InvenTrust Properties Corp
For the period ended Jun 30, 2024. Filed Jul 31, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Jul 31, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-01.
0001307748-24-000045
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-07-31.
0001307748-24-000085
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 153 previous paragraphs and 175 current paragraphs.
99 unchanged; 40 reworded; 24 added; 14 removed; 0 previous and 12 current paragraphs rearranged.
Tables are not compared: 15 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (24)
Current report
On June 13, 2024, the Company acquired Maguire Groves, a 33,000 square foot neighborhood center in the Orlando-Kissimmee, Florida market, for a gross acquisition price of $16.1 million. The Company used cash on hand to fund the acquisition. Maguire Groves is immediately adjacent to Plantation Grove, a Publix anchored neighborhood center wholly-owned by the Company. The Company operates these properties under the Plantation Grove name.
Current report
•$0.3 million of decreased amortization of market lease intangibles, partially offset by:
Current report
•$1.3 million of increases from properties acquired, partially offset by:
Current report
•$0.7 million of net decreased depreciation and amortization from our Same Properties.
Current report
Depreciation and amortization for the six months ended June 30, 2024 increased $1.9 million when compared to the same period in 2023, as a result of:
Current report
•$2.8 million of increases from properties acquired, partially offset by:
Current report
•$0.7 million of net decreased depreciation and amortization from our Same Properties.
Current report
Property operating expenses for the three months ended June 30, 2024 increased $0.5 million when compared to the same period in 2023, as a result of:
Current report
Property operating expenses for the six months ended June 30, 2024 increased $0.3 million when compared to the same period in 2023, as a result of:
Current report
Real estate taxes for the three months ended June 30, 2024 increased $0.1 million when compared to the same period in 2023, as a result of increased real estate taxes from properties acquired.
Current report
General and administrative expenses for the six months ended June 30, 2024 increased $0.9 million when compared to the same period in 2023, as a result of:
Current report
•$0.4 million of increased stock-based compensation expense, and
Current report
•$0.6 million of increased other compensation costs, partially offset by:
Current report
•$0.1 million of decreased legal and professional fees.
Current report
•increased interest rates on our variable rate mortgages generating increased interest expense of $0.8 million,
Current report
•assumption of a $13.0 million mortgage generating increased interest expense of $0.1 million, partially offset by:
Current report
•increased interest rates on our variable rate mortgages generating increased interest expense of $1.7 million, and
Current report
•assumption of a $13.0 million mortgage generating increased interest expense of $0.2 million, partially offset by:
Current report
(b)The NOI of Maguire Groves is reflected as a component of NOI from other investment properties.
Current report
Same Property NOI increased by $2.7 million, or 3.3%, when comparing the six months ended June 30, 2024 to the same period in 2023, and was primarily a result of increased ABR PSF, favorable lease spreads, leases with advantageous fixed recovery terms, and successful real estate tax appeals.
Current report
•$1.6 million from net proceeds received from the sale of investment properties, and
Current report
•$30.0 million to pay distributions,
Current report
Cash used in financing activities of $42.7 million for the six months ended June 30, 2023 was the result of:
Current report
•$28.4 million to pay distributions,
Removed paragraphs (14)
Previous report
•$2.1 million of increases from properties acquired, partially offset by:
Previous report
•$0.5 million of decreased in-place lease intangible amortization from our Same Properties.
Previous report
Property operating expenses for the three months ended March 31, 2024 decreased $0.2 million when compared to the same period in 2023, as a result of:
Previous report
•$0.1 million of decreases from properties disposed, partially offset by:
Previous report
Interest expense, net
Previous report
Equity in losses of unconsolidated entities
Previous report
The decrease in equity in losses of unconsolidated entities for the periods presented is a result ofthe Company acquiring thefour remaining retail properties from its joint venture entity, IAGM Retail Fund I, LLC ("IAGM") on January 18, 2023.
Previous report
Other income and expense, net
Previous report
•$0.6 million of increased operating expense recoveries primarily attributable to leases with fixed recovery terms, and
Previous report
•$0.2 million of decreased non-recoverable expenses.
Previous report
•$16.5 million for the acquisition of one investment property, and
Previous report
•$14.6 million to pay distributions.
Previous report
Cash provided by financing activities of $28.1 million for the three months ended March 31, 2023 was the result of:
Previous report
•$13.8 million to pay distributions.
Reworded paragraphs (40)
Previous wording
On February 1, 2024, the Company acquired The Plant, a 57,000 square foot neighborhood center anchored by Sprouts Farmers Market in Chandler, Arizona for a gross acquisition price of $29.5 million. The Company used cash on hand and assumed $13.0 million of existing mortgage debt to fund the acquisition.
Current wording
On April 9, 2024, the Company acquired Moores Mill, a 70,000 square foot neighborhood center anchored by Publix in Atlanta, Georgia, for a gross acquisition price of $28.0 million. The Company used cash on hand to fund the acquisition.
Previous wording
Our wholly-owned and managed retail properties include grocery-anchored community and neighborhood centers and power centers, including those classified as necessity-based, as defined in our Annual Report. As of March 31, 2024, we owned 63 retail properties with a total gross leasable area ("GLA") of approximately 10.4 million square feet. The following table summarizes our retail portfolio as of March 31, 2024 and 2023.
Current wording
Our wholly-owned and managed retail properties include grocery-anchored community and neighborhood centers and power centers, including those classified as necessity-based, as defined in our Annual Report. As of June 30, 2024, we owned 64 retail properties with a total gross leasable area ("GLA") of approximately 10.5 million square feet. The following table summarizes our retail portfolio as of June 30, 2024 and 2023.
Previous wording
Properties classified as same property were owned for the entirety of both periods presented ("Same Properties"). The following table summarizes the Same Properties of our retail portfolio for the three months ended March 31, 2024 and 2023.
Current wording
Properties classified as same property were owned for the entirety of both periods presented ("Same Properties"). The following table summarizes the Same Properties of our retail portfolio for the three and six months ended June 30, 2024 and 2023.
Previous wording
The following tables summarize the activity for leases that were executed during the three months ended March 31, 2024, compared with expiring or expired leases for the same or previous tenant for renewals, and the same unit for new leases at the 63 properties in the retail portfolio. The Company's retail portfolio had GLA totaling 364 thousand square feet expiring during the three months ended March 31, 2024, of which 328 thousand square feet was re-leased to the in-place tenant. This achieved a retention rate of approximately 90%.
Current wording
The following tables summarize the activity for leases that were executed during the six months ended June 30, 2024, compared with expiring or expired leases for the same or previous tenant for renewals, and the same unit for new leases at the 64 properties in the retail portfolio. The Company's retail portfolio had GLA totaling 605 thousand square feet expiring during the six months ended June 30, 2024, of which 555 thousand square feet was re-leased to the in-place tenant. This achieved a retention rate of approximately 92%.
Previous wording
Comparison of results for the three months ended March 31, 2024 and 2023
Current wording
Comparison of results for the three and six months ended June 30, 2024 and 2023
Previous wording
We generate substantially all of our earnings from property operations. Since January 1, 2023, we have acquired six retail properties and disposed of one.
Current wording
We generate substantially all of our earnings from property operations. Since January 1, 2023, we have acquired seven retail properties and disposed of one.
Previous wording
The following table presents the changes in our income for the three months ended March 31, 2024 and 2023.
Current wording
The following table presents the changes in our income for the three and six months ended June 30, 2024 and 2023.
Previous wording
Lease income, net, for the three months ended March 31, 2024 increased $1.7 million when compared to the same period in 2023, as a result of increases from properties acquired of $1.9 million, decreases from properties disposed of $0.3 million, and the following activity related to our Same Properties:
Current wording
Lease income, net, for the three months ended June 30, 2024 increased $2.8 million when compared to the same period in 2023, as a result of increases from properties acquired of $1.5 million, decreases from properties disposed of $0.3 million, and the following activity related to our Same Properties:
Previous wording
•$0.7 million of increased minimum rent attributable to increased rental rates,
Current wording
•$0.7 million of increased minimum base rent attributable to increased ABR PSF,
Previous wording
•$0.8 million of increased minimum base rent attributable to increased rental rates,
Current wording
•$1.4 million of increased minimum base rent attributable to increased ABR PSF,
Previous wording
•$0.1 million of increased common area maintenance and real estate tax recoveries, partially offset by:
Current wording
•$0.7 million of increased common area maintenance and real estate tax recoveries, partially offset by:
Previous wording
•$0.5 million of decreased amortization of market lease intangibles and straight-line rent adjustments, and
Current wording
•$0.4 million of decreased amortization of market lease intangibles, and
Previous wording
The following table presents the changes in our operating expenses for the three months ended March 31, 2024 and 2023.
Current wording
The following table presents the changes in our operating expenses for the three and six months ended June 30, 2024 and 2023.
Previous wording
Depreciation and amortization for the three months ended March 31, 2024 increased $1.4 million when compared to the same period in 2023, as a result of:
Current wording
Depreciation and amortization for the three months ended June 30, 2024 increased $0.5 million when compared to the same period in 2023, as a result of:
Previous wording
•$0.3 million of decreased repair and maintenance costs from our Same Properties, and
Current wording
•$0.3 million of increases from our Same Properties, and
Previous wording
Real estate taxes for the three months ended March 31, 2024 decreased $0.6 million when compared to the same period in 2023, as a result of decreased real estate taxes from our Same Properties.
Current wording
Real estate taxes for the six months ended June 30, 2024 decreased $0.6 million when compared to the same period in 2023, as a result of decreased real estate taxes from our Same Properties attributable to appeals.
Previous wording
General and administrative expenses for the three months ended March 31, 2024 increased $0.2 million when compared to the same period in 2023, as a result of $0.2 million of increased compensation costs.
Current wording
General and administrative expenses for the three months ended June 30, 2024 increased $0.6 million when compared to the same period in 2023, as a result of $0.2 million of increased stock-based compensation expense and $0.4 million of increased other compensation costs.
Previous wording
The following table presents the changes in our other income and expenses for the three months ended March 31, 2024 and 2023.
Current wording
The following table presents the changes in our other income and expenses for the three and six months ended June 30, 2024 and 2023.
Previous wording
Interest expense, net, for the three months ended March 31, 2024 increased $0.1 million when compared to the same period in 2023, primarily as a result of:
Current wording
Interest expense, net, for the three months ended June 30, 2024 increased $0.3 million when compared to the same period in 2023, primarily as a result of:
Previous wording
•decreased amortization of debt issuance costs of $0.3 million, and
Current wording
•decreased amortization of debt issuance costs of $0.7 million, and
Previous wording
•aggregate reduction of mortgage payable of $34.1 million since January 1, 2023, generating decreased interest expense of $0.1 million.
Current wording
•aggregate reduction of mortgages payable of $35.7 million since April 1, 2023 generating decreased interest expense of $0.2 million.
Previous wording
Other income and expense, net, for the three months ended March 31, 2024 increased $0.4 million when compared to the same period in 2023, as a result of increased interest income earned on cash and cash equivalents.
Current wording
Interest expense, net, for the six months ended June 30, 2024 increased $0.4 million when compared to the same period in 2023, primarily as a result of:
Previous wording
•aggregate assumption of mortgages of $105.4 million since January 1, 2023, generating increased interest expense of $0.9 million, partially offset by:
Current wording
•aggregate reduction of mortgages payable of $49.4 million since January 1, 2023 generating decreased interest expense of $0.4 million, and
Previous wording
•decreased interest rates on our corporate term loans generating decreased interest expense of $0.4 million,
Current wording
•increased interest rates on our corporate term loans generating increased interest expense of $0.2 million.
Previous wording
Comparison of Same Property results for the three months ended March 31, 2024 and 2023
Current wording
Comparison of Same Property results for the three and six months ended June 30, 2024 and 2023
Previous wording
A total of 57 retail properties met our Same Property criteria for the three months ended March 31, 2024 and 2023. The following table presents the reconciliation of net income, the most directly comparable GAAP measure, to NOI and Same Property NOI for the three months ended March 31, 2024 and 2023:
Current wording
A total of 61 and 57 retail properties met our Same Property criteria for the three and six months ended June 30, 2024 and 2023, respectively. The following table presents the reconciliation of net income, the most directly comparable GAAP measure, to NOI and Same Property NOI for the three and six months ended June 30, 2024 and 2023:
Previous wording
Same Property NOI increased by $1.6 million, or 4.1%, when comparing the three months ended March 31, 2024 to the same period in 2023, and was primarily a result of:
Current wording
Same Property NOI increased by $1.1 million, or 2.6%, when comparing the three months ended June 30, 2024 to the same period in 2023, and was primarily a result of increased ABR PSF, favorable lease spreads, and leases with advantageous fixed recovery terms.
Previous wording
The National Association of Real Estate Investment Trusts ("Nareit"), an industry trade group, has promulgated a widely accepted non-GAAP financial measure of operating performance known as Funds From Operations ("FFO"). Our Nareit FFO is net income (or loss) in accordance with GAAP, excluding gains (or losses) resulting from dispositions of properties, plus depreciation and amortization and impairment charges on depreciable real property. Adjustments for IAGM are calculated to reflect our proportionate share of the joint venture's funds from operations on the same basis.
Current wording
The National Association of Real Estate Investment Trusts ("Nareit"), an industry trade group, has promulgated a widely accepted non-GAAP financial measure of operating performance known as Funds From Operations ("FFO"). Our Nareit FFO is net income (or loss) in accordance with GAAP, excluding gains (or losses) resulting from dispositions of properties, plus depreciation and amortization and impairment charges on depreciable real property. Adjustments for our former unconsolidated joint venture, IAGM Retail Fund I, LLC ("IAGM") are calculated to reflect our proportionate share of the joint venture's funds from operations on the same basis.
Previous wording
The following table summarizes capital resources used for development and re-development, capital expenditures, and tenant improvements at our retail properties during the three months ended March 31, 2024. These costs are classified as cash used in capital expenditures and tenant improvements and investment in development and re-development projects on the condensed consolidated statements of cash flows for the three months ended March 31, 2024.
Current wording
The following table summarizes capital resources used for development and re-development, capital expenditures, and tenant improvements at our retail properties during the six months ended June 30, 2024. These costs are classified as cash used in capital expenditures and tenant improvements and investment in development and re-development projects on the condensed consolidated statements of cash flows for the six months ended June 30, 2024.
Previous wording
In the first quarter of 2022, we established an at-the-market equity offering program (the "ATM Program") pursuant to which we may sell shares of our common stock up to an aggregate purchase price of $250.0 million. During the three months ended March 31, 2024 and 2023, no shares were issued under the ATM Program. As of March 31, 2024, $244.6 million of common stock remains available for issuance under the ATM Program.
Current wording
In the first quarter of 2022, we established an at-the-market equity offering program (the "ATM Program") pursuant to which we may sell shares of our common stock up to an aggregate purchase price of $250.0 million. During the six months ended June 30, 2024 and 2023, no shares were issued under the ATM Program. As of June 30, 2024, $244.6 million of common stock remains available for issuance under the ATM Program.
Previous wording
During the three months ended March 31, 2024, we declared distributions to our stockholders totaling $15.4 million and paid cash distributions of $14.6 million. As we execute on our retail strategy and continue to evaluate our business, results of operations and cash flows, our Board will continue to evaluate our distribution on a periodic basis.
Current wording
During the six months ended June 30, 2024, we declared distributions to our stockholders totaling $30.7 million and paid cash distributions of $30.0 million. As we execute on our retail strategy and continue to evaluate our business, results of operations and cash flows, our Board will continue to evaluate our distribution on a periodic basis.
Previous wording
Cash provided by operating activities of $14.8 million and $16.0 million for the three months ended March 31, 2024 and 2023, respectively, was generated primarily from income from property operations. Cash provided by operating activities decreased $1.2 million when comparing the three months ended March 31, 2024 to the same period in 2023, as a result of general working capital fluctuations. Since January 1, 2023, we have acquired six retail properties and disposed of one.
Current wording
Cash provided by operating activities of $61.5 million and $63.5 million for the six months ended June 30, 2024 and 2023, respectively, was generated primarily from income from property operations. Cash provided by operating activities decreased $2.0 million when comparing the six months ended June 30, 2024 to the same period in 2023, as a result of general working capital fluctuations. Since January 1, 2023, we have acquired seven retail properties and disposed of one.
Previous wording
Cash used in investing activities of $23.7 million for the three months ended March 31, 2024 was the result of:
Current wording
Cash used in investing activities of $77.2 million for the six months ended June 30, 2024 was the result of:
Previous wording
•$129.6 million for acquisitions of investment properties, and
Current wording
•$60.5 million for acquisitions of investment properties, and
Previous wording
•$7.2 million for capital investments and leasing costs.
Current wording
•$16.7 million for capital investments, leasing costs, and other investing activities.
Previous wording
Cash used in investing activities of $56.4 million for the three months ended March 31, 2023 was the result of:
Current wording
Cash used in investing activities of $77.8 million for the six months ended June 30, 2023 was the result of:
Previous wording
•$6.1 million for capital investments and leasing costs, which were partially offset by cash provided by:
Current wording
•$18.8 million for capital investments and leasing costs, which were partially offset by cash provided by:
Previous wording
•$79.3 million from distributions from unconsolidated entities.
Current wording
•$91.4 million from distributions from unconsolidated entities.
Previous wording
Cash used in financing activities of $15.8 million for the three months ended March 31, 2024 was the result of:
Current wording
Cash used in financing activities of $46.9 million for the six months ended June 30, 2024 was the result of:
Previous wording
•$14.3 million for pay-offs of debt and other financing activities, and
Current wording
•$13.7 million for pay-offs of debt and other financing activities.
Rearranged current paragraphs (12)
Current report — wording carried from elsewhere
•$0.7 million of increased common area maintenance and real estate tax recoveries, and
Current report — wording carried from elsewhere
•$0.1 million of net changes in credit losses and related reversals.
Current report — wording carried from elsewhere
Lease income, net, for the six months ended June 30, 2024 increased $4.5 million when compared to the same period in 2023, as a result of increases from properties acquired of $3.6 million, decreases from properties disposed of $0.6 million, and the following activity related to our Same Properties:
Current report — wording carried from elsewhere
•$0.1 million of decreases from properties disposed, and
Current report — wording carried from elsewhere
•$0.5 million of increases from properties acquired, partially offset by:
Current report — wording carried from elsewhere
•$0.2 million of decreases from properties disposed.
Current report — wording carried from elsewhere
•increased interest rates on our corporate term loans generating increased interest expense of $0.3 million, and
Current report — wording carried from elsewhere
•decreased amortization of debt issuance costs of $0.9 million,
Current report — wording carried from elsewhere
Comparison of the components of Same Property NOI for the six months ended June 30, 2024 and 2023
Current report — wording carried from elsewhere
•$152.0 million for acquisitions of investment properties, and
Current report — wording carried from elsewhere
•$15.7 million for pay-offs of debt.
Current report — wording carried from elsewhere
•$0.6 million for the payment of tax withholdings for share-based compensation, and