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Press Release

Ramco-Gershenson Properties Trust Reports Financial and Operating Results for the Third Quarter 2017

Company Release - 10/31/2017 4:15 PM ET

FARMINGTON HILLS, Mich., Oct. 31, 2017 (GLOBE NEWSWIRE) -- Ramco-Gershenson Properties Trust (NYSE:RPT) today announced its financial and operating results for the three and nine months ended September 30, 2017.

THIRD QUARTER FINANCIAL AND OPERATING RESULTS:

  • Net income available to common shareholders of $0.33 per diluted share, compared to $0.15 per diluted share for the same period in 2016, reflecting higher gains on real estate sales during the third quarter of 2017.
  • Operating Funds from Operations (“Operating FFO”) of $0.34 per diluted share, compared to $0.34 per diluted share for the same period in 2016.
  • Generated same property NOI growth with redevelopment of 1.4% for the three months ended September 30, 2017, positively impacted by strong minimum rent growth of 2.7%, offset by higher expenses net of recovery income as compared to the same period in 2016.
  • Sold $98 million in non-core properties, including five Michigan shopping centers.
  • Posted portfolio leased occupancy of 93.0%, compared to 94.2% for the same period in 2016.
  • Signed 38 comparable leases encompassing 193,561 square feet at a positive leasing spread of 12.3% with an average base rent of $20.67 per square feet.
  • Increased ABR to $14.49 per square foot, compared to $13.71 for the same period in 2016.

"We executed on a number of our priorities during the third quarter. We posted strong leasing results characterized by double-digit rental increases, reduced leverage by selling Michigan assets and further strengthened the balance sheet by renewing and extending our line of credit, lengthening our average debt maturity to over six years," said Dennis Gershenson, President and Chief Executive Officer. "For the remainder of the year, we will remain focused on delivering our stated operating and financial objectives."

FINANCIAL RESULTS:

For the three months ended September 30, 2017:

  • Net income available to common shareholders of $27.3 million, which included $24.5 million gain on real estate sales, or $0.33 per diluted share, compared to $11.9 million, which included $9.4 million gain on real estate sales, or $0.15 per diluted share for the same period in 2016. 
  • Funds from Operations (“FFO”) of $30.1 million, or $0.35 per diluted share, compared to $27.8 million, or $0.32 per diluted share for the same period in 2016.
  • Operating FFO of $29.6 million, or $0.34 per diluted share, compared to $30.0 million or $0.34 per diluted share for the same period in 2016. 

For the nine months ended September 30, 2017:

  • Net income available to common shareholders of $43.1 million, or $0.54 per diluted share, compared to $47.7 million, or $0.60 per diluted share for the same period in 2016. 
  • FFO of $92.0 million, or $1.04 per diluted share, compared to $89.6 million, or $1.02 per diluted share for the same period in 2016.
  • Operating FFO of $91.9 million, or $1.04 per diluted share, compared to $90.4 million or $1.03 per diluted share for the same period in 2016. 

BALANCE SHEET METRICS AND CAPITAL MARKETS ACTIVITY:

  • Net debt to EBITDA improved to 6.6X, interest coverage of 3.6X, and fixed charge coverage of 3.0X.
  • Closed on a new $350.0 million revolving credit facility priced at LIBOR plus 135 basis points.

INVESTMENT ACTIVITY:

Dispositions

The Company sold five Michigan shopping centers for $89.6 million. The Company also sold a Walgreen’s Data Center in Mount Prospect, Illinois for $6.2 million, as well as the final parcel at Auburn Mile in Auburn Hills, Michigan for $1.0 million.

Year-to-date the Company has sold seven non-core Michigan properties for a total of $118.1 million.

Redevelopment

The Company purchased a 0.4 acre outparcel at Troy Marketplace in Troy, Michigan for $0.9 million as part of a strategic $11.2 million, 27,000 square foot street retail/restaurant expansion along the heavily traveled 16 Mile Road corridor just north of I-75.  Recently signed leases, at an average base rent of $40.00 per square foot, include:

  • First Watch - An award-winning, made-to-order breakfast, brunch and lunch venue centered on unique and fresh offerings.
  • Menchie’s Frozen Yogurt - America’s yogurt destination, featuring healthful, delicious yogurt options in a fun, down-to-earth atmosphere.
  • MOD Pizza - Specializing in artisan-style pizzas and salads superfast - all at a great value. 

At September 30, 2017, the Company's active redevelopment pipeline consisted of 8 projects with an estimated total cost of $76.1 million, which are expected to stabilize over the next two years at an estimated weighted average return on cost of between 9% - 10%.

DIVIDEND:

In the third quarter, the Company declared a regular cash dividend of $0.22 per common share for the period July 1, 2017 through September 30, 2017 and a Series D convertible perpetual preferred share dividend of $0.90625 per share for the same period.  The dividends were paid on October 2, 2017 to shareholders of record as of September 20, 2017.

GUIDANCE:

The Company has narrowed its 2017 Operating FFO guidance to $1.35 to $1.37 per diluted share and its same-property with redevelopment NOI growth guidance of 2.5% to 3.0%.  Its previous FFO and same-property guidance was $1.34 to $1.38, per diluted share and 2.5% to 3.5%, respectively.

CONFERENCE CALL/WEBCAST:

Ramco-Gershenson Properties Trust will host a live broadcast of its third quarter conference call on Wednesday, November 1, 2017 at 10:00 a.m. eastern time, to discuss its financial and operating results as well as its 2017 guidance.  The live broadcast will be available on-line at www.rgpt.com and www.investorcalendar.com and also by telephone at (877) 407-9205, no pass code needed.  A replay will be available shortly after the call on the aforementioned websites (for ninety days) or by telephone at (877) 481-4010, (Conference ID: 20271) through November 8, 2017.

SUPPLEMENTAL MATERIALS:

The Company’s quarterly financial and operating supplement is available on its corporate web site at www.rgpt.com.  If you wish to receive a copy via email, please send requests to dhendershot@rgpt.com.

INVESTOR DAY:

The Company will be hosting an Investor Day in New York City on December 11, 2017.  Please register for the event HERE.

ABOUT RAMCO-GERSHENSON PROPERTIES TRUST:

Ramco-Gershenson Properties Trust (NYSE:RPT) is a premier, national publicly-traded shopping center real estate investment trust (REIT) based in Farmington Hills, Michigan.  The Company's primary business is the ownership and management of regional dominant and urban-oriented, infill shopping centers in key growth markets in the 40 largest metropolitan markets in the United States.  At September 30, 2017, the Company owned interests in and managed a portfolio of 60 shopping centers and two joint venture properties. At September 30, 2017, the Company's consolidated portfolio was 93.0% leased.  Ramco-Gershenson is a fully-integrated qualified REIT that is self-administered and self-managed. For additional information about the Company please visit www.rgpt.com or follow Ramco-Gershenson on Twitter @RamcoGershenson and facebook.com/ramcogershenson/.

This press release may contain forward-looking statements that represent the Company’s expectations and projections for the future. Management of Ramco-Gershenson believes the expectations reflected in any forward-looking statements made in this press release are based on reasonable assumptions. Certain factors could occur that might cause actual results to vary, including deterioration in national economic conditions, weakening of real estate markets, decreases in the availability of credit, increases in interest rates, adverse changes in the retail industry, our continuing ability to qualify as a REIT and other factors discussed in the Company’s reports filed with the Securities and Exchange Commission.

Company Contact:
Dawn L. Hendershot, Senior Vice President Investor Relations and Public Affairs
31500 Northwestern Highway, Suite 300
Farmington Hills, MI 48334
dhendershot@rgpt.com
(248) 592-6202


RAMCO-GERSHENSON PROPERTIES TRUST
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)
    
 September 30, 2017 December 31, 2016
  
ASSETS   
Income producing properties, at cost:   
Land $409,863  $374,889 
Buildings and improvements1,790,464  1,757,781 
Less accumulated depreciation and amortization(345,432) (345,204)
Income producing properties, net1,854,895  1,787,466 
Construction in progress and land available for development or sale56,099  61,224 
Real estate held for sale  8,776 
Net real estate1,910,994  1,857,466 
Equity investments in unconsolidated joint ventures2,734  3,150 
Cash and cash equivalents4,781  3,582 
Restricted cash and escrows5,256  11,144 
Accounts receivable, net25,459  24,016 
Acquired lease intangibles, net71,785  72,424 
Other assets, net92,042  89,716 
TOTAL ASSETS $2,113,051  $2,061,498 
    
LIABILITIES AND SHAREHOLDERS' EQUITY   
Notes payable, net $1,081,510  $1,021,223 
Capital lease obligation1,066  1,066 
Accounts payable and accrued expenses55,090  57,357 
Acquired lease intangibles, net65,633  63,734 
Other liabilities9,273  9,893 
Distributions payable19,666  19,627 
TOTAL LIABILITIES1,232,238  1,172,900 
    
Commitments and Contingencies   
    
Ramco-Gershenson Properties Trust ("RPT") Shareholders' Equity:   
Preferred shares, $0.01 par, 2,000 shares authorized: 7.25% Series D Cumulative Convertible Perpetual Preferred Shares, (stated at liquidation preference $50 per share), 1,849 shares issued and outstanding as of September 30, 2017 and December 31, 2016  92,427   92,427 
Common shares of beneficial interest, $0.01 par, 120,000 shares authorized, 79,366 and 79,272 shares issued and outstanding as of  September 30, 2017 and December 31, 2016, respectively794  793 
Additional paid-in capital1,160,054  1,158,430 
Accumulated distributions in excess of net income(394,516) (384,934)
Accumulated other comprehensive income1,265  985 
TOTAL SHAREHOLDERS' EQUITY ATTRIBUTABLE TO RPT860,024  867,701 
Noncontrolling interest20,789  20,897 
TOTAL SHAREHOLDERS' EQUITY880,813  888,598 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,113,051  $2,061,498 


  
RAMCO-GERSHENSON PROPERTIES TRUST 
CONSOLIDATED STATEMENTS OF OPERATIONS 
(In thousands, except per share amounts) 
       
 Three Months Nine Months 
 Ended September 30, Ended September 30, 
 2017 2016 2017 2016 
REVENUE        
Minimum rent$49,736  $47,591  $149,970  $144,540  
Percentage rent106  71  570  511  
Recovery income from tenants14,923  15,289  46,655  48,067  
Other property income1,078  1,055  3,310  2,927  
Management and other fee income88  73  314  429  
TOTAL REVENUE65,931  64,079  200,819  196,474  
         
EXPENSES        
Real estate tax expense10,948  10,269  32,670  31,710  
Recoverable operating expense6,660  6,475  20,699  21,227  
Non-recoverable operating expense825  603  3,216  2,560  
Depreciation and amortization23,130  23,245  69,282  69,806  
Acquisition costs  55    118  
General and administrative expense5,952  5,787  18,775  17,075  
Provision for impairment1,885  977  8,423  977  
TOTAL EXPENSES49,400  47,411  153,065  143,473  
             
OPERATING INCOME16,531  16,668  47,754  53,001  
             
OTHER INCOME AND EXPENSES        
Other expense, net123  (158) (612) (307) 
Gain on sale of real estate24,545  9,359  35,920  35,684  
Earnings from unconsolidated joint ventures81  119  223  337  
Interest expense(11,586) (11,140) (33,871) (33,818) 
Other gain on unconsolidated joint ventures      215  
(Loss) gain on extinguishment of debt  (847)   (847) 
INCOME BEFORE TAX29,694  14,001  49,414  54,265  
Income tax provision(65) (133) (119) (234) 
         
NET INCOME29,629  13,868  49,295  54,031  
Net income attributable to noncontrolling partner interest(696) (326) (1,158) (1,282) 
NET INCOME ATTRIBUTABLE TO RPT28,933  13,542  48,137  52,749  
Preferred share dividends(1,675) (1,675) (5,026) (5,026) 
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS$27,258  $11,867  $43,111  $47,723  
         
EARNINGS PER COMMON SHARE        
Basic$0.34  $0.15  $0.54  $0.60  
Diluted$0.33  $0.15  $0.54  $0.60  
         
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING        
Basic79,381  79,249  79,337  79,226  
Diluted86,259  79,437  79,514  79,404  


 
RAMCO-GERSHENSON PROPERTIES TRUST
FUNDS FROM OPERATIONS
(In thousands, except per share data)
         
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2017 2016 2017 2016
         
Net income $29,629  $13,868  $49,295  $54,031 
Net income attributable to noncontrolling partner interest (696) (326) (1,158) (1,282)
Preferred share dividends (1,675) (1,675) (5,026) (5,026)
Net income available to common shareholders 27,258  11,867  43,111  47,723 
Adjustments:        
Rental property depreciation and amortization expense 23,071  23,201  69,104  69,680 
Pro-rata share of real estate depreciation from unconsolidated joint ventures 77  74  229  237 
Gain on sale of depreciable real estate (23,841) (9,359) (35,032) (34,108)
Gain on sale of joint venture depreciable real estate       (26)
Provision for impairment on income-producing properties 1,885    8,423   
Other gain on unconsolidated joint ventures       (215)
FFO available to common shareholders 28,450  25,783  85,835  83,291 
             
Noncontrolling interest in Operating Partnership (1)   326  1,158  1,282 
Preferred share dividends (assuming conversion) (2) 1,675  1,675  5,026  5,026 
FFO available to common shareholders and dilutive securities $30,125  $27,784  $92,019  $89,599 
             
Gain on sale of land (704)   (889) (1,576)
Provision for impairment on land available for development or sale   977    977 
Severance expense 88  369  655  450 
Loss on early extinguishment of debt   847    847 
Acquisition costs   55    118 
Cost associated with early extinguishment of debt 81    81   
Operating FFO available to common shareholders and dilutive securities $29,590  $30,032  $91,866  $90,415 
             
Weighted average common shares 79,381  79,249  79,337  79,226 
Shares issuable upon conversion of Operating Partnership Units (1)   1,917  1,917  1,951 
Dilutive effect of restricted stock 165  188  176  178 
Shares issuable upon conversion of preferred shares (2) 6,713  6,592  6,713  6,592 
Weighted average equivalent shares outstanding, diluted 86,259  87,946  88,143  87,947 
         
FFO available to common shareholders and dilutive securities per share, diluted $0.35  $0.32  $1.04  $1.02 
         
Operating FFO available to common shareholders and dilutive securities per share, diluted $0.34  $0.34  $1.04  $1.03 
                 
Dividend per common share $0.22  $0.21  $0.66  $0.64 
Payout ratio - Operating FFO 64.7% 61.8% 63.5% 62.1%
         
(1) The total noncontrolling interest reflects OP units convertible 1:1 into common shares.  The Company's net income for the three months ended September 30, 2017 (largely driven by gains on real estate sales) results in an allocation to OP units of $696 and an income per OP unit ratio of $0.363 (based on 1,917 weighted avg. OP units outstanding).  Basic FFO for the quarter approximates $0.358 per share.  In instances when the OP unit ratio exceeds basic FFO, the OP units are considered anti-dilutive, and as a result are not included in the calculation of fully diluted FFO and Operating FFO for the three months ended September 30, 2017.
(2) Series D convertible preferred shares are paid annual dividends of $6.7 million and are currently convertible into approximately 6.7 million shares of common stock. They are dilutive only when earnings or FFO exceed approximately $0.25 per diluted share per quarter and $1.00 per diluted share per year.  The conversion ratio is subject to adjustment based upon a number of factors, and such adjustment could affect the dilutive impact of the Series D convertible preferred shares on FFO and earning per share in future periods.
         



RAMCO-GERSHENSON PROPERTIES TRUST
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(amounts in thousands)
Reconciliation of net income available to common shareholders to Same Property NOI
        
 Three Months Ended Nine Months Ended
 September 30, September 30,
 2017 2016 2017 2016
Net income available to common shareholders$27,258  $11,867  $43,111  $47,723 
Preferred share dividends1,675  1,675  5,026  5,026 
Net income attributable to noncontrolling partner interest696  326  1,158  1,282 
Income tax provision65  133  119  234 
Interest expense11,586  11,140  33,871  33,818 
Costs associated with early extinguishment of debt  847    847 
Earnings from unconsolidated joint ventures(81) (119) (223) (337)
Gain on sale of real estate(24,545) (9,359) (35,920) (35,684)
Gain on remeasurement of unconsolidated joint venture      (215)
Other expense, net(123) 158  612  307 
Management and other fee income(88) (73) (314) (429)
Depreciation and amortization23,130  23,245  69,282  69,806 
Acquisition costs  55    118 
General and administrative expenses5,952  5,787  18,775  17,075 
Provision for impairment1,885  977  8,423  977 
Lease termination fees(27)   (60) (68)
Amortization of lease inducements44  (29) 131  177 
Amortization of acquired above and below market lease intangibles, net(1,160) (772) (3,267) (2,329)
Straight-line ground rent expense70    211   
Amortization of acquired ground lease intangibles6    19   
Straight-line rental income(608) (623) (1,797) (1,436)
NOI45,735  45,235  139,157  136,892 
NOI from Other Investments(4,067) (4,143) (14,322) (14,852)
Same Property NOI with Redevelopment41,668  41,092  124,835  122,040 
NOI from Redevelopment (1)(5,980) (5,577) (17,974) (16,105)
Same Property NOI without Redevelopment$35,688  $35,515  $106,861  $105,935 
        
        
(1) The NOI from Redevelopment adjustments represent 100% of the NOI related to Deerfield Towne Center, Hunter’s Square, Woodbury Lakes  and West Oaks, and a portion of the NOI related to specific GLA at Spring Meadows, The Shoppes at Fox River II, The Shops on Lane Avenue, Mission Bay, River City Marketplace and Town & Country for the periods presented.  Because of the redevelopment activity, the center or specific space is not considered comparable for the periods presented and adjusted out of Same Property NOI with Redevelopment in arriving at Same Property NOI without Redevelopment.



 
RAMCO-GERSHENSON PROPERTIES TRUST
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(amounts in thousands)
  
 Three Months Ended September 30,
 2017 2016
Reconciliation of net income to proforma adjusted EBITDA   
Net income$29,629  $13,868 
Gain on sale of real estate(24,545) (9,359)
Depreciation and amortization23,130  23,245 
Provision for impairment1,885  977 
Severance expense88  369 
Costs associated with early extinguishment of debt81  847 
Gain on remeasurement of unconsolidated joint ventures   
Interest expense11,586  11,140 
Income tax provision65  133 
Acquisition costs  55 
Adjusted EBITDA41,919  41,275 
Proforma adjustments (1)(824) (885)
Proforma adjusted EBITDA$41,095  $40,390 
Annualized proforma adjusted EBITDA$164,380  $161,560 
    
Reconciliation of Notes Payable, net to Net Debt   
Notes payable, net$1,081,510  $997,494 
Unamortized premium(4,251) (5,589)
Deferred financing costs, net3,203  3,674 
Notional debt1,080,462  995,579 
Capital lease obligation1,066  1,108 
Cash and cash equivalents(4,781) (3,630)
Net debt$1,076,747  $993,057 
    
Reconciliation of interest expense to total fixed charges   
Interest expense$11,586  $11,140 
Preferred share dividends1,675  1,675 
Scheduled mortgage principal payments793  810 
Total fixed charges$14,054  $13,625 
    
Net debt to annualized proforma adjusted EBITDA6.6X 6.1X
Interest coverage ratio (Adjusted EBITDA / interest expense)3.6X 3.7X
Fixed charge coverage ratio (Adjusted EBITDA / fixed charges)3.0X 3.0X
    
(1) 3Q17 excludes $0.8 million from dispositions and 3Q16 excludes $0.7 million from dispositions, as well as $0.2 million related to miscellaneous income.  The proforma adjustments treat the activity as if they occurred at the start of each quarter.


Ramco-Gershenson Properties Trust
Non-GAAP Financial Definitions

 

Certain of our key performance indicators are considered non-GAAP financial measures. Management uses these measures along with our GAAP financial statements in order to evaluate our operations results.  We believe these additional measures provide users of our financial information additional comparable indicators of our industry, as well as our performance.

Funds From Operations (FFO) Available to Common Shareholders

As defined by the National Association of Real Estate Investment Trusts (NAREIT), Funds From Operations (FFO) represents net income computed in accordance with generally accepted accounting principles, excluding gains (or losses) from sales of depreciable property and impairment provisions on depreciable real estate or on investments in non-consolidated investees that are driven by measurable decreases in the fair value of depreciable real estate held by the investee, plus depreciation and amortization, (excluding amortization of financing costs).  Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect funds from operations on the same basis.  We have adopted the NAREIT definition in our computation of FFO available to common shareholders.

Operating FFO Available to Common Shareholders

In addition to FFO available to common shareholders, we include Operating FFO available to common shareholders as an additional measure of our financial and operating performance.  Operating FFO excludes acquisition costs and periodic items such as gains (or losses) from sales of land and impairment provisions on land available for development or sale, bargain purchase gains, severance expense, accelerated amortization of debt premiums and gains or losses on extinguishment of debt that are not adjusted under the current NAREIT definition of FFO. We provide a reconciliation of FFO to Operating FFO.  FFO and Operating FFO should not be considered alternatives to GAAP net income available to common shareholders or as alternatives to cash flow as measures of liquidity.

While we consider FFO available to common shareholders and Operating FFO available to common shareholders useful measures for reviewing our comparative operating and financial performance between periods or to compare our performance to different REITs, our computations of FFO and Operating FFO may differ from the computations utilized by other real estate companies, and therefore, may not be comparable.  We  recognize the  limitations of  FFO  and  Operating FFO  when  compared to  GAAP net  income available to  common shareholders. FFO and Operating FFO available to common shareholders do not represent amounts available for needed capital replacement or expansion, debt service obligations, or other commitments and uncertainties. In addition, FFO and Operating FFO do not represent cash generated from operating activities in accordance with GAAP and are not necessarily indicative of cash available to fund cash needs, including the payment of dividends. FFO and Operating FFO are simply  used as for reviewing our comparative operating and financial performance between periods or to compare our performance to different REITs, our computations of FFO and Operating FFO may differ from the computations utilized by other real estate companies, and therefore, may not be comparable.

Adjusted EBITDA/Proforma Adjusted EBITDA

Adjusted EBITDA is net income or loss plus depreciation and amortization, net interest expense, severance expense, income taxes, gain or loss on sale of real estate, and impairments of real estate, if any.  Adjusted EBITDA should not be considered an alternative measure of operating results or cash flow from operations as determined in accordance with GAAP.  Proforma Adjusted EBITDA further adjusts for the effect of the acquisition or disposition of properties during the period.

Same Property Operating Income

Same Property Operating Income ("Same Property NOI with Redevelopment") is a supplemental non-GAAP financial measure of real estate companies' operating performance. Same Property NOI with Redevelopment is considered by management to be a relevant performance measure of our operations because it includes only the NOI of comparable properties for the reporting period.  Same Property NOI with Redevelopment excludes acquisitions and dispositions.   Same Property NOI with Redevelopment is calculated using consolidated operating income and adjusted to exclude management and other fee income, depreciation and amortization, general and administrative expense, provision for impairment and non-comparable income/expense adjustments such as straight-line rents, lease termination fees, above/below market rents, and other non-comparable operating income and expense adjustments.

In addition to Same Property NOI with Redevelopment, the Company also believes Same Property NOI without Redevelopment to be a relevant performance measure of our operations.  Same Property NOI without Redevelopment follows the same methodology as Same Property NOI with Redevelopment, however it excludes redevelopment activity that significantly impacts the entire property, as well as lesser redevelopment activity where we are adding GLA or retenanting a specific space.  A property is designated as redevelopment when projected costs exceed $1.0 million, and the construction impacts approximately 20% or more of the income producing property's gross leasable area ("GLA") or the location and nature of the construction significantly impacts or disrupts the daily operations of the property.  Redevelopment may also include a portion of certain properties designated as same property for which we are adding additional GLA or retenanting space.

Same Property NOI should not be considered an alternative to net income in accordance with GAAP or as a measure of liquidity. Our method of calculating Same Property NOI may differ from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

Source: Ramco-Gershenson Properties Trust