INVESTOR PRESENTATION - SMARTCENTRES

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INVESTOR PRESENTATION - SMARTCENTRES
Investor Presentation
     Based on First Quarter 2016
             May 2016
INVESTOR PRESENTATION - SMARTCENTRES
Notice to Reader

            Readers are cautioned that certain terms used in this Investor Presentation (“Presentation”) such as Funds from
            Operations ("FFO"), Adjusted Funds from Operations ("AFFO"), "Gross Book Value", "Payout Ratio", "Interest
            Coverage", "Total Debt to Adjusted EBITDA" and any related per Unit amounts used by management to measure,
            compare and explain the operating results and financial performance of the Trust do not have any standardized
            meaning prescribed under IFRS and, therefore, should not be construed as alternatives to net income or cash flow
            from operating activities calculated in accordance with IFRS. These terms are defined in this Presentation and
            reconciled to the consolidated financial information of the Trust in the Management’s Discussion and Analysis
            (“MD&A”) for the three months ended March 31, 2016. Such terms do not have a standardized meaning prescribed
            by IFRS and may not be comparable to similarly titled measures presented by other publicly traded entities.

            Certain statements in this Presentation are "forward-looking statements" that reflect management's expectations
            regarding the Trust's future growth, results of operations, performance and business prospects and opportunities.
            More specifically, certain statements contained in this Presentation, including statements related to the Trust's
            maintenance of productive capacity, estimated future development plans and costs, view of term mortgage renewals
            including rates and upfinancing amounts, timing of future payments of obligations, intentions to secure additional
            financing and potential financing sources, and vacancy and leasing assumptions, and statements that contain words
            such as "could", "should", "can", "anticipate", "expect", "believe", "will", "may" and similar expressions and
            statements relating to matters that are not historical facts, constitute "forward-looking statements". These forward-
            looking statements are presented for the purpose of assisting the Trust's Unitholders and financial analysts in
            understanding the Trust's operating environment, and may not be appropriate for other purposes. Such forward-
            looking statements reflect management's current beliefs and are based on information currently available to
            management. However, such forward-looking statements involve significant risks and uncertainties. A number of
            factors could cause actual results to differ materially from the results discussed in the forward-looking statements.
            Although the forward-looking statements contained in this Presentation are based on what management believes to
            be reasonable assumptions, the Trust cannot assure investors that actual results will be consistent with these
            forward-looking statements. The forward-looking statements contained herein are expressly qualified in their entirety
            by this cautionary statement. These forward-looking statements are made as at the date of this Presentation and the
            Trust assumes no obligation to update or revise them to reflect new events or circumstances unless otherwise
            required by applicable securities legislation.

SmartREIT                                                                                                                           2
INVESTOR PRESENTATION - SMARTCENTRES
Vision

       Creating Exceptional Places to Shop and Work

SmartREIT                                             3
INVESTOR PRESENTATION - SMARTCENTRES
Smart Real Estate Investment Trust

             One of Canada’s premier REITs

             $5.4 billion equity capitalization
              (unit price of $34.76 as of May 10, 2016)

             $8.6 billion total asset value

             139 shopping centres across Canada

             31.0 million square feet of owned GLA

             72% of our properties are anchored by Walmart

SmartREIT                                                     4
INVESTOR PRESENTATION - SMARTCENTRES
Q1 2016 - Solid Performance

             98.5% occupancy

             Portfolio increased in value by $1.4 billion to $8.5
              billion over Q1 2015

             FFO per unit increased by 3.8% over Q1 2015

             2016 tenant retention already at 70% with an
              average rental increase of 6.8%

             Construction of the first phase of the Vaughan
              Metropolitan Centre now largely complete

SmartREIT                                                            5
INVESTOR PRESENTATION - SMARTCENTRES
Q1 2016 - Solid Performance

                                        March 31   March 31
                                           2016       2015    Change
            FFO / unit                     $0.54      $0.52    +3.8%
            AFFO / unit                    $0.51      $0.48    +6.3%
            Payout ratio                  81.0%      82.6%     -1.6%
            Debt to Aggregate Assets      44.6%      43.1%     +1.5%
            Liquidity: Cash Resources   $329.7M    $373.7M    -11.8%
            Unencumbered Asset Pool        $2.5B      $2.4B    +4.2%
            Debt to Adjusted EBITDA         8.4X       7.6X   +10.5%
            Interest Coverage               3.0X       2.8X    +7.1%

SmartREIT                                                              6
INVESTOR PRESENTATION - SMARTCENTRES
Growth in Rental Revenue                                           Growth in AFFO / Unit

             8.3% CAGR since 2011                                              6.6% CAGR since 2011

                      Rental Revenue                                                          AFFO / Unit
                           (in millions of $)

                                                        718.5                                                        2.16
                                                670.3                                                        1.99
                                                                                                      1.84
                                    607.6                                              1.71    1.75
                    546.1 573.0                                                 1.65
            511.9

            2011    2012   2013    2014     2015         Q1                    2011    2012   2013    2014   2015    Q1
                                                        2016*                                                       2016*

                                                                * Annualized

SmartREIT                                                                                                                   7
INVESTOR PRESENTATION - SMARTCENTRES
Growth in Total Assets

             39.0% CAGR since 2002

                                                            Total Assets
                                                             (in millions of $)

                                                                                                                8,505 8,562

                                                                                                  7,070 7,107
                                                                                          6,480
                                                                                  5,956

                                                           4,194 4,237 4,374
                                                   3,894
                                           3,584

                                   2,564

                           1,015

              109    229

             2002   2003   2004    2005    2006    2007    2008   2009   2010     2011    2012    2013   2014   2015    Q1
                                                                                                                       2016*
                                                            * Annualized

SmartREIT                                                                                                                      8
INVESTOR PRESENTATION - SMARTCENTRES
Total Return to Unitholders

             18.0% average annual return since IPO

        $1,000
                                                                     $958.48
            $900

            $800

            $700

            $600

            $500

            $400                                                     $403.79

            $300                                                     $310.09

            $200

            $100

              $0

                       SmartREIT   TSX Capped REIT   TSX Composite

SmartREIT                                                                      9
INVESTOR PRESENTATION - SMARTCENTRES
What Makes SmartREIT Strong

               The capabilities of our team
               The quality of our portfolio
               The quality of our tenants
               Our strategic relationships
               Our healthy balance sheet

SmartREIT                                      10
The Capabilities of our Team

             Integrated team of approximately 300 employees

             The most experienced retail development team in
              Canada

             50 million square feet and in excess of 170 centres
              developed and built over the last 20 years

             Very experienced and capable leasing, and
              operations groups

             Exceptional support organization

SmartREIT                                                           11
SmartREIT’s Portfolio

             31.0 million square feet of shopping centre space
             Average age: 12.2 years (youngest in the industry)
                Low capital expenditures
             Coast to coast locations
                84% are urban or near urban markets
             Virtually 100% of sites contain both a food store and a
              pharmacy, either in a Walmart store or independently
             Strong value orientation
            Results in high degree of stability:
                98.5% occupancy as at March 31
                Average occupancy of 99.1% since 2005

SmartREIT                                                               12
SmartREIT’s Portfolio

                                                                                          139 Properties*
                                                                                          31.1 million square feet*

                             Alberta                         Manitoba
                                 7                                3

                                         Saskatchewan                              Quebec
                     BC                          4                                   21
                     13                                                                           Atlantic
                                                                         Ontario                    10
                                                                             81

                * Excludes 3 redevelopment properties and 8
                  development lands totalling 1.4 million square feet upon
                  completion and an additional 3.5 million square feet of
                  development density associated with existing centres

             72% of our sites are Walmart anchored or shadow-anchored (85%
              by total area)
             High % of the portfolio focused in Ontario, Quebec and BC, which
              are Canada’s fastest growing provinces
SmartREIT                                                                                                             13
Stable Cash Flow

                                                      AFFO Payout Ratio

                                                                             Distribution fully funded from
                                                                              operating cashflow
                        94.0%      90.3%   88.6%   84.7%   81.1%    81.0%    Efficient capital allocation
                                                                             Efficient and transparent
                                                                              distribution

                       2011        2012    2013    2014    2015 Q1 2016*    * Annualized

                      $ per unit
      FFO               1.70       1.79    1.85    1.95    2.10    2.16
      AFFO              1.65       1.71    1.75    1.84    1.99    2.04
      Distributions     1.55       1.55    1.55    1.56    1.61    1.65

               Management and the Board have endorsed a target payout range of 77% to 82% as of
                February 2016
               Management expects the payout ratio to remain in the high 70% to low 80% range
               Annual distribution increased in 2014 to $1.60 from $1.55, representing a 3.4% increase,
                with a further increase in October 2015 to $1.65, representing a 3.125% increase

SmartREIT                                                                                                      14
SmartREIT’s Tenant Base

             72% of our sites are Walmart anchored or
              shadow-anchored (85% by total area)
             92% of our tenants are national
             Our top ten tenants generate 50% of our
              revenue
             Adding exciting new tenants all the time
            Results in:
                70% tenant retention to date for 2016
                 renewals, representing 1.2 million square feet
                6.8% average rental uplifts excluding anchor
                 tenants, 4.6% including them
SmartREIT                                                         15
Well Tenanted, High Quality Portfolio

            The following table illustrates the top ten tenants for SmartREIT’s Property
            Portfolio as at March 31, 2016, in terms of their percentage contribution to gross
            rental revenues of SmartREIT’s Portfolio:
                                                                                          Average
                                                                        % of Gross                   DBRS Credit
            Tenant                                 Number of Stores                     Remaining
                                                                      Rental Revenues                  Rating
                                                                                        Lease Term
            Walmart                                     94                 27.0             8.6          AA
            Canadian Tire, Mark's and FGL Sports        68                  4.7             6.5      BBB (high)
            Winners, Homesense and Marshalls            44                  3.7             5.7
            Reitmans                                  109                   2.5             3.1
            Best Buy                                    27                  2.3             2.6
            Loblaw and Shoppers Drug Mart               19                  2.3             7.1         BBB
            Sobeys                                      15                  2.2             6.3       BBB (low)
            RONA                                         7                  2.0             7.3       BB (high)
            Michaels                                    24                  1.6             4.8
            Staples                                     23                  1.4             2.6

             Total                                                         49.7             7.5

SmartREIT                                                                                                          16
Best-in-class Stable Occupancy

             99.1% average occupancy since 2005

                                                              Occupancy

                                  99.2% 99.3% 99.3% 99.2%
                                                              98.9% 99.1% 99.0% 99.0% 99.0% 99.0% 98.7%
                                                                                                        98.5%
                    97.9% 97.8%

            96.4%

            2002    2003   2004   2005   2006   2007   2008   2009   2010   2011   2012   2013   2014   2015    Q1
                                                                                                               2016

SmartREIT                                                                                                             17
Stable Income Base

                     Average lease term of 6.7 years
                     Average remaining lease term of 8.6 years for Walmart, with multiple renewal options
                      of up to 80 years
                     Average remaining lease term excluding Walmart is 5.3 years
                     2016 average retention rate to date at 70% and lifts on renewals of 6.8%
                     Average “same property” NOI growth is 1.0% to 1.5% p.a.

                                                 Lease Maturity by Area
                                                        (in millions of square feet)

                                  2.3     3.1     3.1         3.1        3.0           2.6
                          1.9                                                                  1.9
                                                                                                       1.4
                0.7
                                                                                                                0.3     0.5

        2016            2017    2018    2019    2020      2021       2022       2023         2024    2025     Month- Vacant
                                                                                                             to-month

                         Average roll of 2.3 million square feet annually (7.3% of total GLA per year)

SmartREIT                                                                                                                     18
Transformation

Transforming into a leading,
fully-integrated REIT
with best-in-class capabilities

SmartREIT                         19
Transformational SmartCentres Acquisition Positions
            SmartREIT for Growth

                                      Transaction Highlights
                                      1. Acquired a large, high quality
                                         portfolio of real estate

                                      2. Created a fully-integrated real
                                         estate platform

                                      3. Provides enhanced growth
                                         opportunities

SmartREIT                                                                  20
Transformation of Calloway into SmartREIT

                                1                                                        2
     Calloway Then                                         SmartREIT Now
     1. 27.4M square feet of GLA                            1. 31.0M square feet of GLA
     2. 129 properties                                      2. 150 properties
     3. 98.6% occupancy                                     3. 98.5% occupancy
     4. Weighted average lease term 6.7 years               4. Weighted average lease term 6.7 years
     5. 2.7M square feet of potential                       5. 5.0M square feet of potential retail
        retail development3                                    development3
     6. $7.2B of Total Assets                               6. $8.5B of Total Assets
     7. Best-in-class internal property and                 7. Fully-integrated property, asset development
        asset management capabilities                          and leasing management capability
                                                            8. New Brand – Calloway rebranded itself
                                                               SmartREIT, trading under a new ticker:
                                                               SRU.UN, and leveraging SmartCentres’
                                                               considerable brand equity and our new
                                                               combined strengths
                             1 As of March 31, 2015
                             2 As of March 31, 2016
                             3 Excludes development opportunities with Mezzanine loans
SmartREIT                                                                                                     21
Financing of Transaction

             Purchase price within formal valuation range

             Approximately $645.5 million of assumed debt at
              a weighted average interest rate of 2.5%

             Issuance of $174.2 million in Class B LP units of
              SmartREIT subsidiary partnerships to certain
              vendors, exchangeable for REIT units on a one-
              for-one basis

             Net proceeds from an offering of $230 million of
              subscription receipts in a bought-deal financing

             Remainder financed by cash on hand

SmartREIT                                                         22
Acquisition Involved a Large, High Quality Real Estate
                 Portfolio
 Acquisition Properties                                                               SmartREIT GLA at Share
                                             Province % Acquired                                                                 Occupancy                               Major Tenants1
 Shopping Centres                                                                           (SF 000s)
                                                                                                          Future
                                                                        In Place       Development                      Total
                                                                                                          Earnout
Alliston SmartCentre                            ON         100%           171               165              ---         336        100%     Walmart Supercentre, Dollarama, Tim Hortons

Aurora North SmartCentre2                       ON         50%2           249               ---               8          257        100%     Walmart Supercentre, RONA, Best Buy, Golf Town, LCBO

Blainville SmartCentre                          QC         100%           176               39               ---         215        100%     Walmart Supercentre, Dollarama, Bulk Barn, BNS, RBC

Bracebridge SmartCentre                         ON         100%           142               62               ---         204        100%     Walmart Supercentre, Dollar Tree, Boston Pizza, Bulk Barn

Bradford SmartCentre                            ON         100%           238               184              ---         422        100%     Walmart Supercentre, GoodLife Fitness, Dollarama, CIBC

Bramport SmartCentre (II)                       ON         100%            38               ---              ---         38         100%     No Frills

Brampton Northeast SmartCentre                  ON         100%           210               48               ---         258        100%     Walmart Supercentre, GoodLife Fitness, LCBO, CIBC

Cornwall SmartCentre                            ON         100%           164               32               ---         196        100%     Walmart Supercentre, Dollar Tree

Laval Centre SmartCentre                        QC         100%           160               102              ---         262        100%     Walmart Supercentre

Markham East SmartCentre                        ON          40%            69               ---              69          138        100%     Walmart Supercentre, Dollar Tree, CIBC

Mascouche North SmartCentre                     QC         100%            51               61               ---         112        100%     Jean Coutu, Structube, McDonald’s, Bulk Barn

Mississauga (Go Lands) SmartCentre              ON         50%3            56               ---               3          59         100%     Toys R Us, Marshalls, Dollarama

Montreal Premium Outlet (Mirabel)               QC         25%4            91               ---              25          116        90%      Hudson’s Bay Outlet, Polo, Old Navy, Nike

Oakville SmartCentre                            ON         100%5          445               ---              110         555        100%     Walmart Supercentre, Loblaws, CIBC, The Beer Store

Oshawa North SmartCentre (II)                   ON         100%           160               ---              20          180        100%     Home Outfitters, Winners, PetSmart, Party Packagers

Oshawa South SmartCentre                        ON         50%2           268               ---               9          277        100%     Walmart Supercentre, Lowe’s, Sail, CIBC, Dollarama

Port Elgin SmartCentre                          ON         100%           116               ---              ---         116        100%     Walmart Supercentre

Stoney Creek SmartCentre                        ON         100%           263               100              ---         363        100%     Walmart Supercentre, Toys R Us, Dollar Tree, CIBC

Sylvan Lake SmartCentre                         AB         100%           125               125              ---         250        100%     Walmart Supercentre, Dollarama

Vaudreuil SmartCentre                           QC         100%            15               39               ---         54         100%     Brunet, Coco Fruitti

Vaughan Northwest SmartCentre                   ON         100%           163               344              ---         507        100%     Walmart Supercentre, CIBC

Waterloo SmartCentre                            ON         100%           181               76               ---         257        100%     Walmart Supercentre, Value Village, Mark’s, Dollarama

Total - Shopping Centres                                                 3,551             1,376             244        5,172      99.7%

Note: Data as at March 31, 2015. (1) Includes committed leases. (2) SmartREIT previously held a 50% leasehold interest in this property. Following the Transaction, SmartREIT owns a 50% freehold interest and
continues to have an option to acquire the remaining 50% freehold interest at the end of the term of the existing lease. (3) Following the Transaction, SmartREIT owns 100% of this property as it previously owned
the other 50%. (4) Following the Transaction, SmartREIT owns 50% of this property as it previously owned a 25% interest. (5) SmartREIT entered into a lease for this property with an option to acquire the
freehold interest at the end of the lease term. (6) Development Properties expected to close 12-24 months post initial closing.

 SmartREIT                                                                                                                                                                                                     23
Governance Rights and Non-Compete Agreement

            Reflective of Mitchell Goldhar’s significant ownership position and his ongoing relationship with the REIT, certain governance rights of Mitchell
            Goldhar and related entities (“MG Entities”) have been amended and extended, and he has entered into a non-compete agreement.

       Provision                                                                                                         Description

                         Pre-Transaction           Right to appoint Trustees based on the following ownership levels: Ownership >= 5%: appoint 1 Trustee, max. Trustees 8; Ownership >= 15%:
   Trustee                                          appoint 2 Trustees, max. Trustees 8; and Ownership >= 25%: appoint 3 Trustees, max. Trustees 9
   Appointment
                         Post-Transaction          Ownership thresholds extended to include holdings of Mitchell Goldhar and MG entities

                         Pre-Transaction           Right to vote 25% of votes at a meeting of unitholders to July 1, 2015, as long as Mitchell Goldhar owns the lesser of (i) 20 million Units or (ii)
                                                    20% of the Units
   Voting Top-up
   Right                 Post-Transaction          Expiry extended to July 1, 2020
                                                   Ownership extended from Mitchell Goldhar to include MG Entities
                                                   20 million Units must represent at least 10% of the outstanding Units

                         Pre-Transaction           NA
   Special
   Committee             Post-Transaction          So long as MG Entities own 5% of the Units, until his death Mitchell Goldhar will have the right to appoint 1 member of any special committee
                                                    reviewing strategic transactions where MG Entities are not an interested party

                         Pre-Transaction           NA
   Board of              Post-Transaction          Until the earlier of July 1, 2025 or MG Entities no longer owning 10% of the Units, Mitchell Goldhar has the right to be the Non-Executive
   Trustees Chair                                   Chairman
                                                   If Mitchell Goldhar is the Non-Executive Chairman, the Board will elect a Lead Independent Trustee

                         Pre-Transaction           Mitchell Goldhar has the right to appoint 1 member as long as he owns 15% of Units
   Corporate
   Governance and        Post-Transaction          Committee has right to appoint and remove the Chief Operating Officer (“COO”) and Chief Development Officer (“CDO”)
   Compensation                                    From closing until the earlier of (i) 5 years post closing; (ii) MG Entities owning less than 10% of the Units; or (iii) Mitchell Goldhar’s death
   Committee                                            All decisions require unanimous approval
                                                        MG Entities have the right to appoint 1 member of the Committee

   Demand &              Pre-Transaction           NA
   Registration
   Rights                Post-Transaction          As long as MG Entities own 10% or more they will have Demand; Piggy-Back; and Pre-Emptive Rights

                         Pre-Transaction           NA

                         Post-Transaction          Later of 3 years post closing or the Voting Top-up Right no longer being applicable. Contains exclusions for certain minority and passive
   Non-Compete                                      investments or if SmartREIT does not exercise first right below.
                                                   Effectively limits Mitchell Goldhar from acquiring new retail assets of a similar nature to SmartREIT's. Mitchell Goldhar must first offer
                                                    SmartREIT the opportunity to purchase them (subject to certain exclusions relating to OneREIT and other existing investments).

   Note: The above table sets forth a summary of highlights of the rights and non-compete agreement for Mitchell Goldhar. For comprehensive information on these matters and other rights not
   summarized above, please refer to the Management Information Circular posted to Sedar. MG Entities include Mitchell Goldhar, his family members, their spouses, his heirs and executors and
   their affiliates and other entities such as trusts established for the benefit of those referred to prior.

SmartREIT                                                                                                                                                                                                 24
Strategic Relationships

               Walmart
               Mitchell Goldhar
               Simon Property Group

SmartREIT                              25
Strategic Relationship - Walmart Canada

             Walmart Canada                Number of Walmart Stores

              attributes
                Value pricing and fresh
                  food generates huge
                  traffic                        214                  296
                                                                                  Other
                Dominant retailer                                                Shadow
                                                                      14          SmartREIT
                Has benefited from the           13

                                                  89                  94
                  closure of Target
             76% of Canadians live        Supercentres Total Walmart
                                              (316)*    Stores (404)*
              within 10 km of a Walmart     * Company source as at May 10, 2016

SmartREIT                                                                                 26
Strategic Relationship - Mitchell Goldhar

             JV Partner
               Vaughan Metropolitan Centre
               StudioCentre Site
               Salmon Arm
             Consultant on mixed use projects
             Board Chair, Trustee and Investment Committee
              member
             Ad hoc advice and council on shopping centre
              portfolio
             Multiple on-going business relationships as
              service provider
SmartREIT                                                     27
Strategic Relationship - Simon Property Group

             Largest public real estate company in the U.S.

             Engaged primarily in retail real estate properties
              including regional malls, Premium Outlets and
              The Mills®

             Exceptional relationships with the world’s largest
              retailers

             Canada is part of a continuing global expansion

SmartREIT                                                          28
Our Balance Sheet is Strong

             Unencumbered pool at $2.5 billion
             Ready access to mortgage and unsecured debt
              capital when needed
             Key ratios improving
             Payout ratio declined to 81.0% in Q1 2016,
              within updated target range of 77% to 82%
             Renewing interest rates much lower than
              maturing rates
             Our focus over the last year has been to move
              towards secured financing, but we will continue
              to access the unsecured market as appropriate

SmartREIT                                                       29
Debt Maturity / Leverage

                                                                 Debt Maturity
                                                                      (in millions of $)

                                                                     4.6%
                   4.2%                      4.3%                                 4.2%                      4.3%        4.2%
                                3.7%                                                                                                              3.9%
                                                                                               3.7%
                                                                                                                                     3.4%
                                       90           100 3.1%                                                                   160

                          150                                                            150

              0                                                                                       200
                                                               150          150                                                              0

                                                                                                                    0
             133          238          332          338        115          121          225          146          25          325          111

             2016     2017         2018         2019       2020          2021        2022         2023         2024          2025     Thereafter

                                                    Secured Debt              Unsecured Debentures                      Average Int. Rate

           Lower interest costs on refinancing available with 10 year unsecured rates around 3.5% and secured rates
            below that
           Interest Coverage: 3.0X                                Target: 2.5 - 2.75X
           Debt to EBITDA: 8.4X                                   Target: 7.25 - 7.5X
           Debt to GBV: 52.1%                                     Target: 50 - 60% long-term trend to continue to de-lever
           Unencumbered pool: $2.5 billion (2.1X)                 Target: 1.5X unsecured coverage
           Weighted Avg Interest Rate (Secured Debt): 3.86%
           Weighted Avg Term to Maturity (Secured Debt): 5.3 yrs
           DBRS rating of BBB with a Stable trend

SmartREIT                                                                                                                                                30
Leverage Profile

                                                                Dec. 31       Dec. 31       Dec. 31       Mar. 31
                                                                 2013          2014          2015          2016

            Debt to Aggregate Assets(1)                         43.8%          42.8%         44.7%         44.6%

            Secured Debt to Aggregate Assets(2)                 28.1%          24.7%         31.2%         31.1%

            Unencumbered Assets                                  $1.5B         $2.4B         $2.5B         $2.5B

            Debt to Adjusted EBITDA(1)                            8.1X          7.4X          8.4X          8.4X

            Interest Coverage                                     2.5X          2.7X          3.0X          3.0X

            Liquidity: Cash Resources                           $338M         $324M          $345M         $330M

            Weighted Average Interest Rate(3)                   5.17%          5.03%         3.87%         3.86%

            Weighted Average Term to Maturity(3)                5.5 yrs       5.3 yrs        5.4 yrs       5.3 yrs

            (1) Leverage increased during 2015 in support of the transformative SmartCentres Platform transaction
            (2) Significant rate spread between unsecured and secured debt led management to increase secured debt
                financing during 2015
            (3) Secured Debt
SmartREIT                                                                                                            31
Conservative Capital Structure

             Total Enterprise Value – $8.7 Billion

                    Secured Mortgage Financing
            28.3%        Amount - $2.6 billion
                         Weighted Avg Interest Rate – 3.86%
                         Weighted Avg Term to Maturity – 5.3 years

                    Unsecured Debentures                             Focused on:
            12.5%        Amount - $1.2 billion
                         Weighted Avg Interest Rate – 3.94%             Lowering interest rates on renewals
                         Weighted Avg Term to Maturity – 5.2 years
                                                                        Maintaining maximum flexibility
                    Equity
            58.7%        Units Outstanding – 155 million                Reducing leverage over time
                         Share Price – $34.76 as at May 10, 2016
                         Market Capitalization – $5.4 billion

                    Operating Lines / Outstanding LC’s
             0.5%        Operating Line – $20 million
                         Letters of Credit – $29 million

SmartREIT                                                                                                      32
SmartREIT’s Key Challenges and Opportunities

             Our core platform has great stability, resulting in
              inherent growth in same property income of 1%
              to 1.5%

             Over time, our cost of capital is expected to climb
              as interest rates rise

             Acquisition supply is slowing, with more
              competitive bidding from pension funds and
              other institutions

             We needed to diversify our income sources to
              manage risk

SmartREIT                                                           33
Key Growth Principles We Are Following

             Growth will come from a wide variety of areas

             Risk management will be a key consideration as
              we allocate capital

             We will take a reasoned and disciplined
              approach for the long term

             We will continue to work with key partners to
              drive growth

SmartREIT                                                      34
SmartREIT’s Growth Drivers

            1. Unique portfolio of department store-anchored
               value-focused retailers

                Improve organic same property growth
                 above 1%

            2. Retail intensification of approximately 310,000
               square feet in existing portfolio

                Place Bourassa

                South Oakville

                Other sites to be identified

SmartREIT                                                        35
SmartREIT’s Growth Drivers (cont’d)

            3. Premium Outlet Malls

                Value oriented sites, principally in fashion
                 segment

                Market dynamics currently very supportive

            4. Internal Growth Pipeline

                Approximately 5.0 million square feet of
                 future development and earnouts across
                 multiple sites

SmartREIT                                                       36
SmartREIT’s Growth Drivers (cont’d)

            5. Vaughan Metropolitan Centre

                GTA’s largest future mixed used
                 development

            6. Other mixed use opportunities identified and
               moving through the zoning process

SmartREIT                                                     37
SmartREIT’s Growth Drivers (cont’d)

            7. Walmart JV

                SmartREIT has stepped into SmartCentres’
                 role to provide planning, development,
                 leasing and other services to Walmart in
                 Canada

                SmartCentres has built over 170 shopping
                 centres over the last 20 years and we expect
                 to continue that business into the future

                We are at the very early stages of exploring
                 opportunities in the US market with Walmart

SmartREIT                                                       38
SmartREIT’s Growth Drivers (cont’d)

            8. Platform Leverage
                Over and above the various development
                 opportunities noted, we have acquired the
                 most experienced retail development
                 platform in Canada. We will be looking for
                 third party development and redevelopment
                 opportunities to maximize the platform
                 capabilities

SmartREIT                                                     39
Greater Toronto Area

            Key development area for SmartREIT

    Population of 6.1 million as of
     the 2011 Census

                                       Map highlights existing and proposed TTC subway stations
                                                                 1.   Vaughan Metropolitan Centre
                                                                 2.   Westside Mall
                                                                 3.   StudioCentre
                                                                 4.   Toronto Premium Outlets

SmartREIT                                                                                           40
Premium Outlets

             Toronto Premium Outlets (Halton Hills)
                JV with Simon Property Group
                500,000 SF when all phases are completed
                Phase I opened August 1, 2013
                Stabilized yield will be in the double digits
             Montreal Premium Outlets (Mirabel)
                JV with Simon Property Group
                Phase I – 350,000 SF
                Opened October 30, 2014
                Additional 75 acres of potential retail development
                  adjacent to the site
             Actively sourcing other locations

SmartREIT                                                              41
Premium Outlets

SmartREIT                     42
Toronto Premium Outlets (“TPO”) – Expansion

SmartREIT                                                 43
TPO Expansion – Pedestrian Bridge & Parking Deck

SmartREIT                                                      44
Vaughan Metropolitan Centre (“VMC”)

             A long term build (10 – 15 years)
             A 50:50 JV between SmartREIT and SmartCentres
             Potential density of 8-10 million square feet of
              residential, office and retail development
             First development completed – KPMG tower complex
              with 365,000 SF of LEED Gold space, opening in 2016
             Second office tower with YMCA, Library and community
              space confirmed for 100,000 SF and an office tenant in
              final negotiations for another 80,000 SF
             Transit infrastructure, including TTC subway, VIVA bus
              and York regional bus, to open in 2017 – now fully funded
              and updated schedule in place
             Exceptional opportunity to develop a new city centre for
              one of Canada’s fastest growing communities
SmartREIT                                                                 45
VMC – Phases 1 & 2 of Development

SmartREIT                                       46
VMC Today – Under Construction

  Construction of the KPMG Tower: nearly complete

SmartREIT                                           47
VMC – Aerial

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VMC – Major Construction Projects in Vicinity

SmartREIT                                                   49
VMC - Rapid Transit to Downtown Toronto

SmartREIT                                             50
Additional Mixed Use Potential Opportunities

             StudioCentre (Lakeshore Boulevard East)
                1.2 million square foot site owned jointly with
                 SmartCentres
                Received council approval in November 2015 relating
                 to the rezoning application
             Westside Mall Toronto (Eglinton and Caledonia)
                Shopping centre redevelopment leveraging new LRT
                 station
             South Keys Ottawa
                Redevelopment of shopping centre leveraging new
                 transit hub
             Hwy 7 & Hwy 400 (Vaughan)
                Redevelopment of current shopping centre site to
                 leverage proximity of Vaughan Metropolitan Centre
             Various other sites under investigation
SmartREIT                                                              51
StudioCentre

SmartREIT                  52
StudioCentre

  Architect’s rendering of potential new site layout

SmartREIT                                              53
StudioCentre

SmartREIT                  54
StudioCentre

    StudioCentre is a brownfield
     location next to Toronto’s eastern
     waterfront. A former industrial site,
     today it is an underutilized film
     production centre

    SmartREIT and SmartCentres
     intend to revitalize the centre,
     adding new production, office, and
     retail opportunities

    A rezoning exercise is underway,
     seeking right to build 1.2 million
     square feet at the centre. Approval
     from the City of Toronto was
     received in November 2015

    Leasing activity for new media
     businesses has already started –
     over 30,000 square feet leased for
     2015

SmartREIT                                    55
Westside Mall Toronto

                                                                      Current density - 143,800
                                                                       square feet

                                                                      City of Toronto proposed
                                                                       density for site: 4.5x coverage =
                                                                       approximately 2.15 million
                                                                       square feet

                                                                      Buildings height of up to 33
                                                                       storeys

                                                                      LRT to open by 2020;
                                                                       construction well underway.
                                                                       Tunnel boring is complete in
                                                                       front of the centre. Station
                                                                       construction not yet started

                                                                      Zoning and approvals will be a
                                                                       lengthy process

      Architect’s rendering of potential intensification site plan

SmartREIT                                                                                                  56
Laval Centre

                           The City of Laval has designated these lands as
                           their “centre-ville” due to its central location on the
                           island of Laval as well as its excellent access to
                           regional highways and public transportation.
                           These locational advantages make the site an
                           excellent      mixed-use         development       with
                           unparalleled access to a host of retail,
                           entertainment and institutional uses. The lands
                           can easily be accessed by 2 major interchanges
                           from the 2 major highways that cross the City,
                           being autoroute 15 that gives north-south access
                           to the City of Montreal and north to the
                           recreational destinations of the Laurentians, and
                           autoroute 440 which crosses the island in an
                           east-west direction. The site is also served by 5
                           different bus routes on the 3 surrounding streets
                           (boul St-Martin, boul Daniel-Johnson and boul
                           Chomedey) with easy access to the nearby Metro
                           subway station as well as express access to
                           select Montreal destinations.
                           These benefits make Laval Centre an ideal
                           location for retail, as well as office and residential
                           uses, as evidenced by the tremendous growth in
                           high-rise residential construction in the area over
                           the last 5 years.
                           A 160,000 square foot Walmart Supercentre
                           currently anchors the centre, with an additional
                           100,000 square feet in the planning stages. And
                           zoning amendments are underway to permit
                           higher densities so as to accommodate 250,000
                           square feet of office, 1 million square feet of
                           residential as well as seniors’ housing.

SmartREIT                                                                            57
Other Issues We Are Monitoring

             In the coming years, retailers’ businesses will be affected
              by:
                E-commerce
                Aging population
                Urbanization and the move to more convenient
                  shopping
                Changing ethnic mix of population
             We will continue to monitor the impact of these issues
              and will adjust our business model accordingly, always
              remembering:
                The quality of our sites
                The value we provide our tenants
                The strength and capabilities of our partners

SmartREIT                                                                   58
E-commerce Response – Penguin Pick-Up

      Penguin Pick-Up located at Scarborough (1900 Eglinton) SmartCentre

SmartREIT                                                                  59
E-commerce Responses

             Penguin Pick-Up:
                Initiative driven by SmartCentres
                Convenient locations for consumers to pick up
                 products ordered online
                Drives traffic to shopping centres and supports
                 tenants
                Five SmartREIT locations currently part of the
                 initiative
             Piloting free Wi-Fi at select Western Canadian sites
             Launching digital signage at select locations
             Further initiatives in the planning stage

SmartREIT                                                            60
The Best Offense Starts With a Strong Defense -
            SmartREIT

             Best-in-Class Portfolio
                Newest retail portfolio amongst all Canadian peers.
                 84% located in urban or near urban locations, with
                 strong national tenants as anchors
             Strong Financial Position
               Strong balance sheet and strong credit metrics.
                 Growing unencumbered pool provides increased
                 financial flexibility. Access to multiple sources of
                 capital
             Growth Prospects Increasing, particularly after acquisition
                Portfolio of growth opportunities from smaller local
                 intensification to Vaughan Metropolitan Centre,
                 amongst Canada’s largest potential mixed use
                 developments

SmartREIT                                                                   61
Appendix

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July 2015 Acquisition – Haney Place Mall

                              Address: 11900 Haney Place, Maple Ridge, BC

                              Major Intersection: Lougheed Highway & 224th street

                              Site Area: 227,000 square feet

                              Occupancy: 97%

                              Major Tenants: Walmart Supercentre, Thrifty Foods, Dollar Tree,
                                            Rexall Pharmacy, Westminster Savings

SmartREIT                                                                                       63
SmartCentres Acquisition - Oakville SmartCentre

                             Address: 234 Hays Boulevard, Oakville, ON

                             Major Intersection: Highway 5 & Trafalgar Road

                             Site Area: 445,000 square feet

                             Occupancy: 100%

                             Major Tenants: Walmart Supercentre, Real Canadian Superstore
                                           (Loblaws), LCBO, CIBC

SmartREIT                                                                                   64
SmartCentres Acquisition - Oshawa South SmartCentre

                             Address: 680 Laval Drive, Oshawa, ON

                             Major Intersection: Stevenson Road & Laval Drive

                             Site Area: 540,000 square feet

                             Occupancy: 100%

                             Major Tenants: Walmart Supercentre, Lowe’s, Sail, CIBC

SmartREIT                                                                             65
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