POSTAL REALTY
TRUST, INC.
NYSE: PSTL
May 2021
This presentation regarding Postal Realty Trust, Inc. (“our”, “us”, “we” or the “Company”) contains “forward-looking statements.” Forward-looking statements include statements identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the Company’s actual results may differ materially from those contemplated by the looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, among others, change in the status of the USPS as an independent agency of the executive branch of the U.S. federal government, change in the demand for postal services delivered by the USPS, our ability to come to an agreement with the USPS regarding new leases, the solvency and financial health of the USPS, defaults on, early terminations of or non-renewal of leases by the USPS, the competitive market in which we operate, changes in the availability of acquisition opportunities, our inability to successfully complete real estate acquisitions or dispositions on the terms and timing we expect, or at all, our failure to successfully operate developed and acquired properties, adverse economic or real estate developments, either nationally or in the markets in which our properties are located, decreased rental rates or increased vacancy rates, change in our business, financing or investment strategy or the markets in which we operate, fluctuations in mortgage rates and increased operating costs, changes in the method pursuant to which reference rates are determined and the elimination of LIBOR after 2023, general economic conditions, financial market fluctuations, our failure to generate sufficient cash flows to service our outstanding indebtedness, our failure to obtain necessary outside financing on favorable terms or at all, failure to hedge effectively against interest rate changes, our reliance on key personnel whose continued service is not guaranteed, the outcome of claims and litigation involving or affecting us, changes in real estate, taxation, zoning laws and other legislation and government activity and changes to real property tax rates and the taxation of REITs in general, operations through joint ventures and reliance on or disputes with co-venturers, cybersecurity threats, environmental uncertainties and risks related to adverse weather conditions and natural disasters, governmental approvals, actions and initiatives, including the need for compliance with environmental requirements, lack or insufficient amounts of insurance, limitations imposed on our business in order to qualify and maintain our status as a REIT and our failure to qualify for or maintain such status, public health threats such as COVID-19 and other factors set forth under “Risk Factors” in the Company’s filings with the Securities and Exchange Commission. Any forward-looking statement made in this presentation speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by applicable securities laws.
Disclaimer & Forward Looking Statements
Investment Highlights
Meaningful growth through acquisition of high quality, geographically diverse
postal properties with attractive fundamentals
Fragmented market offers compelling opportunity to consolidate USPS
logistics network
Critical logistics infrastructure to support e-commerce and last-mile
delivery
Stable government-backed tenant provides reliable cash flows
Company Overview
COMPANY
HISTORY
7th
Consecutive quarter of dividend growth
96.8%
U.S. Government independent agency
tenant
(3)3.4M
Total interior
sq ft
98.4%
Weighted average lease renewal rate
between 2011 and 2021 YTD
(2)793
Postal properties owned in 48 states
#1
We believe we are the nation’s largest
owner and manager of properties
leased to the USPS
(1)2004: Nationwide Postal
Management founded by
Andrew Spodek
$219M
Capital deployed into 523 postal
properties since IPO
399
Additional postal properties under
management
Jul. 2020: completed
$52M follow-on
offering
Source: Company Filings
(1) As measured by rental income and square feet under management
(2) Includes historical performance of the Company’s predecessor and prior business activities of Andrew Spodek
Note: As of May 4, 2021
3) Reflects percentage of total annualized rent attributable to the USPS
4) Reflects gross offering proceeds prior to underwriting discount and other expenses
15+ Year Track Record of Institutionalizing the USPS Network
May 2019: completed
$77M IPO with portfolio
of 270 properties
(4)Dec. 2020: closed acquisition of 431K sq ft
industrial facility with USPS as anchor tenant
bringing full year acquisitions to $130M
▪
IPO formation transaction resulted in PSTL owning a portfolio of 270 postal properties with 871,843 interior sq ft
▪
PSTL has acquired 523 additional properties for approximately $218.7 million since going public
–
$5.4 million acquisitions closed in Q2 2021, as of May 4, 2021 of approximately 39,000 net leasable interior sq ft
–
PSTL has raised the dividend for seven consecutive quarters
–
Q1 2021 dividend rose ~10% over Q1 2020, and ~57% since dividend initiation
(1)270 793 May 2019 Current $0.56 $0.88 Q3 2019 Current $8,348,003 $29,240,770 May 2019 Current 871,843 3,392,838 May 2019 Current
Meaningful Growth Since IPO
Accretive Acquisitions and Operational Expertise Deliver Growth
5
1
Source: Company Filings
Note: As of May 4, 2021; portfolio statistics reflect owned properties
(1) Excludes dividend for the period from the completion of IPO on May 17, 2019 to June 30, 2019 (2) Property count reduced by one in 2020 due to a merger of leases
(3) Annualized contractually specified cash base rent in effect on May 4, 2021 for all of our leases (including those accounted for as direct financing leases)
(4) Dividends are annualized quarterly distributions. All dividends are at the sole discretion of the board of directors; “current” reflects most recent announced dividend payment, to be paid in May 2021
+194%
Growth
Growth
+289%
Growth
+250%
PORTFOLIO
GROWTH
Property Count Square Footage Annualized Rental Income(3)
+57%
Growth
(2)
Source: Company Filings
Note: As of May 4, 2021; portfolio statistics reflect owned properties
(1) Annualized contractually specified cash base rent in effect on May 4, 2021 for all of our leases (including those accounted for as direct financing leases)
Attractive Owned Portfolio Fundamentals
6 Portfolio Highlights
Locations 793 Properties (48 States) Maximum State Rent Concentration
(% annualized rent) 17.8% (PA) Interior Sq Ft / Site Sq Ft 3.4 million / 17.3 million Weighted Average Rent $8.62 per Sq Ft Weighted Average Lease Term (by Sq Ft) 4 years
Primary Tenant USPS
Occupancy 100.0%
O
VERVIEW OF
PSTL’
S
O
WNED
P
ORTFOLIO
1
Geographically Diverse Portfolio
Region
Sq Ft
Midwest 1,228,355 South 1,069,898 Northeast 836,071 West 258,514 Total 3,392,838P
ORTFOLIO
I
NTERIOR
S
Q
F
T BY
R
EGION
P
ORTFOLIO
A
NNUALIZED
G
ROSS
R
ENT BY
R
EGION
(1)98.9% 96.9% 96.7% 97.8% 99.4% 99.2% 98.4% 96.3% 100.0% 100.0% 100.0% 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 YTD
98% Historical Retention Rate
Upcoming Lease Expirations Provide Organic Growth Opportunity
▪
Historical weighted average lease retention rate of 98.4% from 2011 to 2021 YTD
(1)▪
Staggered lease expiration schedule
▪
Renewed 135 properties under a master lease that was scheduled to expire on February 28, 2022
Source: Company Filings; Note: As of May 4, 2021
(1) Represents the weighted average lease retention of our predecessor for owned and managed properties prior to our IPO from 2011 to 2019
H
ISTORIC
L
EASE
R
ETENTION
R
ATE
(1)1
7
$1,123 $2,786 $3,818 $3,993 $5,913 $11,608 2021 2022 2023 2024 2025 Thereafter
▪
Various forms of double net leases
▪
Historically, USPS leases have not provided for tenant
improvements or free rent upon lease renewal
▪
USPS leases are not subject to annual budgetary appropriations
▪
Most commonly five-year terms
▪
No on-site staff needed to manage properties
Favorable Lease Terms
Minimal Near-Term Expirations
1
USPS L
EASE
S
TRUCTURE
Note: As of May 4, 2021; portfolio statistics reflect owned properties
(1) Annualized contractually specified cash base rent in effect on May 4, 2021 for all of our leases (including those accounted for as direct financing leases) 8
Year
Number of Leases
Square Feet
Annual Rent
(1)% of Total Rent
(1)2021
60
123,703
$1,123,182
3.8%
2022
69
318,025
$2,786,134
9.5%
2023
70
583,602
$3,818,121
13.1%
2024
102
418,234
$3,992,985
13.7%
2025
151
493,496
$5,912,536
20.2%
Thereafter
344
1,455,778
$11,607,812
39.7%
Total
796
3,392,838
$29,240,770
100%
Lease Expirations by Year
21.9%
52.6%
25.5%
Last Mile
Flex
Industrial
19.8%
50.8%
29.4%
Source: Company Filings, USPS Leased FOIA Data
Note: As of May 4, 2021; portfolio statistics reflect owned properties (1) Percentages reflect size of bucket by total interior sq ft (2) Inclusive of parking, ground leases, land, and antennas (3) Includes Office, Retail, and Warehouse
Fragmented Market Opportunity
PSTL Targets Mission Critical Assets Across the USPS Logistics Network
2
▪
~25,500 postal properties, representing ~84.1
million interior sq ft, are privately owned and leased
to the USPS
▪
18,192 last mile, 7,228 flex, and 97 industrial
properties are leased to the USPS, representing
~18.4 million interior sq ft of last mile, ~44.3 million
of flex, and ~21.5 million of industrial properties
PSTL Last Mile
Properties under 2,500 interior sq ft
PSTL Flex
Properties 2,500 – 50,000 interior sq ft
PSTL P
ORTFOLIO
V
S
. A
LL
USPS L
EASES
(1)9
USPS
PSTL
PSTL Industrial
Properties over 50,000 interior sq ft
Property
Count
Interior
Sq Ft
Annualized
Rent
Annualized
Rent PSF
490
673,006
$6,643,543
$9.87
(2)
(3)
Property
Count
Interior
Sq Ft
Annualized
Rent
Annualized
Rent PSF
299
1,723,307
$18,108,136
$10.51
Property
Count
Interior
Sq Ft
Annualized
Rent
Annualized
Rent PSF
Well-Positioned To Consolidate USPS Logistics Network
Compelling Currency and Disciplined Underwriting Criteria
2
COMPETITIVE
ADVANTAGE IN
CONSOLIDATION
STRATEGY
UNDERWRITING
CONSIDERATIONS
Attractive market area demographics
✓
Target acquiring at or below replacement cost
✓
▪
Decades of experience acquiring and managing postal assets
▪
Operational scale allows PSTL to make compelling purchase offers to
private owners while still delivering attractive returns to shareholders
▪
PSTL can issue OP Units to contributors looking for tax-efficient liquidity
▪
History of efficient acquisition and expedited closing
Strategic importance to the USPS logistics network
✓
Albuquerque, NM
Satsuma, FL
Little Rock, Arkansas
Burlington, ME
▪
Purchased as part of a 37-property portfolio (36 in ME and 1 in NH)
▪
Off-market transaction with generational owners
▪
Portfolio illustrates USPS’s expansive footprint in “Last Mile” delivery
Select Acquisitions
Represent Growth Across the Entire USPS Logistics Network
2
Patterson, LA
▪
4,987 sq ft full-time office with 3 rural routes
▪
Upgraded LED lighting, new roof and HVAC system in last 3 years
▪
Transaction was completed with operating partnership units
Birmingham, AL
▪
~178,000 sq ft Mail Processing Annex
▪
Priority mail hub for the sorting of all priority mail and flats for the
Birmingham District and the state of Alabama
▪
24 / 7 operations
Goldsboro, NC
▪
~18,000 sq ft facility
▪
Offers retail services in addition to administrative support for 3
nearby post offices
▪
Serves 14 urban and 13 rural routes; also utilized as an Amazon hub
▪
Below-market rent
11
Last Mile
Only Organization Capable of Delivering to Every Address in the U.S.
Source: USPS Website
3
12
USPS’s Irreplaceable Logistics Network
140,000+
blue collection boxes
161 Million
unique delivery points
768 Million+
customer visits in 2020
Critical Services That
Strengthen Importance
of USPS Network:
money orders
passports
address changes
international shipping
military mail
PO Boxes
PC Postage
31,000+
Locations
USPS’s logistics network is unparalleled—despite
investments by Amazon and others, no business
replicates USPS’s distribution capabilities
74,000+
letter carriers
~43%
of the world’s mail volume
~496,000
▪
As e-commerce has grown, the USPS’s shipping and package services have proven vital to “last mile” deliveries
– The USPS empowers e-commerce retailers to meet growing consumer delivery demands in the digital era
– As a result, USPS has experienced compound annual packing and shipping revenue growth of 11.9% since FY 2012
▪
The ~31,000 USPS facilities represent the largest retail distribution network in the United States
– USPS’s unmatched logistics network is both time and cost prohibitive to replicate, giving it a virtual monopoly on last
mile delivery
▪
Parcel Select, where packages are delivered to the post office for last-mile delivery, has driven shipping and package revenue,
growing 23.2% compounded from fiscal year 2012 through fiscal year 2020
Critical Infrastructure Supports eCommerce & Last Mile Delivery
E-Commerce Has Fueled Revenue Growth for the Postal Service
Source: USPS 10-K 2012-2020, eMarketer, Politifact
EXPECTEDGROWTH INU.S. E-COMMERCEMARKET ANNUALPARCELSELECT VS. TOTALPACKAGE REVENUE USPS TOTALREVENUE VS% PACKAGEDELIVERYREVENUE
($ in billions) ($ in billions) ($ in billions)
3
$2.6 $3.4 $4.7 $5.7 $6.7 $7.1 $8.7 $13.5 $15.1 $17.4 $19.5 $21.5 $22.8 $28.5 19% 23% 27% 29% 31% 31% 31% 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% $0. 0 $6. 0 $12 .0 $18 .0 $24 .0 $30 .0FY2014 FY2016 FY2018 FY2020
Total Package Revenue Parcel Select Revenue
% Parcel Select $68.8 $70.4 $69.6 $70.6 $71.1 $73.1 22% 25% 28% 30% 32% 39% 15. 0% 20. 0% 25. 0% 30. 0% 35. 0% 40. 0% 45. 0% 50. 0% $50 .0 $55 .0 $60 .0 $65 .0 $70 .0 $75 .0
FY2015 FY2016 FY2017 FY2018 FY2019 FY2020 13 $523.6 $598.0 $799.2 $908.7 $1,045.0 $1,192.4
United States Postal Service
Stable Credit Tenant
Source: USPS Website, 2020 Annual Report to Congress, 2020 USPS 10-K, Report from the Task Force on the United States Postal System, USPS Office of Inspector General Website, 2020 USPS Postal Facts Companion
(1) Represents the weighted average lease retention of our predecessor for owned and managed properties prior to our IPO from 2011 to 2019 (2) Represents operating lease costs for FY 2020
4
USPS as a
Tenant
▪
The USPS is an independent government agency and remains an essential service with no closures due
to the COVID-19 pandemic, making 100% of rent payments on time
▪
Historic retention rate has been 98.4%
(1)▪
Government-backed credit
▪
Publicly reported financials provide additional transparency
▪
Lease payments in fiscal year 2020 totaled approximately $1.4 billion, representing only 1.7% of the
USPS’s total operating expenses
(2)▪
In rural areas, these facilities are often the government touch-point within the community
▪
We believe the outlook for the USPS is positive and supported by growth in ecommerce and trends
in package delivery
Lender
Amount
Fixed / Float
Rate
Maturity Date
Revolving Credit Facility
$67,500
Floating
1.81%
Sep-23
AIG (Warrendale)
$30,225
Fixed
2.80%
Jan-31
Other
$3,001
Fixed
4.59%
Oct-35
Total Debt
$100,726
2.19%
4.9 years
L + 1.70%
Capitalized To Execute On Acquisition Strategy
5
Straight Forward & Conservative Balance Sheet
15
D
EBT
C
OMPOSITION ($
INT
HOUSANDS)
K
EY
L
EVERAGE
M
ETRICS
Source: Company Filings
Note: As of May 4, 2021, except for Key Leverage Metrics data
(1) Reflects weighted average interest rate and maturity date calculations (2) Refer to Page 21 for Debt Statistics & Adjusted EBITDA reconciliation
34.3% 37.2% 23.5% 36.9% 24.9% 6.0x 6.2x 3.9x 6.6x 4.2x 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 0.0x 2.0x 4.0x 6.0x 8.0x 10.0x 12.0x Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021
Net Debt to Enterprise Value Nebt Debt to Annualized Adjusted EBITDA(2)
(1) (1)
▪
Raised over $100 million in gross proceeds through two follow-on offerings
▪
$500 million shelf filing to support additional registered public offerings of common and preferred stock
▪
$50 million at-the-market program
▪
Successfully closed property transactions with OP Units
▪
$150M revolving line of credit with $50M accordion feature to facilitate near term pipeline
Source: Company Filings
Common
Equity
Units
OP
Revolving
Line of
Credit
Property
Level
Mortgages
Multiple Sources of Capital to Support Growth
PSTL Has Many Arrows in Its Capital Quiver
5
Experienced Management Team
Decades of Postal and Real Estate Experience
▪ Founder and CEO of the Company’s predecessor, Nationwide Postal Management (“NPM”), the largest manager of USPS-leased properties in the United States until our IPO
▪ More than 20 years of experience exclusively focused on investing in and managing postal properties ▪ Prior to founding NPM, led acquisitions and property management for his family’s private real estate
investment activities
▪ Serves on the board of directors of the Association of United States Postal Lessors
▪ M.S., Real Estate, New York University; B.B.A., Finance & International Management, Boston University
▪ Joined in January 2017 and leads all operational and strategic activities of the Company
▪ Prior to joining, served as a consultant to private real estate investment companies and family offices ▪ From June 2014 to December 2015, served as the Chief Operating Officer of Burford Capital (LON: BUR), a
London Stock Exchange-listed global finance firm focused on litigation finance and specialty finance for the legal industry
▪ From 2004 to 2014, served as the chief operating officer for various hedge funds, including Longacre Fund Management and Trilogy Capital Management
▪ From 1999 to 2004, worked at Lehman Brothers in Equity Capital Markets and Prime Brokerage divisions ▪ J.D., Benjamin N. Cardozo School of Law; B.S., Economics, Yeshiva University
▪ Joined in January 2021 and leads all capital market and corporate finance activities of the Company ▪ More than 20 years of experience in real estate and capital markets
▪ Prior to joining, served as a Managing Partner at Monday Properties
▪ Formerly a Managing Director on the Real Estate Banking team at Evercore with additional experience at MJC Associates, Reckson Associates Realty Corp, Goldman Sachs, and Bankers Trust
▪ Member of the Urban Land Institute, University of Florida’s Bergstrom Center Advisory Board and the Columbia Business School Real Estate Circle.
▪ MBA, Columbia Business School, BSBA, University of Florida Honors Program
Andrew Spodek
Chief Executive Officer
Jeremy Garber
President, Treasurer & Secretary
Robert Klein
Chief Financial Officer
6
Strong Independent Board
Extensive Postal, Real Estate and Public Company Knowledge
Note: Board of Directors includes Chief Executive Officer, Andrew Spodek
Strong Alignment of
Interests
Patrick Donahoe – Independent Chairman of the Board
▪ Served as the 73rdPostmaster General of the USPS from October 2010 until his retirement
in February 2015
▪ Career with USPS spanned 39 years, having started as a postal clerk in Pittsburgh, PA in 1975
▪ Prior to appointment as Postmaster General, served as the 19thDeputy Postmaster General
Barry Lefkowitz – Independent Director
▪ President and CEO of Huntington Road Advisors LLC, and Co-Founder of HMC Real Estate Services LLC
▪ Served as EVP and CFO of Mack-Cali Realty Corporation (NYSE: CLI) from 1996 to 2014 ▪ Served as Interim CFO of Brixmor Property Group Inc. (NYSE: BRX) in 2016
▪ Serves on Board of Directors of ShopOne Centers REIT, Inc.
Jane Gural-Senders – Independent Director
▪ Executive Director and Principal at GFP Real Estate, which owns and manages a portfolio of approximately 50 properties comprising 11 million square feet
▪ Serves on Board of Directors for Gural JCC of the Greater Five Towns, Flatiron BID, Real Estate Committee for Yeshiva University and the American Associates of Ben-Gurion University
Anton Feingold – Independent Director
▪ Managing Director and Associate General Counsel, Real Estate in the Legal Group of Ares Management. General Counsel, Vice President and Secretary of Ares Commercial Real Estate Corporation (NYSE: ACRE), Assistant Secretary of Ares Management Corporation (NYSE: ARES) and Vice President and Assistant Secretary of CION Ares Diversified Credit Fund
▪ Senior Associate at Clifford Chance LLP from 2004 to 2014, where he was a member of the firm’s capital markets and real estate groups
6
18 Management and Board own over
20% of the outstanding equity interest in PSTL
Emphasis on equity-based compensation
Internally managed and advised
Opted out of Maryland anti-takeover provisions Independent Board of Directors with industry and public company
expertise
No stockholder rights plan Independent Chairman
Strong Alignment of
Environmental, Social & Governance
Strong Alignment of Interests6
19▪
Application of energy efficient measures in the PSTL corporate office
▪
Program in place to convert all lights and fixtures to LED within the PSTL portfolio
▪
Constructed PSTL corporate headquarters with enhanced air filtration and water conservation to provide a
healthy environment for our workforce
▪
Focused on ensuring PSTL employee welfare, health, and development in the corporate office
▪
Commitment to diversity & inclusion in the PSTL workplace
▪
Offer PSTL employees a competitive, comprehensive benefit package and regular training sessions to promote
education
▪
100% of C-Suite incentive compensation elected to be received in restricted stock or LTIP units
▪
Non-Executive Chairman of the Board, 80% of the Board of Directors are independent directors, and 20% of the
Board of Directors are female
▪
Reporting and disclosure with an emphasis on transparency
Debt Statistics
($ in thousands) Q1 2021 Q4 2020 Q3 2020 Q2 2020 Q1 2020
Market Capitalization
Debt Principal $97,754 $125,036 $65,839 $84,335 $71,219
Cash 3,314 2,212 7,787 4,895 2,844
Escrow & Reserves 1,109 1,000 665 645
-Net Debt 93,331 121,824 57,387 78,795 68,375
Market Value of Common Equity 281,649 208,259 187,056 132,857 130,852 Total Enterprise Value 374,980 330,083 244,443 211,652 199,227 Net Debt to Enterprise Value 24.9% 36.9% 23.5% 37.2% 34.3%
Leverage
Net Debt $93,331 $121,824 $57,387 $78,795 $68,375 Annualized Adjusted EBITDA 21,994 18,321 14,802 12,733 11,427 Net Debt / Annualized Adjusted EBITDA 4.2x 6.6x 3.9x 6.2x 6.0x
EBITDA
($ in thousands) Q1 2021 Q4 2020 Q3 2020 Q2 2020 Q1 2020
Net income (loss) $126 $639 $(20) $(230) $(1,029)
Contractual interest expense 645 588 484 545 728 Write-off and amortization of deferred financing fees 145 129 124 115 104
Loss on extinguishment of debt 202 - - -
-Income tax expense 11 44 30 5 10
Depreciation and amortization 3,169 2,572 2,394 2,162 2,035
EBITDA $4,298 $3,972 $3,012 $2,597 $1,848
Acquisition related expenses 71 71 119 51 295 Non-cash components of compensation expense 1,129 538 570 535 714
Adjusted EBITDA $5,498 $4,581 $3,700 $3,183 $2,857
Debt Statistics & Adjusted EBITDA Reconciliation
21
(1)
Source: Company Filings