Crombie REIT Announces First Quarter 2022 Results

"First six" major developments complete as Bronte Village achieves substantial completion

NEW GLASGOW, NS, May 11, 2022 /CNW/ - Crombie Real Estate Investment Trust ("Crombie") (TSX: CRR.UN) today announced results for its first quarter ended March 31, 2022. Management will host a conference call to discuss the results at 12:00 p.m. (EDT), May 12, 2022.

"Crombie's high-quality and primarily grocery-anchored portfolio continued to demonstrate strength in the first quarter of 2022, delivering solid operating and financial performance," said Don Clow, President & CEO. "Crombie committed to a best-in-class AFFO and NAV growth strategy six years ago, focused on an increased investment in Empire-related initiatives and our real estate development program. Our strategy includes new investments in strategic and complementary retail-related industrial and mixed-use residential properties in Canada's largest markets. Our 481 unit Bronte Village luxury residential rental project, in Oakville, achieved substantial completion in early 2022, the last of our first six major developments which were delivered on time and on budget with meaningful value creation. We are thrilled with these accomplishments, as well as our strong financial condition, including our highest FFO and AFFO on a dollar basis, lowest ever leverage ratio of 42.4% and record unencumbered asset pool of $2 billion. We are well-positioned to continue executing our strategy and creating long-term value for our stakeholders."

FIRST QUARTER SUMMARY
(In thousands of Canadian dollars, except per unit amounts and as otherwise noted)

Operational Highlights

• Committed and economic occupancy of 96.4% and 95.5%, respectively
• Renewals of 255,000 square feet at rents 2.3% above expiring rates (3.6% at weighted average rent during the renewal term)
• Acquisition activity added 518,000 square feet of GLA at a total aggregate purchase price of $90,472
• Substantial completion reached at mixed-use development, Bronte Village, in Oakville, Ontario

Financial Highlights

• Completed $200,000 equity financing
• Property revenue of $104,946
• Operating income of $25,248
• FFO⁽¹⁾ $49,091; $0.28 per unit; FFO⁽¹⁾ payout ratio 79.9%
• AFFO⁽¹⁾ $41,898; $0.24 per unit; AFFO⁽¹⁾ payout ratio 93.6%
• Same-asset property cash NOI⁽¹⁾ increase of 1.9%
• Record high unencumbered investment properties of $2,009,252
• Debt to gross fair value⁽¹⁾⁽²⁾ of 42.4%
• Debt to trailing 12 months adjusted EBITDA⁽¹⁾⁽²⁾ of 8.70x
• Available liquidity of $523,159

(1)        Non-GAAP financial measures used by management to evaluate Crombie's business performance. See "Cautionary Statements and Non-GAAP Measures" below for a reconciliation of FFO, FFO payout ratio, AFFO, AFFO payout ratio, same-asset property cash NOI, debt to gross fair value, and debt to trailing 12 months adjusted EBITDA.

(2)        At Crombie's proportionate share including joint ventures.

Information in this press release is a select summary of results. This press release should be read in conjunction with Crombie's Management's Discussion and Analysis for the quarter ended March 31, 2022 and Consolidated Financial Statements and Notes for the quarters ended March 31, 2022, and March 31, 2021. Full details on our results can be found at www.crombie.ca and www.sedar.com.

Financial Results

Crombie's key financial metrics for the three months ended March 31, 2022 are as follows:

	Three months ended March 31,
(In thousands of CAD dollars, except per unit amounts and as otherwise noted)	2022	2021	Variance	%
Property revenue	$         104,946	$         103,537	$                1,409	1.4 %
Property operating expenses	35,615	33,401	(2,214)	(6.6) %
Net property income	$           69,331	$           70,136	$                 (805)	(1.1) %
Operating income attributable to Unitholders	$           25,248	$           33,215	$              (7,967)	(24.0) %
Same-asset property cash NOI ^(1)	$           66,649	$           65,428	$                1,221	1.9 %
Funds from operations ("FFO") ^(1)
Basic	$           49,091	$           46,103	$                2,988	6.5 %
Per unit - Basic	$               0.28	$               0.29	$                (0.01)	(3.4) %
Payout ratio^(1)	79.9 %	76.4 %		3.5 %
Adjusted funds from operations ("AFFO") ^(1)
Basic	$           41,898	$           38,779	$                3,119	8.0 %
Per unit - Basic	$               0.24	$               0.25	$                (0.01)	(4.0) %
Payout ratio^(1)	93.6 %	90.8 %		2.8 %

(1)        Same-asset property cash NOI, FFO, FFO payout ratio, AFFO, and AFFO payout ratio are non-GAAP financial measures used by management to evaluate Crombie's business performance. See "Cautionary Statements and Non-GAAP Measures" below for a reconciliation of same-asset property cash NOI, FFO, FFO payout ratio, AFFO, and AFFO payout ratio.

Operating income attributable to Unitholders decreased by $7,967, or 24.0%, compared to the first quarter of 2021 primarily due to gain on disposal of investment properties of $11,144 in the first quarter of 2021. This was offset in part by lower finance costs from operations of $2,716, primarily due to debt reduction including lower mortgage interest of $2,216 resulting from mortgage repayments and dispositions since the first quarter of 2021, and gain on distribution from equity-accounted investments of $1,933 as a result of cash distributions received from 1600 Davie Limited Partnership in excess of our investment in the joint venture.

Same-asset property cash NOI increased by $1,221, or 1.9%, compared to the first quarter of 2021, primarily due to a reduction of $290 in bad debt expense (recovery of $332 on same-asset properties in the first quarter of 2022 compared to recovery of $42 in the same quarter of 2021) and strong occupancy, offset in part by a decrease in lease termination income $735, primarily in our office portfolio.

The increase in FFO of $2,988 is primarily due to lower finance costs from operations of $2,716, driven by debt reduction including lower mortgage interest of $2,216 as a result of mortgage repayments and dispositions since the first quarter of 2021, income of $1,700 from acquisitions, and reduction of bad debt expense of $1,004 (recovery of $356 in the first quarter of 2022 compared to expense of $648 in the same quarter of 2021). FFO growth is offset in part by reduction in lease termination income of $1,514 and $973 from dispositions since the first quarter of 2021. FFO per Unit was diluted due to the increased number of Units outstanding from equity issuances in the second quarter of 2021 and the first quarter of 2022.

The increase in AFFO is largely due to the impacts on FFO as described above. This was offset in part by the impact of the increase in the maintenance expenditure charge in the quarter from $0.90 to $1.00 per square foot of weighted average GLA. AFFO per Unit was diluted due to the increased number of Units outstanding from equity issuances in the second quarter of 2021 and the first quarter of 2022.

Operating Results

	March 31, 2022	December 31, 2021	September 30, 2021	June 30, 2021	March 31, 2021
Number of investment properties ^(1)	294	284	287	287	287
Gross leasable area ^(2)	18,488,000	17,861,000	18,232,000	18,235,000	18,229,000
Economic occupancy ^(3)	95.5 %	95.6 %	95.8 %	95.6 %	95.5 %
Committed occupancy ^(4)	96.4 %	96.2 %	96.5 %	96.2 %	96.3 %

(1)        This includes properties owned at full and partial interests excluding joint ventures.

(2)        Gross leasable area is adjusted to reflect Crombie's proportionate interest in partially owned properties.

(3)        Represents space currently under lease contract and rent has commenced.

(4)        Represents current economic occupancy plus completed lease contracts for future occupancy of currently available space.

	March 31, 2022	December 31, 2021	September 30, 2021	June 30, 2021	March 31, 2021
Investment properties, fair value	$      5,199,000	$      5,026,000	$      5,096,000	$      5,053,000	$      4,877,000
Unencumbered investment properties ^(1)	$      2,009,252	$      1,752,927	$      1,461,775	$      1,445,423	$      1,388,141
Available liquidity ^(2)	$         523,159	$         507,777	$         512,168	$         368,483	$         469,548
Debt to gross book value - cost basis ^(3)(7)	46.4 %	48.8 %	51.1 %	50.8 %	52.2 %
Debt to gross fair value^(4)(5)(7)	42.4 %	45.2 %	47.2 %	47.4 %	50.1 %
Weighted average interest rate ^(6)	3.8 %	3.8 %	3.8 %	3.9 %	3.9 %
Debt to trailing 12 months adjusted EBITDA^(4)(5)(7)(8)	8.70x	8.96x	9.59x	9.70x	10.39x
Interest coverage ratio ^(4)(5)(8)	3.27x	3.06x	3.07x	2.91x	3.01x

(1)	Represents fair value of unencumbered properties.
(2)	Represents the undrawn portion on the credit facilities, excluding joint facilities with joint operation partners.
(3)	See Capital Management note in the Financial Statements.
(4)	Non-GAAP financial measures used by management to evaluate Crombie's business performance. See "Cautionary Statements and Non-GAAP Measures" below for a reconciliation of debt to gross fair value, debt to trailing 12 months adjusted EBITDA, and interest coverage ratio.
(5)	See Debt Metrics section in the Management's Discussion and Analysis.
(6)	Weighted average interest rate is calculated based on interest rates for all outstanding fixed rate debt.
(7)	The prior year calculations have been restated to include Crombie's share of debt and assets held in joint ventures.
(8)	The prior year calculations have been restated to include Crombie's share of revenue and expenses in joint ventures.

Operations and Leasing

During the quarter, Crombie maintained strong economic occupancy and committed occupancy of 95.5% and 96.4%, respectively. Crombie renewed 255,000 square feet with an increase of 2.3% over expiring rents during the quarter. New leases and expansions increased occupancy by 142,000 square feet at an average first year rate of $20.94 per square foot. 

Development

During the quarter, Crombie reached substantial completion on the major mixed-use development project, Bronte Village in Oakville (Toronto), Ontario. Bronte Village, owned in partnership with Prince Developments, consists of 481 residential rental units and 54,000 square feet of commercial gross leasable area ("GLA") anchored by a Farm Boy grocery store.

Crombie segregates its development pipeline by expected timing. Near-term projects are financially committed or expected to be committed within the next two years. Currently, Crombie has five developments classified as near-term projects. Upon completion, these projects will total approximately 753,000 square feet of residential GLA and 1,130 residential units, 115,000 square feet of commercial GLA, and 300,000 square feet of retail-related industrial GLA. The geographical breakdown of GLA in square feet is as follows: 535,000 in Vancouver; 145,000 in Victoria; 300,000 in Calgary and 188,000 in Halifax.

These timing and cost estimates are subject to changes, as well as other development risks described in Crombie's first quarter Management's Discussion and Analysis under "Development" and "Risk Management".

Acquisitions

During the first quarter, Crombie acquired a 100% interest in eight income-producing properties, the remaining 50% interest of an existing retail-related industrial asset, and a 100% interest in one land asset, that has since been developed by Crombie as a grocery-anchored property, for a total aggregate purchase price of $90,472 excluding transaction and closing costs. These acquisitions added 518,000 square feet and potential for future density to be added to Crombie's GLA.

Highlighted Subsequent Event

On May 3, 2022, Crombie acquired a 100% interest in a retail property from a subsidiary of Empire totalling 68,000 square feet for $11,000, excluding closing and transaction costs.

Conference Call Invitation

Crombie will provide additional details concerning its period ended March 31, 2022 results on a conference call to be held Thursday, May 12, 2022, beginning at 12:00 p.m. (EDT). Accompanying the conference call will be a presentation that will be available on Crombie's website. To join this conference call, you may dial [phone] or [phone]. You may also listen to a live audio webcast of the conference call by visiting the Investor section of Crombie's website located at www.crombie.ca. Replay will be available until midnight May 19, 2022 by dialing [phone] or [phone] and entering passcode 295675 #, or on the Crombie website for 90 days after the meeting.

Cautionary Statements and Non-GAAP Measures

Same-asset property cash NOI (SANOI), FFO, AFFO, FFO payout ratio, AFFO payout ratio, debt to trailing 12 months adjusted EBITDA, debt to gross fair value, and interest coverage ratio are non-GAAP financial measures that do not have a standardized meaning under International Financial Reporting Standards ("IFRS"). These measures as computed by Crombie may differ from similar computations as reported by other entities and, accordingly, may not be comparable to other such entities. Management includes these measures as they represent key performance indicators to management, and it believes certain investors use these measures as a means of assessing Crombie's financial performance. For additional information on these non-GAAP measures see our Management's Discussion and Analysis for the three months ended March 31, 2022.

The reconciliations for each non-GAAP measure included in this news release are outlined as follows:

Same-Asset Property Cash NOI

Crombie measures certain performance and operating metrics on a same-asset basis to evaluate the period-over-period performance of those properties owned and operated by Crombie. "Same-asset" refers to those properties that were owned and operated by Crombie for the current and comparative reporting periods. Properties that will be undergoing a redevelopment in a future period, including adjacent parcels of land, and those having planning activities underway are also in this category until such development activities commence and/or tenant leasing/renewal activity is suspended. Same‐asset property cash NOI reflects Crombie's proportionate ownership of jointly operated properties (and excludes any properties held in joint ventures).

Management uses net property income on a cash basis (property cash NOI) as a measure of performance as it reflects the cash generated by properties period-over-period.

Net property income on a cash basis, which excludes non-cash straight-line rent recognition and amortization of tenant incentive amounts, is as follows:

	Three months ended March 31,
	2022	2021	Variance
Net property income	$                       69,331	$                       70,136	$                          (805)
Non-cash straight-line rent	(2,079)	(2,714)	635
Non-cash tenant incentive amortization	5,564	4,535	1,029
Property cash NOI	72,816	71,957	859
Acquisitions and dispositions property cash NOI	1,784	2,155	(371)
Development property cash NOI	4,383	4,374	9
Acquisitions, dispositions and development property cash NOI	6,167	6,529	(362)
Same-asset property cash NOI	$                       66,649	$                       65,428	$                        1,221

Funds from Operations (FFO)

Crombie follows the recommendations of the Real Property Association of Canada ("REALPAC")'s January 2022 guidance in calculating FFO. 

The reconciliation of FFO for the three months ended March 31, 2022 and 2021 is as follows:

	Three months ended March 31,
	2022	2021	Variance
Decrease in net assets attributable to Unitholders	$                  (13,777)	$                    (3,031)	$                  (10,746)
Add (deduct):
Amortization of tenant incentives	5,564	4,535	1,029
Gain on disposal of investment properties	—	(11,144)	11,144
Gain on distribution from equity accounted investments	(1,933)	—	(1,933)
Depreciation and amortization of investment properties	18,524	18,454	70
Adjustments for equity accounted investments	942	369	573
Principal payments on right-of-use assets	56	54	2
Internal leasing costs	690	620	70
Finance costs - distributions to Unitholders	39,236	35,220	4,016
Finance costs (income) - change in fair value of financial instruments	(211)	1,026	(1,237)
FFO as calculated based on REALPAC recommendations	$                   49,091	$                   46,103	$                     2,988
Basic weighted average Units (in 000's)	172,664	158,281	14,383
FFO per Unit - basic	$                       0.28	$                       0.29	$                      (0.01)
FFO payout ratio (%)	79.9  %	76.4  %	3.5     %

Adjusted Funds from Operations (AFFO)

Crombie follows the recommendations of REALPAC's January 2022 guidance in calculating AFFO and has applied these recommendations to the AFFO amounts included in this news release and Management's Discussion and Analysis.

The reconciliation of AFFO for the three months ended March 31, 2022 and 2021 is as follows:

	Three months ended March 31,
	2022	2021	Variance
FFO as calculated based on REALPAC recommendations	$                    49,091	$                    46,103	$                     2,988
Add (deduct):
Straight-line rent adjustment	(2,079)	(2,714)	635
Straight-line rent adjustment included in Income from equity accounted investments	161	—	161
Internal leasing costs	(690)	(620)	(70)
Maintenance expenditures on a square footage basis	(4,585)	(3,990)	(595)
AFFO as calculated based on REALPAC recommendations	$                   41,898	$                   38,779	$                     3,119
Basic weighted average Units (in 000's)	172,664	158,281	14,383
AFFO per Unit - basic	$                       0.24	$                       0.25	$                      (0.01)
AFFO payout ratio (%)	93.6 %	90.8 %	2.8 %

Debt Metrics

When calculating debt to gross fair value, debt is defined under the terms of the Declaration of Trust as obligations for borrowed money including obligations incurred in connection with acquisitions, excluding specific deferred taxes payable, trade payables, and accruals in the ordinary course of business and distributions payable. Debt includes Crombie's share of debt held in equity-accounted joint ventures.

Gross fair value includes investment properties measured at fair value, including Crombie's share of those held within joint ventures. All other components of gross fair value are measured at the carrying value included in Crombie's financial statements. Crombie's methodology for determining the fair value of investment properties includes capitalization of trailing 12 months net property income using biannual capitalization rates from external property valuators. The majority of investment properties are also subject to external, independent appraisals on a rotational basis over a period of not more than four years. Valuation techniques are more fully described in Crombie's year end audited financial statements.

The fair value included in this calculation reflects the fair value of the properties as at March 31, 2022 and December 31, 2021, respectively, based on each property's current use as a revenue-generating investment property. During the three months ended March 31, 2022, Crombie's weighted average capitalization rate used in the determination of the fair value of its investment properties remains at 5.65%, unchanged from December 31, 2021. Crombie's weighted average capitalization rate used in the determination of the fair value of its share of investment properties held in equity-accounted joint ventures was 3.52% during the three months ended March 31, 2022, an increase of 0.22% from December 31, 2021. For an explanation of how Crombie determines capitalization rates, see the "Other Disclosures" section of Crombie's first quarter Management's Discussion and Analysis, under "Investment Property Valuation" in the "Use of Estimates and Judgments" section.

	March 31, 2022		December 31,  2021^(1)
Fixed rate mortgages	$                  1,010,459		$                  1,073,895
Senior unsecured notes	1,125,000		1,125,000
Revolving credit facility	3,783		9,220
Joint operation credit facility	9,999		9,904
Bilateral credit facility	—		10,000
Debt held in joint ventures, at Crombie's share ^(2) (3)	267,168		246,308
Lease liabilities	35,095		35,352
Total debt outstanding	2,451,504		2,509,679
Less: Applicable fair value debt adjustment	—		(53)
Adjusted debt	$                  2,451,504		$                  2,509,626
Investment properties, fair value	$                  5,199,000		$                  5,026,000
Investment properties held in joint ventures, fair value, at Crombie's share ^(3)	448,000		387,000
Other assets, cost ^(4)	88,482		102,683
Other assets, cost, held in joint ventures, at Crombie's share ^(3) (4) (5)	22,229		18,370
Cash and cash equivalents	3,915		3,915
Cash and cash equivalents held in joint ventures, at Crombie's share ^(3)	4,953		4,453
Deferred financing charges	9,040		9,769
Interest rate subsidy	—		(53)
Gross fair value	$                  5,775,619		$                  5,552,137
Debt to gross fair value	42.4 %		45.2 %

(1)        The prior year calculation has been restated to include Crombie's share of debt and assets held in joint ventures.

(2)        Includes Crombie's share of fixed and floating rate mortgages, construction loans, revolving credit facility, and lease liabilities held in joint ventures.

(3)        See the "Joint Ventures" section in the Management's Discussion and Analysis.

(4)        Other assets exclude tenant incentives and related accumulated amortization, and accrued straight-line rent receivable.

(5)        Other assets held in joint ventures include deferred financing charges.

The following table presents a reconciliation of property revenue to adjusted EBITDA. Adjusted EBITDA is a non-GAAP measure and should not be considered an alternative to operating income attributable to Unitholders and may not be comparable to that used by other entities.

As of March 31, 2022, where Crombie has completed a number of developments in joint ventures, we have now changed our methodology in calculating adjusted EBITDA to include Crombie's share of revenue, operating expenses, and general and administrative expenses in joint ventures. Interest service coverage calculations now include Crombie's share of finance costs - operations and debt repayments in joint ventures. Prior quarters have been restated to reflect this new methodology.

	Three months ended
	March 31, 2022	December 31, 2021	September 30, 2021	June 30, 2021	March 31, 2021
Property revenue	$             104,946	$             103,832	$             101,517	$             100,006	$             103,537
Property revenue in joint ventures, at Crombie's share	2,356	2,100	1,578	968	442
Amortization of tenant incentives	5,564	5,249	5,187	4,840	4,535
Adjusted property revenue	112,866	111,181	108,282	105,814	108,514
Property operating expenses	(35,615)	(32,430)	(30,216)	(29,814)	(33,401)
Property operating expenses in joint ventures, at Crombie's share	(903)	(724)	(695)	(483)	(203)
General and administrative expenses	(4,853)	(7,367)	(5,728)	(7,351)	(5,038)
General and administrative expenses in joint ventures, at Crombie's share	(150)	(32)	(47)	(110)	(96)
Adjusted EBITDA [1]	$               71,345	$               70,628	$               71,596	$               68,056	$               69,776
Trailing 12 months adjusted EBITDA [3]	$             281,626	$             280,057	$             276,643	$             270,324	$             258,498
Finance costs - operations	$               20,745	$               22,639	$               23,070	$               23,618	$               23,461
Finance costs - operations in joint ventures, at Crombie's share	1,776	1,157	1,031	568	546
Amortization of deferred financing charges	(688)	(742)	(759)	(764)	(802)
Adjusted interest expense [2]	$               21,833	$               23,054	$               23,342	$               23,422	$               23,205
Debt outstanding (see Debt to Gross Fair Value)^(1) [4]	$          2,451,504	$          2,509,626	$          2,651,936	$          2,621,803	$          2,685,835
Interest service coverage ratio  {[1]/[2]}	3.27x	3.06x	3.07x	2.91x	3.01x
Debt to trailing 12 months adjusted EBITDA {[4]/[3]}	8.70x	8.96x	9.59x	9.70x	10.39x

(1)         Includes debt held in joint ventures, at Crombie's share.

This news release contains forward-looking statements that reflect the current expectations of management of Crombie about Crombie's future results, performance, achievements, prospects, and opportunities. Wherever possible, words such as "may", "will", "estimate", "anticipate", "believe", "expect", "intend", and similar expressions have been used to identify these forward-looking statements. These statements reflect current beliefs and are based on information currently available to management of Crombie. Forward-looking statements necessarily involve known and unknown risks and uncertainties. A number of factors, including those discussed in the 2021 annual Management's Discussion and Analysis under "Risk Management" and the Annual Information Form for the year ended December 31, 2021 under "Risks", could cause actual results, performance, achievements, prospects, or opportunities to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully, and a reader should not place undue reliance on the forward-looking statements. There can be no assurance that the expectations of management of Crombie will prove to be correct, and Crombie can give no assurance that actual results will be consistent with these forward-looking statements.

Specifically, this document includes, but is not limited to, forward-looking statements regarding expected timing and costs of development and expected impact on NAV and AFFO growth for projects currently underway and planned into the future, each of which may be impacted by ordinary real estate market cycles, the availability of labour, financing and the cost of any such financing, capital resource allocation decisions and general economic conditions, as well as development activities undertaken by related parties not under the direct control of Crombie.

About Crombie REIT

Crombie Real Estate Investment Trust ("Crombie") invests in real estate that enriches local communities and enables long-term sustainable growth. As one of the country's leading owners, operators, and developers of quality real estate, Crombie's portfolio primarily includes grocery-anchored retail, retail-related industrial, and mixed-used residential properties in Canada's top urban and suburban markets. As at March 31, 2022, our portfolio contains 294 income-producing properties comprising approximately 18.5 million square feet, and a significant pipeline of future development projects. Learn more at www.crombie.ca.

SOURCE Crombie REIT

Media Contact: Clinton Keay, CPA, CA, Chief Financial Officer and Secretary, Crombie REIT, [phone]; Ruth Martin, CPA, CA, Director, Investor Relations and Financial Analysis, Crombie REIT, [phone]