VANCOUVER, Nov. 9, 2023
/PRNewswire/ -- City Office REIT, Inc. (NYSE: CIO) (the "Company,"
"City Office," "we" or "our") today announced its results for the
quarter ended September 30, 2023.
Third Quarter Highlights
- Rental and other revenues were $44.2
million. GAAP net loss attributable to common stockholders
was approximately $1.9 million, or
($0.05) per fully diluted share;
- Core FFO was approximately $13.7
million, or $0.34 per fully
diluted share;
- AFFO was approximately $6.3
million, or $0.15 per fully
diluted share;
- Same Store Cash NOI increased 2.2% as compared to the
third quarter of 2022;
- In-place occupancy was 85.4% as of quarter end;
- Executed approximately 119,000 square feet of new and renewal
leases during the quarter;
- Completed loan renewals on two property loans, extending each
maturity date by five years;
- Declared a third quarter dividend of $0.10 per share of common stock, paid on
October 24, 2023; and
- Declared a third quarter dividend of $0.4140625 per share of Series A Preferred Stock,
paid on October 24, 2023.
"The vast majority of our portfolio value is concentrated in
either newly constructed trophy assets or high-quality, renovated
buildings with fantastic locations. With tenant leasing
demand focused on this category of properties, we believe City
Office is positioned to drive leasing execution and value
creation," commented James Farrar,
the Company's Chief Executive Officer.
"Operationally during the quarter, we completed 119,000 square
feet of leasing. Same Store Cash NOI increased by 2.2% as
compared to the prior year quarter and 4.2% for the first nine
months of 2023 as compared to the same period in the prior
year. Positive lease renewal cash rent spreads continued with
a healthy 3.1% achieved in the third quarter and 5.1% achieved for
lease renewals signed during the last twelve months. Also
during the third quarter, we extended $40.8
million of maturing property loans by five years at an
effective 7.05% fixed interest rate."
A reconciliation of certain non-GAAP financial measures,
including FFO, Core FFO, AFFO, NOI, Same Store NOI, Same Store Cash
NOI and their equivalent per share measures, to the most directly
comparable financial measure under U.S. generally accepted
accounting principles ("GAAP") can be found at the end of this
release.
Portfolio Operations
The Company reported that its total portfolio as of September 30, 2023 contained 5.7 million net
rentable square feet and was 85.4% occupied.
Same Store Cash NOI increased 2.2% for the three months ended
September 30, 2023 as compared to the
same period in the prior year. Same Store Cash NOI increased
4.2% for the nine months ended September 30,
2023 as compared to the same period in the prior
year.
Leasing Activity
The Company's total leasing activity during the third quarter of
2023 was approximately 119,000 square feet, which included 33,000
square feet of new leasing and 86,000 square feet of renewals.
Approximately 73,000 square feet of leases signed within the
quarter will commence subsequent to quarter end.
New Leasing – New leases were signed with a weighted
average lease term of 6.8 years at a weighted average annual rent
of $32.10 per square foot and at a
weighted average cost of $8.82 per
square foot per year.
Renewal Leasing – Renewal leases were signed with a
weighted average lease term of 4.1 years at a weighted average
annual rent of $36.51 per square foot
and at a weighted average cost of $2.92 per square foot per year.
Capital Structure
As of September 30, 2023, the
Company had total principal outstanding debt of approximately
$674.3 million. Approximately 91.1%
of the Company's debt was fixed rate or effectively fixed rate due
to interest rate swaps. City Office's total principal outstanding
debt had a weighted average maturity of approximately 2.8 years and
a weighted average interest rate of 4.8%.
During the quarter, the Company entered into amended and
restated loan agreements for each of the FRP Collection and
Carillon Point properties. The FRP Collection property is a subset
of our Florida Research Park portfolio. The loan amendments for the
combined $40.8 million of loans
extended the term of each loan by an additional five years to 2028.
The loan amendments also amended the interest rates from fixed to
floating. In conjunction with the loan amendments, the
Company entered into two five-year interest rate swap agreements,
effectively fixing the interest rate of each loan at 7.05% for the
five-year term.
Dividends
On September 15, 2023, the
Company's Board of Directors approved and the Company declared a
cash dividend of $0.10 per share of
the Company's common stock for the three months ended September 30, 2023. The dividend was paid on
October 24, 2023 to common
stockholders and unitholders of record as of October 10, 2023.
On September 15, 2023, the
Company's Board of Directors approved and the Company declared a
cash dividend of $0.4140625 per share
of the Company's 6.625% Series A Preferred Stock for the three
months ended September 30, 2023. The
dividend was paid on October 24, 2023
to preferred stockholders of record as of October 10, 2023.
2023 Outlook
Following the Company's performance year-to-date and
expectations for the remainder of 2023, the Company is reiterating
the components of full year 2023 guidance provided in the Company's
second quarter 2023 earnings report.
The Company's guidance is based on current plans and assumptions
and subject to the risks and uncertainties more fully described in
the Company's filings with the United States Securities and
Exchange Commission. This outlook reflects management's view of
current and future market conditions, including assumptions such as
timing and magnitude of future acquisitions and dispositions, if
any, rental rates, occupancy levels, leasing activity, our ability
to renew expiring leases, uncollectible rents, operating and
general administrative expenses, weighted average diluted
shares outstanding and rising interest rates. The Company
reminds investors that the impacts of the COVID-19 pandemic,
inflation and general market conditions are uncertain and
impossible to predict. See "Forward-looking Statements"
below.
Webcast and Conference Call Details
City Office's management will hold a conference call at
11:00 am Eastern Time on November 9, 2023.
The webcast will be available under the "Investor Relations"
section of the Company's website at www.cioreit.com. The
conference call can be accessed by dialing 1-833-470-1428 for
domestic callers and 1-404-975-4839 for international
callers. The passcode for the conference call is 407490.
A replay of the call will be available later in the day on
November 9, 2023, continuing through
February 7, 2024 and can be accessed
by dialing 1-866-813-9403 for domestic callers and 1-929-458-6194
for international callers. The passcode for the replay is
717271. A replay will also be available for twelve months
following the call at "Webcasts & Events" in the "Investor
Relations" section of the Company's website.
A supplemental financial information package to accompany the
discussion of the results will be posted on www.cioreit.com under
the "Investor Relations" section.
Non-GAAP Financial Measures
Funds from Operations ("FFO") – The National Association
of Real Estate Investment Trusts ("NAREIT") states FFO should
represent net income or loss (computed in accordance with GAAP)
plus real estate related depreciation and amortization (excluding
amortization of deferred financing costs) and after adjustments of
unconsolidated partnerships and joint ventures, gains or losses on
the sale of property and impairments to real estate.
The Company uses FFO as a supplemental performance measure
because the Company believes that FFO is beneficial to investors as
a starting point in measuring the Company's operational
performance. We also believe that, as a widely recognized
measure of the performance of REITs, FFO will be used by investors
as a basis to compare the Company's operating performance with that
of other REITs.
However, because FFO excludes depreciation and amortization and
captures neither the changes in the value of the Company's
properties that result from use or market conditions nor the level
of capital expenditures and leasing commissions necessary to
maintain the operating performance of the Company's properties, all
of which have real economic effects and could materially impact the
Company's results from operations, the utility of FFO as a measure
of the Company's performance is limited. In addition, other
equity REITs may not calculate FFO in accordance with the NAREIT
definition as the Company does, and, accordingly, the Company's FFO
may not be comparable to such other REITs' FFO. Accordingly,
FFO should be considered only as a supplement to net income as a
measure of the Company's performance.
Core Funds from Operations ("Core FFO") – We calculate
Core FFO by using FFO as defined by NAREIT and adjusting for
certain other non-core items. We also exclude from our
Core FFO calculation acquisition costs, loss on early
extinguishment of debt, changes in the fair value of earn-outs,
changes in fair value of contingent consideration and the
amortization of stock based compensation.
We believe Core FFO provides a useful metric in comparing
operations between reporting periods and in assessing the
sustainability of our ongoing operating performance. Other equity
REITs may calculate Core FFO differently or not at all, and,
accordingly, the Company's Core FFO may not be comparable to such
other REITs' Core FFO.
Adjusted Funds from Operations ("AFFO") – We compute AFFO
by adding to Core FFO the non-cash amortization of deferred
financing fees and non-real estate depreciation and then
subtracting cash paid for recurring tenant improvements, leasing
commissions, and capital expenditures, and eliminating the net
effect of straight-line rent / expense, deferred market rent and
debt fair value amortization. Recurring capital expenditures
exclude development / redevelopment activities, capital
expenditures planned at acquisition and costs to reposition a
property. We exclude first generation leasing costs within
the first two years of acquisition, which are generally to fill
vacant space in properties we acquire or were planned at
acquisition. We have further excluded all costs associated
with tenant improvements, leasing commissions and capital
expenditures which were funded by the entity contributing the
properties at closing.
Along with FFO and Core FFO, we believe AFFO provides investors
with appropriate supplemental information to evaluate the ongoing
operations of the Company. Other equity REITs may calculate AFFO
differently, and, accordingly, the Company's AFFO may not be
comparable to such other REITs' AFFO.
Net Operating Income ("NOI") – We define NOI as
rental and other revenues less property operating
expenses.
We consider NOI to be an appropriate supplemental performance
measure to net income because we believe it provides information
useful in understanding the core operations and operating
performance of our portfolio.
Same Store Net Operating Income ("Same Store NOI") and Same
Store Cash Net Operating Income ("Same Store Cash NOI") –
Same Store NOI and Same Store Cash NOI are calculated as the NOI
attributable to the properties continuously owned and operated for
the entirety of the reporting periods presented. The Company's
definition of Same Store NOI and Same Store Cash NOI excludes
properties that were not stabilized during both of the applicable
reporting periods. These exclusions may include, but are not
limited to, acquisitions, dispositions and properties undergoing
repositioning or significant renovations.
We believe Same Store NOI and Same Store Cash NOI are important
measures of comparison because it allows for comparison of
operating results of stabilized properties owned and operated for
the entirety of both applicable periods and therefore eliminates
variations caused by acquisitions, dispositions or repositionings
during such periods. Other REITs may calculate Same Store NOI and
Same Store Cash NOI differently and our calculation should not be
compared to that of other REITs.
Forward-looking Statements
This press release contains certain "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
Certain statements contained in this press release, including those
that express a belief, expectation or intention, as well as those
that are not statements of historical fact, are forward-looking
statements within the meaning of the federal securities laws and as
such are based upon the Company's current beliefs as to the outcome
and timing of future events. Forward-looking statements are
generally identifiable by use of forward-looking terminology such
as "approximately," "anticipate," "assume," "believe," "budget,"
"contemplate," "continue," "could," "estimate," "expect," "future,"
"hypothetical," "intend," "may," "outlook," "plan," "potential,"
"predict," "project," "seek," "should," "target," "will" or
other similar words or expressions. There can be no assurance that
actual forward-looking statements, including projected capital
resources, projected profitability and portfolio performance,
estimates or developments affecting the Company will be those
anticipated by the Company. Examples of forward-looking statements
include those pertaining to expectations regarding our financial
performance, including under metrics such as NOI and FFO, market
rental rates, national or local economic growth, including the
impact of inflation, estimated replacement costs of our properties,
the Company's expectations regarding tenant occupancy, re-leasing
periods, the Company's ability to renew expiring leases,
tenant compliance with contractual lease obligations, projected
capital improvements, expected sources of financing and ability to
service existing financing, expectations as to the likelihood and
timing of closing of acquisitions, dispositions, or other
transactions, the expected operating performance of the Company's
current properties, anticipated near-term acquisitions and
descriptions relating to these expectations, including, without
limitation, the anticipated net operating income yield and cap
rates, lower than expected yields, increased interest rates,
operating costs and costs of capital, and changes in local,
regional, national and international economic conditions, including
as a result of the ongoing COVID-19 pandemic. Forward-looking
statements presented in this press release are based on
management's beliefs and assumptions made by, and information
currently available to, management.
The forward-looking statements contained in this press release
are based on historical performance and management's current plans,
estimates and expectations in light of information currently
available to us and are subject to uncertainty and changes in
circumstances. There can be no assurance that future developments
affecting us will be those that we have anticipated. Actual results
may differ materially from these expectations due to the factors,
risks and uncertainties described above, changes in global,
regional or local political, economic, business, competitive,
market, regulatory and other factors described in our news releases
and filings with the SEC, including but not limited to those
described in our Annual Report on Form 10-K for the year ended
December 31, 2022 under the heading
"Risk Factors" and in our subsequent reports filed with the SEC,
many of which are beyond our control. Should one or more of these
risks or uncertainties materialize, or should any of our
assumptions prove to be incorrect, our actual results may vary in
material respects from what we may have expressed or implied by
these forward-looking statements. We caution that you should not
place undue reliance on any of our forward-looking statements. Any
forward-looking statement made by us in this press release speaks
only as of the date of this press release. Factors or events that
could cause our actual results to differ may emerge from time to
time, and it is not possible for us to predict all of them. The
Company does not guarantee that the assumptions underlying such
forward-looking statements contained in this press release are free
from errors. Unless otherwise stated, historical financial
information and per share and other data are as of September 30, 2023 or relate to the quarter ended
September 30, 2023. We undertake no
obligation to publicly update any forward-looking statement,
whether as a result of new information, future developments or
otherwise, except as may be required by applicable securities
laws.
City Office REIT,
Inc
Condensed
Consolidated Balance Sheets
(Unaudited)
(In thousands,
except par value and share data)
|
|
|
September
30,
2023
|
|
December
31,
2022
|
Assets
|
|
|
|
Real estate
properties
|
|
|
|
Land
|
$
193,524
|
|
$
199,537
|
Building and
improvement
|
1,192,463
|
|
1,215,000
|
Tenant
improvement
|
150,648
|
|
139,365
|
Furniture, fixtures
and equipment
|
726
|
|
689
|
|
1,537,361
|
|
1,554,591
|
Accumulated
depreciation
|
(207,625)
|
|
(175,720)
|
|
1,329,736
|
|
1,378,871
|
Cash and cash
equivalents
|
36,738
|
|
28,187
|
Restricted
cash
|
15,553
|
|
16,075
|
Rents receivable,
net
|
51,012
|
|
44,429
|
Deferred leasing
costs, net
|
20,974
|
|
21,989
|
Acquired lease
intangible assets, net
|
47,290
|
|
55,438
|
Other
assets
|
30,869
|
|
29,450
|
Total
Assets
|
$
1,532,172
|
|
$
1,574,439
|
Liabilities and
Equity
|
|
|
|
Liabilities:
|
|
|
|
Debt
|
$
670,814
|
|
$
690,099
|
Accounts payable and
accrued liabilities
|
37,941
|
|
35,753
|
Deferred
rent
|
7,684
|
|
9,147
|
Tenant rent
deposits
|
7,208
|
|
7,040
|
Acquired lease
intangible liabilities, net
|
8,079
|
|
9,150
|
Other
liabilities
|
15,992
|
|
20,076
|
Total
Liabilities
|
747,718
|
|
771,265
|
Commitments and
Contingencies
|
|
|
|
Equity:
|
|
|
|
6.625% Series A
Preferred stock, $0.01 par value per share, 5,600,000 shares
authorized,
4,480,000 issued and outstanding as of
September 30, 2023 and December 31, 2022
|
112,000
|
|
112,000
|
Common stock, $0.01
par value, 100,000,000 shares authorized, 39,938,451 and
39,718,767
shares issued and outstanding as of September
30, 2023 and December 31, 2022
|
399
|
|
397
|
Additional paid-in
capital
|
437,800
|
|
436,161
|
Retained
earnings
|
229,770
|
|
251,542
|
Accumulated other
comprehensive income
|
4,153
|
|
2,731
|
Total Stockholders'
Equity
|
784,122
|
|
802,831
|
Non-controlling
interests in properties
|
332
|
|
343
|
Total
Equity
|
784,454
|
|
803,174
|
Total Liabilities and
Equity
|
$
1,532,172
|
|
$
1,574,439
|
City Office REIT, Inc.
Condensed Consolidated Statements of
Operations
(Unaudited)
(In thousands, except per share
data)
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
|
Rental and other revenues
|
$
44,214
|
|
$
45,522
|
|
$
134,775
|
|
$
135,871
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
Property operating
expenses
|
17,644
|
|
17,412
|
|
52,610
|
|
50,736
|
General and
administrative
|
3,531
|
|
3,506
|
|
10,963
|
|
10,575
|
Depreciation and
amortization
|
14,723
|
|
15,555
|
|
45,795
|
|
47,072
|
Total operating
expenses
|
35,898
|
|
36,473
|
|
109,368
|
|
108,383
|
|
|
|
|
|
|
|
|
Operating
income
|
8,316
|
|
9,049
|
|
25,407
|
|
27,488
|
Interest
expense:
|
|
|
|
|
|
|
|
Contractual interest
expense
|
(7,853)
|
|
(6,582)
|
|
(23,807)
|
|
(18,311)
|
Amortization of
deferred financing costs and debt fair value
|
(333)
|
|
(303)
|
|
(979)
|
|
(917)
|
|
(8,186)
|
|
(6,885)
|
|
(24,786)
|
|
(19,228)
|
Net (loss)/gain on
disposition of real estate property
|
—
|
|
—
|
|
(134)
|
|
21,658
|
Net income
|
130
|
|
2,164
|
|
487
|
|
29,918
|
Less:
|
|
|
|
|
|
|
|
Net income
attributable to non-controlling interests in properties
|
(173)
|
|
(175)
|
|
(506)
|
|
(510)
|
Net (loss)/income attributable to the
Company
|
(43)
|
|
1,989
|
|
(19)
|
|
29,408
|
Preferred stock
distributions
|
(1,855)
|
|
(1,855)
|
|
(5,565)
|
|
(5,565)
|
Net (loss)/income attributable to common
stockholders
|
$
(1,898)
|
|
$
134
|
|
$
(5,584)
|
|
$
23,843
|
|
|
|
|
|
|
|
|
Net (loss)/income per
common share:
|
|
|
|
|
|
|
|
Basic
|
$
(0.05)
|
|
$
0.00
|
|
$
(0.14)
|
|
$
0.56
|
Diluted
|
$
(0.05)
|
|
$
0.00
|
|
$
(0.14)
|
|
$
0.55
|
Weighted average common
shares outstanding:
|
|
|
|
|
|
|
|
Basic
|
39,938
|
|
41,351
|
|
39,917
|
|
42,838
|
Diluted
|
39,938
|
|
42,125
|
|
39,917
|
|
43,663
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend distributions
declared per common share
|
$
0.10
|
|
$
0.20
|
|
$
0.40
|
|
$
0.60
|
|
|
|
|
|
|
|
|
City Office REIT,
Inc.
Reconciliation of
Net Income to FFO, Core FFO and AFFO
(Unaudited)
(In thousands,
except per share data)
|
|
|
Three Months
Ended
September 30,
2023
|
|
|
Net loss attributable
to common stockholders
|
$
(1,898)
|
(+) Depreciation and
amortization
|
14,723
|
|
12,825
|
Non-controlling
interests in properties:
|
|
(+) Share of net
income
|
173
|
(-) Share of
FFO
|
(332)
|
FFO attributable to
common stockholders
|
$
12,666
|
(+) Stock based
compensation
|
1,024
|
Core FFO attributable
to common stockholders
|
$
13,690
|
(-) Net recurring
straight-line rent/expense adjustment
|
(831)
|
(+) Net amortization
of above and below market leases
|
34
|
(+) Net amortization
of deferred financing costs and debt fair value
|
330
|
(-) Net recurring
tenant improvements and incentives
|
(3,655)
|
(-) Net recurring
leasing commissions
|
(1,027)
|
(-) Net recurring
capital expenditures
|
(2,228)
|
AFFO attributable to
common stockholders
|
$
6,313
|
|
|
FFO per common
share
|
$
0.31
|
Core FFO per common
share
|
$
0.34
|
AFFO per common
share
|
$
0.15
|
|
|
Dividends distributions
declared per common share
|
$
0.10
|
FFO Payout
Ratio
|
32 %
|
Core FFO Payout
Ratio
|
30 %
|
AFFO Payout
Ratio
|
65 %
|
|
|
Weighted average common
shares outstanding - diluted
|
40,803
|
City Office REIT,
Inc.
Reconciliation of
Rental and Other Revenues to Same Store NOI and Same Store Cash
NOI
(Unaudited)
(In
thousands)
|
|
|
Three Months
Ended
September 30,
|
|
Nine Months
Ended
September 30,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
|
Rental and other
revenues
|
$
44,214
|
|
$
45,522
|
|
$
134,775
|
|
$
135,871
|
Property operating
expenses
|
17,644
|
|
17,412
|
|
52,610
|
|
50,736
|
Net operating income
("NOI")
|
$
26,570
|
|
$
28,110
|
|
$
82,165
|
|
$
85,135
|
Less: NOI of properties
not included in same store
|
(598)
|
|
(2,215)
|
|
(2,059)
|
|
(8,362)
|
Same store
NOI
|
$
25,972
|
|
$
25,895
|
|
$
80,106
|
|
$
76,773
|
Less:
|
|
|
|
|
|
|
|
Termination fee
income
|
(23)
|
|
(257)
|
|
(372)
|
|
(927)
|
Straight-line
rent/expense adjustment
|
(875)
|
|
(1,102)
|
|
(3,474)
|
|
(2,746)
|
Above and below market
leases
|
41
|
|
20
|
|
105
|
|
147
|
NCI in properties –
share in cash NOI
|
(453)
|
|
(419)
|
|
(1,330)
|
|
(1,217)
|
Same store cash
NOI
|
$
24,662
|
|
$
24,137
|
|
$
75,035
|
|
$
72,030
|
Contact
City Office REIT, Inc.
Anthony Maretic, CFO
+1-604-806-3366
investorrelations@cityofficereit.com
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SOURCE City Office REIT, Inc.