Weingarten Realty (NYSE: WRI) announced today the results of its
operations for the quarter ended March 31, 2021. The supplemental
financial package with additional information can be found on the
Company's website under the Investor Relations tab.
First Quarter Financial Highlights
- Net income attributable to common shareholders (“Net Income”)
for the first quarter was $0.22 per diluted share (hereinafter “per
share”) compared to $0.41 per share in the first quarter of 2020
and $0.18 per share in the fourth quarter of 2020;
- Core Funds From Operations Attributable to Common Shareholders
("Core FFO") for the quarter was $0.48 per share compared to $0.44
per share in the first quarter of 2020 and $0.43 per share in the
fourth quarter of 2020;
- Cash collections of rent and billable expenses were 95% of the
total billed for the first quarter;
- Dispositions in the quarter were $55.8 million; and,
- Subsequent to the end of the quarter, the Company signed a
definitive merger agreement with Kimco Realty Corporation (“Kimco”)
to create the premier open-air shopping center and mixed-use real
estate company with 559 properties primarily concentrated in the
top major metropolitan markets in the United States. The merger is
expected to close in the second half of 2021, subject to customary
closing conditions, including the approval of both Kimco’s and the
Company’s shareholders.
Financial Results
The Company reported Net Income of $28.0 million or $0.22 per
share for the first quarter of 2021, as compared to $52.6 million
or $0.41 per share for the same period in 2020. Revenue increased
$0.09 per share due to a reduction in COVID related reserves and
the initial write-offs of receivables for cash basis tenants. This
increase was offset by a reduction in revenues from the existing
portfolio due to abatements and tenant fallouts. Also contributing
to the reduction of net income was lower revenue and lower gains on
sales from the Company’s disposition program and a decrease in
capitalized interest as new development projects approach
completion.
The increase in net income when compared to the prior quarter
was due primarily to a reduction in COVID related reserves and the
initial write-offs of receivables for cash basis tenants of $0.06
per share recorded in the fourth quarter of 2020. The quarter also
benefited from the full quarter effect of 2020 acquisitions.
Offsetting these increases was lower revenue and lower gains on
sales from the Company’s disposition program.
Additionally, the Company experienced increased cash collections
from a number of sources that impacted revenues for the quarter,
much of which will likely not recur in future quarters, including
the following:
- Collections of approximately $1.3 million of recently billed
amounts for year-end reconciliations of Taxes, Common Area
Maintenance and Insurance from cash basis tenants which was
recognized as revenue in the quarter. As this represents over 70%
of the amounts billed to these tenants for year-end
reconciliations, future quarters will not include comparable
revenue;
- Collections of receivables for cash basis tenants that relate
to prior quarters of $0.9 million;
- Percentage rental year-end true-ups and lease termination
income totaled approximately $1.2 million for the current quarter,
more than half of which will likely not recur next quarter;
and,
- Recoveries of balances previously written off related to
terminated tenants totaling $1.2 million collected during the
quarter that may not be recurring in the same magnitude in future
quarters.
Accordingly, revenue recognized in this quarter that will likely
not recur going forward is expected to be between $0.02 and $0.04
per share.
Funds From Operations attributable to common shareholders in
accordance with the National Association of Real Estate Investment
Trusts definition (“NAREIT FFO”) was $61.7 million or $0.48 per
share for the first quarter of 2021 compared to $56.9 million or
$0.44 per share for the first quarter of 2020. Core FFO for the
quarter was the same as NAREIT FFO on a per share basis for both
years.
A reconciliation of Net Income to NAREIT FFO and Core FFO is
included herein.
Operating Results
For the period ending March 31, 2021, the Company’s operating
highlights were as follows:
Q1 2021
Occupancy (Signed Basis):
Occupancy - Total
93.0
%
Occupancy - Small Shop Spaces
88.8
%
Occupancy - Same Property Portfolio
93.1
%
Same Property Net Operating Income,
with redevelopments
(0.6)
%
Rental Rate Growth - Total:
4.7
%
New Leases
9.1
%
Renewals
3.6
%
Leasing Transactions:
Number of New Leases
78
New Leases - Annualized Revenue (in
millions)
$
5.8
Number of Renewals
113
Renewals - Annualized Revenue (in
millions)
$
13.9
A reconciliation of Net Income to SPNOI is included herein.
Dividends
The Board of Trust Managers declared a quarterly cash dividend
of $0.23 per common share payable on June 15, 2021 to shareholders
of record on June 10, 2021.
2021 Guidance
In light of the Company’s proposed merger with Kimco announced
on April 15, 2021, the Company will no longer provide guidance nor
is it affirming past guidance.
About Weingarten Realty Investors
Weingarten Realty Investors (NYSE: WRI) is a shopping center
owner, manager and developer. At March 31, 2021, the Company owned
or operated under long-term leases, either directly or through its
interest in real estate joint ventures or partnerships, a total of
156 properties which are located in 15 states spanning the country
from coast to coast. These properties represent approximately 29.8
million square feet of which our interests in these properties
aggregated approximately 20.4 million square feet of leasable area.
To learn more about the Company, please visit
www.weingarten.com.
Forward-Looking Statements
Statements included herein that state the Company’s or
Management’s intentions, hopes, beliefs, expectations or
predictions of the future are “forward-looking” statements within
the meaning of the Private Securities Litigation Reform Act of 1995
which by their nature, involve known and unknown risks and
uncertainties. The Company’s actual results, performance or
achievements could differ materially from those expressed or
implied by such statements. These risks and uncertainties include
those related to the COVID-19 pandemic, about which there are still
many unknowns, including the duration of the pandemic and the
extent of its impact, risks associated with the anticipated merger
with Kimco, including the Company’s and Kimco’s ability to
consummate the merger on the proposed terms or on the anticipated
timeline, or at all, including risks and uncertainties related to
securing the necessary shareholder approvals and satisfaction of
other closing conditions to consummate the merger and the
occurrence of any event, change or other circumstance that could
give rise to the termination of the definitive transaction
agreement relating to the proposed merger, as well as those other
items discussed in the Company’s regulatory filings with the
Securities and Exchange Commission (‘SEC”), which include other
information or factors that may impact the Company’s
performance.
Projections involve numerous assumptions such as rental income
(including assumptions on percentage rent), interest rates, tenant
defaults, occupancy rates, volume and pricing of properties held
for disposition, volume and pricing of acquisitions, expenses
(including salaries and employee costs), insurance costs and
numerous other factors. Not all of these factors are determinable
at this time and actual results may vary from the projected
results, and may be above or below the ranges indicated. The above
ranges represents management’s estimate of results based upon these
assumptions as of the date of this press release. Accordingly,
there is no assurance that our projections will be realized.
Important Additional Information and Where to Find It
In connection with the proposed merger, Kimco will file with the
SEC a registration statement on Form S-4 to register the shares of
Kimco common stock to be issued in connection with the merger. The
registration statement will include a joint proxy
statement/prospectus which will be sent to the common stockholders
of Kimco and the shareholders of the Company seeking their approval
of their respective transaction-related proposals. INVESTORS AND
SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON
FORM S-4 AND THE RELATED JOINT PROXY STATEMENT/PROSPECTUS, AS WELL
AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND ANY OTHER
RELEVANT DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE
PROPOSED MERGER, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT KIMCO, THE COMPANY AND THE
PROPOSED TRANSACTION.
Investors and security holders may obtain copies of these
documents free of charge through the website maintained by the SEC
at www.sec.gov or from Kimco at its website, www.kimcorealty.com,
or from Weingarten at its website, www.weingarten.com. Documents
filed with the SEC by Kimco will be available free of charge by
accessing Kimco’s website at www.kimcorealty.com under the heading
Investors or, alternatively, by directing a request to Kimco at
ir@kimcorealty.com or 500 North Broadway, Suite 201, Jericho, N.Y.
11753, telephone: (866) 831-4297, and documents filed with the SEC
by Weingarten will be available free of charge by accessing
Weingarten’s’ website at www.weingarten.com under the heading
Investors or, alternatively, by directing a request to Weingarten
at ir@weingarten.com or 2600 Citadel Plaza Drive, Suite 125,
Houston, TX 77008, telephone: (800) 298-9974.
Participants in the Solicitation
Kimco and Weingarten and certain of their respective directors,
trust managers and executive officers and other members of
management and employees may be deemed to be participants in the
solicitation of proxies from the common stockholders of Kimco and
the shareholders of Weingarten in respect of the proposed
transaction under the rules of the SEC. Information about Kimco’s
directors and executive officers is available in Kimco’s proxy
statement dated March 17, 2021 for its 2021 Annual Meeting of
Stockholders. Information about Weingarten’s trust managers and
executive officers is available in Weingarten’s proxy statement
dated March 15, 2021 for its 2021 Annual Meeting of Shareholders.
Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in
the joint proxy statement/prospectus and other relevant materials
to be filed with the SEC regarding the merger when they become
available. Investors should read the joint proxy
statement/prospectus carefully when it becomes available before
making any voting or investment decisions. You may obtain free
copies of these documents from Kimco or Weingarten using the
sources indicated above.
No Offer or Solicitation
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act.
Weingarten Realty Investors
(in thousands, except per share
amounts)
Financial Statements
Three Months Ended
March 31,
2021
2020
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited) Revenues: Rentals, net $
118,321
$
108,050
Other
3,050
3,302
Total Revenues
121,371
111,352
Operating Expenses: Depreciation and amortization
38,556
36,656
Operating
23,287
23,160
Real estate taxes, net
16,735
15,008
Impairment loss
325
44
General and administrative
10,604
2,307
Total Operating Expenses
89,507
77,175
Other Income (Expense): Interest expense, net
(16,619
)
(14,602
)
Interest and other income (expense), net
1,654
(5,828
)
Gain on sale of property
9,131
13,576
Total Other Expense
(5,834
)
(6,854
)
Income Before Income Taxes and Equity in Earnings of Real Estate
Joint Ventures and Partnerships
26,030
27,323
Provision for Income Taxes
(238
)
(172
)
Equity in Earnings of Real Estate Joint Ventures and Partnerships,
net
4,087
27,097
Net Income
29,879
54,248
Less: Net Income Attributable to Noncontrolling Interests
(1,842
)
(1,626
)
Net Income Attributable to Common Shareholders -- Basic $
28,037
$
52,622
Net Income Attributable to Common Shareholders -- Diluted $
28,037
$
53,150
Earnings Per Common Share -- Basic $
0.22
$
0.41
Earnings Per Common Share -- Diluted $
0.22
$
0.41
Weingarten Realty
Investors
(in thousands)
Financial Statements
March 31,
December 31,
2021
2020
(Unaudited)
(Audited)
CONDENSED CONSOLIDATED BALANCE
SHEETS
ASSETS
Property
$
4,188,362
$
4,246,334
Accumulated Depreciation
(1,166,357
)
(1,161,970
)
Investment in Real Estate Joint Ventures
and Partnerships, net
366,944
369,038
Unamortized Lease Costs, net
167,348
174,152
Accrued Rent, Accrued Contract Receivables
and Accounts Receivable, net
67,697
81,016
Cash and Cash Equivalents
52,078
35,418
Restricted Deposits and Escrows
12,427
12,338
Other, net
204,036
205,074
Total Assets
$
3,892,535
$
3,961,400
LIABILITIES AND EQUITY
Debt, net
$
1,797,237
$
1,838,419
Accounts Payable and Accrued Expenses
83,580
104,990
Other, net
216,297
217,489
Total Liabilities
2,097,114
2,160,898
Commitments and Contingencies
—
—
EQUITY
Common Shares of Beneficial Interest
3,876
3,866
Additional Paid-In Capital
1,761,831
1,755,770
Net Income Less Than Accumulated
Dividends
(139,064
)
(128,813
)
Accumulated Other Comprehensive Loss
(12,008
)
(12,050
)
Shareholders' Equity
1,614,635
1,618,773
Noncontrolling Interests
180,786
181,729
Total Liabilities and Equity
$
3,892,535
$
3,961,400
Non-GAAP Financial Measures
Certain aspects of our key performance indicators are considered
non-GAAP financial measures. Management uses these measures along
with our Generally Accepted Accounting Principles ("GAAP")
financial statements in order to evaluate our operating results.
Management believes these additional measures provide users of our
financial information additional comparable indicators of our
industry, as well as, our performance.
Funds from Operations Attributable to
Common Shareholders
The National Association of Real Estate Investment Trusts
("NAREIT") defines NAREIT FFO as net income (loss) attributable to
common shareholders computed in accordance with GAAP, excluding
gains or losses from sales of certain real estate assets
(including: depreciable real estate with land, land, development
property and securities), changes in control of real estate equity
investments, and interests in real estate equity investments and
their applicable taxes, plus depreciation and amortization related
to real estate and impairment of certain real estate assets and in
substance real estate equity investments, including our share of
unconsolidated real estate joint ventures and partnerships. The
Company calculates NAREIT FFO in a manner consistent with the
NAREIT definition.
Management believes NAREIT FFO is a widely recognized measure of
REIT operating performance, which provides our shareholders with a
relevant basis for comparison among other REITs. Management uses
NAREIT FFO as a supplemental internal measure to conduct and
evaluate our business because there are certain limitations
associated with using GAAP net income by itself as the primary
measure of our operating performance. Historical cost accounting
for real estate assets in accordance with GAAP implicitly assumes
that the value of real estate assets diminishes predictably over
time. Since real estate values instead have historically risen or
fallen with market conditions, management believes that the
presentation of operating results for real estate companies that
uses historical cost accounting is insufficient by itself. There
can be no assurance that NAREIT FFO presented by the Company is
comparable to similarly titled measures of other REITs.
The Company also presents Core FFO as an additional supplemental
measure as it is more reflective of the core operating performance
of our portfolio of properties. Core FFO is defined as NAREIT FFO
excluding charges and gains related to non-cash, non-operating
assets and other transactions or events that hinder the
comparability of operating results. Specific examples of items
excluded from Core FFO include, but are not limited to, gains or
losses associated with the extinguishment of debt or other
liabilities and transactional costs associated with unsuccessful
development activities.
NAREIT FFO and Core FFO should not be considered as alternatives
to net income or other measurements under GAAP as indicators of
operating performance or to cash flows from operating, investing or
financing activities as measures of liquidity. NAREIT FFO and Core
FFO do not reflect working capital changes, cash expenditures for
capital improvements or principal payments on indebtedness.
NAREIT FFO and Core FFO is calculated as follows (in
thousands):
Three Months Ended
March 31,
2021
2020
(Unaudited)
Net income attributable to common
shareholders
$
28,037
$
52,622
Depreciation and amortization of real
estate
38,415
36,475
Depreciation and amortization of real
estate of unconsolidated real estate joint ventures and
partnerships
4,161
3,797
Impairment of properties and real estate
equity investments
325
44
(Gain) on sale of property, investment
securities and interests in real estate equity investments
(9,097
)
(13,574
)
(Gain) on dispositions of unconsolidated
real estate joint ventures and partnerships
(24
)
(22,372
)
Provision for income taxes (1)
20
—
Noncontrolling interests and other (2)
(556
)
(575
)
NAREIT FFO – basic
61,281
56,417
Income attributable to operating
partnership units
401
528
NAREIT FFO – diluted
61,682
56,945
Adjustments for Core FFO:
Contract terminations
—
340
Core FFO – diluted
$
61,682
$
57,285
FFO weighted average shares outstanding –
basic
126,518
127,862
Effect of dilutive securities:
Share options and awards
1,153
943
Operating partnership units
1,429
1,432
FFO weighted average shares outstanding –
diluted
129,100
130,237
NAREIT FFO per common share – basic
$
0.48
$
0.44
NAREIT FFO per common share – diluted
$
0.48
$
0.44
Core FFO per common share – diluted
$
0.48
$
0.44
______________________________
(1)
The applicable taxes related to gains and
impairments of operating and non-operating real estate assets.
(2)
Related to gains, impairments and
depreciation on operating properties and unconsolidated real estate
joint ventures, where applicable.
Same Property Net Operating
Income
Management considers SPNOI an important additional financial
measure 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 and operating costs. The Company calculates
this most useful measurement by determining its proportional share
of SPNOI from all owned properties, including the Company’s share
of SPNOI from unconsolidated joint ventures and partnerships, which
cannot be readily determined under GAAP measurements and
presentation. Although SPNOI (see page 1 of the supplemental
disclosure regarding this presentation and limitations thereof) is
a widely used measure among REITs, there can be no assurance that
SPNOI presented by the Company is comparable to similarly titled
measures of other REITs. Additionally, the Company does not control
these unconsolidated joint ventures and partnerships, and the
assets, liabilities, revenues or expenses of these joint ventures
and partnerships, as presented, do not represent its legal claim to
such items.
Properties are included in the SPNOI calculation if they are
owned and operated for the entirety of the most recent two fiscal
year periods, except for properties for which significant
redevelopment or expansion occurred during either of the periods
presented, and properties that have been sold. While there is
judgment surrounding changes in designations, management moves new
development and redevelopment properties once they have stabilized,
which is typically upon attainment of 90% occupancy. A rollforward
of the properties included in the Company’s same property
designation is as follows:
Three Months Ended
March 31, 2021
Beginning of the period
142
Properties added:
Acquisitions
6
Properties removed:
Dispositions
(3
)
End of the period
145
The Company calculates SPNOI using net income attributable to
common shareholders excluding net income attributable to
noncontrolling interests, other income (expense), income taxes and
equity in earnings of real estate joint ventures and partnerships.
Additionally to reconcile to SPNOI, the Company excludes the
effects of property management fees, certain non-cash revenues and
expenses such as straight-line rental revenue and the related
reversal of such amounts upon early lease termination, depreciation
and amortization, impairment losses, general and administrative
expenses and other items such as lease cancellation income,
environmental abatement costs, demolition expenses and lease
termination fees. Consistent with the capital treatment of such
costs under GAAP, tenant improvements, leasing commissions and
other direct leasing costs are excluded from SPNOI. A
reconciliation of net income attributable to common shareholders to
SPNOI is as follows (in thousands):
Three Months Ended
March 31,
2021
2020
(Unaudited)
Net income attributable to common
shareholders
$
28,037
$
52,622
Add:
Net income attributable to noncontrolling
interests
1,842
1,626
Provision for income taxes
238
172
Interest expense, net
16,619
14,602
Property management fees
1,181
1,078
Depreciation and amortization
38,556
36,656
Impairment loss
325
44
General and administrative
10,604
2,307
Other (1)
51
88
Less:
Gain on sale of property
(9,131
)
(13,576
)
Equity in earnings of real estate joint
ventures and partnership interests, net
(4,087
)
(27,097
)
Interest and other (income) expense,
net
(1,654
)
5,828
Other (2)
(5,343
)
3,125
Adjusted income
77,238
77,475
Less: Adjusted income related to
consolidated entities not defined as same property and
noncontrolling interests
(6,294
)
(6,081
)
Add: Pro rata share of unconsolidated
entities defined as same property
6,386
6,411
Same Property Net Operating Income
$
77,330
$
77,805
______________________________
(1)
Other includes items such as environmental
abatement costs, demolition expenses and lease termination
fees.
(2)
Other consists primarily of straight-line
rentals, lease cancellation income and fee income primarily from
real estate joint ventures and partnerships.
Earnings Before Interest, Taxes,
Depreciation and Amortization for Real Estate
NAREIT defines EBITDAre as net income computed in accordance
with GAAP, plus interest expense, income tax expense (benefit),
depreciation and amortization and impairment of depreciable real
estate and in substance real estate equity investments; plus or
minus gains or losses from sales of certain real estate assets and
interests in real estate equity investments; and adjustments to
reflect our share of unconsolidated real estate joint ventures and
partnerships for these items. The Company calculates EBITDAre in a
manner consistent with the NAREIT definition.
As mentioned above, NAREIT FFO is a widely recognized measure of
REIT operating performance which provides our shareholders with a
relevant basis for comparing earnings performance among other REITs
based upon the unique capital structure of each REIT. However as a
basis of comparability that is independent of a company's capital
structure, management believes that since EBITDA is a widely known
and understood measure of performance, EBITDAre will represent an
additional supplemental non-GAAP performance measure that will
provide investors with a relevant basis for comparing REITs. There
can be no assurance that EBITDAre as presented by the Company is
comparable to similarly titled measures of other REITs.
The Company also presents Core EBITDAre as an additional
supplemental measure as it is more reflective of the core operating
performance of our portfolio of properties. Core EBITDAre is
defined as NAREIT EBITDAre excluding charges and gains related to
non-cash and non-operating transactions and other events that
hinder the comparability of operating results. Specific examples of
items excluded from Core EBITDAre include, but are not limited to,
gains or losses associated with the extinguishment of debt or other
liabilities, and transactional costs associated with unsuccessful
development activities. EBITDAre and Core EBITDAre should not be
considered as alternatives to net income or other measurements
under GAAP as indicators of operating performance or to cash flows
from operating, investing or financing activities as measures of
liquidity. EBITDAre and Core EBITDAre do not reflect working
capital changes, cash expenditures for capital improvements or
principal payments on indebtedness.
EBITDAre and Core EBITDAre is calculated as follows (in
thousands):
Three Months Ended
March 31,
2021
2020
Earnings Before Interest, Taxes,
Depreciation and Amortization for Real Estate (EBITDAre):
Net income
$
29,879
$
54,248
Interest expense, net
16,619
14,602
Provision for income taxes
238
172
Depreciation and amortization of real
estate
38,556
36,656
Impairment loss on operating properties
and real estate equity investments
325
44
Gain on sale of property and investment
securities (1)
(9,133
)
(13,574
)
EBITDAre adjustments of unconsolidated
real estate joint ventures and partnerships, net (2)
4,635
(17,637
)
Total EBITDAre
81,119
74,511
Adjustments for Core EBITDAre:
Contract terminations
—
340
Total Core EBITDAre
$
81,119
$
74,851
______________________________
(1)
Includes a $.1 million gain on sale of
non-operating assets for the three months ended March 31, 2021.
(2)
Includes a $22.4 million gain on sale of
property for the three months ended March 31, 2020.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210426005748/en/
Information: Michelle Wiggs, Phone: (713) 866-6050
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