined in accordance with GAAP and FFO.  Operating FFO is generally defined and calculated by the Company as FFO excluding certain charges and income that management believes are not comparable and indicative of the results of the Company’s operating real estate portfolio.  Such adjustments include gains/losses on the early extinguishment of debt and transaction costs.  The disclosure of these adjustments is regularly requested by users of the Company’s financial statements.

 

The adjustment for these charges and income may not be comparable to how other REITs or real estate companies calculate their results of operations, and the Company’s calculation of Operating FFO differs from NAREIT’s definition of FFO.  Additionally, the Company provides no assurances that these charges and income are non-recurring.  These charges and income could be reasonably expected to recur in future results of operations.

 

These measures of performance are used by the Company for several business purposes and by other REITs.  The Company uses FFO and/or Operating FFO in part (i) as a disclosure to improve the understanding of the Company’s operating results among the investing public, (ii) as a measure of a real estate asset’s performance and (iii) to compare the Company’s performance to that of other publicly traded shopping center REITs.  For the reasons described above, management believes that FFO and Operating FFO provide the Company and investors with an important indicator of the Company’s operating performance.  They provide recognized measures of performance other than GAAP net income, which may include non-cash items (often significant).  Other real estate companies may calculate FFO and Operating FFO in a different manner.

 

15

 


Retail Value Inc.

Non-GAAP Measures

 

Management recognizes the limitations of FFO and Operating FFO when compared to GAAP’s net income.  FFO and Operating FFO do not represent amounts available for dividends, capital replacement or expansion, debt service obligations or other commitments and uncertainties.  Management does not use FFO or Operating FFO as an indicator of the Company’s cash obligations and funding requirements for future commitments, acquisitions or development activities.  Neither FFO nor Operating FFO represents cash generated from operating activities in accordance with GAAP, and neither is necessarily indicative of cash available to fund cash needs.  Neither FFO nor Operating FFO should be considered an alternative to net income (computed in accordance with GAAP) or as an alternative to cash flow as a measure of liquidity.  FFO and Operating FFO are simply used as additional indicators of the Company’s operating performance.  The Company believes that to further understand its performance, FFO and Operating FFO should be compared with the Company’s reported net income (loss) and considered in addition to cash flows determined in accordance with GAAP, as presented in its condensed consolidated financial statements. Reconciliations of these measures to their most directly comparable GAAP measure of net income (loss) have been provided herein.

 

Net Operating Income (“NOI”)

The Company uses NOI, which is a non-GAAP financial measure, as a supplemental performance measure. NOI is calculated as property revenues less property-related expenses. The Company believes 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, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis. Reconciliation of 2021 projected NOI to the most directly comparable GAAP financial measure is not provided because the Company is unable to provide such reconciliation without unreasonable effort.

16

 


 

 

 

Retail Value Inc. 3300 Enterprise Pkwy. Beachwood, OH 44122 P.216.755.5500 F. 216.755.1500 www.retailvalueinc.com