EX-99.1 2 roic-63023xpressreleasexex.htm EX-99.1 Document

Retail Opportunity Investments Corp.                 TRADED: NASDAQ: ROIC
11250 El Camino Real, Suite 200
San Diego, CA 92130

FOR IMMEDIATE RELEASE
Tuesday, July 25, 2023

Retail Opportunity Investments Corp. Reports
2023 Second Quarter Results

San Diego, CA, July 25, 2023 - Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the three and six months ended June 30, 2023.

HIGHLIGHTS
•$9.9 million of net income attributable to common stockholders ($0.08 per diluted share)
•$35.6 million in Funds From Operations (FFO)(1) ($0.27 per diluted share)
•FFO per diluted share guidance for 2023 reaffirmed ($1.05 - $1.11 per diluted share)
•3.2% increase in same-center cash net operating income (2Q‘23 vs. 2Q‘22)
•98.3% portfolio lease rate at 6/30/23 (matching all-time record high)
•429,687 square feet of leases executed (most active 2nd quarter on record)
•988,844 square feet of leases executed during first six months of 2023 (record activity)
•16.8% increase in same-space cash base rents on new leases (6.6% on renewals)
•6.5x net principal debt-to-annualized EBITDA ratio for 2Q‘23
•84.5% of total principal debt outstanding effectively fixed-rate at 6/30/23
•Environmental, Social & Governance annual report issued
•$0.15 per share cash dividend declared
_____________________________________
(1) A reconciliation of GAAP net income to FFO is provided at the end of this press release.

Stuart A. Tanz, President and Chief Executive Officer of Retail Opportunity Investments Corp. stated, “Demand for space across our portfolio continues to be consistent and strong. Capitalizing on the demand, during the second quarter we continued to lease space at a record pace and maintained our portfolio lease rate at an all-time high. Additionally, we continue to achieve solid releasing rent growth on new leases, as well as renewals.” Tanz added, “Our continued success with portfolio operations and leasing is underscored by the fundamental strength and appeal of our West Coast grocery-anchored shopping center portfolio and sound tenant base. We expect that to continue to drive our results in the second half of 2023.”
FINANCIAL RESULTS SUMMARY
For the three months ended June 30, 2023, GAAP net income attributable to common stockholders was $9.9 million, or $0.08 per diluted share, as compared to GAAP net income attributable to common stockholders of $11.5 million, or $0.09 per diluted share, for the three months ended June 30, 2022. For the six months ended June 30, 2023, GAAP net income attributable to common stockholders was $18.1 million, or $0.14 per diluted share, as compared to GAAP net income attributable to common stockholders of $23.1 million, or $0.19 per diluted share, for the six months ended June 30, 2022.

FFO for the second quarter of 2023 was $35.6 million, or $0.27 per diluted share, as compared to $36.7 million in FFO, or $0.28 per diluted share for the second quarter of 2022. FFO for the first six months of 2023 was $69.4 million, or $0.52 per diluted share, as compared to $72.9 million in FFO, or $0.55 per diluted share for the first six months of 2022. ROIC


reports FFO as a supplemental performance measure in accordance with the definition set forth by the National Association of Real Estate Investment Trusts. A reconciliation of GAAP net income to FFO is provided at the end of this press release.

For the second quarter of 2023, same-center net operating income (NOI) was $53.2 million, as compared to $51.5 million in same-center NOI for the second quarter of 2022, representing a 3.2% increase. For the first six months of 2023, same-center NOI increased 1.3% as compared to same-center NOI for the first six months of 2022. ROIC reports same-center NOI on a cash basis. A reconciliation of GAAP operating income to same-center NOI is provided at the end of this press release.

At June 30, 2023, ROIC had total real estate assets (before accumulated depreciation) of approximately $3.4 billion and approximately $1.4 billion of principal debt outstanding, of which approximately $1.3 billion was unsecured debt, including $63.0 million outstanding on its $600.0 million unsecured credit facility. For the second quarter of 2023, ROIC’s net principal debt-to-annualized EBITDA ratio was 6.5 times, and 84.5% of its total principal debt outstanding was effectively fixed-rate at June 30, 2023.
PROPERTY OPERATIONS SUMMARY
At June 30, 2023, ROIC’s portfolio was 98.3% leased. During the second quarter of 2023, ROIC executed 128 leases, totaling 429,687 square feet, including 45 new leases, totaling 88,830 square feet, achieving a 16.8% increase in same-space comparative base rent, and 83 renewed leases, totaling 340,857 square feet, achieving a 6.6% increase in base rent. ROIC reports same-space comparative new lease and renewal base rents on a cash basis.
ENVIRONMENTAL, SOCIAL & GOVERNANCE SUMMARY
In April 2023, ROIC was selected, for the third consecutive year, as a Green Lease Leader by the U.S. Department of Energy’s Better Buildings Alliance and the Institute for Market Transformation. Specifically, ROIC was awarded 2023 Green Lease Leader “Gold” level designation in recognition of its continued success in collaborating with tenants on energy efficiency, decarbonization, air quality and other environmental and social issues.

In June 2023, ROIC issued its fourth Environmental, Social and Governance (ESG) annual report, detailing it’s ESG achievements during 2022, as well as its ongoing initiatives and goals. The report was prepared in accordance with the Sustainability Accounting Standards Board (SASB) standards, the Task Force on Climate-related Financial Disclosures (TCFD) framework, and the United Nations Sustainable Development Goals (SDG). The report is available at: https://www.roireit.net/esg
DIVIDEND SUMMARY
On July 7, 2023, ROIC distributed a $0.15 per share cash dividend. On July 25, 2023, the Board declared a cash dividend of $0.15 per share, payable on October 6, 2023 to stockholders of record on September 15, 2023.
CONFERENCE CALL
ROIC will conduct a conference call to discuss its results on Wednesday, July 26, 2023 at 12:00 p.m. Eastern Time / 9:00 a.m. Pacific Time.

To participate in the conference call, click on the following link (ten minutes prior to the call) to register:
https://register.vevent.com/register/BI4b8698f12a6e4ed999de6434d0df2e87

Once registered, participants will have the option of: 1) dialing in from their phone (using a PIN); or 2) clicking the “Call Me” option to receive an automated call directly to their phone.

The conference call will also be available live (in a listen-only mode) at: https://edge.media-server.com/mmc/p/5u6nvqev

The conference call will be recorded and available for replay following the conclusion of the live broadcast and will be accessible up to one year on ROIC’s website, specifically on its Investor Relations Events & Presentations page:
https://investor.roicreit.com/events-presentations


ABOUT RETAIL OPPORTUNITY INVESTMENTS CORP.
Retail Opportunity Investments Corp. (NASDAQ: ROIC), is a fully-integrated, self-managed real estate investment trust (REIT) that specializes in the acquisition, ownership and management of grocery-anchored shopping centers located in densely-populated, metropolitan markets across the West Coast. As of June 30, 2023, ROIC owned 93 shopping centers encompassing approximately 10.6 million square feet. ROIC is the largest publicly-traded, grocery-anchored shopping center REIT focused exclusively on the West Coast. ROIC is a member of the S&P SmallCap 600 Index and has investment-grade corporate debt ratings from Moody's Investor Services, S&P Global Ratings and Fitch Ratings, Inc. Additional information is available at: www.roireit.net.

When used herein, the words "believes," "anticipates," "projects," "should," "estimates," "expects," “guidance” and similar expressions are intended to identify forward-looking statements with the meaning of that term in Section 27A of the Securities Act of 1933, as amended, and in Section 21F of the Securities and Exchange Act of 1934, as amended. Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results of ROIC to differ materially from future results expressed or implied by such forward-looking statements. Information regarding such risks and factors is described in ROIC's filings with the SEC, including its most recent Annual Report on Form 10-K, which is available at: www.roireit.net.


RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Balance Sheets
(In thousands, except share data)
June 30, 2023
(unaudited)		December 31, 2022
ASSETS  
Real Estate Investments:  
Land$958,397 $958,236 
Building and improvements2,467,962 2,452,857 
 3,426,359 3,411,093 
Less:  accumulated depreciation615,501 578,593 
2,810,858 2,832,500 
Mortgage note receivable4,741 4,786 
Real Estate Investments, net2,815,599 2,837,286 
Cash and cash equivalents5,296 5,598 
Restricted cash2,069 1,861 
Tenant and other receivables, net57,336 57,546 
Deposits— 500 
Acquired lease intangible assets, net48,564 52,428 
Prepaid expenses2,251 5,957 
Deferred charges, net30,011 26,683 
Other assets17,433 16,420 
Total assets$2,978,559 $3,004,279 
LIABILITIES AND EQUITY  
Liabilities:  
Term loan$299,435 $299,253 
Credit facility63,000 88,000 
Senior Notes947,673 946,849 
Mortgage notes payable60,486 60,917 
Acquired lease intangible liabilities, net145,685 152,117 
Accounts payable and accrued expenses43,733 22,885 
Tenants’ security deposits7,894 7,701 
Other liabilities42,722 41,959 
Total liabilities1,610,628 1,619,681 
Commitments and contingencies
Equity:  
Preferred stock, $0.0001 par value 50,000,000 shares authorized; none issued and outstanding— — 
Common stock, $0.0001 par value, 500,000,000 shares authorized; 126,003,795 and 124,538,811 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively
13 12 
Additional paid-in capital1,625,667 1,612,126 
Accumulated dividends in excess of earnings(335,755)(315,984)
Accumulated other comprehensive income1,337 14 
Total Retail Opportunity Investments Corp. stockholders’ equity1,291,262 1,296,168 
Non-controlling interests76,669 88,430 
Total equity1,367,931 1,384,598 
Total liabilities and equity$2,978,559 $3,004,279 


RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)

 Three Months Ended June 30,Six Months Ended June 30,
 2023202220232022
Revenues  
Rental revenue$79,630 $77,218 $158,629 $152,255 
Other income2,410 1,007 2,707 2,443 
Total revenues82,040 78,225 161,336 154,698 
Operating expenses
Property operating13,581 12,672 27,783 24,763 
Property taxes8,924 8,416 17,768 16,936 
Depreciation and amortization25,126 24,350 50,230 48,112 
General and administrative expenses5,776 5,702 11,096 10,942 
Other expense482 488 654 667 
Total operating expenses53,889 51,628 107,531 101,420 
Operating income28,151 26,597 53,805 53,278 
Non-operating expenses  
Interest expense and other finance expenses(17,633)(14,283)(34,591)(28,498)
Net income10,518 12,314 19,214 24,780 
Net income attributable to non-controlling interests(589)(807)(1,143)(1,632)
Net Income Attributable to Retail Opportunity Investments Corp.$9,929 $11,507 $18,071 $23,148 
Earnings per share – basic and diluted$0.08 $0.09 $0.14 $0.19 
Dividends per common share$0.15 $0.13 $0.30 $0.26 





CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)

Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Net income attributable to ROIC$9,929 $11,507 $18,071 $23,148 
Plus:  Depreciation and amortization25,126 24,350 50,230 48,112 
Funds from operations – basic35,055 35,857 68,301 71,260 
Net income attributable to non-controlling interests589 807 1,143 1,632 
Funds from operations – diluted$35,644 $36,664 $69,444 $72,892 

SAME-CENTER CASH NET OPERATING INCOME ANALYSIS
(Unaudited)
(In thousands, except number of shopping centers and percentages)

Three Months Ended June 30,Six Months Ended June 30,
20232022$ Change% Change20232022$ Change% Change
Number of shopping centers included in same-center analysis89 89 87 87 
Same-center leased rate98.3 %97.7 %0.6 %98.3 %97.7 %0.6 %
Revenues:
Base rents$55,206 $53,459 $1,747 3.3 %$108,530 $105,560 $2,970 2.8 %
Percentage rent269 157 112 71.3 %634 356 278 78.1 %
Recoveries from tenants19,464 18,237 1,227 6.7 %38,580 36,155 2,425 6.7 %
Other property income1,288 827 461 55.7 %1,402 1,873 (471)(25.1)%
Bad debt(864)(133)(731)549.6 %(1,674)(718)(956)133.1 %
Total Revenues75,363 72,547 2,816 3.9 %147,472 143,226 4,246 3.0 %
Operating Expenses
Property operating expenses13,524 12,785 739 5.8 %27,128 24,737 2,391 9.7 %
Property taxes8,681 8,276 405 4.9 %17,033 16,540 493 3.0 %
Total Operating Expenses22,205 21,061 1,144 5.4 %44,161 41,277 2,884 7.0 %
Same-Center Cash Net Operating Income$53,158 $51,486 $1,672 3.2 %$103,311 $101,949 $1,362 1.3 %



SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)

 Three Months Ended June 30,Six Months Ended June 30,
 2023202220232022
GAAP operating income$28,151 $26,597 $53,805 $53,278 
Depreciation and amortization25,126 24,350 50,230 48,112 
General and administrative expenses5,776 5,702 11,096 10,942 
Other expense482 488 654 667 
Straight-line rent(979)(915)(1,326)(1,366)
Amortization of above- and below-market rent(2,609)(3,254)(5,473)(6,311)
Property revenues and other expenses (1)
(634)(32)(629)(129)
Total Company cash NOI55,313 52,936 108,357 105,193 
Non same-center cash NOI(2,155)(1,450)(5,046)(3,244)
Same-center cash NOI$53,158 $51,486 $103,311 $101,949 
____________________
(1)Includes anchor lease termination fees, net of contractual amounts, if any, expense and recovery adjustments related to prior periods and other miscellaneous adjustments.

NON-GAAP DISCLOSURES
Funds from operations (“FFO”), is a widely recognized non-GAAP financial measure for REITs that the Company believes when considered with financial statements presented in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs, most of which present FFO along with net income as calculated in accordance with GAAP. The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income attributable to common stockholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring, sales of depreciable property and impairments, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures.

The Company uses cash net operating income (“NOI”) internally to evaluate and compare the operating performance of the Company’s properties. The Company believes cash NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level, and when compared across periods, can be used to determine trends in earnings of the Company’s properties as this measure is not affected by the non-cash revenue and expense recognition items, the cost of the Company’s funding, the impact of depreciation and amortization expenses, gains or losses from the acquisition and sale of operating real estate assets, general and administrative expenses or other gains and losses that relate to the Company’s ownership of properties. The Company believes the exclusion of these items from operating income is useful because the resulting measure captures the actual revenue generated and actual expenses incurred in operating the Company’s properties as well as trends in occupancy rates, rental rates and operating costs. Cash NOI is a measure of the operating performance of the Company’s properties but does not measure the Company’s performance as a whole and is therefore not a substitute for net income or operating income as computed in accordance with GAAP. The Company defines cash NOI as operating revenues (base rent and recoveries from tenants), less property and related expenses (property operating expenses and property taxes), adjusted for non-cash revenue and operating expense items such as straight-line rent and amortization of lease intangibles, debt-related expenses and other adjustments. Cash NOI also excludes general and administrative expenses, depreciation and amortization, acquisition transaction costs, other expense, interest expense, gains and losses from property acquisitions and dispositions, extraordinary items, tenant improvements


and leasing commissions. Other REITs may use different methodologies for calculating cash NOI, and accordingly, the Company’s cash NOI may not be comparable to other REITs.

Contact:
Nicolette O’Leary
Director of Investor Relations
858-677-0900
noleary@roireit.net