DDR Ddr Corp.

DDR Corp. (NYSE: DDR) today announced operating results for the quarter ended March 31, 2018.

“I am thrilled with our progress in the first quarter, both operationally and with the execution of our strategic transformation through the planned spin-off of RVI. Our strong same store NOI and operating FFO results were ahead of our budget, and demonstrate the strength of our high-quality portfolio. The completion of the securitization of the $1.35 billion mortgage loan secured by the RVI assets represented the last significant hurdle ahead of the expected July spin-off. Finally, we closed the disposition of our first RVI asset at a compelling price, an auspicious beginning for the execution of RVI’s business plan,” commented David R. Lukes, president and chief executive officer.

Results for the Quarter

• First quarter net loss attributable to common shareholders was $62.5 million, or $0.17 per diluted share, as compared to net loss of $59.8 million, or $0.16 per diluted share, in the year ago-period. The year-over-year increase in net loss is primarily attributable to debt extinguishment charges and transaction costs of $61.6 million partially offset by lower impairment charges and the reserve on preferred equity interests in 2017.
• First quarter operating funds from operations attributable to common shareholders (“Operating FFO” or “OFFO”) was $97.8 million, or $0.26 per diluted share, compared to $108.5 million, or $0.30 per diluted share, in the year ago-period. The year-over-year decrease in OFFO is primarily attributable to the dilutive impact of deleveraging asset sales partially offset by a reduction in general and administrative expenses.

Significant First Quarter Activity

• Sold 15 shopping centers and land parcels for an aggregate sales price of $365.9 million, totaling $208.7 million at DDR’s share, including $36.1 million from the repayment of the Company’s preferred equity investment in its two joint ventures with Blackstone.
• In February 2018, in connection with the previously announced planned spin-off of 38 continental U.S. assets and all 12 Puerto Rico assets into RVI, completed $1.35 billion of mortgage financing and repaid $452 million of mortgage debt, $900 million aggregate principal amount of senior unsecured notes and $200 million of unsecured term loan using proceeds from the new financing and asset sales. DDR recorded approximately $5.2 million of costs related to the planned RVI spin-off in the first quarter of 2018.
• Sold Silver Spring Square in Harrisburg, PA, for $80.8 million on April 17, 2018 marking the completion of the first RVI asset sale.

Key Quarterly Operating Results

• Reported 2.6% same store net operating income growth on a pro rata basis for New DDR. The results of “New DDR” represent the results of the assets that will remain in DDR after the completion of both the spin-off of RVI and the previously announced $900 million disposition program.
• Generated new leasing spreads of 21.2% and renewal leasing spreads of 6.4%, both on a pro rata basis for New DDR for the quarter, and new leasing spreads of 21.6% and renewal leasing spreads of 7.2%, both on a pro rata basis for New DDR for the trailing twelve-month period.
• Reported a leased rate of 93.7% at March 31, 2018 for New DDR on a pro rata basis, compared to 93.6% at December 31, 2017.
• Annualized base rent per occupied square foot on a pro rata basis was $17.29 at March 31, 2018 for New DDR, compared to $17.00 at March 31, 2017.

Guidance

There has been no change in the Company’s Operating FFO per share guidance since the initial release on February 15, 2018 and the related assumptions. The Company continues to estimate Operating FFO for the third quarter of 2018 to be at least $0.15 per diluted share, after an assumed spin-off date of July 2018.

 

Reconciliation of Net Income Attributable to DDR to FFO and Operating FFO Estimate

  3Q2018E Per Share - Diluted Net income attributable to Common Shareholders $0.02 - $0.03 Depreciation and amortization of real estate 0.11 - 0.13 Equity in net income of JVs (0.01)

JVs' FFO

0.02

FFO (NAREIT) and Operating FFO $0.15  

About DDR Corp.

DDR is an owner and manager of 258 value-oriented shopping centers representing 89 million square feet in 32 states and Puerto Rico. The Company owns a high-quality portfolio of open-air shopping centers in major metropolitan areas that provide a highly-compelling shopping experience and merchandise mix for retail partners and consumers. The Company actively manages its assets with a focus on creating long-term shareholder value. DDR is a self-administered and self-managed REIT operating as a fully integrated real estate company, and is publicly traded on the New York Stock Exchange under the ticker symbol DDR. Additional information about the Company is available at www.ddr.com.

Conference Call and Supplemental Information

The Company will hold its quarterly conference call today at 5:00 p.m. Eastern Time. To participate with access to the slide presentation, please visit the Investors portion of DDR's website, ir.ddr.com, or for audio only, dial 888-317-6003 (U.S.), 866-284-3684 (Canada) or 412-317-6061 (international) using pass code 3646421 at least ten minutes prior to the scheduled start of the call. A replay of the conference call will also be available at ir.ddr.com for one year after the call. A copy of the Company’s Supplemental package is available on the Company’s website.

Non-GAAP Measures

FFO is a supplemental non-GAAP financial measure used as a standard in the real estate industry and is a widely accepted measure of real estate investment trust (“REIT”) performance. Management believes that both FFO and Operating FFO provide additional indicators of the financial performance of a REIT. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group.

FFO is generally defined and calculated by the Company as net income (loss), adjusted to exclude: (i) preferred share dividends, (ii) gains and losses from disposition of depreciable real estate property and related investments, which are presented net of taxes, (iii) impairment charges on depreciable real estate property and related investments and (iv) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles, equity income (loss) from joint ventures and equity income (loss) from non-controlling interests and adding the Company’s proportionate share of FFO from its unconsolidated joint ventures and non-controlling interests, determined on a consistent basis. The Company’s calculation of FFO is consistent with the NAREIT definition. The Company calculates Operating FFO by excluding certain non-operating charges and gains. Operating FFO is useful to investors as the Company removes non-comparable charges and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio. Other real estate companies may calculate FFO and Operating FFO in a different manner.

The Company also uses net operating income (“NOI”), a non-GAAP financial measure, as a supplemental performance measure. NOI is calculated as property revenues less property-related expenses. The Company believes 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, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis.

The Company presents NOI information herein on a same store basis or “SSNOI.” The Company defines SSNOI as property revenues less property-related expenses, which exclude straight-line rental income and expenses, lease termination income, management fee expense, fair market value of leases and expense recovery adjustments. SSNOI also excludes activity associated with development and major redevelopment and includes assets owned in comparable periods (15 months for quarter comparisons). In addition, due to the impact of Hurricane Maria on its properties in Puerto Rico in 2017, the Company also excludes its Puerto Rico NOI from SSNOI. SSNOI excludes all non-property and corporate level revenue and expenses. Other real estate companies may calculate NOI and SSNOI in a different manner. The Company believes SSNOI provides investors with additional information regarding the operating performances of comparable assets because it excludes certain non-cash and non-comparable items as noted above.

FFO, Operating FFO, NOI and SSNOI do not represent cash generated from operating activities in accordance with GAAP, are not necessarily indicative of cash available to fund cash needs and should not be considered as alternatives to net income computed in accordance with GAAP as indicators of the Company’s operating performance or as alternatives to cash flow as a measure of liquidity. Reconciliations of these non-GAAP measures to their most directly comparable GAAP measures are included in this release and the accompanying financial supplement.

Safe Harbor

DDR Corp. considers portions of the information in this press release to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Company's expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including, among other factors, property damage, expenses related thereto and other business and economic consequences (including the potential loss of rental revenues) resulting from extreme weather conditions in locations where we own properties, and the ability to estimate accurately the amounts thereof; sufficiency and timing of any insurance recovery payments related to damages from extreme weather conditions; local conditions such as supply of space or a reduction in demand for real estate in the area; competition from other available space; dependence on rental income from real property; the loss of, significant downsizing of or bankruptcy of a major tenant; redevelopment and construction activities may not achieve a desired return on investment; our ability to buy or sell assets on commercially reasonable terms; our ability to complete acquisitions or dispositions of assets under contract; our ability to secure equity or debt financing on commercially acceptable terms or at all; our ability to enter into definitive agreements with regard to our financing and joint venture arrangements or our failure to satisfy conditions to the completion of these arrangements; the success of our deleveraging strategy; any change in strategy; our ability to complete our previously announced plan to spin-off certain of our assets in a timely manner; the impact of such spin-off on our business and that of the spun-off company; and the ability of the Company and the spin-off company to execute their respective strategies following consummation of the spin-off, including the ability of the spin-off company to sell assets on commercially reasonable terms; entering into management agreements with RVI on commercially reasonable terms; and the finalization of the financial statements for the period ended March 31, 2018. For additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Company's Form 10-K for the year ended December 31, 2017. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

   

DDR Corp.

Income Statement: Consolidated Interests

  $ in thousands, except per share 1Q18  

1Q17

Revenues (1): Minimum rents (2) $146,887 $167,229 Percentage rent 1,808 1,699 Recoveries 51,354 57,476 Other property revenues (3) 4,908 4,577 Business interruption income 2,000 0 206,957 230,981 Expenses (4): Operating and maintenance 29,757 32,991 Real estate taxes 32,023 34,329 61,780 67,320   Net operating income 145,177 163,661   Other income (expense): Fee income 8,111 9,440 Interest income 5,341 8,392 Interest expense (44,040) (51,827) Depreciation and amortization (74,424) (90,884) General and administrative (5) (16,115) (31,072) Other income (expense), net (6) (61,607) (4) Impairment charges (30,444) (21,973) Hurricane casualty loss (750) 0 Loss before earnings from JVs and other (68,751) (14,267)   Equity in net income (loss) of JVs 8,786 (1,665) Reserve of preferred equity interests (3,961) (76,000) Tax benefit (expense) 18 (223) Gain on disposition of real estate, net 10,011 38,127 Net loss (53,897) (54,028) Non-controlling interests (256) (213) Net loss DDR (54,153) (54,241) Preferred dividends (8,383) (5,594) Net loss Common Shareholders ($62,536) ($59,835)   Weighted average shares – Basic & Diluted – EPS 369,120 366,430   Earnings per common share – Basic & Diluted ($0.17) ($0.16)   Revenue items: (1) Lost revenue related to hurricanes ($3,784) $0 (2) Ground lease revenue 9,970 10,892 (3) Lease termination fees 521 178   (4) Operating expenses: Recoverable expenses (57,579) (62,117) Non-recoverable expenses (4,104) (4,280) Bad debt expense (97) (923)   (5) General and administrative expenses: Separation charges 0 (11,471) Internal leasing expenses (1,196) (1,592) Construction administrative costs (capitalized) 1,370 2,388   (6) Other income (expense), net Debt extinguishment costs, net (56,432) 0 Transaction and other (income) expense, net (5,175) (4) (61,607) (4)       DDR Corp.

Reconciliation: Net (Loss) Income to FFO and Operating FFO

and Other Financial Information

  $ in thousands, except per share 1Q18   1Q17 Net loss attributable to Common Shareholders ($62,536) ($59,835) Depreciation and amortization of real estate 72,859 88,649 Equity in net (income) loss of JVs (8,786) 1,665 JVs' FFO 7,170 6,582 Non-controlling interests 53 76 Impairment of depreciable real estate 30,444 21,973 Gain on disposition of depreciable real estate, net (9,688) (36,898) FFO attributable to Common Shareholders $29,516 $22,212   Reserve of preferred equity interests 3,961 76,000 Hurricane casualty loss (1) 2,535 0 Separation charges 0 11,471 Debt extinguishment, transaction, other, net 61,607 (1) Joint ventures - debt extinguishment, transaction, other 454 80 Gain on disposition of non-depreciable real estate, net (323) (1,229) Total non-operating items, net 68,234 86,321 Operating FFO attributable to Common Shareholders $97,750 $108,533   Weighted average shares and units – Basic – FFO & OFFO 369,471 366,976 Assumed conversion of dilutive securities 15 89 Weighted average shares and units – Diluted – FFO & OFFO 369,486 367,065   FFO per share – Basic & Diluted $0.08 $0.06 Operating FFO per share – Basic & Diluted $0.26 $0.30 Common stock dividends declared, per share $0.19 $0.19   Certain non-cash items (DDR share): Straight-line rent, net ($380) $433 Amortization of (above)/below-market rent, net 1,843 3,851 Straight-line ground rent (expense) income (50) 269 Debt fair value and loan cost amortization (2,473) (990) Capitalized interest expense 323 398 Stock compensation expense (1,692) (1,908) Non-real estate depreciation expense (1,523) (2,135) Non-cash interest income 0 1,283   Capital expenditures (DDR share): Development and redevelopment costs 20,474 9,655 Maintenance capital expenditures 521 824 Tenant allowances and landlord work 9,418 18,124 Leasing commissions 897 859   (1) Hurricane casualty loss (DDR Share): Lost tenant revenue (3,784) 0 Business interruption income 2,000 0 Clean up costs and other expenses, net (751) 0 (2,535) 0         DDR Corp.

Balance Sheet: Consolidated Interests

 

$ in thousands At Period End 1Q18 4Q17 Assets: Land $1,700,502 $1,738,792 Buildings 5,599,708 5,733,451 Fixtures and tenant improvements 696,787 693,280 7,996,997 8,165,523 Depreciation (1,963,427) (1,953,479) 6,033,570 6,212,044 Construction in progress and land 77,033 82,480 Real estate, net 6,110,603 6,294,524   Investments in JVs 96,734 106,037 Receivable – preferred equity interests, net 236,925 277,776 Cash 16,560 92,611 Restricted cash 49,257 2,113 Notes receivable, net 19,675 19,675 Receivables, net (1) 100,464 108,695 Casualty insurance receivable 65,547 58,583 Intangible assets, net 167,834 182,407 Other assets, net 46,847 27,652 Total Assets 6,910,446 7,170,073   Liabilities and Equity: Revolving credit facilities 120,000 0 Unsecured debt 1,917,833 2,810,100 Unsecured term loan 198,452 398,130 Secured debt 1,505,235 641,082 3,741,520 3,849,312 Dividends payable 78,687 78,549 Other liabilities (2) 317,916 344,774 Total Liabilities 4,138,123 4,272,635   Preferred shares 525,000 525,000 Common shares 36,934 36,851 Paid-in capital 5,522,874 5,513,197 Distributions in excess of net income (3,315,974) (3,183,134) Deferred compensation 7,668 8,777 Other comprehensive income (1,311) (1,106) Common shares in treasury at cost (7,774) (8,653) Non-controlling interests 4,906 6,506 Total Equity 2,772,323 2,897,438     Total Liabilities and Equity $6,910,446 $7,170,073   (1) Straight-line rents receivable, net $57,733 $59,439   (2) Below-market leases, net 123,571 127,513    

DDR Corp.

Reconciliation of Net Income Attributable to DDR to Same Store NOI (1)

      $ in thousands At DDR Share (Non-GAAP) 1Q18 1Q17 1Q18 1Q17

GAAP Reconciliation:

Net loss attributable to DDR ($54,153) ($54,241) ($54,153) ($54,241) Fee income (8,111) (9,440) (8,111) (9,440) Interest income (5,341) (8,392) (5,341) (8,392) Interest expense 44,040 51,827 44,040 51,827 Depreciation and amortization 74,424 90,884 74,424 90,884 General and administrative 16,115 31,072 16,115 31,072 Other expense, net 61,607 4 61,607 4 Impairment charges 30,444 21,973 30,444 21,973 Hurricane casualty loss 750 0 750 0 Equity in net income (loss) of joint ventures (8,786) 1,665 (8,786) 1,665 Reserve of preferred equity interests 3,961 76,000 3,961 76,000 Tax (benefit) expense (18) 223 (18) 223 Gain on disposition of real estate (10,011) (38,127) (10,011) (38,127) Income from non-controlling interests 256 213 256 213 Consolidated NOI 145,177 163,661 145,177 163,661 DDR's consolidated JV 0 0 (398) (410) Consolidated NOI, net of non-controlling interests 145,177 163,661 144,779 163,251   Net income (loss) from unconsolidated joint ventures 23,405 (52,377) 8,452 (5,237) Interest expense 24,243 30,130 3,749 4,883 Depreciation and amortization 39,677 45,096 5,181 5,548 Impairment charges 16,910 52,657 846 6,260 Preferred share expense 6,508 8,128 325 406 Other expense, net 7,421 6,573 1,289 1,073 (Gain) loss on disposition of real estate, net (38,020) 173 (7,448) 8 Unconsolidated NOI 80,144 90,380 12,394 12,941   Total Consolidated + Unconsolidated NOI 225,321 254,041 157,173 176,192 Less: Non-Same Store NOI adjustments including Puerto Rico NOI (34,068) (64,224) (30,594) (51,511) Total SSNOI $191,253 $189,817 $126,579 $124,681 Less: RVI – continental U.S. and disposition assets (37,794) (38,158) (37,794) (38,158) Total New DDR SSNOI $153,459 $151,659 $88,785 $86,523   SSNOI % Change – DDR at share (excluding Puerto Rico) 0.8% 1.5% SSNOI % Change – New DDR at share 1.2% 2.6% (1) Excludes major redevelopment activity; see Investments section for additional detail. See calculation definition in the Non-GAAP Measures section.  

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DDR Corp.Matthew Ostrower, 216-755-5500EVP and Chief Financial Officer