TORONTO, Feb. 13,
2024 /CNW/ - H&R Real Estate Investment Trust
("H&R" or "the REIT") (TSX: HR.UN) is pleased to announce its
financial results for the three months and year ended December 31, 2023.
"We are pleased with our strong progress in
executing our strategic plan over the last 30 months. Our team has
been determined and resilient in the face of a challenging economic
environment, and volatility in the capital and real estate markets.
We are determined to surface significant unitholder value by
transforming into a simplified growth-oriented company focused on
residential and industrial properties" said Tom Hofstedter, Executive Chairman & Chief
Executive Officer.
STRATEGIC REPOSITIONING HIGHLIGHTS DURING THE LAST 30
MONTHS:
- Completed a spin off, on a tax-free basis, of 27 properties
including all of the REIT's enclosed shopping centres to a new
publicly-traded REIT, Primaris REIT, valued at approximately
$2.4 billion;
- 45 investment properties totaling approximately $2.4 billion were sold including the Bow and 100
Wynford;
- H&R to date has contracted to sell a further $293.2 million of properties in 2024;
- H&R's residential real estate assets at the REIT's
proportionate share(1) increased from approximately
$3.4 billion as at June 30, 2021 to approximately $4.4 billion as at December 31, 2023;
- H&R's industrial real estate assets at the REIT's
proportionate share(1) increased from approximately
$1.3 billion as at June 30, 2021 to approximately $1.9 billion as at December 31, 2023;
- H&R's office portfolio exposure at the REIT's proportionate
share(1) was reduced from approximately $5.1 billion at June 30,
2021 to approximately $2.5
billion at December 31, 2023
($703.5 million are properties
advancing through the rezoning process);
- H&R's retail portfolio at the REIT's proportionate
share(1) decreased from approximately $4.0 billion as at June
30, 2021 to approximately $1.6
billion as at December 31,
2023;
- H&R's portion of residential and industrial real estate
assets at the REIT's proportionate share(1) increased
from 35% as at June 30, 2021 to 61%
as at December 31, 2023;
- Debt per the REIT's Financial Statements was reduced
from approximately $6.1 billion as at
June 30, 2021 to approximately
$3.7 billion as at December 31, 2023;
- Debt to total assets at the REIT's proportionate
share(2)(3) improved from 50.0% at
June 30, 2021 to 44.0% as at
December 31, 2023;
- The unencumbered asset to unsecured debt coverage ratio
improved from 1.65x as at June 30,
2021 to 2.16x as at December 31,
2023;
- Debt to Adjusted EBITDA (based on trailing 12 months) at
the REIT's proportionate
share(2)(3)(5) improved from 10.4x at
June 30, 2021 to 8.5x at December 31, 2023;
- The REIT repurchased 27.0 million Units totalling
$339.8 million between June 30, 2021 and December
31, 2023;
- Operating results improved with a 14.9% increase in
Same-Property net operating income (cash basis)(1)
in 2022 and a further 10.3% in 2023;
- Overall Occupancy grew from 93.7 % at June 30, 2021 to 96.5% at December 31, 2023;
- H&R's exposure to Alberta
real estate assets, at the REIT's proportionate
share(1), was reduced from 16.9% at June 30, 2021 to only 4.5% at December 31, 2023.
HIGHLIGHTS FOR THE YEAR ENDED DECEMBER
31, 2023:
- Net operating income increased by 2.2% compared to 2022.
Property dispositions in the last 12 months totaled $432.9 million.
- Same-Property net operating income (cash basis)(1)
increased by 10.3% compared to 2022 driven by healthy gains across
all our operating segments:
- Residential 18.7 % Driven by strong rent growth and the
strengthening of the U.S. dollar
- Industrial 12.5 % Driven by strong rent growth and higher
occupancy
- Office 5.2 % Driven by higher lease termination fees, bad debt
recoveries and the strengthening of the U.S. dollar
- Retail 5.7 % Driven by increase in occupancy at River Landing
Miami and the strengthening of the U.S. dollar
- Funds From Operations ("FFO") per Unit(3) grew 13.0%
to $1.33 per Unit compared to
$1.17 per Unit in 2022. The REIT's
payout ratio as a % of FFO was 52.8%(3) compared to
50.3%(3) in 2022 .
- Cash distributions of $0.70 per
Unit increased by 18.6% compared to 2022.
- As a result of fair value adjustments, real estate assets
decreased by $486.1 million
($197.6 million in Q4 2023), driven
by capitalization rate expansion. The following weighted average
capitalization rates were used to value the REIT's investment
properties at the REIT's proportionate share(1):
|
|
December 31,
2023
|
|
• Office - Canada
|
6.22 %
|
|
• Office - U.S.
|
7.68 %
|
|
• Retail
|
6.49 %
|
|
• Residential
|
4.47 %
|
|
• Industrial
|
5.30 %
|
- Overall portfolio occupancy was 96.5% at December 31, 2023.
- Unitholders' equity per Unit was $19.83 and Net Asset Value ("NAV") per
Unit(3) was $20.75 at
December 31, 2023.
- Liquidity was in excess of $950
million at December 31,
2023.
(1)
|
These are non-GAAP
measures. Refer to the "Non-GAAP Measures" section of this news
release.
|
(2)
|
Debt includes mortgages
payable, debentures payable, unsecured term loans, lines of credit
and liabilities classified as held for sale.
|
(3)
|
These are non-GAAP
ratios. Refer to the "Non-GAAP Measures" section of this news
release.
|
(4)
|
Unencumbered assets are
investment properties and properties under development without
encumbrances for mortgages or lines of credit. Unsecured debt
includes debentures payable, unsecured term loans and unsecured
lines of credit.
|
(5)
|
Adjusted earnings
before interest, taxes, depreciation and amortization ("Adjusted
EBITDA") is calculated by taking the sum of net operating income
(excluding straight-lining of contractual rent, IFRIC 21, as well
as the Bow and 100 Wynford non-cash rental adjustments) and finance
income and subtracting trust expenses (excluding the fair value
adjustment to unit-based compensation) for the last 12 months.
Refer to the "Non-GAAP Measures" section of this news
release.
|
FINANCIAL HIGHLIGHTS
|
December
31
|
December 31
|
|
2023
|
2022
|
Total assets (in
thousands)
|
$10,777,643
|
$11,412,603
|
Debt to total assets
per the REIT's Financial Statements(1)
|
34.2 %
|
34.4 %
|
Debt to total assets at
the REIT's proportionate share(1)(2)
|
44.0 %
|
44.0 %
|
Debt to Adjusted EBITDA
at the REIT's proportionate share(1)(2)(3)
|
8.5
|
9.6
|
Unitholders' equity (in
thousands)
|
$5,192,375
|
$5,487,287
|
Units outstanding (in
thousands)
|
261,868
|
265,885
|
Exchangeable units
outstanding (in thousands)
|
17,974
|
17,974
|
Unitholders' equity per
Unit
|
$19.83
|
$20.64
|
NAV per
Unit(2)
|
$20.75
|
$21.80
|
|
3 months ended December
31
|
Year ended
December 31
|
|
2023
|
2022
|
2023
|
2022
|
Rentals from investment
properties (in millions)
|
$205.9
|
$216.8
|
$847.1
|
$834.6
|
Net operating
income (in millions)
|
$147.4
|
$148.1
|
$546.6
|
$534.9
|
Same-Property net
operating income (cash basis) (in
millions)(4)
|
$127.7
|
$121.4
|
$507.6
|
$460.3
|
Net income from equity
accounted investments (in
millions)
|
$145.3
|
$53.5
|
$145.5
|
$47.1
|
Fair value adjustment
on real estate assets (in millions)
|
($197.6)
|
($224.5)
|
($486.1)
|
$546.1
|
Net income
(loss) (in millions)
|
($11.3)
|
($116.1)
|
$61.7
|
$844.8
|
FFO (in
millions)(4)
|
$83.7
|
$87.9
|
$373.4
|
$341.2
|
Adjusted funds from
operations ("AFFO") (in millions)(4)
|
$68.7
|
$62.5
|
$313.2
|
$287.3
|
Weighted average number
of Units and exchangeable units for FFO (in 000's)
|
279,842
|
283,859
|
281,815
|
290,782
|
FFO per basic and
diluted Unit(2)
|
$0.299
|
$0.310
|
$1.325
|
$1.173
|
AFFO per basic and
diluted Unit(2)
|
$0.245
|
$0.220
|
$1.111
|
$0.988
|
Cash Distributions per
Unit
|
$0.250
|
$0.188
|
$0.700
|
$0.590
|
Payout ratio as a % of
FFO(2)
|
83.6 %
|
60.6 %
|
52.8 %
|
50.3 %
|
Payout ratio as a % of
AFFO(2)
|
102.0 %
|
85.5 %
|
63.0 %
|
59.7 %
|
(1)
|
Debt includes mortgages
payable, debentures payable, unsecured term loans, lines of credit
and liabilities classified as held for sale.
|
(2)
|
These are non-GAAP
ratios. Refer to the "Non-GAAP Measures" section of this
news release.
|
(3)
|
Adjusted earnings
before interest, taxes, depreciation and amortization ("Adjusted
EBITDA") is calculated by taking the sum of net operating income
(excluding straight-lining of contractual rent, IFRIC 21, as well
as the Bow and 100 Wynford non-cash rental adjustments) and finance
income and subtracting trust expenses (excluding the fair value
adjustment to unit-based compensation) for the last 12 months.
Refer to the "Non-GAAP Measures" section of this news
release.
|
(4)
|
These are non-GAAP
measures. Refer to the "Non-GAAP Measures" section of this
news release.
|
Included in net income, FFO and AFFO for the year ended
December 31, 2023 is $30.6 million (U.S. $22.6
million) related to the proceeds on disposal of a purchase
option. H&R had a mortgage receivable of approximately
$37.2 million (U.S. $27.6 million) secured against industrial land in
North Las Vegas, NV. In addition,
H&R had an option to purchase the land. H&R sold its option
to purchase the land and received repayment of its mortgage
receivable from the borrower. The combined proceeds from the
repayment of the mortgage receivable and the sale of the option
amounted to $67.8 million (U.S.
$50.2 million), which were received
in August 2023. As a result, H&R
recorded $30.6 million (U.S.
$22.6 million) as proceeds on
disposal of purchase option.
SUMMARY OF SIGNIFICANT ACTIVITY
2023 Net Operating Income Highlights:
|
Three months ended
December 31
|
Year
ended December 31
|
(in thousands of
Canadian dollars)
|
2023
|
2022
|
% Change
|
2023
|
2022
|
% Change
|
Operating
Segment:
|
|
|
|
|
|
|
Same-Property net
operating income (cash basis) -
Residential(1)
|
$41,606
|
$37,137
|
12.0 %
|
$161,901
|
$136,341
|
18.7 %
|
Same-Property net
operating income (cash basis) - Industrial(1)
|
17,377
|
15,839
|
9.7 %
|
68,130
|
60,566
|
12.5 %
|
Same-Property net
operating income (cash basis) - Office(1)
|
44,536
|
43,741
|
1.8 %
|
183,227
|
174,224
|
5.2 %
|
Same-Property net
operating income (cash basis) - Retail(1)
|
24,180
|
24,697
|
(2.1) %
|
94,306
|
89,216
|
5.7 %
|
Same-Property net
operating income (cash basis)(1)
|
127,699
|
121,414
|
5.2 %
|
507,564
|
460,347
|
10.3 %
|
Net operating income
(cash basis) from Transactions at the REIT's proportionate
share(1)(2)
|
30,072
|
38,504
|
(21.9) %
|
136,609
|
159,794
|
(14.5) %
|
Realty taxes in
accordance with IFRIC 21 at the REIT's proportionate
share(1)(3)
|
14,946
|
12,600
|
18.6 %
|
—
|
—
|
— %
|
Straight-lining of
contractual rent at the REIT's proportionate
share(1)
|
2,623
|
3,588
|
(26.9) %
|
12,100
|
6,890
|
75.6 %
|
Net operating income
from equity accounted investments(1)
|
(27,980)
|
(27,994)
|
0.1 %
|
(109,669)
|
(92,082)
|
(19.1) %
|
Net operating
income per the REIT's Financial
Statements
|
$147,360
|
$148,112
|
(0.5) %
|
$546,604
|
$534,949
|
2.2 %
|
(1)
|
These are non-GAAP
measures. Refer to the "Non-GAAP Measures" section of this
news release.
|
(2)
|
Transactions includes
acquisitions, dispositions, and transfers of investment properties
to or from properties under development during the two-year period
ended December 31, 2023.
|
(3)
|
Realty taxes in
accordance with IFRS Interpretations Committee Interpretation 21,
Levies ("IFRIC 21") relates to the timing of the liability
recognition for U.S. realty taxes. By excluding the impact of IFRIC
21, U.S. realty tax expenses are evenly matched with realty tax
recoveries received from tenants throughout the period.
|
2023 Transaction Highlights
Property Dispositions
In January 2023, H&R sold its
50% ownership interest in a 95,225 square foot single tenanted
office property in Calgary, AB for
approximately $16.8 million, which
was classified as held for sale as at December 31, 2022. The purchaser assumed
H&R's 50% share of the outstanding mortgage payable totalling
approximately $6.3 million. In
addition, H&R provided a vendor take-back mortgage to the
purchaser for $7.0 million bearing
interest at 5.5% per annum maturing September 1, 2029.
In April 2023, H&R sold 160
Elgin Street, a 973,661 square foot office property in Ottawa, ON for $277.0
million. H&R received $67.0
million on closing and provided two vendor take-back
mortgages ("VTB") to the purchaser: (i) $30.0 million which is subordinate to the first
mortgage on the property, bearing interest at 4.5% per annum,
maturing April 20, 2028 and (i)
$180.0 million secured by a first
mortgage on the property, bearing interest at 6.5% per annum, which
was repaid in Q3 2023. The VTB proceeds of $180.0 million were used to repay debt, including
a $125.0 million unsecured term loan,
originally scheduled to mature on November
30, 2024.
In July 2023, H&R sold four
single tenanted retail properties in Québec totalling 476,802
square feet for $68.0 million. The
proceeds were used to repay debt and repurchase Units under the
REIT's normal course issuer bid.
In August 2023, H&R sold a
85,725 square foot single tenanted office property in Temple Terrace, FL for $17.7 million (U.S. $13.3
million). The tenant's lease expired on June 30, 2023 and the property was vacant at
closing.
In August 2023, H&R sold a
13,510 square foot automotive-tenanted retail property in
Roswell, GA for approximately
$4.7 million (U.S. $3.6 million). The property was 37.5% occupied at
closing.
In October 2023, H&R sold a
92,694 square foot single tenanted office property in Dallas, TX for approximately $7.0 million (U.S. $5.1
million). The tenant had relocated its operations to another
property and given notice to H&R that it was not going to renew
its lease, which was scheduled to expire on December 31, 2025.
In October 2023, H&R sold a
163,936 square foot single tenanted industrial property in
Philadelphia, PA for approximately
$37.7 million (U.S. $27.5 million). H&R has ownership interests
in two remaining industrial properties in the U.S.
In December 2023, H&R
announced it had entered into an agreement to sell 25 Dockside
Drive for $232.5 million to
George Brown College and Halmont
Properties Corporation. The property is an office property located
directly on the waterfront in downtown Toronto, comprising 479,437 square feet and is
substantially leased to Corus Entertainment. The sale is expected
to close in April 2024 and is subject
to customary closing conditions.
Including 25 Dockside Drive, H&R's 2023 properties sold or
under contract to be sold totalled $665.4
million, exceeding the disposition target of $600.0 million.
H&R's various property sales during 2023 (including
properties under contract to be sold) are consistent with the
REIT's strategic repositioning plan to surface significant value
for unitholders, by transforming into a simplified, growth-oriented
company focused on residential and industrial properties.
Q4 2023 Leasing Highlights:
In Q4 2023, H&R completed a new 10-year lease for a 39,741
square foot industrial property in Whitby, ON, at H&R's 50% ownership
interest. The current tenant will be vacating in March 2024. The new tenant's lease will commence
in April 2024, and annual contractual
rent will increase by $5.75 per
square foot. The new tenant has a free rent period for the month of
April 2024.
In Q4 2023, H&R received a lease termination fee of
approximately $1.8 million from Telus
Communications, who vacated 114,989 square feet at H&R's 50%
ownership interest at 3777 Kingsway in Burnaby, BC as part of H&R's plan to
rezone this property from office to residential. Telus
Communications continues to occupy 218,471 square feet at H&R's
ownership interest until April 2026. IFRS 16 requires revenue
from leases to be recognized on a straight-line basis over the
contractual term of the lease. As a result of this lease amendment,
a non-cash adjustment to straight-lining of contractual rent of
($1.7) million at H&R's ownership
interest was recorded in Q4 2023.
Development Update
Canadian Properties under Development
The REIT currently has two industrial properties under
development located at 1965 Meadowvale Boulevard and 1925
Meadowvale Boulevard in Mississauga,
ON totalling 336,800 square feet, which are both expected to
be completed in Q1 2024. The REIT expects the costs remaining to
complete these two properties under development to be approximately
$9.4 million. In February 2023, H&R entered into a lease
agreement to fully lease 1965 Meadowvale Boulevard, totalling
187,290 square feet, for a term of 10 years at market rents with
annual contractual rental escalations. In March 2023, H&R entered into a lease
agreement to fully lease 1925 Meadowvale Boulevard, totalling
149,510 square feet, for a term of 12.5 years at market rents with
annual contractual rental escalations.
U.S. Properties under Development
The REIT commenced construction on two U.S. residential
development properties in 2022. The total development budget for
these two properties is approximately $276.9
million (U.S. $209.8 million)
with costs remaining to complete of approximately $118.2 million (U.S. $89.5
million). Both properties are expected to be
completed on budget in the latter half of 2024.
Q4 Future Intensification Highlights
In October 2023, H&R submitted
a Site Plan approval application for 6900 Maritz Drive to the
City of Mississauga to replace the
existing 104,689 square foot office building with a new 122,413
square foot industrial building. Demolition of the existing office
building has commenced and Site Plan approval with conditions was
received in January 2024.
Construction is expected to commence in Spring 2024.
Normal Course Issuer Bid
During the year ended December 31,
2023, the REIT purchased and cancelled 4,147,200 Units at a
weighted average price of $10.30 per
Unit, for a total cost of $42.7
million, representing an approximate 50.4% discount to NAV
per Unit (a non-GAAP ratio, refer to the "Non-GAAP Measures"
section of this news release).
2023 Cash Distributions
H&R's cash distributions amounted to $0.70 per Unit during 2023 (2022 - $0.59 per Unit) which comprised: (i) monthly cash
distributions in aggregate of $0.60
per Unit (2022 - $0.54 per Unit); and
(ii) a special cash distribution of $0.10 per Unit, further described below (2022 -
$0.05 per Unit).
For the year ended December 31,
2023, H&R's payout ratio as a % of AFFO (a non-GAAP
ratio, refer to the "Non-GAAP Measures" section of this news
release) was 63.0%.
2023 Taxation Consequences for Taxable Canadian
Unitholders
H&R's cash distributions amounted to $0.70 per Unit during 2023 (including a
$0.10 per Unit special cash
distribution to unitholders of record on December 29, 2023). The REIT also made a special
distribution to unitholders of record on December 29, 2023 of $0.52 per Unit payable in additional Units, which
were immediately consolidated such that there was no change in the
number of outstanding Units. The cash portion of the special
distribution was intended to provide liquidity to unitholders to
cover all or part of an income tax obligation that may arise from
the additional taxable income being distributed via the special
distribution. The amount of the special distribution payable in
Units ($0.52 per Unit) will increase
the adjusted cost basis of unitholders' consolidated Units.
Debt & Liquidity Highlights
As at December 31, 2023, debt to
total assets per the REIT's Financial Statements was 34.2% compared
to 34.4% as at December 31, 2022. As
at December 31, 2023, debt to total
assets at the REIT's proportionate share (a non-GAAP ratio, refer
to the "Non-GAAP Measures" section of this news release) was 44.0%,
which was the same as at December 31,
2022.
As at December 31, 2023, H&R
had cash and cash equivalents of $64.1
million, $886.5 million
available under its unused lines of credit and an unencumbered
property pool of approximately $4.2
billion.
Subsequent to December 31, 2023,
H&R redeemed all of its $350.0
million Series N Senior Debentures in January 2024, which bore interest at 3.369% per
annum.
MONTHLY DISTRIBUTIONS DECLARED
H&R today declared distributions for the months of February
and March scheduled as follows:
|
Distribution/Unit
|
Annualized
|
Record date
|
Distribution
date
|
February
2024
|
$0.05
|
$0.60
|
February 29,
2024
|
March 15,
2024
|
March 2024
|
$0.05
|
$0.60
|
March 28,
2024
|
April 15,
2024
|
CONFERENCE CALL AND WEBCAST
Management will host a conference call to discuss the financial
results of the REIT on Wednesday, February
14, 2024 at 9.30 a.m. Eastern
Time. Participants can join the call by dialing
1‐888‐886‐7786 or 1‐416‐764‐8658. For those unable to participate
in the conference call at the scheduled time, a replay will be
available approximately one hour following completion of the call.
To access the archived conference call by telephone, dial
1‐416‐764‐8692 or 1‐877‐674‐7070 and enter the passcode 698509
followed by the "#" key. The telephone replay will be available
until Wednesday, February 21, 2024 at
midnight.
A live audio webcast will be available through
www.hr-reit.com/investor-relations/#investor-events. Please
connect at least 15 minutes prior to the conference call to ensure
adequate time for any software download that may be required to
join the webcast. The webcast will be archived on H&R's website
following the call date.
The investor presentation is available on H&R's website at
www.hr-reit.com/investor-relations/#investor-presentation.
About H&R REIT
H&R REIT is one of Canada's
largest real estate investment trusts with total assets of
approximately $10.8 billion as at
December 31, 2023. H&R REIT has
ownership interests in a North American portfolio comprised of
high-quality residential, industrial, office and retail properties
comprising over 26.9 million square feet. H&R's strategy is to
create a simplified, growth-oriented business focused on
residential and industrial properties in order to create
sustainable long term value for unitholders. H&R plans to sell
its office and retail properties as market conditions permit.
H&R's target is to be a leading owner, operator and developer
of residential and industrial properties, creating value through
redevelopment and greenfield development in prime locations within
Toronto, Montreal, Vancouver, and high growth U.S. sunbelt and
gateway cities.
Forward-Looking Disclaimer
Certain information in this news release contains
forward‐looking information within the meaning of applicable
securities laws (also known as forward‐looking statements)
including, among others, statements made or implied under the
heading "Summary of Significant Activity" relating to H&R's
objectives, beliefs, plans, estimates, targets, projections and
intentions and similar statements concerning anticipated future
events, results, circumstances, performance or expectations that
are not historical facts, including with respect to H&R's
future plans and targets, the REIT's ability to take advantage of
value-creating opportunities, the REIT's strategic repositioning
plan to surface significant value for unitholders, H&R's
strategy to grow its exposure to residential assets in U.S. sunbelt
and gateway cities, leasing of the REIT's investment properties,
including expected lease expiration dates, the sale of H&R's
Dockside property, H&R's expectations with respect to the
activities of its development properties, including the building of
new properties, the use of such properties, the timing of
construction and completion, expected construction plans and costs,
anticipated square footage, expected approvals and the timing
thereof, future intensification opportunities; capitalization rates
and cash flow models used to estimate fair values, expectations
regarding future operating fundamentals, management's expectations
regarding future distributions by the REIT, and management's
expectation to be able to meet all of the REIT's ongoing
obligations. Forward‐looking statements generally can be identified
by words such as "outlook", "objective", "may", "will", "expect",
"intend", "estimate", "anticipate", "believe", "should", "plans",
"project", "budget" or "continue" or similar expressions suggesting
future outcomes or events. Such forward‐looking statements reflect
H&R's current beliefs and are based on information currently
available to management.
Forward‐looking statements are provided for the purpose of
presenting information about management's current expectations and
plans relating to the future and readers are cautioned that such
statements may not be appropriate for other purposes. These
statements are not guarantees of future performance and are based
on H&R's estimates and assumptions that are subject to risks,
uncertainties and other factors including those risks and
uncertainties discussed in H&R's materials filed with the
Canadian securities regulatory authorities from time to time, which
could cause the actual results, performance or achievements of
H&R to differ materially from the forward‐looking statements
contained in this news release. Material factors or assumptions
that were applied in drawing a conclusion or making an estimate set
out in the forward‐looking statements include assumptions relating
to the general economy, including the effects of increased
inflation; debt markets continue to provide access to capital at a
reasonable cost, notwithstanding rising interest rates; and
assumptions concerning currency exchange and interest rates.
Additional risks and uncertainties include, among other things,
risks related to: real property ownership; the current economic
environment; credit risk and tenant concentration; lease rollover
risk; interest rate and other debt‐related risk; development risks;
residential rental risk; capital expenditures risk; currency risk;
liquidity risk; risks associated with disease outbreaks; cyber
security risk; financing credit risk; ESG and climate change risk;
co‐ownership interest in properties; general uninsured losses;
joint arrangement and investment risks; dependence on key personnel
and succession planning; potential acquisition, investment and
disposition opportunities and joint venture arrangements; potential
undisclosed liabilities associated with acquisitions; competition
for real property investments; Unit price risk; potential conflicts
of interest; availability of cash for distributions; credit
ratings; ability to access capital markets; dilution; unitholder
liability; redemption right risk; risks relating to debentures; tax
risk; additional tax risks applicable to unitholders; investment
eligibility; and statutory remedies. H&R cautions that these
lists of factors, risks and uncertainties are not exhaustive.
Although the forward‐looking statements contained in this news
release are based upon what H&R believes are reasonable
assumptions, there can be no assurance that actual results will be
consistent with these forward‐looking statements.
Readers are also urged to examine H&R's materials filed with
the Canadian securities regulatory authorities from time to time as
they may contain discussions on risks and uncertainties which could
cause the actual results and performance of H&R to differ
materially from the forward‐looking statements contained in this
news release. All forward‐looking statements contained in this news
release are qualified by these cautionary statements. These
forward‐looking statements are made as of February 13, 2024
and the REIT, except as required by applicable Canadian law,
assumes no obligation to update or revise them to reflect new
information or the occurrence of future events or
circumstances.
Non‐GAAP Measures
The audited consolidated financial statements of the REIT and
related notes for the three months and year ended December 31, 2023 (the "REIT's Financial
Statements") were prepared in accordance with International
Financial Reporting Standards ("IFRS"). However, H&R's
management uses a number of measures, including NAV per Unit, FFO,
AFFO, payout ratio as a % of FFO, payout ratio as a % of AFFO, debt
to total assets at the REIT's proportionate share, debt to Adjusted
EBITDA at the REIT's proportionate share, Same‐Property net
operating income (cash basis) and the REIT's proportionate share,
which do not have meanings recognized or standardized under IFRS or
GAAP. These non‐GAAP measures and non‐GAAP ratios should not be
construed as alternatives to financial measures calculated in
accordance with GAAP. Further, H&R's method of calculating
these supplemental non‐GAAP measures and ratios may differ from the
methods of other real estate investment trusts or other issuers,
and accordingly may not be comparable. H&R uses these measures
to better assess H&R's underlying performance and provides
these additional measures so that investors may do the same.
For information on the most directly comparable GAAP measures,
composition of the measures, a description of how the REIT uses
these measures and an explanation of how these measures provide
useful information to investors, refer to the "Non‐GAAP Measures"
section of the REIT's management's discussion and analysis as at
and for the three months and year ended December 31, 2023 available at
www.hr‐reit.com and on the REIT's profile on SEDAR at
www.sedarplus.com, which is incorporated by reference into this
news release.
Financial Position
The following table reconciles the REIT's Statement of Financial
Position from the REIT's Financial Statements to the REIT's
proportionate share (a non-GAAP Measure):
|
December 31,
2023
|
December 31,
2022
|
(in thousands of
Canadian dollars)
|
REIT's
Financial
Statements
|
Equity
accounted
investments
|
REIT's
proportionate
share
|
REIT's
Financial
Statements
|
Equity accounted
investments
|
REIT's
proportionate
share
|
Assets
|
|
|
|
|
|
|
Real estate
assets
|
|
|
|
|
|
|
Investment
properties
|
$7,811,543
|
$2,148,012
|
$9,959,555
|
$8,799,317
|
$2,128,306
|
$10,927,623
|
Properties under
development
|
1,074,819
|
135,635
|
1,210,454
|
880,778
|
89,912
|
970,690
|
|
8,886,362
|
2,283,647
|
11,170,009
|
9,680,095
|
2,218,218
|
11,898,313
|
Equity accounted
investments
|
1,165,012
|
(1,165,012)
|
—
|
1,060,268
|
(1,060,268)
|
—
|
Assets classified as
held for sale
|
293,150
|
—
|
293,150
|
294,028
|
—
|
294,028
|
Other assets
|
369,008
|
21,866
|
390,874
|
301,325
|
21,892
|
323,217
|
Cash and cash
equivalents
|
64,111
|
36,933
|
101,044
|
76,887
|
38,443
|
115,330
|
|
$10,777,643
|
$1,177,434
|
$11,955,077
|
$11,412,603
|
$1,218,285
|
$12,630,888
|
Liabilities and
Unitholders' Equity
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
Debt
|
$3,686,833
|
$1,097,839
|
$4,784,672
|
$3,922,529
|
$1,137,210
|
$5,059,739
|
Exchangeable
units
|
177,944
|
—
|
177,944
|
217,668
|
—
|
217,668
|
Deferred
Revenue
|
947,671
|
—
|
947,671
|
986,243
|
—
|
986,243
|
Deferred tax
liability
|
437,214
|
—
|
437,214
|
483,048
|
—
|
483,048
|
Accounts payable and
accrued liabilities
|
335,606
|
60,176
|
395,782
|
309,505
|
58,502
|
368,007
|
Liabilities classified
as held for sale
|
—
|
—
|
—
|
6,323
|
—
|
6,323
|
Non-controlling
interest
|
—
|
19,419
|
19,419
|
—
|
22,573
|
22,573
|
|
5,585,268
|
1,177,434
|
6,762,702
|
5,925,316
|
1,218,285
|
7,143,601
|
Unitholders'
equity
|
5,192,375
|
—
|
5,192,375
|
5,487,287
|
—
|
5,487,287
|
|
$10,777,643
|
$1,177,434
|
$11,955,077
|
$11,412,603
|
$1,218,285
|
$12,630,888
|
Debt to Adjusted EBITDA at the REIT's Proportionate
Share
The following table provides a reconciliation of Debt to
Adjusted EBITDA at the REIT's proportionate share (a non-GAAP
ratio):
|
December
31
|
December 31
|
|
2023
|
2022
|
Debt per the REIT's
Financial Statements
|
$3,686,833
|
$3,928,852
|
Debt - REIT's
proportionate share of equity accounted investments
|
1,097,839
|
1,137,210
|
Debt at the REIT's
proportionate share
|
4,784,672
|
5,066,062
|
|
|
|
Years ended December
31
|
2023
|
2022
|
Net income per the
REIT's Financial Statements
|
61,690
|
844,823
|
Net income from equity
accounted investments (within equity accounted
investments)
|
(426)
|
(1,132)
|
Finance costs -
operations
|
266,795
|
260,288
|
Fair value adjustments
on financial instruments and real estate assets
|
363,547
|
(582,538)
|
(Gain) loss on sale of
real estate assets, net of related costs
|
9,420
|
(7,493)
|
Income tax (recovery)
expense
|
(30,484)
|
101,634
|
Non-controlling
interest
|
1,254
|
967
|
Adjustments:
|
|
|
The Bow and 100 Wynford
non-cash rental income adjustments
|
(92,920)
|
(86,555)
|
Straight-lining of
contractual rent
|
(12,100)
|
(6,890)
|
Fair value adjustment
to unit-based compensation
|
(5,134)
|
2,172
|
Adjusted EBITDA at
the REIT's proportionate share
|
$561,642
|
$525,276
|
Debt to Adjusted EBITDA
at the REIT's proportionate share
|
8.5
|
9.6
|
RESULTS OF OPERATIONS
The following table reconciles the REIT's Results of Operations
from the REIT's Financial Statements to the REIT's proportionate
share (a non-GAAP Measure):
|
Three months ended
December 31, 2023
|
Three months ended
December 31, 2022
|
(in thousands of
Canadian dollars)
|
REIT's
Financial
Statements
|
Equity
accounted
investments
|
REIT's
proportionate
share
|
REIT's
Financial
Statements
|
Equity
accounted
investments
|
REIT's
proportionate
share
|
Rentals from investment
properties
|
$205,904
|
$38,439
|
$244,343
|
$216,835
|
$37,471
|
$254,306
|
Property operating
costs
|
(58,544)
|
(10,459)
|
(69,003)
|
(68,723)
|
(9,477)
|
(78,200)
|
Net operating
income
|
147,360
|
27,980
|
175,340
|
148,112
|
27,994
|
176,106
|
Net income from equity
accounted investments
|
145,320
|
(145,292)
|
28
|
53,473
|
(52,719)
|
754
|
Finance costs -
operations
|
(54,130)
|
(12,310)
|
(66,440)
|
(55,625)
|
(11,736)
|
(67,361)
|
Finance
income
|
3,325
|
103
|
3,428
|
3,204
|
60
|
3,264
|
Trust
expenses
|
(7,054)
|
(1,309)
|
(8,363)
|
(11,012)
|
(1,100)
|
(12,112)
|
Fair value adjustment
on financial instruments
|
(43,606)
|
527
|
(43,079)
|
(30,234)
|
481
|
(29,753)
|
Fair value adjustment
on real estate assets
|
(197,587)
|
131,522
|
(66,065)
|
(224,480)
|
37,350
|
(187,130)
|
Loss on sale of real
estate assets, net of related costs
|
(1,119)
|
(501)
|
(1,620)
|
(3,322)
|
(89)
|
(3,411)
|
Net income (loss)
before income taxes and non-controlling interest
|
(7,491)
|
720
|
(6,771)
|
(119,884)
|
241
|
(119,643)
|
Income tax (expense)
recovery
|
(3,822)
|
(14)
|
(3,836)
|
3,755
|
(18)
|
3,737
|
Net income (loss)
before non-controlling interest
|
(11,313)
|
706
|
(10,607)
|
(116,129)
|
223
|
(115,906)
|
Non-controlling
interest
|
—
|
(706)
|
(706)
|
—
|
(223)
|
(223)
|
Net loss
|
(11,313)
|
—
|
(11,313)
|
(116,129)
|
—
|
(116,129)
|
Other comprehensive
loss:
|
|
|
|
|
|
|
Items that are or may
be reclassified subsequently to net loss
|
(130,990)
|
—
|
(130,990)
|
(71,875)
|
—
|
(71,875)
|
Total comprehensive
loss attributable to unitholders
|
($142,303)
|
$—
|
($142,303)
|
($188,004)
|
$—
|
($188,004)
|
The following table reconciles the REIT's Results of Operations
from the REIT's Financial Statements to the REIT's proportionate
share (a non-GAAP Measure):
|
Year
ended December 31, 2023
|
Year
ended December 31, 2022
|
(in thousands of
Canadian dollars)
|
REIT's
Financial
Statements
|
Equity
accounted
investments
|
REIT's
proportionate
share
|
REIT's
Financial
Statements
|
Equity
accounted
investments
|
REIT's
proportionate
share
|
Rentals from investment
properties
|
$847,146
|
$150,704
|
$997,850
|
$834,640
|
$130,312
|
$964,952
|
Property operating
costs
|
(300,542)
|
(41,035)
|
(341,577)
|
(299,691)
|
(38,230)
|
(337,921)
|
Net operating
income
|
546,604
|
109,669
|
656,273
|
534,949
|
92,082
|
627,031
|
Net income from equity
accounted investments
|
145,459
|
(145,033)
|
426
|
47,139
|
(46,007)
|
1,132
|
Finance costs -
operations
|
(218,152)
|
(48,643)
|
(266,795)
|
(220,262)
|
(40,026)
|
(260,288)
|
Finance
income
|
13,849
|
341
|
14,190
|
14,793
|
88
|
14,881
|
Proceeds on disposal of
purchase option
|
30,568
|
—
|
30,568
|
—
|
—
|
—
|
Trust
expenses
|
(24,385)
|
(4,850)
|
(29,235)
|
(22,121)
|
(3,242)
|
(25,363)
|
Fair value adjustment
on financial instruments
|
30,555
|
856
|
31,411
|
38,349
|
2,910
|
41,259
|
Fair value adjustment
on real estate assets
|
(486,104)
|
91,146
|
(394,958)
|
546,081
|
(4,802)
|
541,279
|
Gain (loss) on sale of
real estate assets, net of related costs
|
(7,247)
|
(2,173)
|
(9,420)
|
7,332
|
161
|
7,493
|
Net income before
income taxes and non-controlling interest
|
31,147
|
1,313
|
32,460
|
946,260
|
1,164
|
947,424
|
Income tax (expense)
recovery
|
30,543
|
(59)
|
30,484
|
(101,437)
|
(197)
|
(101,634)
|
Net income before
non-controlling interest
|
61,690
|
1,254
|
62,944
|
844,823
|
967
|
845,790
|
Non-controlling
interest
|
—
|
(1,254)
|
(1,254)
|
—
|
(967)
|
(967)
|
Net income
|
61,690
|
—
|
61,690
|
844,823
|
—
|
844,823
|
Other comprehensive
income (loss):
|
|
|
|
|
|
|
Items that are or may
be reclassified subsequently to net income
|
(131,202)
|
—
|
(131,202)
|
321,570
|
—
|
321,570
|
Total comprehensive
income (loss) attributable to unitholders
|
($69,512)
|
$—
|
($69,512)
|
$1,166,393
|
$—
|
$1,166,393
|
Same-Property net operating income (cash basis)
The following table reconciles net operating income per the
REIT's Financial Statements to Same-Property net operating income
(cash basis):
|
Three months ended
December 31
|
Year
ended December 31
|
(in thousands of
Canadian dollars)
|
2023
|
2022
|
Change
|
2023
|
2022
|
Change
|
Rentals from investment
properties
|
$205,904
|
$216,835
|
($10,931)
|
$847,146
|
$834,640
|
$12,506
|
Property operating
costs
|
(58,544)
|
(68,723)
|
10,179
|
(300,542)
|
(299,691)
|
(851)
|
Net operating
income per the REIT's Financial
Statements
|
147,360
|
148,112
|
(752)
|
546,604
|
534,949
|
11,655
|
Adjusted
for:
|
|
|
|
|
|
|
Net operating income
from equity accounted investments(1)
|
27,980
|
27,994
|
(14)
|
109,669
|
92,082
|
17,587
|
Straight-lining of
contractual rent at the REIT's proportionate
share(1)
|
(2,623)
|
(3,588)
|
965
|
(12,100)
|
(6,890)
|
(5,210)
|
Realty taxes in
accordance with IFRIC 21 at the REIT's proportionate
share(1)
|
(14,946)
|
(12,600)
|
(2,346)
|
—
|
—
|
—
|
Net operating income
(cash basis) from Transactions at the REIT's proportionate
share(1)
|
(30,072)
|
(38,504)
|
8,432
|
(136,609)
|
(159,794)
|
23,185
|
Same-Property net
operating income (cash basis)(1)
|
$127,699
|
$121,414
|
$6,285
|
$507,564
|
$460,347
|
$47,217
|
(1)
|
These are non-GAAP
measures . Refer to the "Non-GAAP Measures" section of this
news release.
|
NAV per Unit (a non-GAAP Ratio)
The following table reconciles Unitholders' equity per Unit to
NAV per Unit:
Unitholders' Equity
per Unit and NAV per Unit
|
December
31
|
December 31
|
(in thousands except
for per Unit amounts)
|
2023
|
2022
|
Unitholders'
equity
|
$5,192,375
|
$5,487,287
|
Exchangeable
units
|
177,944
|
217,668
|
Deferred tax
liability
|
437,214
|
483,048
|
Total
|
$5,807,533
|
$6,188,003
|
|
|
|
Units
outstanding
|
261,868
|
265,885
|
Exchangeable units
outstanding
|
17,974
|
17,974
|
Total
|
279,842
|
283,859
|
Unitholders' equity per
Unit(1)
|
$19.83
|
$20.64
|
NAV per Unit
|
$20.75
|
$21.80
|
(1)
|
Unitholders' equity per
Unit is calculated by dividing unitholders' equity by Units
outstanding.
|
Funds from Operations and Adjusted Funds from
Operations
The following table reconciles net income per the REIT's
Financial Statements to FFO and AFFO:
FFO AND
AFFO
|
Three Months ended
December 31
|
Year
ended December 31
|
(in thousands of
Canadian dollars except per Unit amounts)
|
2023
|
2022
|
2023
|
2022
|
Net
income per the REIT's Financial
Statements
|
($11,313)
|
($116,129)
|
$61,690
|
$844,823
|
Realty taxes in
accordance with IFRIC 21
|
(13,762)
|
(11,284)
|
—
|
—
|
FFO adjustments from
equity accounted investments
|
(132,732)
|
(39,685)
|
(89,829)
|
2,064
|
Exchangeable unit
distributions
|
4,494
|
3,368
|
12,582
|
10,692
|
Fair value adjustments
on financial instruments and real estate assets
|
241,193
|
254,714
|
455,549
|
(584,430)
|
Fair value adjustment
to unit-based compensation
|
529
|
6,476
|
(5,134)
|
2,172
|
(Gain) loss on sale of
real estate assets, net of related costs
|
1,119
|
3,322
|
7,247
|
(7,332)
|
Deferred income tax
expense (recoveries) applicable to U.S. Holdco
|
3,577
|
(4,096)
|
(32,345)
|
100,108
|
Incremental leasing
costs
|
425
|
411
|
2,163
|
2,252
|
The Bow and 100 Wynford
non-cash rental income and accretion adjustments
|
(9,880)
|
(9,223)
|
(38,572)
|
(29,166)
|
FFO(1)
|
$83,650
|
$87,874
|
$373,351
|
$341,183
|
Straight-lining of
contractual rent
|
(2,453)
|
(3,280)
|
(11,404)
|
(6,512)
|
Rent amortization of
tenant inducements
|
1,130
|
1,209
|
4,514
|
4,691
|
Capital
expenditures
|
(10,881)
|
(15,731)
|
(41,168)
|
(35,582)
|
Leasing expenses and
tenant inducements
|
(980)
|
(4,874)
|
(4,747)
|
(8,516)
|
Incremental leasing
costs
|
(425)
|
(411)
|
(2,163)
|
(2,252)
|
AFFO adjustments from
equity accounted investments
|
(1,364)
|
(2,304)
|
(5,212)
|
(5,676)
|
AFFO(1)
|
$68,677
|
$62,483
|
$313,171
|
$287,336
|
Weighted average number
of Units and exchangeable units (in thousands of
Units)(2)
|
279,842
|
283,859
|
281,815
|
290,782
|
FFO per basic and
diluted Unit(3)
|
$0.299
|
$0.310
|
$1.325
|
$1.173
|
AFFO per basic and
diluted Unit(3)
|
$0.245
|
$0.220
|
$1.111
|
$0.988
|
Cash Distributions per
Unit
|
$0.250
|
$0.188
|
$0.700
|
$0.590
|
Payout ratio as a % of
FFO(3)
|
83.6 %
|
60.6 %
|
52.8 %
|
50.3 %
|
Payout ratio as a % of
AFFO(3)
|
102.0 %
|
85.5 %
|
63.0 %
|
59.7 %
|
(1)
|
These are non-GAAP
measures defined in the "Non-GAAP Measures" section of this news
release.
|
(2)
|
For the three months
and year ended December 31, 2023, included in the weighted average
and diluted weighted average number of Units are exchangeable units
of 17,974,186. For the three months and year ended December 31,
2022, included in the weighted average and diluted weighted average
number of Units are exchangeable units of 17,974,186 and
18,110,844, respectively.
|
(3)
|
These are non-GAAP
ratios defined in the "Non-GAAP Measures" section of this news
release.
|
Additional information regarding H&R is available at
www.hr-reit.com and on www.sedarplus.com
SOURCE H&R Real Estate Investment Trust