InvenTrust Properties Corp
For the period ended Sep 30, 2024. Filed Oct 29, 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.
Sep 30, 2024 · Filed Oct 29, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-10-29.
0001307748-24-000101
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 175 previous paragraphs and 167 current paragraphs.
88 unchanged; 59 reworded; 19 added; 20 removed; 8 previous and 1 current paragraphs rearranged.
Tables are not compared: 16 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 (19)
Current report
•the impact on our business and financial condition of incurring additional debt or issuing new debt or equity securities in the future;
Current report
On September 25, 2024, the Company completed an underwritten public offering of its common stock at a price to the public of $28.00 per share. The Company issued and sold 9,200,000 shares of its common stock, including 1,200,000 shares issued in connection with the full exercise of the underwriters' over-allotment option. The Company received $247.3 million of net proceeds, after deducting $10.3 million in underwriting discounts and commissions.
Current report
On September 27, 2024, the Company extinguished the $72.5 million pooled mortgage payable secured by Cyfair Town Center, Bay Colony, and Stables Town Center.
Current report
•$0.1 million of net increases in all other lease income.
Current report
•$3.6 million of increases from properties acquired.
Current report
•increased interest expense of $1.9 million related to the $72.5 million pooled mortgage payable assumed from IAGM,
Current report
•decreased amortization of issuance costs of $1.5 million,
Current report
During the three months ended September 30, 2024, the Company recorded an impairment of real estate assets of $3.85 million on one retail property after receiving and accepting a letter of intent to purchase the property for less than its carrying value.
Current report
Capital Investments and Leasing Costs
Current report
Operating our properties generally results in paying leasing commissions and making capital investments, including value-enhancing development projects and redevelopment projects.
Current report
The following table summarizes the capital resources used for capital investments and leasing costs on a cash basis:
Current report
(b)As of September 30, 2024 and 2023, total accrued capital investments and leasing costs were $5,008 and $3,836, respectively.
Current report
On September 25, 2024, we completed an underwritten public offering of our common stock at a price to the public of $28.00 per share. We issued and sold 9,200,000 shares of common stock, including 1,200,000 shares issued in connection with the full exercise of the underwriters' over-allotment option. We received $247.3 million of net proceeds, after deducting $10.3 million in underwriting discounts and commissions.
Current report
Cash provided by financing activities of $111.4 million for the nine months ended September 30, 2024 was the result of:
Current report
•$247.3 million in net proceeds from the underwritten public offering of our common stock, net of underwriting discounts and commissions, and
Current report
•$0.3 million in net proceeds from our Employee Stock Purchase Plan (the "ESPP"), which were partially offset by:
Current report
•$1.5 million for additional costs incurred in relation to sales of our common stock,
Current report
•$45.3 million to pay distributions,
Current report
•$42.9 million to pay distributions, and
Removed paragraphs (20)
Previous 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.
Previous report
•$0.4 million of decreased amortization of market lease intangibles, and
Previous report
•$0.1 million of decreases from properties disposed, and
Previous report
•$2.8 million of increases from properties acquired, partially offset by:
Previous report
•$0.2 million of decreases from properties disposed, and
Previous report
•$0.3 million of increases from our Same Properties, and
Previous report
•$0.5 million of increases from properties acquired, partially offset by:
Previous 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:
Previous report
•increased interest rates on our variable rate mortgages generating increased interest expense of $0.8 million,
Previous report
•decreased amortization of debt issuance costs of $0.7 million, and
Previous report
•increased interest rates on our variable rate mortgages generating increased interest expense of $1.7 million, and
Previous report
•assumption of a $13.0 million mortgage generating increased interest expense of $0.2 million, partially offset by:
Previous report
•decreased amortization of debt issuance costs of $0.9 million,
Previous report
Development, Redevelopment, Capital Expenditures and Tenant Improvements
Previous report
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 report
(a)Direct development and re-development costs relate to construction of buildings at our retail properties.
Previous report
(c)Direct costs relate to improvements to a tenant space that are either paid directly by us or reimbursed to the tenants.
Previous report
•$30.0 million to pay distributions,
Previous report
Cash used in financing activities of $42.7 million for the six months ended June 30, 2023 was the result of:
Previous report
•$28.4 million to pay distributions,
Reworded paragraphs (59)
Previous wording
•our ability to refinance or repay maturing debt or to obtain new financing on attractive terms;
Current wording
•our ability to refinance or repay maturing debt or to obtain new or additional financing on attractive terms;
Previous 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.
Current wording
On August 6, 2024, the Company acquired Scottsdale North Marketplace, a 66,000 square foot neighborhood center anchored by AJ’s Fine Foods, in Scottsdale, Arizona, for a gross acquisition price of $23.0 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 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.
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 September 30, 2024, we owned 65 retail properties with a total gross leasable area ("GLA") of approximately 10.6 million square feet. The following table summarizes our retail portfolio as of September 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 and six months ended June 30, 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 nine months ended September 30, 2024 and 2023.
Previous 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%.
Current wording
The following tables summarize the activity for leases that were executed during the nine months ended September 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 65 properties in the retail portfolio. The Company's retail portfolio had GLA totaling 932 thousand square feet expiring during the nine months ended September 30, 2024, of which 868 thousand square feet was re-leased to the in-place tenant. This achieved a retention rate of approximately 93%.
Previous wording
Comparison of results for the three and six months ended June 30, 2024 and 2023
Current wording
Comparison of results for the three and nine months ended September 30, 2024 and 2023
Previous 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.
Current wording
We generate substantially all of our earnings from property operations. Since January 1, 2023, we have acquired eight retail properties and disposed of one.
Previous wording
The following table presents the changes in our income for the three and six months ended June 30, 2024 and 2023.
Current wording
The following table presents the changes in our income for the three and nine months ended September 30, 2024 and 2023.
Previous 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:
Current wording
Lease income, net, for the three months ended September 30, 2024 increased $4.4 million when compared to the same period in 2023, as a result of increases from properties acquired of $1.8 million, decreases from properties disposed of $0.2 million, and the following activity related to our Same Properties:
Previous wording
•$0.7 million of increased minimum base rent attributable to increased ABR PSF,
Current wording
•$1.3 million of increased minimum base rent attributable to increased occupancy and ABR PSF,
Previous wording
•$0.7 million of increased common area maintenance and real estate tax recoveries, and
Current wording
•$0.7 million of increased common area maintenance and real estate tax recoveries,
Previous wording
•$0.2 million of net changes in credit losses and related reversals.
Current wording
•$0.7 million of net changes in credit losses and related reversal, and
Previous wording
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 wording
Lease income, net, for the nine months ended September 30, 2024 increased $8.9 million when compared to the same period in 2023, as a result of increases from properties acquired of $6.0 million, decreases from properties disposed of $0.8 million, and the following activity related to our Same Properties:
Previous wording
•$1.4 million of increased minimum base rent attributable to increased ABR PSF,
Current wording
•$2.6 million of increased minimum base rent attributable to increased occupancy and ABR PSF,
Previous wording
•$0.7 million of increased common area maintenance and real estate tax recoveries, partially offset by:
Current wording
•$1.3 million of increased common area maintenance and real estate tax recoveries, and
Previous wording
•$0.1 million of net changes in credit losses and related reversals.
Current wording
•$0.3 million of net changes in credit losses and related reversals, partially offset by:
Previous wording
•$0.3 million of decreased amortization of market lease intangibles, partially offset by:
Current wording
•$0.5 million of decreased amortization of market lease intangibles.
Previous wording
The following table presents the changes in our operating expenses for the three and six months ended June 30, 2024 and 2023.
Current wording
The following table presents the changes in our operating expenses for the three and nine months ended September 30, 2024 and 2023.
Previous 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:
Current wording
Depreciation and amortization for the three months ended September 30, 2024 decreased $2.2 million when compared to the same period in 2023, as a result of:
Previous wording
•$0.7 million of net decreased depreciation and amortization from our Same Properties.
Current wording
•$3.5 million of net decreased depreciation and amortization from our Same Properties, partially offset by:
Previous wording
•$1.3 million of increases from properties acquired, partially offset by:
Current wording
•$1.3 million of increases from properties acquired.
Previous wording
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 wording
Depreciation and amortization for the nine months ended September 30, 2024 decreased $0.2 million when compared to the same period in 2023, as a result of:
Previous wording
•$0.7 million of net decreased depreciation and amortization from our Same Properties.
Current wording
•$3.6 million of net decreased depreciation and amortization from our Same Properties, and
Previous wording
•$0.2 million of increases from properties acquired.
Current wording
•$0.2 million of decreases from properties disposed, partially offset by:
Previous wording
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 wording
Real estate taxes for the three months ended September 30, 2024 increased $0.4 million when compared to the same period in 2023, as a result of increased real estate taxes from properties acquired and real estate taxes from our Same Properties.
Previous 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.
Current wording
Real estate taxes for the nine months ended September 30, 2024 decreased $0.1 million when compared to the same period in 2023, as a result of a decrease of $0.3 million of real estate taxes from our Same Properties attributable to appeals, partially offset by $0.2 million of increases from properties acquired.
Previous wording
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 wording
General and administrative expenses for the three months ended September 30, 2024 increased $0.5 million when compared to the same period in 2023, as a result of $0.2 million of increased stock-based compensation expense, $0.2 million of increased other compensation costs, and $0.1 million of increased legal and professional fees.
Previous 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.
Current wording
General and administrative expenses for the nine months ended September 30, 2024 increased $1.4 million when compared to the same period in 2023, as a result of $0.6 million of increased stock-based compensation expense, and $0.8 million of increased other compensation costs.
Previous 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.
Current wording
The following table presents the changes in our other income and expenses for the three and nine months ended September 30, 2024 and 2023.
Previous 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:
Current wording
Interest expense, net, for the three months ended September 30, 2024 decreased $0.1 million when compared to the same period in 2023, primarily as a result of decreased amortization of issuance costs of $0.6 million, partially offset by increased interest expense of $0.5 million related to the $72.5 million pooled mortgage payable assumed from our former unconsolidated joint venture, IAGM Retail Fund I, LLC ("IAGM"), which was extinguished on September 27, 2024.
Previous 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:
Current wording
Interest expense, net, for the nine months ended September 30, 2024 increased $0.3 million when compared to the same period in 2023, primarily as a result of:
Previous wording
•assumption of a $13.0 million mortgage generating increased interest expense of $0.1 million, partially offset by:
Current wording
•increased interest expense of $0.3 million related to assuming a $13.0 million mortgage payable on February 1, 2024, partially offset by:
Previous wording
•aggregate reduction of mortgages payable of $49.4 million since January 1, 2023 generating decreased interest expense of $0.4 million, and
Current wording
•decreased interest expense of $0.3 million related to the aggregate reduction of mortgages payable of $29.4 million since January 1, 2023, and
Previous wording
•increased interest rates on our corporate term loans generating increased interest expense of $0.2 million.
Current wording
•decreased interest rates on our corporate term loans generating increased interest expense of $0.1 million.
Previous wording
We evaluate the performance of our retail properties based on NOI, which excludes general and administrative expenses, depreciation and amortization, other income and expense, net, gains (losses) from sales of properties, gains (losses) on extinguishment of debt, interest expense, net, equity in earnings (losses) from unconsolidated entities, lease termination income and expense, and GAAP rent adjustments such as amortization of market lease intangibles, amortization of lease incentives, and straight-line rent adjustments ("GAAP Rent Adjustments"). We bifurcate NOI into Same Property NOI and NOI from other investment properties based on whether the retail properties meet our Same Property criteria. NOI from other investment properties includes adjustments for the Company's captive insurance company.
Current wording
We evaluate the performance of our retail properties based on NOI, which excludes general and administrative expenses, depreciation and amortization, other income and expense, net, impairment of real estate assets, gains (losses) from sales of properties, gains (losses) on extinguishment of debt, interest expense, net, equity in earnings (losses) from unconsolidated entities, lease termination income and expense, and GAAP rent adjustments such as amortization of market lease intangibles, amortization of lease incentives, and straight-line rent adjustments ("GAAP Rent Adjustments"). We bifurcate NOI into Same Property NOI and NOI from other investment properties based on whether the retail properties meet our Same Property criteria. NOI from other investment properties includes adjustments for the Company's captive insurance company.
Previous wording
We believe the supplemental non-GAAP financial measures of NOI, same property NOI, and NOI from other investment properties provide added comparability across periods when evaluating our financial condition and operating performance that is not readily apparent from "Operating income" or "Net income" in accordance with GAAP.
Current wording
We believe the supplemental non-GAAP financial measure of NOI, and the bifurcation into same property NOI and NOI from other investment properties, provides added comparability across periods when evaluating our financial condition and operating performance that is not readily apparent from "Operating income" or "Net income" in accordance with GAAP.
Previous wording
Comparison of Same Property results for the three and six months ended June 30, 2024 and 2023
Current wording
Comparison of Same Property results for the three and nine months ended September 30, 2024 and 2023
Previous 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:
Current wording
A total of 62 and 57 retail properties met our Same Property criteria for the three and nine months ended September 30, 2024 and 2023, respectively. The following table presents the reconciliation of net income or loss, the most directly comparable GAAP measure, to NOI and Same Property NOI for the three and nine months ended September 30, 2024 and 2023:
Previous 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.
Current wording
Same Property NOI increased by $2.8 million, or 6.5%, when comparing the three months ended September 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
Comparison of the components of Same Property NOI for the six months ended June 30, 2024 and 2023
Current wording
Comparison of the components of Same Property NOI for the nine months ended September 30, 2024 and 2023
Showing the first 40 of 59 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
•$0.5 million in net proceeds received from the sale of investment properties.
Rearranged previous paragraphs (8)
Previous report — wording carried elsewhere
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:
Previous report — wording carried elsewhere
•$0.2 million of decreases from properties disposed.
Previous report — wording carried elsewhere
•$0.4 million of increased stock-based compensation expense, and
Previous report — wording carried elsewhere
•$0.6 million of increased other compensation costs, partially offset by:
Previous report — wording carried elsewhere
•$0.1 million of decreased legal and professional fees.
Previous report — wording carried elsewhere
•increased interest rates on our corporate term loans generating increased interest expense of $0.3 million, and
Previous report — wording carried elsewhere
•aggregate reduction of mortgages payable of $35.7 million since April 1, 2023 generating decreased interest expense of $0.2 million.
Previous report — wording carried elsewhere
•$0.6 million for the payment of tax withholdings for share-based compensation, and