RIOCAN INVESTOR PRESENTATION
First Quarter 2014
Forward Looking Statements
2
Certain information included in this presentation contains forward-looking statements within the
meaning of applicable securities laws including, among others, statements concerning our objectives,
our strategies to achieve those objectives, as well as statements with respect to management's beliefs,
plans, estimates, and intentions, and similar statements concerning anticipated future events, results,
circumstances, performance or expectations that are not historical facts. Certain material factors,
estimates or assumptions were applied in drawing a conclusion or making a forecast or projection as
reflected in these statements and actual results could differ materially from such conclusions, forecasts
or projections.
Additional information on the material risks that could cause our actual results to differ materially from
the conclusions, forecast or projections in these statements and the material factors, estimates or
assumptions that were applied in drawing a conclusion or making a forecast or projection as reflected in
the forward-looking information can be found in our annual information form and annual report that
are available on our website and at
www.sedar.com
.
Except as required by applicable law, RioCan undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information, future events or otherwise.
One of North America’s Largest Retail REITS
3
340
retail properties
in Canada & U.S.
82
million
sqft total portfolio
$
8.1
billion
market cap
55
million
sqft owned
$
14.5
billion
enterprise value
~
86
%
revenue generated by
national and anchor
tenants
~
7,600
Core Strengths
4
Strong, reliable distribution yield provided to investors
Stable, diversified portfolio of national retail tenants
Disciplined growth strategy in Canada and U.S.
Positioned to benefit from robust development pipeline and acquisitions
Experienced, performance driven management team
Dominant platform, geographically diversified
Conservative balance sheet / financial strength
QC
PA VA
Property Portfolio
5 As at March 31, 2014 at RioCan’s interest
CT MA
BC
AB
ON
QC
SA
MB
NB
NFLD
293
retail properties
45
million sqft84%
annualized rental revenue TX GTA47
retail properties
9.9
million sqft16%
annualized rental revenue 5Property Portfolio – Canada
6 Calgary Edmonton Vancouver Toronto Montreal OttawaBC
AB
ON
QC
Annualized Rental Revenue by Major Market
8.7
%
Major markets combined, 72.2% Rest of Canada, 27.8%6.2
%
3.9%
3.7
%
7.2
%
42.5%
6PA VA
Property Portfolio – U.S.
7 RI CT NH MA
TX
Regional Market Strategy & Focus
Annualized Rental Revenue by State
NY MD NJ WV
55.3
%
2.6
%
1.8%
6.7
%
2.0
%
0.7
%
3.0
%
2.6%
20.6
%
2.5
%
2.2
%
47
retail properties
9.9
million sqftStrong Tenant Relationships
8 8
Strong Tenant Relationships
9
Top 10 Canada & US Combined
Top 10 Tenant Name Annualized Rental
Revenue Number Of Locations Total Area Occupied (Sq. Ft. In 000s) Weighted Avg Remaining Lease Term (Yrs)
1
Loblaws/No Frills/Fortinos/Zehrs/Maxi/Shoppers Drug Mart (i) 4.1% 82 1,992 7.82
Walmart 3.7% 33 3,967 12.63
Canadian Tire Corporation (ii) 3.4% 86 1,980 8.54
Metro/Super C/Loeb/Food Basics 3.2% 57 2,108 6.95
Cineplex/Galaxy Cinemas 3.0% 29 1,319 10.06
Winners/HomeSense/Marshalls 2.6% 73 1,632 7.17
Target Corporation 2.1% 27 2,278 8.28
Staples/Business Depot 1.6% 48 941 5.79
Cara/Prime Restaurants 1.6% 112 475 7.110
Sobey's Inc. 1.6% 37 971 7.7(i) Loblaws has completed it's acquisition of Shoppers Drug Mart. Upon closing, Loblaws became RioCan’s largest tenant by gross revenue. (ii) Canadian Tire Corporation includes Canadian Tire/PartSource/Mark’s/Sport Mart/ Sport Chek/Sports Experts/National Sports/Atmosphere.
As at March 31, 2014
Lease Rollover Profile
Broadly Distributed Lease Expiries
10
3,072
4,153
4,643
3,600
4,470
2014
2015
2016
2017
2018
639
478
493
733
1,146
2014
2015
2016
2017
2018
% Square Feet expiring / portfolio NLA
Canadian Portfolio
As at March 31, 2014 U.S. Portfolio As at March 31, 2014 ’000s Square Feet ’000s Square Feet7.9%
10.6%
11.9%
9.2%
11.4%
6.4%
4.8%
5.0%
7.4%
11.5%
Occupancy since 1996
Historical Occupancy Rates 1996 to Q1 2014
96.9% 95.0% 95.0% 95.4% 96.1% 95.6% 95.8% 96.3% 96.3% 97.1% 97.7% 97.6% 96.9% 97.4% 97.4% 97.6% 97.4% 96.9% 96.8% 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Q1 2014 11
Financial Highlights
(at RioCan’s interest in millions of $ except per unit amounts)
Revenues
758
882
988
1,114
1,195
2009 2010 2011 2012 2013
Operating FFO*
280
329
380
440
492
2009 2010 2011 2012 2013
Operating FFO* Per Unit
1.22
1.33
1.43
1.52
1.63
2009 2010 2011 2012 2013
13
Years ended December 31st
* Note: FFO reported under IFRS for 2010 onwards, excludes trading gain income
15% CAGR
7.5% CAGR
12% CAGR
Quarterly Financial Highlights
(in millions of $ except per unit amounts)
Revenues*
237 246 267 274 269 271 285 306 292 283 300 308Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
Operating FFO
93 97 100 103 106 115 116 124 121 124 124 127Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
Operating FFO Per Unit
0.36 0.37 0.36 0.37 0.37 0.40 0.39 0.41 0.40 0.41 0.41 0.42Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
142011
2012
2011
2012
2011
2012
2013
* At RioCan’s interest2013
2013
2014
2014
2014
Financial Highlights
(in millions of $)466
551
622
704
758
2009 2010 2011 2012 2013
Net Operating Income* Q1 2011 – Q1 2014
151 156 167 171 172 182 187 186 187 188 196 192
Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
Net Operating Income* 2009 –2013
15
2011
2012
* At RioCan’s interest, 2014 NOI adjusted for accrued property taxes under IFRIC 21.
Financial Highlights
(in millions)Distributions to Unitholders
228 261
281 285 293 316 312
297
318 343
367
401
426 432
2008 2009 2010 2011 2012 2013 2014*
0.99 1.04 1.13 1.14 1.07 1.01 1.04 1.041.3275 1.36
1.38 1.38 1.38 1.38 1.41 1.41
2007 2008 2009 2010 2011 2012 2013 2014*Distributions to Unitholders per Unit
16 Distributions to Unitholders net of DRIP Distributions per Unit net of DRIP
Financial Highlights
$ per unit
Payout Ratio
% Change
Q1 2014
Q1 2013
Q1 2014
Q1 2013
Distribution
0.0%
0.3525
0.3525
n/a
n/a
FFO
2.5%
0.41
0.40
86.0%
88.1%
OFFO
2.4%
0.42
0.41
83.9%
86.0%
AFFO
2.7%
0.38
0.37
92.8%
95.3%
Canada
United States
Q1 2014
Q1 2013
Q1 2014
Q1 2013
Same Store NOI Growth
3.1%
0.1%
3.0%
1.4%
Same Property NOI Growth
2.6%
0.3%
3.0%
1.4%
Financial Highlights
•
On January 29, 2014, RioCan and its partners, Allied Properties REIT and Diamond Corporation,
announced The Well. This mixed use development project is located at the corner of Front Street and
Spadina Avenue in close proximity to downtown Toronto on a 7.7 acre site, and the partners have filed
a rezoning application for up to 3.7 million square feet of retail, office and residential properties;
•
RioCan renewed 1,282,000 square feet in the Canadian portfolio during the first quarter at an average
rent increase of $1.02 per square foot, representing an increase of 7.0%;
•
As at March 31, 2014, RioCan had ownership interests in 16 properties under development that will,
upon completion, comprise approximately 10.8 million square feet (5.5 milion square feet at RioCan’s
interest), all located in major markets in Canada;
•
During the first quarter, RioCan acquired interests in two income properties in Canada and the US at
an aggregate purchase price of approximately $21 million at RioCan’s interest at a weighted average
capitalization rate of 6.7%;
•
During the first quarter, RioCan sold three properties located in secondary markets aggregating
472,000 square feet at a total sale price of $51 million; and
•
During the quarter, RioCan completed the offering of $150 million Series U debentures, which carry a
coupon of 3.62% and maturity date of June 1, 2020. Subsequent to the quarter end, RioCan issued
$150 million Series V debentures, which carry a coupon of 3.746% and maturity date of May 2022.
Financial Information
(millions of dollars, except where otherwise noted, for definitions see RioCan’s Q1 MD&A) % Change For the three months ended
Q1 2014 vs.
Q1 2013 March 31, 2014 Dec. 31, 2013 March 31, 2013
Total revenue - Consolidated 4.8% 307 307 293
Total revenue - RioCan's interest 0.7% 308 306 306
Adjusted EBITDA 0.5% 190 188 190
FFO 3.3% 125 122 121
FFO per Unit 2.5% 0.41 0.40 0.40
Operating FFO 2.4% 127 124 124
Operating FFO per Unit 2.4% 0.42 0.41 0.41
AFFO 2.7% 115 113 112
AFFO per Unit 2.7% 0.38 0.37 0.37
Distributions as a percentage of AFFO -2.6% 92.8% 95.3% 95.3%
Weighted average common Units outstanding - basic (in thousands) 1.4% 304,887 303,544 300,735
Distributions to common Unitholders 1.9% 108 107 106
Distributions to common Unitholders per Unit 0.0% 0.3525 0.3525 0.3525
Distributions per common Unit (annualized) 0.0% 1.41 1.41 1.41
Distributions to common Unitholders net of distribution reinvestment plan 0.0% 78 79 78 Distributions to common Unitholders net of distribution reinvestment plan per Unit 0.0% 0.26 0.26 0.26
Common Unit issue proceeds under distribution reinvestment plan 7.1% 30 28 28
Distribution reinvestment plan (DRIP) participation rate 5.7% 27.8% 25.6% 26.3%
Financial Information
(millions of dollars, except where otherwise noted, for definitions see RioCan’s Q1 MD&A) March 31, December 31,
As at 2014 2013 2013
Total enterprise value 14,549 14,411 13,794 Total assets – Consolidated 13,784 12,723 13,530 Total assets - RioCan's interest 13,820 12,993 13,554 Debt* – Consolidated 6,094 5,477 5,959 Debt* – RioCan's interest 6,124 5,748 5,988 Debt to total assets (net of cash) - Consolidated 44.1% 42.5% 43.9% Debt to total assets (net of cash) - RioCan's interest 44.2% 43.7% 44.0% Debt to total enterprise value - Consolidated 41.9% 38.0% 43.2% Debt to total enterprise value - RioCan's interest 42.1% 39.9% 43.4% Debt service coverage ratio - RioCan's interest 2.12 2.03 2.10 Interest coverage ratio - RioCan's interest 2.85 2.76 2.83 Fixed charge coverage ratio - RioCan's interest 1.06 1.06 1.06 Net consolidated debt to Adjusted EBITDA 7.64 6.94 7.52 Operating debt to adjusted operating EBITDA - RioCan's interest 7.49 7.04 7.24 Total unitholders' equity 7,386 6,946 7,261 Common Units outstanding (in thousands) 305,945 301,237 304,075
Closing market price per common Unit 26.63 27.80 24.77 Common Units - market capitalization 8,147 8,374 7,532 Preferred Units, Series A outstanding (in thousands) 5,000 5,000 5,000 Closing market price per Preferred Unit, Series A 25.30 26.40 24.90 Preferred Unit, Series C outstanding (in thousands) 5,980 5,980 5,980 Closing market price per Preferred Unit, Series C 25.34 26.30 25.00 Preferred Units - market capitalization 278 289 274
20 * Debt is defined as the sum of mortgages payable, lines of credit, and debentures payable.
Financial Summary
21
Occupancy and Leasing Profile
2014 2013 2012
First
quarter quarter Fourth quarter Third quarter Second quarter First quarter Fourth quarter Third quarter Second
Committed occupancy 96.8% 96.9% 97.0% 96.7% 97.0% 97.4% 97.3% 97.4%
Economic occupancy 95.7% 95.8% 95.5% 95.4% 95.8% 95.9% 95.5% 95.5%
NLA leased but not paying rent (thousands of square feet) 519 542 716 642 615 711 855 871
Annualized rental impact (millions) $13 $14 $17 $15 $15 $15 $18 $18
Retention rate – Canada 91.2% 97.0% 91.1% 95.9% 68.3% 94.3% 84.8% 89.9%
% increase in average net rent per sq ft –Canada 7.0% 8.8% 11.2% 12.0% 13.4% 18.4% 12.9% 13.4%
Retention rate – US 86.4% 98.2% 98.4% 92.0% 98.8% 87.6% 96.3% 84.2%
% increase in average net rent per sq ft – US 8.3% 4.8% 3.8% 4.3% 2.3% 5.1% 6.0% 7.3% Average in place rent (psf) $16.01 $16.08 $16.07 $15.77 $15.77 $15.70 $15.85 $15.33
Same store growth – Canada 3.1% 2.7% 2.2% 0.6% 0.1% 0.2% 0.0% 1.5%
Financial Summary
22 “nm” – not meaningful.
1 Same store refers to those income properties that were owned by RioCan and had consistent leasable area in both periods. 2 Same properties refer to those income properties that were owned by RioCan throughout both periods.
Net Operating Income
Canadian Portfolio
(thousands of dollars) Increase Three months ended March 31, 2014 2013 (decrease)
Same Store:
Number of properties 261 261 nm
Committed occupancy 96.8% 97.1% (0.3%)
Economic occupancy 95.6% 95.8% (0.2%)
Net Operating Income:
Same store (1) $ 141,355 $ 137,079 3.1%
Redevelopment and intensification 1,635 2,296 (28.8%)
Same properties (2) 142,990 139,375 2.6%
Acquisitions - IPP 7,801 — nm
Dispositions - IPP — 9,866 nm
Greenfield development 2,220 2,016 10.1%
NOI before adjustments 153,011 151,257 1.2%
Lease cancellation fees, net 2,684 3,754 (28.5%)
Straight line rent adjustment 731 1,477 (50.5%)
Straight line lease write offs related to lease cancellations (339) (140) nm
NOI from properties under development 973 947 2.7%
Financial Summary
23 “nm” – not meaningful.
1 Same store refers to those income properties that were owned by RioCan and had consistent leasable area in both periods. 2 Same properties refer to those income properties that were owned by RioCan throughout both periods..
Net Operating Income
US Portfolio
(thousands of dollars) Increase (decrease) Three months ended March 31, 2014 2013
Base rent – US$ $ 27,843 $ 27,433 1.5 %
Property tax and operating cost recoveries – US$ 10,290 8,815 16.7 %
Other – US$ 273 225 21.3 %
Rental revenue – US$ 38,406 36,473 5.3 %
Property operating costs – US$ 11,736 10,581 10.9 %
Same store and same properties (i)(ii) - US$ 26,670 25,892 3.0 %
Acquisitions – IPP 4,789 — nm
Dispositions - IPP — 1,647 nm
NOI before adjustments 31,459 27,539 14.2 %
Lease cancellation fee (48 ) 295 (116.3 %)
Straight-lining of rents 638 890 (28.3 %)
NOI - US$ 32,049 28,724 11.6 %
Foreign currency translation adjustment 3,184 440 nm
Conservative Debt Profile
•
Debt-to-Total Assets of 44.2% at March 31, 2014;
•
Total operating lines $707.5 million
•
Unencumbered pool has a fair value of $2.3 billion
•
Floating rate debt 8.2% of aggregate debt
•
Strong coverage ratios in Q1 2014 excluding capitalized interest
•
EBITDA interest coverage of 3.20x
•
Debt service coverage of 2.34x and
•
Fixed charge coverage of 1.12x
24
RioCan Capital Structure
33.5%
11.9%
2.0%
52.7%
0%
25%
50%
75%
100%
Book Value*
Common Units - 306 million units outstanding, $8.1 billion market capitalization Preferred Units - $278 million market capitalization
Debentures - $1.6 billion
Mortgages & Lines of Credit - $4.5 billion
25
31.1%
11.0%
1.9%
56.0%
0%
25%
50%
75%
100%
Market Value
Total Assets* – $13.8 Billion
Total Enterprise Value* – $14.5 Billion
Conservative Debt Structure
Growth in Asset vs Debt
26 0 2000 4000 6000 8000 10000 12000 14000 2008 2009 2010 2011 2012 2013 3,260 3,663 4,410 5,034 5,717 5,988 5,338 5,862 8,886 10,767 12,888 13,554
Debt
Assets
CAGR - 20.5%
CAGR - 12.9%
Modest Leverage, Strong Interest Coverage
•
RioCan has consistently adhered to a conservative debt policy even
through periods of considerable growth
•
60% max permitted under covenant
•
Interest coverage well in excess of the 1.65x maintenance covenant
47.3% 48.2% 51.9% 53.1% 53.8% 53.9% 56.6% 56.3% 54.9% 55.6% 49.1% 46.4% 43.5% 44.0% 44.2%
2.9x 2.9x
2.6x 2.6x 2.7x
2.8x 2.9x 2.7x 2.6x
2.2x
2.5x 2.5x
2.7x 2.8x
3.2x
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Q1 2014Leverage
Interest Coverage
27
* At RioCan’s interest
Debt Maturity Schedule
28
•
Long-term, staggered debt maturity profile.
•
4.2% overall WAIR and 4.4 Year weighted avg. term to maturity at RioCan’s interest.
•
Low floating rate debt exposure (8.2% of total debt) at RioCan’s interest.
4.2%
4.5%
4.5%
3.6%
3.6%
4.6%
1.00%
2.00%
3.00%
4.00%
5.00%
6.00%
0 500 1,000 1,500 2,000 2,5002014
2015
2016
2017
2018
Thereafter*
Scheduled principal amortization Mortgages payable
Debentures payable Weighted average interest rate
$ Millions W eig hte d A vg . In te re st R ate o n Ma tur ing De bt 331 801 889 1,131 834 2,287
29
Leverage and Coverage Ratios & Targets
3 Months 12 Months
Targeted
Ratios 31/14Mar. 31/14Mar. 5 31/13Dec. 5 31/13Mar. 31/12 Dec.
Interest coverage ratio1 >2.75x 2.91x 3.20x 3.10x 2.85x 2.83x
Debt service coverage ratio2 >2.25x 2.19x 2.34x 2.26x 2.12x 2.10x
Fixed charge coverage ratio3 >1.1x 1.08x 1.12x 1.10x 1.06x 1.06x
Net operating debt to
operating EBITDA ratio4 <6.5x 7.53x 7.53x 7.49x 7.49x 7.24x
Unencumbered Assets ($millions) $2,278 $2,068 Unsecured Debentures ($millions) $1,611 $1,456 Unencumbered Assets to Unsecured Debt >130% 141% 142%
(1) Interest coverage defined as: Adjusted EBITDA for the period, divided by total interest expense (including interest that has been capitalized).
(2) Debt service coverage defined as: Adjusted EBITDA for the period, divided by total interest expense and scheduled mortgage principal amortization (including interest that has been capitalized).
(3) Fixed charge coverage is defined as: Adjusted EBITDA for the period, divided by total interest expense (including interest that has been capitalized) and distributions to common and preferred unitholders.
(4) Net operating debt to Operating EBITDA is defined as: the average debt outstanding (net of cash) for the period less debt related to property under development divided by Operating EBITDA
(5) Adjusted to exclude interest capitalized.
Future Growth Drivers
31Future Growth
Drivers
Institutional Relationships Organic Growth Acquisitions Development Pipeline Land Use IntensificationOrganic Growth
Canadian Portfolio
32
Lease Expires
(thousands except psf and % amounts Portfolio NLA 2014 2015 2016 2017 2018
Total 39,120 3,072 4,153 4,644 3,600 4,470
Square Feet expiring/portfolio NLA 7.9% 10.6% 11.9% 9.2% 11.4%
Total average net rent psf $16.59 $17.44 $16.60 $16.93 $18.80 $17.64
Ability to add growth through rental renewals with 51% of leases renewing over next five years.
• In Q1 2014 achieved renewal rent increases of 7% or $1.02 psf with an average renewal rate of $15.47. In Q1, more than half of the space expiring was at
fixed rate renewals with an average expiring rent of $11.83 psf and a renewal rate of $12.25 (3.6% increase). On RioCan’s market renewal’s it achieved an average renewal increase of 10% or $1.77 psf.
• Retention rate of 91.2% in Q1 2014 $12 $13 $14 $15 $16 $17 $18 $19 $20 0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 2008 2009 2010 2011 2012 2013 Q1 2014 2014 2015 2016 2017 2018
RioCan Lease Maturity Schedule and Renewal History
Organic Growth
U.S. Portfolio
33
Lease Expires
(thousands except psf and % amounts Portfolio NLA 2014 2015 2016 2017 2018
Total 9,945 639 477 492 733 1,146
Square Feet expiring/portfolio NLA 6.4% 4.8% 4.9% 7.4% 11.5%
0%
20%
40%
60%
80%
100%
2014
2015
2016
2017
2018
Leases Expiring Total Portfolio Cumulative
Square Feet expiring/portfolio NLA
Ability to add growth through rental renewals with 35% of leases renewing over next five years.
• In Q1 2014 achieved renewal rent increases of 8.3% or $1.73 psf with an average renewal rental rate of $22.53 psf • Maintained a retention rate of 86.4% in Q1 2014
Acquisitions
34
2010
2011
2012
2013
$986
$1,073
$926
$849
Annual Acquisitions – Canada & US
Purchase price at RioCan’s interest (millions)
Total
$3.8
Billion
Acquisitions
Track Record – Acquisitions 2011 – Q1 2014
35
Location
Cap Rate
RioCan’s Purchase Price
(millions)
Canada
6.4%
506
United States
6.9%
567
2011 Acquisitions
6.6%
$1,073
Canada
5.7%
543
United States
6.8%
383
2012 Acquisitions
6.1%
$926
Canada
5.3%
571
United States
6.6%
278
2013 Acquisitions
5.7%
$849
Canada
5.5%
11
United States
8.0%
10
2014 Q1 Total
6.7%
$21
Grand Total 2011-Q1 2014
6.2%
$2,869
Transaction Highlights – RPAI & Dunhill
• In Q4 2013, RioCan acquired a 100% interest in eight high quality retail assets in Texas, including the dominant power centres in Austin and San Antonio. The portfolio includes four Target shadow anchored centres in Austin, San Antonio and Temple, as well as four grocery anchored or shadow anchored centres in Houston and Dallas.
• The gross purchase price for the 8 properties was US$96.6 million, representing a capitalization rate of 6.9%. Under the terms, RioCan assumed RPAI’s share of the current in place mortgage financing of US$41.8 million, which carries an average interest rate of 3.7% and has an average term to maturity of 2.9 years. The purchase price for the 8 properties net of financing and mark to market adjustment on debt was US$53.7 million.
• RPAI acquired from RioCan its 80% ownership in five assets at a gross purchase price of US$102.8 million (US$45.6 million net of financing and mark to market adjustment on debt) to increase RPAI’s ownership interest to 100% in these five properties.
Dunhill Partners Inc. (Dunhill)
• RioCan has dissolved its joint venture agreement with Dunhill. RioCan acquired its partner’s interests in six properties for a total purchase price of US$83.5 million, which equates to a capitalization rate of 6.4%. The six properties are; Arbor Park, Las Colinas Village, Las Palmas Marketplace, Lincoln Square, Louetta Central and Timber Creek Crossing.
• RioCan assumed Dunhill’s share of the existing in place mortgage financing on the six properties aggregating to
approximately US$42 million, which carries an average interest rate of 4.97% and has an average term to maturity of 8.2 years.
Transaction Highlights - RPAI
38
High quality assets with a focus towards grocery
Transaction Highlights - RPAI
Assets Acquired
39
Property Name Location NLA Occupancy Major Tenants
1890 Ranch Austin 486,896 90.5% Super Target (shadow), Ross Dress for Less, Beall’s, PetSmart
Alamo Ranch San Antonio 424,371 89.4% Super Target (shadow), Ross Dress for Less, Dick’s Sporting Goods, PetSmart, Michaels
Bear Creek Shopping Center Houston 87,912 98.8% HEB
Bird Creek Crossing Temple 124,941 100.0% Target (Shadow), Home Depot (Shadow), PetSmart, Michaels, Office Max Great Southwest Crossing Dallas 168,000 100.0% Sam’s Club (shadow), Kroger (Shadow), PetSmart, Office Depot
Riverpark Phase I,II Houston 253,011 95.9% HEB, LA Fitness, Dollar Tree
Southpark Meadows Austin 923,141 97.0% Walmart (ground lease), Super Target (Shadow), Bed Bath & Beyond, Marshalls, Ross Dress for Less, Sports Authority
Suntree Square Dallas 99,269 94.2% Tom Thumb (Safeway),
Transaction Highlights - Dunhill
Assets Acquired
40
Property Name Dunhill’s
interest Location NLA
Occupancy Major Tenants
Arbor Park 15% San Antonio 139,718 98.5% Ross Dress for Less, Office Max, Michaels
Las Colinas Village 15% Irving (Dallas) 104,741 100% Staples
Las Palmas Marketplace 36.6% El Paso 637,272 98.2% Lowe’s, Kohl’s, Bed Bath & Beyond, Ross Dress for Less
Lincoln Square 18.12% Arlington (Dallas) 471,597 91.9% Best Buy, Ross Dress for Less, Stein Mart, Michaels
Louetta Central 15% Houston 179,995 100% Walmart (shadow), Kohl’s, Ross Dress for Less, Michaels,
Timber Creek Crossing 20% Dallas 474,057 98.5% Walmart, JC Penny
RioCan Cedar Dissolution
Transaction Highlights
•
In October 2012, RioCan and Cedar Realty Trust entered into an agreement to dissolve their joint
venture formed in late 2009.
•
RioCan acquired Cedar’s 20% interest in 21 properties to increase its ownership to 100% and Cedar has
acquired from RioCan an 80% interest in Franklin Village to increase its ownership to 100% in the
property.
•
The gross purchase price for the 21 properties was $120 million, representing a capitalization rate of
6.5%. Under the terms, RioCan assumed Cedar’s share of the in place mortgage financing of $54.4
million, which carried an average interest rate of 5.2% and had an average term to maturity of 5.2 years.
The purchase price for the 21 properties net of financing and mark to market adjustment on debt was
$64.4 million.
•
RioCan sold its 80% ownership in Franklin Village at a gross purchase price of $60.1 million ($25.4 million
net of financing).
•
Net cash investment by RioCan of approximately $39 million.
•
In January 2013, RioCan opened a regional office in Mount Laurel, New Jersey and effective February 1,
2013 RioCan assumed property and asset management functions for its Northeast portfolio.
•
In February 2013, RioCan sold its entire position of 9.4 million shares of Cedar for $48 million.
41
Recent Enclosed Mall Acquisitions
42 Burlington Mall, Burlington, Ontario
• Total NLA – 750,643 sf
• Major tenants: Target, Canadian Tire, Winners, The Bay (shadow anchor), HomeSense, SportChek, Shoppers Drug Mart, GoodLife Fitness
Oakville Place, Oakville, Ontario
• Total NLA - 458,276 sf
• Major tenants: The Bay, Sears, H&M, Shoppers Drug Mart, Pusateri’s (opening 2015)
Georgian Mall, Barrie, Ontario
• Total NLA – 626,510 sf
• Major tenants: The Bay, Atmosphere, HomeSense, H&M, Sears (shadow), SportChek, Victoria’s Secret
Recent Enclosed Mall Acquisitions
Impact on Property Type Mix
43
RioCan plans to actively increase its presence in two sectors in Canada; enclosed
regional malls and urban retail centers, as a means of leveraging its retail tenant base
across the US and Canada.
The 2012 purchase of Georgian Mall along with the acquisitions of Oakville Place and a 50% interest in Burlington Mall in April 2013, and the redevelopment and development of certain retail centres in urban markets such as Yonge Eglinton Centre, Sheppard Centre, Lawrence Square, Shoppers World Brampton and The Well complement RioCan’s strategic goals to increase its presence in regional malls and urban retail centres. RioCan considers these sectors to have strong growth and value creation potential. There are additional opportunities for organic growth within the acquired shopping centres, which RioCan believes it can realize with its deep infrastructure and management strength.
Office, 4.3% Urban Retail, 8.6% Enclosed Shopping Centre, 15.1% Non-Grocery Anchor, 5.0% Grocery Anchored Centre, 18.3% New Format Retail, 48.7% As at March 31, 2013 Office, 5.0% Urban Retail, 8.9% Enclosed Shopping Centre, 18.1% Non-Grocery Anchor, 4.7% Grocery Anchored Centre, 19.5% New Format Retail, 43.8% March 31, 2014
Enclosed Mall Acquisitions
• RioCan completed the purchase of a 50% interest in Burlington Mall in Burlington, Ontario, and a 100% interest in Oakville Place in Oakville, Ontario in the second quarter of 2013.
– The gross purchase price for these two properties was approximately $362 million (at RioCan’s interest) at a cap rate of approximately 5.0%. In connection with the purchase, RioCan assumed, at its interest, the in place mortgage financing of approximately $165 million. The purchase price was reduced by a mark-to-market adjustment on closing in consideration of the debt’s above market interest rate, which was $9.8 million.
• Extends RioCan’s retail reach to develop deeper relationships with fashion tenants and could create additional opportunities at RioCan’s urban properties and Outlet Centres.
44
Burlington Mall, Burlington, Ontario
Oakville Place, Oakville, Ontario
Extracting Value by Recycling Capital
•
RioCan continues to evaluate its portfolio in order to selectively dispose of assets as a means of recycling
capital, and also to increase the portfolio weighting to the six major markets in Canada. Since the start of
2013 to May 31, 2014, the Trust disposed of $773 million of properties. As part of actively managing and
improving the portfolio mix, RioCan will continue to identify properties for disposition. The pace of
dispositions is expected to be reduced for the balance of 2014, but will continue.
•
Current asset sales plan involves selling centres in lower growth and secondary markets;
•
These asset sales will further enhance RioCan’s strategy to be focused in Canada’s high population, high
growth markets;
– RioCan’s concentration in Canada’s six high growth markets exceeds 72% (Year end 2012 68%) – Capital from asset sales redeployed into enclosed mall acquisitions and development activities.
45
RioCan’s plan to recycle capital into higher growth assets will provide for
enhanced returns to unitholders and a reduced need for access to public equity
markets to raise capital.
Extracting Value by Recycling Capital
Growth in Canada’s 6 Major Markets
RioCan’s program of recycling capital is to shift the portfolio’s geographic allocation away from
low growth markets into Canada’s six high growth major markets.
Markets with highest population growth will outperform smaller markets with little growth or
negative populations statistics.
2008 2012 Q1 2014
65.9%
67.5%
72.2%
Development Activity
Development Pipeline
47
RioCan’s development program consists of 16 projects that are expected to add 10.8 million square feet (5.5 million square feet at RioCan’s interest) over the next six years.
• 1.1 million square feet is already
income producing
• Key component of RioCan’s organic
growth strategy
• Focused on well located urban and
suburban developments in Canada’s six major markets
* Subject to preleasing and market conditions
RioCan’s development portfolio is expected to add considerable value to the overall investment
property portfolio over the next 3-5 years. These assets are expected to generate higher yields
than what can currently be achieved in the acquisition market.
200 400 600 800 1,000 1,200 2014 2015 2016 2017 2018 2019 Pi pe lin e N LA (000' s Sq . Ft .) Committed Non-committed
Development Activity - Current
Portfolio
3%
59%
36%
2%
Property Type as a % of Development
Portfolio
Outlet Centre Power Centre Main Street/Urban Convenience Retail
48 Alberta 20% New Brunswick 4% Ottawa* 10% Suburban GTA* 22% Toronto* 36% Other Ontario* 8% Ontario 76%
Development Portfolio by
Geographic Diversification
* % of total portfolioDevelopment Activity
At March 31, 2014
• Total developments comprise 10.8 million square feet, including shadow anchors (7.3 million square feet included in Greenfield developments and 3.5 million square feet of Urban intensification projects).
• RioCan’s interest consists of 3.9 million square feet of Greenfield development and 1.6 million square feet of Urban intensification projects.
• Total estimated development spending of $92 million for 2014 on Greenfield and Urban intensification activities. Overall development spending in the next five to seven years will range from $100 million to $200 million per year.
• RioCan’s active development pipeline totals approximately $1.1 billion, with an additional $85 million of mezzanine funding commitments.
• Generate unlevered yield between 7% to 11%, at a weighted average of 8.0% to 9.0%.
• Recent Urban Development acquisitions include Spadina and Front Street, Yonge & Eglinton Northeast corner, Bathurst & College, and 740 Dupont in the GTA and Herongate Mall in Ottawa, ON.
• In July 2012, RioCan formed a JV with Allied Property REIT to develop sites in major markets on a non exclusive basis across Canada.
• RioCan, Allied Properties and Diamond Corp entered into a joint venture arrangement and have acquired two parcels which comprise “The Well” site in downtown Toronto, a 3.2 million square foot mixed use development.
49
Development Pipeline
Greenfield developments through in-house capabilities and with partners, such as Trinity, Allied
Properties, KingSett Capital, and Canada Pension Plan Investment Board (CPPIB)
Development Activity
In millions of square feet NLA – 100% NLA –
RioCan% producing (i) Income 2014 2015 2016 2017+
Greenfield Development 7.3 3.9 1.0 0.5 1.0 1.1 0.3 Urban Intensification 3.5 1.6 0.1 - - 0.2 1.3 10.8 5.5 1.1 0.5 1.0 1.3 1.6 Expansion & Redevelopment 1.4 1.0 - 0.3 0.5 0.2 -
Total 12.2 6.5 1.1 0.8 1.5 1.5 1.6
(i) – Phases of the development that are currently income producing.
Estimated NLA Summary by Development Category
Development Activity
PUD Balance: Active
Committed Non-Committed Non-active Total
Greenfield Development $268 $74 - $342 Urban Intensification 33 101 - 134 Expansion and Redevelopment 122 27 - 149 Excess Density - - 41 41 Other (i) - - 8 8
Total $423 $202 $49 $674
Greenfield Development: vacant land located in suburban markets.
Urban Intensification: development or redevelopment projects located in urban markets.
Expansion and Redevelopment: projects that will improve the property through demolition, renovation and/or the addition of density. Excess Density: leasable area identified and available for future development if and when the market demand exists.
Active Committed: a property where the pro forma budget has been approved, all major planning issues have been resolved, tenants
have been secured and construction is about to start or has started.
Active Non – committed: a property where the development team is creating the pro forma budget, all planning issues are being
resolved, the leasing team is in the process of securing tenants, but construction has not started.
Non – active: a property that has future development potential.
(i) Includes earnouts and other
Properties Under Development at March 31, 2014
Development Activity
In millions 2014 2015 2016 Future
Development Total
Greenfield Development $84 $55 $8 $252 $399 Urban Intensification 8 15 37 444 504 Expansion & Redevelopment 81 93 50 - 224
Total Construction Expenditures 173 163 95 696 1,127 Mezzanine Financing 9 11 24 41 85
Total RioCan Financing $182 $174 $119 $737 $1,212
Estimated Spending Summary by Development Category
Development Pipeline
53
•
RioCan, Allied Properties and Diamond Corp announced in
November 2012 that they had entered into a joint venture
arrangement to acquire the Globe and Mail site in downtown
Toronto. In April 2013, the partners also purchased an
adjacent parcel.
•
Project is expected to be 3.2 million square feet of mixed use
including 570,000 square feet of retail, 1.1 million square
feet of office and 1.5 million square feet of residential space
that will be built out in phases.
•
The joint venture will be structured on a 40/40/20 basis
between RioCan, Allied and Diamond. RioCan and Allied
would act as joint development and construction managers.
Upon completion of any projects RioCan would act as
property manager for any retail portion of the property and
Allied would act as property manager for any office portion
Development Pipeline
54
RioCan, Allied Properties REIT, & Diamond Corporation Joint Venture
THE WELL – Potential Layout and Vision
Current vision for the site includes mix use of office retail and residential uses
with inspiration drawn from other open air mixed retail properties in Europe.
Development Pipeline
55
THE WELL – Potential Layout and Vision
Development Pipeline
56
THE WELL – Potential Layout and Vision
Development Pipeline
57
• RioCan and Allied Properties announced in July 2012 that they had entered into a joint venture arrangement on a non exclusive basis to acquire sites in the urban areas of major Canadian cities that are suitable for mixed use
intensification.
• The joint venture is structured on a 50/50 basis between RioCan and Allied. RioCan and Allied would act as joint development and construction managers. Upon completion of any projects RioCan would act as property manager for any retail portion of the property and Allied would act as property manager for any office portion
• First two sites to be developed are:
– College and Manning which will be developed into a mixed use complex with approx. 125,000 square feet and – King and Portland which will be developed into a mixed
use complex with approx. 400,000 square feet in Toronto, Ontario.
RioCan & Allied Properties REIT Joint Venture
King & Portland
Development Pipeline
Recent Completions
58
The Stockyards - St. Clair & Weston, Toronto
555,000 sqf. two storey retail – Opened Spring 2014
Development Partners: Trinity and Canada Pension Plan Investment Board (“CPPIB”)
•
This unique site at the corner of St. Clair and Weston Road in Toronto, Ontario features
Canada’ first purpose built Target Store;
•
On March 31, 2014, RioCan acquired its partner Trinity’s 25% interest in the site, as a result
RioCan owns 50% of this landmark property.
Development Pipeline
Recent Completions
59
Development Pipeline
60
Sage Hill, Calgary
• Sage Hill Crossing, a 32 acre greenfield development site in Northwest Calgary.
• RioCan owns the development on a 50/50 basis with KingSett Capital.
• Development commenced in 2013.
• Once completed, the anticipated gross leasable area is 389,000 square feet of retail use.
• The property is 71% preleased with Walmart and Loblaws slated to be the anchor tenants.
• Other major tenants include, RBC, Scotiabank, McDonalds, Liquor Depot and London Drugs. • The property is expected to be completed in
Development Pipeline
•
2.8 acre site located in the East Village
area of downtown Calgary, Alberta.
One of Calgary’s few remaning
privately owned blocks.
•
The site was acquired on a 50/50 joint
venture basis with KingSett Capital.
•
Total development to be
approximately 316,000 sf of retail
with two residential towers above.
•
Development is anticipated to be
completed in 2017.
61
Land Use Intensification and Urban Development
•
Capitalize on trend in Canada’s six high growth markets towards “densifying” existing urban
locations, driven by:
–
Prohibitive costs of expanding infrastructure beyond urban
boundaries
–
Environmental concerns
–
Maximizing use of mass transit
–
Generate high yields as land is already owned
“Densifying” existing urban locations
63
Yonge Eglinton Centre - Toronto, Ontario
•
RioCan acquired the property in 2007 and
launched revitalization and expansion plan to
capitalize on area’s residential intensification
significant increases in NOI and occupancy
Creating New Cash Flow Sources
64
RioCan Yonge Eglinton Centre –The Cube
Location: Toronto, Ontario
Intersection: Yonge & Eglinton
Total Proposed GLA: 51,000 square feet
Design Concept: Urban Retail
Construction Start: Q2 2013
Expected Completion: 2015
RioCan Interest: 100%
Creating New Cash Flow Sources
65
The Sheppard Centre, Toronto
Location: Toronto, Ontario
Intersection: Yonge & Sheppard
Total GLA: 678,000 square feet
Design Concept: Urban Retail
Expected Construction Start: Late 2014
Anticipated Completion: 2016
RioCan Interest 50%
• Plans include substantial renovation of retail space including a new four storey retail addition fronting Sheppard Avenue and substantial upgrade to the interior retail space.
• When complete will add approximately 110,000 square feet of new retail space.
• Plans also contemplate the addition of a new 39 storey residential tower containing 300,000 square feet. • Fast growing area of North Toronto
• Conditional agreements in place with:
• Longo’s • LA Fitness
Creating New Cash Flow Sources
66
Location: Toronto, Ontario
Intersection: Yonge & Eglinton
Total Proposed GLA: 54,000 square feet
Design Concept: Urban Retail
Anticipated Completion: 2017
RioCan Interest 50%
Yonge & Eglinton Northeast Corner - Toronto, Ontario
• 1.1 acre site has been approved for redevelopment by the city of Toronto with a 58 storey tower at corner of Yonge and Eglinton and a 36 storey tower fronting Roehampton Avenue (first street north of Eglinton).
• Condominium portion of the project is over 90% pre-sold. • North tower to be developed as rental residential. Current
plans are for 458 unit residential apartment building. • Construction commenced in Q2 2014.
Creating New Cash Flow Sources
67
Location: Toronto, Ontario
Intersection: 740 Dupont Street
Total Proposed GLA: 184,000 square feet
Design Concept: Urban Retail
Anticipated Completion: 2017
RioCan Interest 100%
740 Dupont - Toronto, Ontario
Creating New Cash Flow Sources
68
420 Bathurst Street, Toronto
Location: Toronto, Ontario
Intersection: Bathurst & Dundas
Total Proposed GLA: 148,000 square feet
Design Concept: Urban Retail
Urban Intensification
• Located at the busy intersection of Bayview Avenue andEglinton Avenue in midtown Toronto
• The site benefits from excellent demographics and is a probable location for a stop along the proposed Eglinton subway line
• The property is an excellent location for a redevelopment project similar to what has been accomplished at 1717 Avenue Road
69
RioCan has a number of Urban Intensification opportunities in the GTA market
Sunnybrook Plaza, Toronto, ON
Queensway Cineplex, Toronto, ON
• Located in Western Toronto at the corner of The Queensway
and Islington Avenue with access to the Queen Elizabeth Way (QEW)
• The Currently anchored by Cineplex, which will be expanded
to include VIP screens. This centre is an ideal property for additional density and potential redevelopment into a mixed-use facility, in keeping with the trend of urban intensification
Urban Intensification – Completed
Projects
70
Queen & Portland, Toronto, ON
Before
After
Location: Toronto, Ontario
Intersection: Portland & Queen
Total Proposed GLA: 91,000 square feet
Design Concept: Mixed-use facility
Urban Intensification – Completed
Projects
71
1717 Avenue Road, Toronto, ON
Location: Toronto, Ontario
Intersection: 1717 Avenue Road
Total Proposed GLA: 91,000 square feet
Design Concept: Mixed-use facility
Canadian Outlet Centre Development
•
In 2011, RioCan entered into an exclusive joint venture for the acquisition, development and leasing
of sites across Canada that are suitable for development or redevelopment as outlet shopping
centres similar in concept and design to those within the existing Tanger U.S. portfolio.
•
In December 2011, RioCan and Tanger acquired the Cookstown Outlet Mall, located about 45
minutes north of Toronto. A 161,000 square foot outlet centre with the potential to add a further
160,000 square feet of retail space, which broke ground during the second quarter of 2013.
•
In November 2012, RioCan and Tanger acquired two sites in the Montreal area, Les Factoreries
Saint-Sauveur, and Le Carrefour Champetre (Bromont Outlet Centre). The Montreal sites are
existing centres which will be expanded and re-branded as Tanger Outlet Centers.
•
The joint venture currently has a 52.5 acre site in Kanata, Ontario, which broke ground during the
second quarter 2013.
•
Currently have a site under contract in the Calgary market.
Development Pipeline
• 161,000 square foot outlet centre with the construction in progress to add a further 160,000 square feet of retail space. • Construction on the expansion began in Q2 2013 with completion expected in Q4 2014.
73
Cookstown Outlet Mall
Purchased in December 2011 with Tanger
Factory Outlet Centers.
Development Pipeline
•
52.5 acre site, approximately 20 kilometres west of Ottawa
•
Currently being developed into a 347,000 square foot
outlet centre
•
Development began in Q2 2013 with completion expected
in Q4 2014.
74
Tanger Outlets - Kanata
Development Pipeline - Tanger Opportunities
•
116,000 square foot outlet centre with the potential to add a further 15,000 square feet of retail space
•
Well established outlet centre in suburban Montreal
75
Development Pipeline - Tanger Opportunities
•
162,000 square foot outlet centre with the potential to add a further 89,000 square feet of retail space
•
Established outlet centre located 85kms east of Montreal, near the eastern townships
76
Strong Institutional Relationships
•
Through the years RioCan has developed strong institutional relationships
•
Leverage RioCan’s capital to enhance returns and increase scale of investments
•
Generate additional revenue streams through property and asset management fees
•
RioCan recently entered into a Joint Venture arrangement with KingSett Capital when it
acquired the Sheppard Centre
–
RioCan manages the property, acts as leasing manager for the property and will be the
development manager in connection with any redevelopment of the property.
–
Currently partnered with KingSett on the acquisition of the Sage Hill development site.
–
Currently partnered with KingSett on the acquisition of Burlington Mall as part of the Primaris
acquisition
•
RioCan has also developed a strong relationship with Allied properties
–
RioCan has partnered with Allied on the urban development sites of King & Portland and College
street in Toronto.
–
RioCan, Allied, and Diamond Corp. have entered into a joint venture to develop The Well
(formerly the Globe and Mail lands) at Front Street and Spadina in downtown Toronto.
Strong Institutional Relationships
•
RioCan REIT and Kimco Realty Corporation, a
U.S. REIT listed on the NYSE which also
focuses on the ownership of shopping centres,
each have a 50% interest in RioKim joint
venture.
•
Invested over $1.2 billion in 45 properties
since 2001 comprising over 9.3 million sq. ft.
of GLA including a 10 property portfolio in
central and eastern Canada purchased in
September 2008.
•
RioCan provides asset and property
management, development and leasing
services to RioKim in Canada.
•
RioCan recently acquired an 80% interest in
Montgomery Plaza in Fort Worth, Texas from
Kimco, who remains a 20% owner in the
property and provides property management
and leasing services.
78
RioKim Joint Venture
Brentwood Village
Strong Institutional Relationships
•
In October 2004, RioCan REIT and CPPIB
announced an agreement to acquire premier
regional power centres in Canada on a 50/50
basis as a core, long-term holding strategy
•
Today, RioCan and CPPIB are partners in over
1.8 million sq. ft. of completed regional power
centres and approximately 3.2 million sq. ft. of
planned development projects
•
RioCan provides property and asset
management, leasing, development and
construction management services for the
co-ownership
79
CPPIB Joint Venture
RioCan Centre Burloak - Before
Strong Institutional Relationships
• Acquired in December 2009 on a 50-50 basis• Unique asset located in the Greater Vancouver Area market of Surrey • Diverse and strong tenant mix
• 529,827 sq. ft. anchored by a 217,278 sq. ft. Walmart
80
CPPIB Strategic Alliance
Grandview Corners
• RioCan completed the its St. Clair and
Weston Road development with Trinity and Canada Pension Plan Investment Board (“CPPIB”) in Toronto.
• Site work commenced in the fourth quarter
of 2011. The development was completed in 2014.
• On March 31, 2014, RioCan acquired its
partner Trinity’s 25% interest in the site, as a result RioCan owns 50% of this landmark property.
Strong Institutional Relationships
• RioCan has successfully completed the rezoningrequirements for its East Hills development with Trinity, CPPIB and the original vendor in Calgary, Alberta.
• The East Hills development consists of three phases. Phase I and III comprise approximately 111 acres and Phase II comprises approximately 37 acres.
• Walmart opened in Q1 2014
81
CPPIB Strategic Alliance
East Hills
• Jacksonport, located at 36th Street NE and Country Hills Boulevard NE in Calgary, is a 105 acre development site.
• Will be developed into a new format retail centre with CPPIB and Trinity
• Upon completion, the development is expected to feature approximately 1.1 million square feet of retail space.
82
