Tricon Residential Inc. (NYSE: TCN, TSX: TCN) ("Tricon" or the
"Company"), an owner and operator of single-family rental homes and
multi-family rental apartments in the United States and Canada,
announced today its consolidated financial results for the three
and nine months ended September 30, 2022.
All financial information is presented in U.S. dollars unless
otherwise indicated.
The Company reported strong operational and financial results in
the third quarter, including the following highlights:
- Net income from continuing operations increased by 3%
year-over-year to $178.8 million compared to $174.3 million in Q3
2021; basic and diluted earnings per share from continuing
operations were $0.65 and $0.49, respectively;
- Core FFO of $46.4 million increased by 21.7% year-over-year and
Core FFO per share of $0.15 increased by 7.1%, reflecting growth in
the single-family rental home business and strong operating
performance, partially offset by an 18% increase in weighted
average diluted shares outstanding stemming largely from Tricon's
U.S. public offering in October 2021;1
- Same home Net Operating Income ("NOI") for the single-family
rental portfolio in Q3 grew by 10.2% year-over-year and same home
NOI margin increased by 1.5% to a record 68.5%. Same home occupancy
increased by 0.3% year-over-year to 97.9%, same home turnover
remained at a low rate of 18.6% and blended rent growth was 8.4%
(comprised of new lease rent growth of 16.3% and renewal rent
growth of 6.6%);
- The single-family rental portfolio expanded by 5.5% during the
quarter (29.7% year-over-year) through the organic acquisition of
1,988 homes at an average price of $352,000 per home (including
closing and up-front renovation costs) for a total acquisition cost
of $700 million, of which Tricon's proportionate share was $213
million;
- Positive trends continued into the fourth quarter, with same
home rent growth of 7.6% in October 2022, including 13.0% growth on
new leases and 6.8% growth on renewals, while same home occupancy
was stable at 98.2% and same home turnover remained low at 16.4%.
Given significantly higher financing costs, Tricon has elected to
reduce its pace of acquisitions further and expects to acquire
approximately 850 homes in Q4 and 7,300 homes for the full
year;
- On October 18, 2022, the Company completed the sale of its
remaining 20% equity interest in its U.S. multi-family rental
portfolio, generating approximately $315 million of gross proceeds,
including approximately $100 million of performance fees;
- On October 13, 2022, the Company announced that the Toronto
Stock Exchange ("TSX") had approved its notice of intention to make
a normal course issuer bid to repurchase up to 2,500,000 of its
common shares trading on the TSX, the New York Stock Exchange
and/or alternative Canadian trading systems during the twelve-month
period ending on October 17, 2023; and
- On October 20, 2022, the Company announced an industry-leading
Bill of Rights for residents, the first of its kind among
single-family rental housing providers in the United States. This
measure underscores Tricon’s resident-first approach and highlights
the Company’s mission to support the well-being of Tricon
residents. The Tricon Resident Bill of Rights outlines the
Company’s commitment to providing quality, move-in-ready homes with
caring and reliable service.
“Tricon delivered another strong quarter of results,
underscoring the resilience of the single-family rental business in
a much higher rate environment where it’s never been more
compelling to rent versus own a home,” said Gary Berman, President
and CEO of Tricon. “The fundamentals of our SFR business are rock
solid and that was on display again in the quarter with total
proportionate and same home NOI increasing by 26.0% and 10.2%,
respectively. Notwithstanding our conviction in the business
fundamentals, we have made the decision to slow SFR acquisitions
given the dislocation in the debt capital markets and meaningfully
higher borrowing costs. We intend to reduce our acquisition volume
from nearly 2,000 homes in Q3 to 850 homes in Q4 2022 and conserve
capital for better investment opportunities ahead. The sale of our
20% interest in our U.S. multi-family portfolio has given us
additional liquidity to accelerate acquisitions when the capital
markets stabilize, and in the interim, to buy back stock while also
simplifying our operations. I want to commend our team for the
superb execution of this sale transaction in a very choppy market.
Our success as a public company has been built around our ability
to tackle challenging environments and proactively manage business
cycles – we remain confident that today’s uncertainty will
ultimately give way to rewarding opportunities for those with the
patience and capital to wait.”
Financial Highlights
For the periods ended September 30
Three months
Nine months
(in thousands of U.S. dollars, except per
share amounts which are in U.S. dollars, unless otherwise
indicated)
2022
2021
2022
2021
Financial highlights on a consolidated
basis
Net income from continuing operations,
including:
$
178,786
$
174,347
$
723,491
$
348,918
Fair value gain on rental properties
107,166
362,285
802,573
728,899
Basic earnings per share attributable
to shareholders of Tricon from continuing operations
0.65
0.80
2.63
1.70
Diluted earnings per share attributable
to shareholders of Tricon from continuing operations
0.49
0.80
1.87
1.69
Net (loss) income from discontinued
operations
(2,335
)
27,539
33,277
(26,368
)
Basic (loss) earnings per share
attributable to shareholders of Tricon from discontinued
operations
(0.01
)
0.13
0.12
(0.13
)
Diluted (loss) earnings per share
attributable to shareholders of Tricon from discontinued
operations
(0.01
)
0.12
0.11
(0.13
)
Dividends per share(1)
$
0.058
$
0.055
$
0.174
$
0.167
Weighted average shares outstanding -
basic
274,710,065
215,546,550
274,474,675
203,272,703
Weighted average shares outstanding -
diluted
311,910,445
217,768,873
312,023,897
205,305,513
For the periods ended September 30
Three months
Nine months
(in thousands of U.S. dollars, except per
share amounts which are in U.S. dollars, unless otherwise
indicated)
2022
2021
2022
2021
Non-IFRS(2) measures on a proportionate
basis
Core funds from operations ("Core
FFO")
$
46,403
$
38,143
$
140,447
$
106,391
Adjusted funds from operations
("AFFO")
35,182
31,003
109,570
85,046
Core FFO per share(3)
0.15
0.14
0.45
0.42
AFFO per share(3)
0.11
0.12
0.35
0.33
(1) Dividends are issued and paid in U.S.
dollars. Prior to November 8, 2021, dividends were declared and
paid in Canadian dollars; for reporting purposes, amounts recorded
in equity were translated to U.S. dollars using the daily exchange
rate on the applicable dividend record date.
(2) Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
Measures” section and Appendix A. For definitions of the Company’s
Non-IFRS measures, refer to Section 6 of Tricon's MD&A.
(3) Core FFO per share and AFFO per share
are calculated using the total number of weighted average potential
dilutive shares outstanding, including the assumed exchange of
preferred units issued by Tricon PIPE LLC, which were 311,910,445
and 312,023,897 for the three and nine months ended September 30,
2022 and 264,874,216, and 255,505,229 for the three and nine months
ended September 30, 2021, respectively.
Net income from continuing operations in the third quarter of
2022 was $178.8 million compared to $174.3 million in the third
quarter of 2021, and included:
- Revenue from single-family rental properties of $170.8 million
compared to $115.1 million in the third quarter of 2021, largely as
a result of a 29.7% expansion in the single-family rental portfolio
to 35,262 homes and an 11.4% year-over-year increase in average
effective monthly rent (from $1,539 to $1,714).
- Direct operating expenses of $54.5 million compared to $39.4
million in the third quarter of 2021, driven primarily by the
increase in size of the rental portfolio, higher property tax
expenses associated with increasing property values, as well as
general cost and labor market inflationary pressures.
- Revenue from private funds and advisory services of $112.5
million, which increased significantly from $11.0 million in the
third quarter of 2021, primarily driven by the accrual of
performance fees earned from the sale of Tricon's remaining 20%
equity interests in the U.S. multi-family rental portfolio
following quarter-end.
- Fair value gain on rental properties of $107.2 million compared
to $362.3 million in the third quarter of 2021, owing to a
year-over-year appreciation of home values within the single-family
rental portfolio, albeit at a decelerated rate given the current
climate of rising mortgage rates and greater economic
uncertainty.
Net income from continuing operations for the nine months ended
September 30, 2022 was $723.5 million compared to $348.9 million
for the period ended September 30, 2021, and included:
- Revenue from single-family rental properties of $464.7 million
and direct operating expenses of $150.7 million compared to $321.5
million and $108.9 million in the prior year, respectively, which
translated to a net operating income ("NOI") increase of $101.4
million, attributable to the expansion of the single-family rental
portfolio as well as strong rent growth.
- Revenue from private funds and advisory services of $145.3
million compared to $33.0 million in the prior year, for the reason
discussed above.
- Fair value gain on rental properties of $802.6 million compared
to $728.9 million in the prior year as a result of very strong home
price appreciation experienced in the first half of the year.
Core funds from operations ("Core FFO") for the third quarter of
2022 was $46.4 million, an increase of $8.3 million or 22% compared
to $38.1 million in the third quarter of 2021. This increase in
Core FFO reflects NOI growth from the single-family rental
business, as discussed above, but excludes performance fees from
the sale of the U.S. multi-family rental portfolio as the cash was
received subsequent to quarter-end. Core FFO increased by $34.1
million or 32% to $140.4 million for the nine months ended
September 30, 2022 compared to $106.4 million in the prior period.
This increase in Core FFO reflects NOI growth from the
single-family rental business and higher income earned by the
Company's Private Funds and Advisory business emanating from new
Investment Vehicles, including the property management fees
generated by the U.S. multi-family rental portfolio (which, along
with asset management fees, will no longer be earned following the
divestiture of Tricon's interest in the portfolio and its exit from
the U.S. multi-family rental business).
Adjusted funds from operations ("AFFO") for the three and nine
months ended September 30, 2022 was $35.2 million and $109.6
million, respectively, an increase of $4.2 million (13%) and $24.5
million (29%) from the same periods in the prior year. This growth
in AFFO was driven by the increase in Core FFO discussed above,
partially offset by higher recurring capital expenditures
associated with a larger single-family rental portfolio and
inflationary cost pressures for both materials and labor.
Single-Family Rental Operating
Highlights
The measures presented in the table below and throughout this
press release are on a proportionate basis, reflecting only the
portion attributable to Tricon's shareholders based on the
Company's ownership percentage of the underlying entities and
excludes the percentage associated with non-controlling and limited
partners' interests, unless otherwise stated. A list of these
measures, together with a description of the information each
measure reflects and the reasons why management believes the
measure to be useful or relevant in evaluating the underlying
performance of the Company’s businesses, is set out in Section 6 of
Tricon's MD&A.
For the periods ended September 30
Three months
Nine months
(in thousands of U.S. dollars, except
percentages and homes)
2022
2021
2022
2021
Total rental homes managed
35,545
27,248
Total proportionate net operating income
(NOI)(1)
$
71,321
$
56,617
$
201,799
$
162,301
Total proportionate net operating income
(NOI) growth(1)
26.0
%
12.8
%
24.3
%
10.4
%
Same home net operating income (NOI)
margin(1)
68.5
%
67.0
%
68.2
%
67.1
%
Same home net operating income (NOI)
growth(1)
10.2
%
N/A
10.7
%
N/A
Same home occupancy
97.9
%
97.6
%
98.1
%
97.5
%
Same home annualized turnover
18.6
%
20.8
%
16.2
%
22.2
%
Same home average quarterly rent growth -
renewal
6.6
%
5.0
%
6.5
%
4.6
%
Same home average quarterly rent growth -
new move-in
16.3
%
20.5
%
17.9
%
16.5
%
Same home average quarterly rent growth -
blended
8.4
%
9.3
%
8.4
%
8.0
%
(1) Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
Measures” section and Appendix A. For definitions of the Company’s
Non-IFRS measures, refer to Section 6 of Tricon's MD&A.
Single-family rental NOI was $71.3 million for the three months
ended September 30, 2022, an increase of $14.7 million or 26.0%
compared to the same period in 2021. The higher NOI was primarily
driven by a $17.8 million or 21.8% increase in rental revenues
attributable to an 11.4% increase in the average monthly rent
($1,714 in Q3 2022 vs. $1,539 in Q3 2021) and 9.7% portfolio growth
(Tricon's proportionate share of rental homes was 21,372 in Q3 2022
compared to 19,477 in Q3 2021). Other revenue also increased by
$1.2 million or 30.6% as a result of incremental ancillary revenues
earned on services provided to residents such as smart-home
technology and renters insurance. This favorable change in revenue
was partially offset by a $4.4 million or 14.9% increase in direct
operating expenses as a result of incremental costs associated with
a larger portfolio of homes, higher property taxes attributable to
home price appreciation and increased property management costs
reflecting a tighter labor market.
Single-family rental same home NOI growth was 10.2% in the third
quarter of 2022, primarily reflecting revenue growth of 7.8%, as a
result of a 7.9% increase in average monthly rent ($1,656 in Q3
2022 compared to $1,535 in Q3 2021), along with a 30 basis point
increase in occupancy to 97.9%. This favorable growth in revenue
was partially offset by a 2.9% increase in operating expenses
reflecting higher property taxes and property management expenses,
offset primarily by lower turnover, repairs and maintenance
expenses.
Single-Family Rental Investment
Activity
The Company expanded its single-family rental portfolio by
acquiring 1,988 homes during the quarter, bringing its total
managed portfolio to 35,262 rental homes. The homes were purchased
at an average cost per home of $352,000, including up-front
renovations, for a total acquisition cost of $700 million, of which
Tricon's share was approximately $213 million.
Adjacent Residential Businesses
Highlights
Quarterly highlights of the Company's adjacent residential
businesses include:
- On October 18, 2022, the Company completed the sale of its
remaining 20% equity interest in its U.S. multi-family rental
portfolio for gross proceeds of approximately $315 million,
including approximately $100 million of performance fees (half of
which are payable to participants in the Company's Long-Term
Incentive Plan and management co-investment plans). The Company
used the net proceeds of approximately $260 million primarily to
repay outstanding debt on its corporate credit facility and
strengthen its balance sheet flexibility to pursue future growth
opportunities in its core single-family rental business;
- In the Canadian multi-family business, The Selby continues to
achieve strong leasing activity, with the property reaching record
occupancy of 98.6% and blended rent growth of 23.0% (reflecting a
combination of higher market rents and the removal of substantial
leasing concessions prevalent during the COVID-19 pandemic),
resulting in year-over-year NOI growth of 71.1%;
- Tricon's investments in U.S. residential developments generated
$7.3 million of distributions to the Company in Q3 2022, including
$1.3 million in performance fees;
- In Tricon's Canadian residential development portfolio, the
Symington project is on track to commence construction in Q1 2023.
Construction at The Ivy and Canary Landing (West Don Lands) - Block
8 continue to progress, with first occupancy anticipated by early
to mid-2023. Although the portfolio experienced pressures on
construction timelines and costs associated with the current
inflationary environment, the Company leveraged its strong trade
relationships to minimize construction delays and reduce the impact
of cost increases;
- Subsequent to quarter-end, The Taylor welcomed its first
residents to the 36-story, 286-unit mixed-use rental community at
the heart of Toronto's entertainment district. Leasing demand has
been robust, with 23% of the building already pre-leased at average
rental rates of C$4.33 per square foot per month; and
- On October 27, 2022, the Company refinanced The Shops of
Summerhill mortgage by entering into a new facility with a total
commitment of $16.0 million (C$21.8 million) and a term to maturity
of three years. The loan carries a fixed interest rate of 5.58% and
is secured by The Shops of Summerhill property. The Company used
the loan proceeds to pay off the existing facility and repatriated
$5.1 million (C$6.8 million) of excess proceeds.
Change in Net Assets
As at September 30, 2022, Tricon's net assets grew by $145.5
million to $3.8 billion compared to $3.6 billion as at June 30,
2022. The increase was primarily driven by reported net income of
$175.6 million for the quarter (including fair value gains of
$107.2 million on the single-family rental properties or $72.7
million on a proportionate basis). As a result, Tricon's book value
(net assets) per common share outstanding increased by 4%
sequentially or 30% year-over-year to $13.74 (C$18.83) as at
September 30, 2022.
Balance Sheet and
Liquidity
Tricon's liquidity consists of a $500 million corporate credit
facility with approximately $318 million of undrawn capacity as at
September 30, 2022. The Company also had approximately $142 million
of unrestricted cash on hand, resulting in total liquidity of $460
million. With the sale of Tricon's interest in the U.S.
multi-family rental portfolio, liquidity increased to $717 million
subsequent to quarter-end. The Company has approximately $3 billion
available to invest in future opportunities when including
third-party unfunded equity commitments.
As at September 30, 2022, Tricon’s pro-rata net debt (excluding
exchangeable instruments) was $2.9 billion, reflecting a pro-rata
net debt to assets ratio of 36.7%. For the three months ended
September 30, 2022, Tricon's pro-rata net debt to Adjusted EBITDAre
ratio was 8.3x.2
On October 7, 2022, SFR JV-2 entered into a new term loan
facility with a total commitment of $500 million, a term to
maturity of three years and two one-year extension options, subject
to lender approval. The loan carries a floating interest rate of
one-month Secured Overnight Financing Rate ("SOFR") plus 2.10%
(subject to a SOFR cap of 4.55%) and is secured initially by a pool
of 1,962 single-family rental properties. The initial loan proceeds
were primarily used to pay down existing short-term SFR JV-2 debt
and to fund the acquisition of rental homes.
2022 Guidance Update
As a result of the strong operating results during the third
quarter, the Company updated its guidance for the Core FFO per
share and same home metrics for the current fiscal year. The
Company also updated its acquisitions guidance reflecting a shift
in near-term capital allocation towards debt reduction, liquidity
preservation and share repurchases in light of rapidly increasing
debt financing costs for single-family home acquisitions, and an
expectation that better investment opportunities will emerge in the
future.
For the year ended
December 31
Current
2022 Guidance
Previous
2022 Guidance
Update Drivers
Core FFO per share
$ 0.75
-
$ 0.77
$ 0.60
-
$ 0.64
Inclusion of net performance fee earned
from U.S. multi-family sale
Same home revenue growth
8.0%
-
9.0%
8.0%
-
9.5%
Tightening of prior guidance range
Same home expense growth
4.5%
-
5.5%
7.0%
-
8.5%
Lower than expected repairs, maintenance
and turnover expenses
Same home NOI growth
10.0%
-
11.0%
8.5%
-
10.0%
Driven by lower than expected expenses as
noted above
Single-family rental home acquisitions
~7,300
~8,000
Slowing pace of acquisitions to preserve
capital for more attractive opportunities in the future
Note: Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. Refer to the “Non-IFRS Measures” section and Section 6
of the Company's MD&A for definitions. See also the
“Forward-Looking Information” section, as the figures presented
above are considered to be “financial outlook” for purposes of
applicable securities laws and may not be appropriate for purposes
other than to understand management’s current expectations relating
to the future of the Company. The reader is cautioned that this
information is forward-looking and actual results may vary
materially from those reported. Although the Company believes that
its anticipated future results, performance or achievements
expressed or implied by the forward-looking statements and
information are based upon reasonable assumptions and expectations,
the reader should not place undue reliance on forward-looking
statements and information. The Company reviews its key assumptions
regularly and may change its outlook on a going-forward basis if
necessary.
Quarterly Dividend
On November 8, 2022, the Board of Directors of the Company
declared a dividend of $0.058 per common share in U.S. dollars
payable on or after January 15, 2023 to shareholders of record on
December 31, 2022.
Tricon’s dividends are designated as eligible dividends for
Canadian tax purposes in accordance with subsection 89(14) of the
Income Tax Act (Canada), and any applicable corresponding
provincial and territorial legislation. Tricon has a Dividend
Reinvestment Plan (“DRIP”) which allows eligible shareholders of
the Company to reinvest their cash dividends in additional common
shares of the Company. Common shares issued pursuant to the DRIP in
connection with the announced dividend will be issued from treasury
at a 1% discount from the market price, as defined in the DRIP.
Participation in the DRIP is optional and shareholders who do not
participate in the plan will continue to receive cash dividends. A
complete copy of the DRIP is available in the Investors section of
Tricon’s website at www.triconresidential.com.
Conference Call and
Webcast
Management will host a conference call at 11 a.m. ET on
Wednesday, November 9, 2022 to discuss the Company’s results.
Please call (888) 550-5422 or (646) 960-0676 (Conference ID
#3699415). The conference call will also be accessible via webcast
at www.triconresidential.com (Investors - News & Events). A
replay of the call will be available from 3 pm ET on November 9,
2022 until midnight ET on December 10, 2022. To access the replay,
call (800) 770-2030 or (647) 362-9199, followed by Conference ID
#3699415.
This press release should be read in conjunction with the
Company’s Interim Financial Statements and Management’s Discussion
and Analysis (the "MD&A") for the three and nine months ended
September 30, 2022, which are available on Tricon’s website at
www.triconresidential.com and have been filed on SEDAR
(www.sedar.com) as well as with the SEC as part of the Company’s
filed Form 6-K. The financial information therein is presented in
U.S. dollars.
The Company has also made available on its website supplemental
information for the three and nine months ended September 30, 2022.
For more information, visit www.triconresidential.com.
About Tricon Residential
Inc.
Tricon Residential Inc. is an owner and operator of a growing
portfolio of approximately 36,000 single-family rental homes and
multi-family rental apartments in the United States and Canada with
a primary focus on the U.S. Sun Belt. Our commitment to enriching
the lives of our residents and local communities underpins Tricon’s
culture and business philosophy. We strive to continuously improve
the resident experience through our technology-enabled operating
platform and innovative approach to rental housing. At Tricon
Residential, we imagine a world where housing unlocks life’s
potential. For more information, visit
www.triconresidential.com.
Forward-Looking
Information
This news release contains forward-looking statements pertaining
to expected future events, financial and operating results, and
projections of the Company, including statements related to
targeted financial performance and leverage; the Company's growth
plans; the pace, availability and pricing of anticipated home
acquisitions: anticipated rent growth, fee income and other
revenue; development plans, costs and timelines; and the impact of
such factors on the Company. Such forward-looking information and
statements involve risks and uncertainties and are based on
management’s current expectations, intentions and assumptions in
light of its understanding of relevant current market conditions,
its business plans, and its prospects. If unknown risks arise, or
if any of the assumptions underlying the forward-looking statements
prove incorrect, actual results may differ materially from
management expectations as projected in such forward-looking
statements. Examples of such risks include, but are not limited to,
the Company's inability to execute its growth strategies; the
impact of changing economic and market conditions, increasing
competition and the effect of fluctuations and cycles in the
Canadian and U.S. real estate markets; changes in the attitudes,
financial condition and demand of the Company's demographic
markets; rising interest rates and volatility in financial markets;
the potential impact of reduced supply of labor and materials on
expected costs and timelines; rates of inflation and economic
uncertainty; developments and changes in applicable laws and
regulations; and the impact of COVID-19 on the operations, business
and financial results of the Company. Accordingly, although the
Company believes that its anticipated future results, performance
or achievements expressed or implied by the forward-looking
statements and information are based upon reasonable assumptions
and expectations, the reader should not place undue reliance on
forward-looking statements and information. The Company disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, unless required by applicable law.
Certain statements included in this press release, including
with respect to 2022 guidance for Core FFO per share and same home
metrics, are considered to be financial outlook for purposes of
applicable securities laws, and as such, the financial outlook may
not be appropriate for purposes other than to understand
management’s current expectations relating to the future of the
Company, as disclosed in this press release. These forward-looking
statements have been approved by management to be made as at the
date of this press release. Although the forward-looking statements
contained in this press release are based upon what management
currently believes to be reasonable assumptions (including in
particular the revenue growth, expense growth and portfolio growth
assumptions set out herein which themselves are based on,
respectively: assumed ancillary revenue growth and continuing
favorable market rent growth; increased internalization of
maintenance activities and improved management efficiencies
accompanying portfolio growth; and the availability of homes
meeting the Company’s single-family rental acquisition objectives),
there can be no assurance that actual results, performance or
achievements will be consistent with these forward-looking
statements. The forward-looking statements contained in this
document are expressly qualified in their entirety by this
cautionary statement.
Non-IFRS Measures
The Company has included herein certain non-IFRS financial
measures and non-IFRS ratios, including, but not limited to:
proportionate metrics, net operating income ("NOI"), NOI margin,
funds from operations ("FFO"), core funds from operations ("Core
FFO"), adjusted funds from operations ("AFFO"), Core FFO per share,
AFFO per share, Adjusted EBITDAre as well as certain key indicators
of the performance of our businesses which are supplementary
financial measures. These measures are commonly used by entities in
the real estate industry as useful metrics for measuring
performance. We utilize these measures in managing our business,
including performance measurement and capital allocation. In
addition, certain of these measures are used in measuring
compliance with our debt covenants. We believe that providing these
performance measures on a supplemental basis is helpful to
investors and shareholders in assessing the overall performance of
the Company’s business. However, these measures are not recognized
under and do not have any standardized meaning prescribed by IFRS
as issued by the IASB, and are not necessarily comparable to
similar measures presented by other publicly traded entities. These
measures should be considered as supplemental in nature and not as
a substitute for related financial information prepared in
accordance with IFRS. Because non-IFRS financial measures, non-IFRS
ratios and supplementary financial measures do not have
standardized meanings prescribed under IFRS, securities regulations
require that such measures be clearly defined, identified, and
reconciled to their nearest IFRS measure. The calculation and
reconciliation of the non-IFRS financial measures and the requisite
disclosure for non-IFRS ratios used herein are provided in Appendix
A below. The definitions of the Company’s Non-IFRS measures are
provided in the "Glossary and Defined Terms" section as well as
Section 6 of Tricon's MD&A.
The non-IFRS financial measures, non-IFRS ratios and
supplementary financial measures presented herein should not be
construed as alternatives to net income (loss) or cash flow from
the Company’s activities, determined in accordance with IFRS, as
indicators of Tricon’s financial performance. Tricon’s method of
calculating these measures may differ from other issuers’ methods
and, accordingly, these measures may not be comparable to similar
measures presented by other publicly-traded entities.
Appendix A - Reconciliations
RECONCILIATION OF NET INCOME TO FFO, CORE FFO AND
AFFO
For the periods ended September 30
Three months
Nine months
(in thousands of U.S. dollars)
2022
2021
Variance
2022
2021
Variance
Net income from continuing operations
attributable to Tricon's shareholders
$
177,926
$
173,306
$
4,620
$
720,496
$
346,501
$
373,995
Fair value gain on rental properties
(107,166
)
(362,285
)
255,119
(802,573
)
(728,899
)
(73,674
)
Fair value loss on Canadian development
properties
1,314
—
1,314
440
—
440
Fair value (gain) loss on derivative
financial instruments and other liabilities
(31,866
)
68,747
(100,613
)
(158,991
)
147,394
(306,385
)
Limited partners' share of FFO
adjustments
37,621
66,956
(29,335
)
233,504
129,778
103,726
FFO attributable to Tricon's
shareholders
$
77,829
$
(53,276
)
$
131,105
$
(7,124
)
$
(105,226
)
$
98,102
Core FFO from U.S. and Canadian
multi-family rental
2,479
2,038
441
7,305
11,487
(4,182
)
Income from equity-accounted investments
in multi-family rental properties
(169
)
(18
)
(151
)
(499
)
(178
)
(321
)
(Income) loss from equity-accounted
investments in Canadian residential developments
(3,621
)
1,909
(5,530
)
(3,508
)
1,885
(5,393
)
Performance fees from the sale of U.S.
multi-family rental portfolio(1)
(99,866
)
—
(99,866
)
(99,866
)
—
(99,866
)
Deferred income tax expense
72,087
66,745
5,342
183,578
180,976
2,602
Current tax impact on sale of U.S.
multi-family rental portfolio
(29,835
)
—
(29,835
)
(29,835
)
(44,502
)
14,667
Interest on convertible debentures
—
1,804
(1,804
)
—
6,732
(6,732
)
Interest on Due to Affiliate
4,245
4,313
(68
)
12,777
12,938
(161
)
Amortization of deferred financing costs,
discounts and lease obligations
5,058
4,265
793
13,703
12,654
1,049
Equity-based, non-cash and non-recurring
compensation(2)
7,539
2,535
5,004
46,333
10,212
36,121
Other adjustments
10,657
7,828
2,829
17,583
19,413
(1,830
)
Core FFO attributable to Tricon's
shareholders
$
46,403
$
38,143
$
8,260
$
140,447
$
106,391
$
34,056
Recurring capital expenditures(3)
(11,221
)
(7,140
)
(4,081
)
(30,877
)
(21,345
)
(9,532
)
AFFO attributable to Tricon's
shareholders
$
35,182
$
31,003
$
4,179
$
109,570
$
85,046
$
24,524
(1) Performance fees for the three and
nine months ended September 30, 2022 includes $99.9 million earned
in respect of the sale of the Company's interest in its U.S.
multi-family rental portfolio, which occurred subsequent to
quarter-end. As no cash has been received during the quarter, these
performance fees are not included in the FFO calculation for the
three months ended September 30, 2022.
(2) Includes performance fees expense,
which is accrued based on changes in the unrealized carried
interest liability of the underlying Investment Vehicles and hence
is added back to Core FFO as a non-cash expense. Performance fees
are paid and deducted in arriving at Core FFO only when the
associated fee revenue has been realized.
(3) Recurring capital expenditures
represent ongoing costs associated with maintaining and preserving
the quality of a property after it has been renovated. Capital
expenditures related to renovations or value-enhancement are
excluded from recurring capital expenditures.
RECONCILIATION OF SINGLE-FAMILY RENTAL TOTAL AND SAME HOME
NOI
For the periods ended September 30
Three months
Nine months
(in thousands of U.S. dollars)
2022
2021
2022
2021
Net operating income (NOI), proportionate
same home portfolio
$
54,611
$
49,535
$
160,433
$
144,887
Net operating income (NOI), proportionate
non-same home
16,710
7,082
41,366
17,414
Net operating income (NOI), proportionate
total portfolio
71,321
56,617
201,799
162,301
Limited partners' share of NOI(1)
44,984
19,087
112,175
50,319
Net operating income from single-family
rental properties per financial statements
$
116,305
$
75,704
$
313,974
$
212,620
(1) Represents the limited partners'
interest in the NOI from SFR JV-1, SFR JV-2 and SFR JV-HD.
RECONCILIATION OF PROPORTIONATE TOTAL PORTFOLIO GROWTH
METRICS
For the three months ended September
30
(in thousands of U.S. dollars)
2022
2021
Variance
% Variance
Total revenue from rental properties
$
105,038
$
85,959
$
19,079
22.2
%
Total direct operating expenses
33,717
29,342
4,375
14.9
%
Net operating income (NOI)(1)
$
71,321
$
56,617
$
14,704
26.0
%
Net operating income (NOI)
margin(1)
67.9
%
65.9
%
(1) Non-IFRS measures; refer to Section 6
of the MD&A for definitions.
For the nine months ended September 30
(in thousands of U.S. dollars)
2022
2021
Variance
% Variance
Total revenue from rental properties
$
299,449
$
245,794
$
53,655
21.8
%
Total direct operating expenses
97,650
83,493
14,157
17.0
%
Net operating income (NOI)(1)
$
201,799
$
162,301
$
39,498
24.3
%
Net operating income (NOI)
margin(1)
67.4
%
66.0
%
(1) Non-IFRS measures; refer to Section 6
of the MD&A for definitions.
RECONCILIATION OF PROPORTIONATE SAME HOME GROWTH
METRICS
For the three months ended September
30
(in thousands of U.S. dollars)
2022
2021
Variance
% Variance
Total revenue from rental properties
$
79,667
$
73,878
$
5,789
7.8
%
Total direct operating expenses
25,056
24,343
713
2.9
%
Net operating income (NOI)(1)
$
54,611
$
49,535
$
5,076
10.2
%
Net operating income (NOI)
margin(1)
68.5
%
67.0
%
(1) Non-IFRS measures; refer to Section 6
of the MD&A for definitions.
For the nine months ended September 30
(in thousands of U.S. dollars)
2022
2021
Variance
% Variance
Total revenue from rental properties
$
235,177
$
216,071
$
19,106
8.8
%
Total direct operating expenses
74,744
71,184
3,560
5.0
%
Net operating income (NOI)(1)
$
160,433
$
144,887
$
15,546
10.7
%
Net operating income (NOI)
margin(1)
68.2
%
67.1
%
(1) Non-IFRS measures; refer to Section 6
of the MD&A for definitions.
RECONCILIATION OF U.S. MULTI-FAMILY RENTAL NOI
For the periods ended September 30
Three months
Nine months
(in thousands of U.S. dollars)
2022
2021
2022
2021
Net operating income (NOI), proportionate
portfolio
$
4,159
$
3,634
$
12,010
$
10,350
Net operating income (NOI), IFRS
reconciliation(1)
—
—
—
12,979
Interest expense
(1,558
)
(1,388
)
(4,356
)
(10,607
)
Other expenses
(324
)
(464
)
(967
)
(2,755
)
Fair value gain on multi-family rental
properties, proportionate portfolio
—
25,757
31,202
38,430
Loss on sale(2)
$
—
$
—
—
(84,427
)
Total income (loss) before income taxes
from discontinued operations
$
2,277
$
27,539
$
37,889
$
(36,030
)
(1) The total NOI from discontinued
operations includes 100% of Tricon's NOI before the syndication of
the U.S. multi-family rental portfolio on March 31, 2021. Of the
total balance, only 20% is presented in the comparative NOI in
Section 4.2.1 of the Company's MD&A to assist the reader with
comparability.
(2) On March 31, 2021, the Company sold an
80% interest in its subsidiary, Tricon US Multi-Family REIT LLC, to
two institutional investors. This resulted in a loss on sale of
$84.4 million primarily attributable to the derecognition of
goodwill associated with the portfolio.
PROPORTIONATE BALANCE SHEET
(in thousands of U.S. dollars, except per
share amounts which are in U.S. dollars, unless otherwise
specified)
Rental portfolio
Development portfolio
Corporate
assets and liabilities
Tricon
proportionate results
IFRS reconciliation
Consolidated
results/Total
A
B
C
D = A+B+C
E
D+E
Assets
Rental properties
$
6,705,605
$
—
$
—
$
6,705,605
$
4,398,365
$
11,103,970
Equity-accounted investments in
multi-family rental properties
19,655
—
—
19,655
—
19,655
Equity-accounted investments in Canadian
residential developments
—
95,967
—
95,967
—
95,967
Canadian development properties
—
130,978
—
130,978
—
130,978
Investments in U.S. residential
developments
—
134,406
—
134,406
—
134,406
Restricted cash
108,016
240
1,216
109,472
84,585
194,057
Goodwill, intangible and other assets
2,885
—
130,493
133,378
4,703
138,081
Deferred income tax assets
—
—
78,847
78,847
—
78,847
Cash
48,118
715
16,595
65,428
76,491
141,919
Other working capital items(1)
11,045
1,797
126,576
139,418
16,260
155,678
Assets held for sale
212,788
—
—
212,788
—
212,788
Total assets
$
7,108,112
$
364,103
$
353,727
$
7,825,942
$
4,580,404
$
12,406,346
Liabilities
Debt
2,608,568
11,207
193,658
2,813,433
2,840,267
5,653,700
Due to Affiliate
—
—
255,498
255,498
—
255,498
Other liabilities(2)
166,073
4,114
238,183
408,370
1,740,137
2,148,507
Deferred income tax liabilities
—
—
589,592
589,592
—
589,592
Total liabilities
$
2,774,641
$
15,321
$
1,276,931
$
4,066,893
$
4,580,404
$
8,647,297
Non-controlling interest
—
—
5,230
5,230
—
5,230
Net assets attributable to Tricon's
shareholders
$
4,333,471
$
348,782
$
(928,434)
$
3,753,819
$
—
$
3,753,819
Net assets per share(3)
$
15.86
$
1.28
$
(3.40)
$
13.74
Net assets per share (CAD)(3)
$
21.74
$
1.75
$
(4.66)
$
18.83
(1) Other working capital items include
amounts receivable and prepaid expenses and deposits.
(2) Other liabilities include long-term
incentive plan, performance fees liability, derivative financial
instruments, other liabilities, limited partners' interests,
dividends payable, resident security deposits and amounts payable
and accrued liabilities.
(3) As at September 30, 2022, common
shares outstanding were 273,155,710 and the USD/CAD exchange rate
was 1.3707.
TOTAL AUM
September 30, 2022
December 31, 2021
(in thousands of U.S. dollars)
Balance
% of total AUM
Balance
% of total AUM
Third-party AUM
$
9,387,496
53.3%
$
6,816,668
49.6%
Principal AUM
8,213,965
46.7%
6,919,664
50.4%
Total AUM
$
17,601,461
100.0%
$
13,736,332
100.0%
RECONCILIATION OF NET INCOME TO ADJUSTED EBITDAre
(in thousands of U.S. dollars)
Total proportionate
results
IFRS reconciliation
Consolidated
results/Total
For the three months ended September
30, 2022
Net income attributable to Tricon's
shareholders from continuing operations
$
177,926
$
—
$
177,926
Interest expense
30,869
29,225
60,094
Current income tax recovery
(29,860
)
—
(29,860
)
Deferred income tax expense
72,087
—
72,087
Amortization and depreciation expense
3,853
—
3,853
Fair value gain on rental properties
(72,720
)
(34,446
)
(107,166
)
Fair value loss on Canadian development
properties
1,314
—
1,314
Fair value gain on derivative financial
instruments and other liabilities
(28,691
)
(3,175
)
(31,866
)
Look-through EBITDAre adjustments from
non-consolidated affiliates
156
—
156
EBITDAre, consolidated
$
154,934
$
(8,396
)
$
146,538
Equity-based, non-cash and non-recurring
compensation
7,539
—
7,539
Other adjustments(1)
(90,766
)
83
(90,683
)
Limited partners' share of EBITDAre
adjustments
—
8,313
8,313
Non-controlling interest's share of
EBITDAre adjustments
(196
)
—
(196
)
Adjusted EBITDAre
$
71,511
$
—
$
71,511
Adjusted EBITDAre (annualized)
$
286,044
(1) Includes the following
adjustments:
(in thousands of U.S. dollars)
Proportionate
IFRS reconciliation
Consolidated
Transaction costs
$
3,575
$
83
$
3,658
Realized and unrealized foreign exchange
gain
(623
)
—
(623
)
Loss on debt extinguishment
6,816
—
6,816
Look-through other adjustments from
non-consolidated affiliates
8
—
8
Lease payments on right-of-use assets
(676
)
—
(676
)
Performance fees to be earned on the sale
of the U.S. multi-family rental portfolio
(99,866
)
—
(99,866
)
Total other adjustments
$
(90,766
)
$
83
$
(90,683
)
PRO-RATA ASSETS
Tricon's pro-rata assets include its share of total assets of
non-consolidated entities on a look-through basis, which are shown
as equity-accounted investments on its proportionate balance
sheet.
(in thousands of U.S. dollars)
September 30, 2022
Pro-rata assets of consolidated
entities(1)
$
7,497,532
U.S. multi-family rental properties
377,160
Canadian multi-family rental
properties
37,694
Canadian residential developments(2)
223,804
Pro-rata assets of non-consolidated
entities
638,658
Pro-rata assets, total
$
8,136,190
Pro-rata assets (net of cash),
total(3)
$
7,948,666
(1) Includes proportionate total assets
presented in the proportionate balance sheet table above excluding
equity-accounted investments in multi-family rental properties and
equity-accounted investments in Canadian residential
developments.
(2) Excludes right-of-use assets under
ground leases of $34,537.
(3) Reflects proportionate cash and
restricted cash of $174,900 as well as pro-rata cash and restricted
cash of non-consolidated entities of $12,624.
PRO-RATA NET DEBT TO ASSETS
(in thousands of U.S. dollars, except
percentages)
September 30, 2022
Pro-rata debt of consolidated
entities
$
2,813,433
U.S. multi-family rental properties
159,426
Canadian multi-family rental
properties
17,165
Canadian residential developments(2)
112,566
Pro-rata debt of non-consolidated
entities
289,157
Pro-rata debt, total
$
3,102,590
Pro-rata net debt, total(1)
$
2,915,066
Pro-rata net debt to assets
36.7
%
(1) Reflects proportionate cash and
restricted cash of $174,900 as well as pro-rata cash and restricted
cash of non-consolidated entities of $12,624.
(2) Excludes lease obligations under
ground leases of $34,537
RECONCILIATION OF PRO-RATA DEBT AND ASSETS OF
NON-CONSOLIDATED ENTITIES TO CONSOLIDATED BALANCE SHEET
(in thousands of U.S. dollars)
September 30, 2022
Assets held for sale
Tricon's pro-rata share of assets
$
377,160
Tricon's pro-rata share of debt
(159,426
)
Tricon's pro-rata share of working capital
and other
(4,946
)
Assets held for sale
212,788
Equity-accounted investments in
Canadian multi-family rental properties
Tricon's pro-rata share of assets
$
37,694
Tricon's pro-rata share of debt
(17,165
)
Tricon's pro-rata share of working capital
and other
(874
)
Equity-accounted investments in
Canadian multi-family rental properties
19,655
Equity-accounted investments in
multi-family rental properties
$
232,443
Equity-accounted investments in
Canadian residential developments
Tricon's pro-rata share of assets(1)
$
223,804
Tricon's pro-rata share of debt(1)
(112,566
)
Tricon's pro-rata share of working capital
and other
(15,271
)
Equity-accounted investments in
Canadian residential developments
$
95,967
(1) Excludes right-of-use assets and lease
obligations under ground leases of $34,537.
PRO-RATA NET DEBT TO ADJUSTED EBITDAre
(in thousands of U.S. dollars)
September 30, 2022
Pro-rata debt of consolidated entities,
excluding facilities related to non-income generating
assets(1)
$
2,329,400
U.S. multi-family rental properties
debt
159,426
Canadian multi-family rental properties
debt
17,165
Pro-rata debt of non-consolidated
entities (stabilized properties)
176,591
Pro-rata debt (stabilized properties),
total
$
2,505,991
Pro-rata net debt (stabilized
properties), total(2)
$
2,376,561
Adjusted EBITDAre
(annualized)(3)
$
286,044
Pro-rata net debt to Adjusted EBITDAre
(annualized)
8.3x
(1) Excludes $11,207 of development debt
directly related to the consolidated Canadian development portfolio
and $472,826 of subscription and warehouse facilities related to
acquisitions of vacant single-family homes, which do not fully
contribute to Adjusted EBITDAre.
(2) Reflects proportionate cash and
restricted cash (excluding cash held at development entities and
excess cash held at single-family rental joint venture entities) of
$123,641 as well as pro-rata cash and restricted cash of
non-consolidated entities for stabilized properties of $5,789.
(3) Adjusted EBITDAre is a non-IFRS
measure. Refer to the "Glossary and Defined Terms" section for
definition and the Reconciliation of net income to Adjusted
EBITDAre table above.
Glossary and Defined Terms
The non-IFRS financial measures, non-IFRS ratios, and KPI
supplementary financial measures discussed throughout this press
release for each of the Company’s business segments are calculated
based on Tricon's proportionate share of each portfolio or business
and are defined and discussed below and in Section 6 of the
MD&A, which definitions and discussion are incorporated herein
by reference. These measures are commonly used by entities in
the real estate industry as useful metrics for measuring
performance; however, they do not have any standardized meaning
prescribed by IFRS and are not necessarily comparable to similar
measures presented by other publicly-traded entities. These
measures should be considered as supplemental in nature and not as
a substitute for the related financial information prepared in
accordance with IFRS. See Appendix A for a reconciliation to IFRS
financial measures where applicable.
Adjusted EBITDAre is a metric that management believes to
be helpful in evaluating the Company’s operating performance across
and within the real estate industry. Further, management considers
it to be a more accurate reflection of the Company’s leverage
ratio, especially as it adjusts for and negates non-recurring and
non-cash items. The Company’s definition of EBITDAre reflects all
adjustments that are specified by the National Association of Real
Estate Investment Trusts (“NAREIT”). In addition to the adjustments
prescribed by NAREIT, Tricon excludes fair value gains that arise
as a result of reporting under IFRS.
EBITDAre represents net income from continuing operations,
excluding the impact of interest expense, income tax expense,
amortization and depreciation expense, fair value changes on rental
properties, fair value changes on derivative financial instruments
and adjustments to reflect the entity’s share of EBITDAre of
unconsolidated entities. Adjusted EBITDAre is a normalized figure
and is defined as EBITDAre before stock-based compensation,
unrealized and realized foreign exchange gains and losses,
transaction costs and other non-recurring items, and reflects only
Tricon’s share of results from consolidated entities (by removing
non-controlling interests’ and limited partners’ share of
reconciling items).
The Company also discloses its Net Debt to Adjusted EBITDAre
ratio to assist investors in accounting for the Company’s
unconsolidated joint ventures and equity-accounted investments, in
both debt and Adjusted EBITDAre, by calculating pro-rata leverage
on a look-through basis (excluding debt directly related to the
Canadian development portfolio as well as warehouse and
subscription facilities related to acquisitions of vacant
single-family homes, which do not fully contribute to Adjusted
EBITDAre).
Cost to maintain is defined as the annualized repairs and
maintenance expense, turnover expense net of applicable resident
recoveries and recurring capital expenditures per home in service.
The metric provides insight into the costs needed to maintain a
property's current condition and is indicative of a portfolio's
operational efficiency.
Pro-rata net assets represents the Company's
proportionate share of total consolidated assets as well as assets
of non-consolidated entities on a look-through basis (which are
shown as equity-accounted investments on its proportionate balance
sheet), less its cash and restricted cash.
Pro-rata net debt represents the Company's total current
and long-term debt per its consolidated financial statements, less
its cash and restricted cash (excluding debt directly related to
the Canadian development portfolio as well as warehouse and
subscription facilities related to acquisitions of vacant
single-family homes, which do not fully contribute to Adjusted
EBITDAre).
____________________
1 Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
Measures” section and Appendix A. For definitions of the Company’s
Non-IFRS measures, refer to Section 6 of Tricon's MD&A.
2 Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
Measures” section and Appendix A. For definitions of the Company’s
Non-IFRS measures, refer to Section 6 of Tricon's MD&A.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221108006120/en/
Wissam Francis EVP & Chief Financial Officer
Wojtek Nowak Managing Director, Capital Markets
Email: investorsupport@triconresidential.com
Tricon Residential (NYSE:TCN)
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Tricon Residential (NYSE:TCN)
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