ARTIS REAL ESTATE INVESTMENT TRUST RELEASES FIRST QUARTER RESULTS AND ANNOUNCES

WINNIPEG, MB, May 2, 2024   /CNW/ – Artis Real Estate Investment Trust (“Artis” or the “REIT”) (TSX: AX.UN, AX.PR.E, AX.PR.I) announced today its financial results for the three months ended March 31, 2024, and the unconditional sale of a portfolio of industrial properties located in Houston, Texas.  The first quarter results in this press release should be read in conjunction with the REIT’s consolidated financial statements and Management’s Discussion and Analysis (“MD&A”) for the three months ended March 31, 2024.  All amounts are in thousands of Canadian dollars, unless otherwise noted.

“In the first quarter of 2024, Artis achieved several important objectives, generating positive momentum to build on throughout the remainder of the year,” said Samir Manji, President and Chief Executive Officer of Artis.  “Our focus on liquidity continues to drive our disposition strategy. Artis has unlocked $174.3 million through key asset dispositions in 2024, demonstrating there is still demand for quality real estate despite the challenging interest rate environment.  In addition, we have $184.4 million of unconditional Canadian asset sales and US$272.9 million of unconditional US asset sales scheduled to close in the coming months.  These dispositions are vital to accomplishing our primary near-term goal: strengthening the balance sheet by enhancing liquidity and reducing debt.  Today’s announcement regarding the upcoming sale of Park 8Ninety represents a significant milestone and addition to our list of unconditional asset sales expected to close in the near term. Collectively, these dispositions will reduce our overall leverage below 45% and will lower our borrowing costs moving forward. At the same time, the fact that we are achieving sale prices in line with IFRS provides compelling validation of our $14.06 net asset value per unit.  Our operational fundamentals continue to demonstrate stability quarter over quarter.  Same property net operating income growth in the first quarter was strong at 4.0%, compared to the same period last year.  We are optimistic about the remainder of 2024 and confident that, with the continued execution of our plan, we will be able to narrow the gap between the intrinsic value and market price of our units.”

FIRST QUARTER HIGHLIGHTS

Portfolio Activity

• Acquired an additional 5% interest in Park 8Ninety V, an industrial property located in the Greater Houston Area, Texas, for total consideration of US$4.0 million.

• Disposed of one industrial property, one office property and one retail property located in Canada for an aggregate sale price of $38.4 million.

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Balance Sheet and Liquidity

• Utilized the NCIB to purchase 1,132,824 common units at a weighted-average price of $6.11 and 233,912 preferred units at a weighted-average price of $17.26.

• Reported NAV per Unit ⁽¹⁾ of $14.06 at March 31, 2024, improved from $13.96 at December 31, 2023.

• Reported Total Debt to Adjusted EBITDA ⁽¹⁾ of 8.0 at March 31, 2024, compared to 7.7 at December 31, 2023.

• Extended the maturity date of the $100.0 million non-revolving credit facility for a two-year term maturing February 6, 2026.

Financial and Operational

• Same Property NOI ⁽¹⁾ in Canadian dollars for the first quarter of 2024 increased 4.0% compared to the first quarter of 2023.

• Maintained strong portfolio occupancy of 89.5% at March 31, 2024, compared to 90.1% at December 31, 2023.

• Renewals totalling 288,517 square feet and new leases totalling 49,789 square feet commenced during the first quarter of 2024.

• Weighted-average rental rate on renewals that commenced during the first quarter of 2024 increased 2.2%.

UNCONDITIONAL DISPOSITION OF PARK 8NINETY

On May 2, 2024, Artis entered into an unconditional sale agreement for Park 8Ninety, a portfolio of industrial properties located in the Greater Houston Area, Texas for a sale price of US$234.2 million, representing a price per square foot of US$128.

Park 8Ninety was developed in five phases between 2017 and 2022 and comprises 12 buildings that total 1,823,410 square feet of leasable area.  The disposition is anticipated to close in the second quarter of 2024.

STRATEGIC REVIEW

On August 2, 2023, Artis’s Board of Trustees (the “Board”) established a Special Committee to initiate a strategic review process to consider and evaluate alternatives that may be available to the REIT to unlock and maximize value for unitholders.

On September 11, 2023, the Board announced that the Special Committee retained BMO Nesbitt Burns Inc. to provide financial advisory services to the REIT and Special Committee in connection with the strategic review process.

Since the announcement of the strategic review, Artis has completed or entered into unconditional agreements for $164.8 million of office assets, $218.6 million of retail assets and $377.3 million of industrial assets at values and on terms that were acceptable to the REIT.  This equates to approximately $760.7 million of asset sales (in line with the REIT’s IFRS values), including unconditional transactions, since August 2, 2023.

The REIT is continuing to evaluate opportunities relating to the sale of additional retail, office, and industrial assets, with a focus on the industrial portfolio, in its efforts to further deleverage and strengthen the balance sheet, grow NAV per unit, and enhance liquidity. A portion of this liquidity may be directed towards the NCIB, which was renewed on December 19, 2023.

The Board remains committed to pursuing strategic alternatives that may be available to the REIT to unlock and maximize value for unitholders, including pursuing near-term opportunities available to Artis to enhance and grow NAV per unit. The work undertaken over the past several months has enabled Artis to properly assess the current environment and options available to the REIT in an effort to create and maximize value for unitholders.

There can be no assurance that the strategic review process will result in the REIT pursuing any transaction. The REIT has not set a timetable for completion of this process and does not intend to disclose further developments unless it determines that disclosure is appropriate or necessary.

BALANCE SHEET AND LIQUIDITY

The REIT’s balance sheet metrics are as follows:

At March 31, 2024, Artis had $30.6 million of cash on hand and $107.6 million available on its revolving credit facilities.

Liquidity and capital resources may be impacted by financing activities, portfolio acquisition, disposition and development activities or debt repayments occurring subsequent to March 31, 2024.

FINANCIAL AND OPERATIONAL RESULTS

Artis reported portfolio occupancy of 89.5% at March 31, 2024, compared to 90.1% at December 31, 2023.  Weighted-average rental rate on renewals that commenced during the first quarter of 2024 increased 2.2%.

Artis’s portfolio has a stable lease expiry profile with 48.8% of gross leasable area expiring in 2028 or later.  Information about Artis’s lease expiry profile is as follows:

UPCOMING WEBCAST AND CONFERENCE CALL

A conference call with management will be held on Friday, May 3, 2024 at 12:00 p.m. CT (1:00 p.m. ET). In order to participate, please dial 1-416-764-8688 or 1-888-390-0546. You will be required to identify yourself and the organization on whose behalf you are participating.

Alternatively, you may access the simultaneous webcast by following the link from our website at https://www.artisreit.com/investor-link/conference-calls/. Prior to the webcast, you may follow the link to confirm you have the right software and system requirements.

If you cannot participate on Friday, May 3, 2024, a replay of the conference call will be available by dialing 1-416-764-8677 or 1-888-390-0541 and entering passcode 455732#. The replay will be available until Friday, May 31, 2024. The webcast will be archived 24 hours after the end of the conference call and will be accessible for 90 days.

CAUTIONARY STATEMENTS

This press release contains forward-looking statements within the meaning of applicable Canadian securities laws. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. These forward-looking statements include, among others, statements with respect to potential sales of retail, office and industrial assets, the REIT’s NCIB and its objective to pursue various opportunities available to the REIT to grow NAV per unit and the strategies to pursue such objective. Without limiting the foregoing, the words “outlook”, “objective”, “expects”, “anticipates”, “intends”, “estimates”, “projects”, “believes”, “plans”, “seeks”, and similar expressions or variations of such words and phrases suggesting future outcomes or events, or which state that certain actions, events or results ”may”, ”would”, “should” or ”will” occur or be achieved are intended to identify forward-looking statements. Such forward-looking information reflects management’s current beliefs and is based on information currently available to management.

Forward-looking statements are based on a number of factors and assumptions which are subject to numerous risks and uncertainties, which have been used to develop such statements, but which may prove to be incorrect. Although Artis believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Assumptions have been made regarding, among other things: the general stability of the economic and political environment in which Artis operates, treatment under governmental regulatory regimes, securities laws and tax laws, the ability of Artis and its service providers to obtain and retain qualified staff, equipment and services in a timely and cost efficient manner, currency, exchange and interest rates, global economics and financial markets.

Artis is subject to significant risks and uncertainties which may cause the actual results, performance or achievements of the REIT to be materially different from any future results, performance or achievements expressed or implied in these forward-looking statements. Such risk factors include, but are not limited to, tax matters, credit, market, currency, operational, liquidity and funding risks, real property ownership, geographic concentration, current economic conditions, strategic initiatives, pandemics and other public health events, debt financing, interest rate fluctuations, foreign currency, tenants, SIFT rules, other tax-related factors, illiquidity, competition, reliance on key personnel, future property transactions, general uninsured losses, dependence on information technology systems, cyber security, environmental matters and climate change, land and air rights leases, public markets, market price of common units, changes in legislation and investment eligibility, availability of cash flow, fluctuations in cash distributions, nature of units and legal rights attaching to units, preferred units, debentures, dilution, unitholder liability, failure to obtain additional financing, potential conflicts of interest, developments, trustees and risks and uncertainties regarding strategic alternatives including the terms of their availability, whether they will be available at all and the effects of their implementation.

For more information on the risks, uncertainties and assumptions that could cause Artis’s actual results to materially differ from current expectations, refer to the section entitled “Risk Factors” of Artis’s 2023 Annual Information Form for the year ended December 31, 2023, the section entitled “Risk and Uncertainties” of Artis’s Q1-24 MD&A, as well as Artis’s other public filings, available on SEDAR+ at www.sedarplus.ca.

Artis cannot assure investors that actual results will be consistent with any forward-looking statements and Artis assumes no obligation to update or revise such forward-looking statements to reflect actual events or new circumstances other than as required by applicable securities laws. All forward-looking statements contained in this press release are qualified by this cautionary statement.

NOTICE WITH RESPECT TO NON-GAAP & SUPPLEMENTARY FINANCIAL MEASURES DISCLOSURE

In addition to reported IFRS measures, certain non-GAAP and supplementary financial measures are commonly used by Canadian real estate investment trusts as an indicator of financial performance. “GAAP” means the generally accepted accounting principles described by the CPA Canada Handbook – Accounting, which are applicable as at the date on which any calculation using GAAP is to be made. Artis applies IFRS, which is the section of GAAP applicable to publicly accountable enterprises.

Non-GAAP measures and ratios include Same Property Net Operating Income (“Same Property NOI”), Funds From Operations (“FFO”), Adjusted Funds from Operations (“AFFO”), FFO per Unit AFFO per Unit, FFO Payout Ratio, AFFO Payout Ratio, NAV per Unit, Total Debt to GBV, Adjusted EBITDA Interest Coverage Ratio and Total Debt to Adjusted EBITDA.

Supplementary financial measures includes unencumbered assets to unsecured debt.

Management believes that these measures are helpful to investors because they are widely recognized measures of Artis’s performance and provide a relevant basis for comparison among real estate entities.

These non-GAAP and supplementary financial measures are not defined under IFRS and are not intended to represent financial performance, financial position or cash flows for the period, nor should any of these measures be viewed as an alternative to net income, cash flow from operations or other measures of financial performance calculated in accordance with IFRS.

The above measures are not standardized financial measures under the financial reporting framework used to prepare the financial statements of Artis.  Readers should be further cautioned that the above measures as calculated by Artis may not be comparable to similar measures presented by other issuers. Refer to the Notice With Respect to Non-GAAP & Supplementary Financial Measures Disclosure of Artis’s Q1-24 MD&A, which is incorporated by reference herein, for further information (available on SEDAR+ at www.sedarplus.ca or Artis’s website at www.artisreit.com).

The reconciliation for each non-GAAP measure or ratio and other supplementary financial measures included in this Press Release is outlined below.

NAV per Unit

 

Total Debt to GBV

 

Unencumbered Assets to Unsecured Debt

 

Adjusted EBITDA Interest Coverage Ratio

 

Total Debt to Adjusted EBITDA

 

Same Property NOI

FFO and AFFO