InvenTrust Properties Corp. (IVT) FY 2022 MD&A
This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis relates to the operations of the Company for the years ended December 31, 2022 and 2021 and its financial position as of December 31, 2022 and 2021. Discussion of 2020 items and year-to-year comparisons between 2021 and 2020 that are not included in this Annual Report can be found in "Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2021. The following discussion and analysis should be read in conjunction with our consolidated financial statements and the related notes included in this Annual Report. This discussion contains forward-looking statements about our business. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in "Forward-Looking Statements" and "Part I-Item 1A. Risk Factors" contained in this Annual Report and in our other reports that we file from time to time with the SEC.
Executive Summary
InvenTrust is a premier Sun Belt, multi-tenant essential retail REIT that owns, leases, redevelops, acquires, and manages grocery-anchored neighborhood and community centers, as well as high-quality power centers that often have a grocery component. We pursue our business strategy by:
•Acquiring retail properties in Sun Belt markets;
•Opportunistically disposing of retail properties;
•Maintaining a flexible capital structure; and
•Enhancing our environmental, social and governance practices and standards.
Current Strategy and Outlook
InvenTrust focuses on Sun Belt grocery-anchored neighborhood and community centers, and select power centers that often have a grocery component, in markets with favorable demographics, including above average growth in population, employment, income and education levels. We believe these conditions create favorable demand characteristics for grocery-anchored and necessity-based essential retail centers, which will position us to capitalize on potential future rent increases while benefiting from sustained occupancy at our centers. Our strategically located regional field offices are within a two-hour drive of over 95% of our properties which affords us the ability to respond to the needs of our tenants and provides us with in-depth local market knowledge. We believe that our Sun Belt portfolio of high quality grocery-anchored assets is a distinct differentiator for us in the marketplace.
Evaluation of Financial Condition and Operating Results
Historically, management has evaluated our financial condition and operating performance by focusing on the following financial and non-financial indicators, discussed in further detail herein:
•Net Operating Income ("NOI") and Same Property NOI, supplemental non-GAAP measures;
•NAREIT Funds From Operations ("NAREIT FFO") Applicable to Common Shares and Dilutive Securities, a supplemental non-GAAP measure;
•Core FFO Applicable to Common Shares and Dilutive Securities, a supplemental non-GAAP measure;
•Cash flow from operations as determined in accordance with GAAP;
•Economic and leased occupancy and rental rates;
•Leasing activity and lease rollover;
•Operating expense levels and trends;
•General and administrative expense levels and trends;
•Debt maturities and leverage ratios; and
•Liquidity levels.
20
Recent Developments
Acquisitions and Mortgage Assumptions
During the year ended December 31, 2022, we acquired the following properties:
| Date | Property | Grocer Anchor | Metropolitan Area | Square Feet | Gross Acquisition Price | Assumption of Mortgage Debt | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| February 2, 2022 | Shops at Arbor Trails | Costco, Whole Foods Market | Austin-Round Rock, TX | 357 | $ | 112,190 | $ | 31,500 | ||||||||
| February 2, 2022 | Escarpment Village | HEB | Austin-Round Rock, TX | 170 | 77,150 | 26,000 | ||||||||||
| April 21, 2022 | The Highlands of Flower Mound (a) | Target | Dallas-Fort Worth-Arlington, TX | 175 | 38,000 | 22,880 | ||||||||||
| May 4, 2022 | Bay Landing | The Fresh Market | Cape Coral-Fort Myers, FL | 63 | 10,425 | — | ||||||||||
| June 10, 2022 | Kyle Marketplace - Outparcel | N/A | Austin-Round Rock, TX | — | 705 | — | ||||||||||
| October 28, 2022 | Eastfield Village | Food Lion | Charlotte-Gastonia-Concord, NC | 96 | 22,500 | — | ||||||||||
| December 16, 2022 | Stone Ridge Market (a) | HEB Plus | San Antonio, TX | 219 | 58,100 | — | ||||||||||
| Total | 1,080 | $ | 319,070 | $ | 80,380 |
(a)We acquired these properties from our joint venture, IAGM.
Dispositions
During the year ended December 31, 2022, we disposed of the following properties:
| Date | Property | Metropolitan Area | Square Feet | Gross Disposition Price | Gain on Sale | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2022 | Centerplace of Greeley | Denver, CO | 152 | $ | 37,550 | $ | 25,147 | |||||||
| June 30, 2022 | Cheyenne Meadows | Denver, CO | 90 | 17,900 | 11,709 | |||||||||
| December 15, 2022 | The Shops at Walnut Creek (a) | Denver, CO | 225 | 55,000 | 1,393 | |||||||||
| Total | 467 | $ | 110,450 | $ | 38,249 |
(a)The property's buyer assumed a $28.6 million mortgage payable secured by the property. We recognized a loss on debt extinguishment of $0.08 million related to the buyer's assumption.
IAGM Dispositions and Mortgage Payoffs
During the year ended December 31, 2022, IAGM disposed of the following properties:
| Date | Property | Metropolitan Area | Square Feet | Gross Disposition Price | Gain (Loss) on Sale | Our Share of Gain (Loss) on Sale | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 3, 2022 | Price Plaza (a) | Houston-Sugar Land-Baytown, TX | 206 | $ | 39,100 | $ | 3,751 | $ | 2,063 | |||||||||
| April 21, 2022 | The Highlands of Flower Mound (b) | Dallas-Fort Worth-Arlington, TX | 175 | 38,000 | 1,244 | 684 | ||||||||||||
| December 16, 2022 | Stone Ridge Market (b)(c) | San Antonio, TX | 219 | 58,100 | 12,287 | 6,758 | ||||||||||||
| December 22, 2022 | Stables Town Center I (d) | Houston-Sugar Land-Baytown, TX | 43 | 7,800 | (244) | (135) | ||||||||||||
| Total | 643 | $ | 143,000 | $ | 17,038 | $ | 9,370 |
(a)The property's buyer assumed a $17.8 million mortgage payable secured by the property.
(b)These properties were acquired by the Company.
(c)IAGM paid off the property's $28.1 million mortgage payable with proceeds from the sale.
(d)IAGM paid down $5.4 million of the senior secured pooled loan with proceeds from the sale.
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Share Repurchase Program
On February 23, 2022, we established a share repurchase program (the "SRP") of up to $150.0 million of our outstanding shares of common stock. The SRP may be suspended or discontinued at any time, and does not obligate us to repurchase any dollar amount or particular amount of shares. As of December 31, 2022, we have not repurchased any common stock under the SRP.
Debt
On March 4, 2022, we paid off a $22.3 million mortgage payable at Pavilion at La Quinta using cash on hand and recognized a loss on debt extinguishment of $0.1 million.
On October 6, 2022, we paid off a $24.7 million mortgage payable secured by University Oaks Shopping Center with cash on hand and recognized a loss on debt extinguishment of $0.01 million.
ATM Program
On March 7, 2022,we established an at-the-market equity offering program (the "ATM Program") pursuant to which we may sell from time to time up to an aggregate of $250.0 million shares of our common stock. In connection with the ATM Program, we may sell shares of our common stock to or through sales agents, or may enter into separate forward sale agreements with one of the agents, or one of their respective affiliates, as a forward purchaser. As of December 31, 2022, the Company has not sold any common stock under the ATM Program.
Reduction of Authorized Shares
On April 28, 2022, we filed an amendment to our charter to decrease the number of authorized shares of common stock from 1,460,000,000 to 146,000,000, in proportion with the one-for-ten reverse stock split effected by the Company on August 5, 2021. The authorized shares of preferred stock remain at 40,000,000. The authorized shares of common stock have been retroactively adjusted within the accompanying consolidated financial statements to give effect to the reduction as of December 31, 2022.
Credit Agreements
On May 11, 2022, we transitioned our revolving credit agreement and term loan agreement from the London Inter-bank Offered Rate ("LIBOR") which repriced monthly ("1-Month LIBOR"), to a Secured Overnight Financing Rate ("SOFR") which reprices monthly ("1-Month Term SOFR").
On June 3, 2022, in connection with and upon effectiveness of the Note Purchase Agreement (as defined below) and in accordance with the terms of the Amended Term Loan Credit Agreement and Amended Revolving Credit Agreement, each of the administrative agents under such agreements released all of the subsidiary guarantors from their guaranty obligations that were previously made for the benefit of the lenders under such agreements.
Senior Notes
On August 11, 2022, we issued $250.0 million aggregate principal amount of senior notes in a private placement, of which (i) $150.0 million are designated as 5.07% Senior Notes, Series A, due August 11, 2029 (the "Series A Notes") and (ii) $100.0 million are designated as 5.20% Senior Notes, Series B, due August 11, 2032 (the "Series B Notes" and, together with the Series A Notes, the "Notes") pursuant to a note purchase agreement (the "Note Purchase Agreement"), dated June 3, 2022, between the Company and the various purchasers named therein. The Notes were issued at par in accordance with the Note Purchase Agreement and pay interest semiannually on February 11th and August 11th until their respective maturities.
We may prepay at any time all or any part of, the Notes, in an amount not less than 5% of the aggregate principal amount of any series of the Notes then outstanding in the case of a partial prepayment, at 100% of the principal amount prepaid plus accrued interest and a Make-Whole Amount (as defined in the Note Purchase Agreement). The Notes will be required to be absolutely and unconditionally guaranteed by certain subsidiaries of the Company that guarantee certain material credit facilities of the Company. Currently, there are no subsidiary guarantees of the Notes.
22
Our Retail Portfolio
Our wholly-owned and managed retail properties include grocery-anchored community and neighborhood centers and power centers, including those classified as necessity-based. As of December 31, 2022, we owned or had an interest in 62 retail properties with a GLA of approximately 10.3 million square feet, which includes 4 retail properties with a GLA of approximately 1.1 million square feet owned through the Company's 55% ownership interest in an unconsolidated joint venture, IAGM.
The following table summarizes our retail portfolio, on a wholly-owned, IAGM, and pro rata combined basis, as of December 31, 2022 and 2021.
| Wholly-Owned Retail Properties | IAGM Retail Properties | Pro Rata Combined Retail Portfolio | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||||||
| No. of properties | 58 | 55 | 4 | 7 | 62 | 62 | |||||
| GLA (square feet) | 9,171 | 8,560 | 1,125 | 1,768 | 9,790 | 9,532 | |||||
| Economic occupancy | 94.2% | 93.4% | 90.2% | 87.6% | 93.9% | 92.8% | |||||
| Leased occupancy | 96.2% | 94.6% | 93.6% | 88.2% | 96.1% | 93.9% | |||||
| ABR PSF | $19.26 | $18.76 | $16.22 | $16.98 | $19.08 | $18.59 |
Retail Portfolio Summary by Center Type
Our retail properties consist of community and neighborhood centers and power centers.
•Community and neighborhood centers are generally open-air and designed for tenants that offer a wide array of merchandise and services, including groceries, soft goods and convenience-oriented offerings. Our community centers contain large anchor stores and a significant presence of national retail tenants. Our neighborhood centers are generally smaller open-air centers with a grocery store anchor and/or drugstore and other small service-type retailers.
•Power centers are generally larger and consist of several anchors, such as discount department stores, off-price stores, specialty grocers and warehouse clubs. Typically, the number of specialty tenants is limited and most are national or regional in scope.
The following tables summarize our retail portfolio, by center type, as of December 31, 2022 and 2021.
Community and neighborhood centers
| Wholly-Owned Retail Properties | IAGM Retail Properties | Pro Rata Combined Retail Portfolio | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||||||
| No. of properties | 46 | 43 | 4 | 5 | 50 | 48 | |||||
| GLA (square feet) | 5,647 | 4,984 | 1,125 | 1,387 | 6,266 | 5,747 | |||||
| Economic occupancy | 95.0% | 94.1% | 90.2% | 86.1% | 94.5% | 93.1% | |||||
| Leased occupancy | 96.9% | 95.0% | 93.6% | 86.8% | 96.6% | 93.9% | |||||
| ABR PSF | $20.36 | $19.93 | $16.22 | $17.02 | $19.98 | $19.57 |
Power centers
| Wholly-Owned Retail Properties | IAGM Retail Properties | Pro Rata Combined Retail Portfolio | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||||||
| No. of properties | 12 | 12 | — | 2 | 12 | 14 | |||||
| GLA (square feet) | 3,524 | 3,576 | — | 381 | 3,524 | 3,785 | |||||
| Economic occupancy | 92.9% | 92.3% | —% | 93.1% | 92.9% | 92.3% | |||||
| Leased occupancy | 95.1% | 93.9% | —% | 93.1% | 95.1% | 93.9% | |||||
| ABR PSF | $17.45 | $17.10 | $— | $16.85 | $17.45 | $17.08 |
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Same Property Retail Portfolio Summary
Properties classified as same property were owned for the entirety of both periods presented ("Same Properties"). The following table summarizes the GLA, economic occupancy and ABR PSF of Same Properties included in our retail portfolio for the years ended December 31, 2022 and 2021.
| Wholly-Owned Retail Properties | IAGM Retail Properties | Pro Rata Combined Retail Portfolio | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | ||||||
| No. of properties | 51 | 51 | 4 | 4 | 55 | 55 | |||||
| GLA (square feet) | 7,859 | 7,860 | 1,125 | 1,125 | 8,477 | 8,479 | |||||
| Economic occupancy | 94.6% | 93.6% | 90.2% | 86.6% | 94.3% | 93.1% | |||||
| Leased occupancy | 96.2% | 94.9% | 93.6% | 87.2% | 96.1% | 94.3% | |||||
| ABR PSF | $19.44 | $18.82 | $16.22 | $15.64 | $19.22 | $18.60 |
Leasing Activity, Pro Rata Combined Retail Portfolio
The following tables summarize the leasing activity for leases that were executed during the year ended December 31, 2022, compared with expiring or expired leases for the same or previous tenant for renewals and the same unit for new leases at the 62 properties in our Pro Rata Combined Retail Portfolio. These tables do not include rent deferral lease amendments executed as a result of the impact of the COVID-19 pandemic.
In our Pro Rata Combined Retail Portfolio, we had GLA totaling 1.63 million square feet expiring during the year ended December 31, 2022, of which 1.47 million square feet was re-leased. This achieved a retention rate of approximately 90.2%.
| No. of Leases Executed for the year ended Dec. 31, 2022 | GLA SF (in thousands) | New Contractual Rent ($PSF)(b) | Prior Contractual Rent ($PSF)(b) | % Change over Prior Lease Rent (b) | Weighted Average Lease Term (Years) | Tenant Improvement Allowance ($PSF) | Lease Commissions ($PSF) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| All tenants | |||||||||||||||
| Comparable Renewal Leases (a) | 175 | 828 | $20.91 | $19.75 | 5.9% | 5.5 | $0.17 | $— | |||||||
| Comparable New Leases (a) | 21 | 142 | $18.74 | $14.53 | 29.0% | 12.2 | $23.69 | $7.12 | |||||||
| Non-Comparable Renewal and New Leases | 72 | 343 | $18.45 | N/A | N/A | 7.2 | $26.14 | $6.51 | |||||||
| Total | 268 | 1,313 | $20.59 | $18.99 | 8.4% | 6.7 | $9.50 | $2.47 | |||||||
| Anchor tenants (leases ten thousand square feet and over) | |||||||||||||||
| Comparable Renewal Leases (a) | 20 | 511 | $12.35 | $11.67 | 5.8% | 5.5 | $0.10 | $— | |||||||
| Comparable New Leases (a) | 4 | 112 | $13.87 | $10.22 | 35.7% | 13.3 | $23.30 | $5.31 | |||||||
| Non-Comparable Renewal and New Leases | 7 | 192 | $9.00 | N/A | N/A | 6.3 | $21.36 | $2.90 | |||||||
| Total | 31 | 815 | $12.62 | $11.41 | 10.6% | 6.8 | $8.29 | $1.41 | |||||||
| Small shop tenants (leases under ten thousand square feet) | |||||||||||||||
| Comparable Renewal Leases (a) | 155 | 317 | $34.73 | $32.78 | 5.9% | 5.4 | $0.28 | $— | |||||||
| Comparable New Leases (a) | 17 | 30 | $36.79 | $30.50 | 20.6% | 8.3 | $25.15 | $13.86 | |||||||
| Non-Comparable Renewal and New Leases | 65 | 151 | $30.42 | N/A | N/A | 8.5 | $32.19 | $11.07 | |||||||
| Total | 237 | 498 | $34.91 | $32.58 | 7.2% | 6.5 | $11.49 | $4.21 |
(a)Comparable leases are leases that meet all of the following criteria: terms greater than or equal to one year, unit was vacant less than one year prior to executed lease, square footage of unit remains unchanged or within 10% of prior unit square footage, and has a rent structure consistent with the previous tenant.
(b)Non-comparable leases are not included in totals.
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Results of Operations
Comparison of results for the years ended December 31, 2022 and 2021
We generate substantially all of our earnings from property operations. Since January 1, 2021, we have acquired seven retail properties and disposed of four retail properties.
The following table presents the changes in our income for the years ended December 31, 2022 and 2021.
| Year ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Increase (Decrease) | ||||||||
| Income | ||||||||||
| Lease income, net | $ | 232,980 | $ | 207,350 | $ | 25,630 | ||||
| Other property income | 1,161 | 1,087 | 74 | |||||||
| Other fee income | 2,566 | 3,542 | (976) | |||||||
| Total income | $ | 236,707 | $ | 211,979 | $ | 24,728 |
Lease income, net increased $25.6 million as a result of increases from properties acquired of $18.4 million, decreases from properties disposed of $3.3 million, and the following activity related to our Same Properties:
•$6.7 million of increased minimum rent attributable to increased occupancy levels and rental rates and $1.8 million of rent abatements in 2021 related to the COVID-19 pandemic,
•$2.1 million of increased recoveries associated with common area maintenance, insurance, and real estate taxes, primarily attributable to tax refunds reflected in 2021 tenant charges,
•$1.1 million of increased amortization of market lease intangibles and straight-line rent adjustments,
•$1.0 million of increased percentage rent attributable to grocers experiencing heightened sales volumes, and was partially offset by:
•$2.2 million of net changes in credit losses and related reversals primarily attributable to lump sum rent collections from our cash basis tenants in 2021 pertaining to prior period rent charges.
Other fee income decreased $1.0 million primarily as a result of real estate sales within IAGM.
The following table presents the changes in our operating expenses for the years ended December 31, 2022 and 2021.
| Year ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Increase (Decrease) | ||||||||
| Operating expenses | ||||||||||
| Depreciation and amortization | $ | 94,952 | $ | 87,143 | $ | 7,809 | ||||
| Property operating | 40,239 | 32,788 | 7,451 | |||||||
| Real estate taxes | 32,925 | 31,312 | 1,613 | |||||||
| General and administrative | 33,342 | 38,192 | (4,850) | |||||||
| Direct listing costs | — | 19,769 | (19,769) | |||||||
| Total operating expenses | $ | 201,458 | $ | 209,204 | $ | (7,746) |
Depreciation and amortization increased $7.8 million as a result of:
•$13.4 million of increases from properties acquired, and was partially offset by:
•$1.4 million of decreases from properties disposed, and
•$4.2 million of decreased in-place lease intangible amortization for our Same Properties.
Property operating expenses increased $7.5 million as a result of:
•$4.4 million of increased costs relating to repairs, maintenance, and landscaping for our Same Properties,
•$3.4 million of increases from properties acquired, and was partially offset by:
•$0.3 million of decreases from properties disposed.
25
Real estate taxes increased $1.6 million as a result of:
•$3.4 million of increased real estate taxes from properties acquired, and was partially offset by:
•$1.0 million of decreased real estate taxes from properties disposed, and
•$0.8 million of decreased real estate taxes for our Same Properties, primarily attributable to tax refunds.
General and administrative expenses decreased $4.9 million as a result of:
•$2.7 million of long-term incentive plan costs in 2021 related to the expected retirement of its former President and Chief Executive Officer and the appointment of certain executives in establishing a plan of succession,
•$1.2 million of decreased other compensation costs, and
•$1.0 million of decreased non-compensation costs.
During the year ended December 31, 2021, we recognized $19.8 million of expense relating to the direct listing of our common stock on the NYSE.
The following table presents the changes in our other income and expenses for the years ended December 31, 2022 and 2021.
| Year ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Change, net | ||||||||
| Other income (expense) | ||||||||||
| Interest expense, net | $ | (26,777) | $ | (16,261) | $ | (10,516) | ||||
| Loss on extinguishment of debt | (181) | (400) | 219 | |||||||
| Gain on sale of investment properties, net | 38,249 | 1,522 | 36,727 | |||||||
| Equity in earnings of unconsolidated entities | 3,663 | 6,398 | (2,735) | |||||||
| Other income and expense, net | 2,030 | 606 | 1,424 | |||||||
| Total other income (expense), net | $ | 16,984 | $ | (8,135) | $ | 25,119 |
Interest expense, net
Interest expense, net, increased $10.5 million primarily as a result of:
•$5.0 million of increased interest expense generated from the private placement of our senior notes,
•$3.0 million of increased interest expense generated from the fluctuations in our line of credit balances and interest rates on our corporate credit facilities,
•$2.7 million of increased interest expense from the assumption of mortgages on Shops at Arbor Trails, Escarpment Village, and the Highlands of Flower Mound of $31.5 million, $26.0 million, and $22.9 million, respectively,
•$1.0 million of increased amortization of debt issuance costs, and was partially offset by:
•$1.2 million of decreased interest expense from the pay-off of mortgages on Pavilion at LaQuinta and University Oaks Shopping Center of $22.3 million, and $24.7 million, respectively.
Loss on extinguishment of debt
During the year ended December 31, 2022, we recognized an aggregate loss of $0.2 million on the extinguishment of total mortgages payable of $75.6 million on three retail properties. During the year ended December 31, 2021, we recognized a loss of $0.4 million in connection with amending our corporate debt facilities.
Gain on sale of investment properties, net
During the year ended December 31, 2022, we recognized a gain of $38.2 million on the sale of three retail properties. During the year ended December 31, 2021, we recognized a gain of $1.5 million on the sale of one retail property and the completion of partial condemnations at four retail properties.
26
Equity in earnings of unconsolidated entities
Equity in earnings of unconsolidated entities decreased $2.7 million primarily as a result of decreased earnings from property operations of $2.3 million and decreased gains on sales of properties of $1.3 million, which were partially offset by decreased interest expense of $0.9 million. The aforementioned amounts represent our proportionate share of the activity.
Other income and expense, net
Other income and expense, net increased $1.4 million primarily as a result of increased interest income earned on cash and cash equivalents.
Net Operating Income
We evaluate the performance of our retail properties based on NOI, which excludes general and administrative expenses, direct listing costs, depreciation and amortization, provision for asset impairment, 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 straight-line rent adjustments, amortization of market lease intangibles, and amortization of lease incentives ("GAAP Rent Adjustments"). We bifurcate NOI into Same Property NOI and NOI from other investment properties based on whether the underlying retail properties meet our same property criteria.
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.
Comparison of Same Property results for the years ended December 31, 2022 and 2021
A total of 51 wholly-owned retail properties met our Same Property criteria for the years ended December 31, 2022 and 2021. The following table presents the reconciliation of net income or loss, the most directly comparable GAAP measure, to NOI, Same Property NOI, and Pro Rata Same Property NOI for the years ended December 31, 2022 and 2021:
| Year ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Change, net | ||||||||
| Net income (loss) | $ | 52,233 | $ | (5,360) | $ | 57,593 | ||||
| Adjustments to reconcile to non-GAAP metrics: | ||||||||||
| Other income and expense, net | (2,030) | (606) | (1,424) | |||||||
| Equity in earnings of unconsolidated entities | (3,663) | (6,398) | 2,735 | |||||||
| Interest expense, net | 26,777 | 16,261 | 10,516 | |||||||
| Loss on extinguishment of debt | 181 | 400 | (219) | |||||||
| Gain on sale of investment properties, net | (38,249) | (1,522) | (36,727) | |||||||
| Depreciation and amortization | 94,952 | 87,143 | 7,809 | |||||||
| General and administrative | 33,342 | 38,192 | (4,850) | |||||||
| Direct listing costs | — | 19,769 | (19,769) | |||||||
| Other fee income | (2,566) | (3,542) | 976 | |||||||
| Adjustments to NOI (a) | (9,743) | (7,528) | (2,215) | |||||||
| NOI | 151,234 | 136,809 | 14,425 | |||||||
| NOI from other investment properties | (18,042) | (9,368) | (8,674) | |||||||
| Same Property NOI | 133,192 | 127,441 | 5,751 | |||||||
| IAGM Same Property NOI at share | 7,885 | 7,380 | 505 | |||||||
| Pro Rata Same Property NOI | $ | 141,077 | $ | 134,821 | $ | 6,256 |
(a)Adjustments to NOI include termination fee income and expense and GAAP Rent Adjustments.
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Comparison of the components of Same Property NOI for the years ended December 31, 2022 and 2021
| Year ended December 31, | Change | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | Variance | |||||||||||
| Lease income, net | $ | 194,849 | $ | 185,502 | $ | 9,347 | 5.0% | ||||||
| Other property income | 1,123 | 1,087 | 36 | 3.3% | |||||||||
| 195,972 | 186,589 | 9,383 | 5.0% | ||||||||||
| Property operating expenses | 35,085 | 30,681 | 4,404 | 14.4% | |||||||||
| Real estate taxes | 27,695 | 28,467 | (772) | (2.7)% | |||||||||
| 62,780 | 59,148 | 3,632 | 6.1% | ||||||||||
| Same Property NOI | $ | 133,192 | $ | 127,441 | $ | 5,751 | 4.5% |
Same Property NOI increased by $5.8 million, or 4.5%, when comparing the year ended December 31, 2022 to the same period in 2021, and was primarily a result of:
•$6.7 million of increased minimum rent attributable to increased occupancy levels and rental rates and $1.8 million of rent abatements in 2021 related to the COVID-19 pandemic,
•$1.0 million of increased percentage rent attributable to grocers experiencing heightened sales volumes,
•$1.1 million of decreased real estate tax expense, net of associated recoveries, primarily attributable to tax refunds, and was offset by:
•$2.2 million of net changes in credit losses and related reversals primarily attributable to lump sum rent collections from our cash basis tenants in 2021 pertaining to prior period rent charges,
•$1.4 million of increased operating expense, net of associated recoveries, primarily attributable to increased repairs, maintenance, and landscaping costs, and
•$1.2 million of increased non-recoverable operating expenses, primarily attributable to tenant lease negotiations.
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Funds From Operations
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 ("NAREIT 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.
In calculating NAREIT FFO, impairment charges of depreciable real estate assets are added back even though the impairment charge may represent a permanent decline in value due to the decreased operating performance of the applicable property. Furthermore, because gains and losses from sales of property are excluded from NAREIT FFO, it is consistent and appropriate that impairments, which are often early recognition of losses on prospective sales of property, also be excluded. If evidence exists that a loss reflected in the investment of an unconsolidated entity is due to the impairment of depreciable real estate assets, our share of these impairments is added back to net income in the determination of NAREIT FFO.
We believe NAREIT FFO Applicable to Common Shares and Dilutive Securities, when considered with the financial statements determined in accordance with GAAP, is helpful to investors in understanding our performance because the historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative.
Core Funds From Operations ("Core FFO") is an additional supplemental non-GAAP financial measure of our operating performance. In particular, Core FFO provides an additional measure to compare the operating performance of different REITs without having to account for certain remaining amortization assumptions within NAREIT FFO and other unique revenue and expense items which some may consider not pertinent to measuring a particular company's on-going operating performance. In that regard, we use Core FFO as an input to our compensation plan to determine cash bonuses and measure the achievement of certain performance-based equity awards.
Our adjustments to NAREIT FFO to arrive at Core FFO include removing the impact of (i) amortization of debt discounts and financing costs, (ii) amortization of market-lease intangibles and inducements, net, (iii) depreciation and amortization of corporate assets, (iv) straight-line rent adjustments, (v) gains (or losses) resulting from debt extinguishments (vi) other non-operating revenue and expense items which, in our judgement, are not pertinent to measuring on-going operating performance, (vii) adjustments for IAGM to reflect our share of the ventures' Core FFO on the same basis. Our calculation of Core FFO Applicable to Common Shares and Dilutive Securities does not consider any capital expenditures.
Other REITs may use alternative methodologies for calculating similarly titled measures, which may not be comparable to our definition and calculation of NAREIT FFO Applicable to Common Shares and Dilutive Securities or Core FFO Applicable to Common Shares and Dilutive Securities. Furthermore, NAREIT FFO and Core FFO are not necessarily indicative of cash flow available to fund cash needs and should not be considered as alternatives to net income as an indication of our performance. NAREIT FFO and Core FFO should not be considered as alternatives to our cash flows from operating, investing, and financing activities. Nor should NAREIT FFO and Core FFO be considered as measures of liquidity, our ability to make cash distributions, or our ability to service our debt.
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NAREIT FFO Applicable to Common Shares and Dilutive Securities and Core FFO Applicable to Common Shares and Dilutive Securities is calculated as follows:
| Year ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||
| Net income (loss) | $ | 52,233 | $ | (5,360) | ||
| Depreciation and amortization related to investment properties | 94,142 | 86,257 | ||||
| Gain on sale of investment properties, net | (38,249) | (1,522) | ||||
| Unconsolidated joint venture adjusting items, net (a) | 3,850 | 4,713 | ||||
| NAREIT FFO Applicable to Common Shares and Dilutive Securities | 111,976 | 84,088 | ||||
| Amortization of market-lease intangibles and inducements, net | (5,589) | (4,318) | ||||
| Straight-line rent adjustments, net | (3,815) | (2,805) | ||||
| Direct listing costs | — | 19,769 | ||||
| Adjusting items, net (b) | 2,798 | 2,201 | ||||
| Unconsolidated joint venture adjusting items, net (c) | 582 | 672 | ||||
| Core FFO Applicable to Common Shares and Dilutive Securities | $ | 105,952 | $ | 99,607 | ||
| Weighted average common shares outstanding - basic | 67,406,233 | 71,072,933 | ||||
| Dilutive effect of unvested restricted shares (d) | 119,702 | — | ||||
| Weighted average common shares outstanding - diluted | 67,525,935 | 71,072,933 | ||||
| Net income (loss) per common share | $ | 0.77 | $ | (0.08) | ||
| Per share adjustments for NAREIT FFO Applicable to Common Shares and Dilutive Securities | 0.89 | 1.26 | ||||
| NAREIT FFO Applicable to Common Shares and Dilutive Securities per share | $ | 1.66 | $ | 1.18 | ||
| Per share adjustments for Core FFO Applicable to Common Shares and Dilutive Securities | (0.09) | 0.22 | ||||
| Core FFO Applicable to Common Shares and Dilutive Securities per share | $ | 1.57 | $ | 1.40 |
(a)Represents our share of depreciation, amortization, impairment, and gains on sale related to investment properties held in IAGM.
(b)Adjusting items, net, are primarily loss on extinguishment of debt, amortization of debt discounts and financing costs, depreciation and amortization of corporate assets, and non-operating income and expenses, net, which includes items which are not pertinent to measuring on-going operating performance, such as miscellaneous and settlement income.
(c)Represents our share of amortization of market lease intangibles and lease inducements, net, straight-line rent adjustments, net and adjusting items, net related to IAGM.
(d)For purposes of calculating non-GAAP per share metrics, the same denominator is used as that which would be used in calculating diluted earnings per share in accordance with GAAP. For the year ended December 31, 2021, unvested restricted shares were antidilutive and therefore excluded from the denominator in the diluted earnings per share calculation in accordance with GAAP.
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Critical Accounting Estimates
General
The accompanying consolidated financial statements have been prepared in accordance with GAAP, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates, judgments, and assumptions are required in a number of areas, including, but not limited to, evaluating the collectability of accounts receivable, allocating the purchase price of acquired retail properties, and evaluating the impairment of long-lived assets. We base these estimates, judgments and assumptions on historical experience and various other factors that we believe to be reasonable under the circumstances. Actual results may differ from these estimates.
Revenue Recognition
Credit Losses
We review the collectability of amounts due from our tenants on a regular basis. Such reviews consider the tenant's financial condition and payment history and other economic conditions impacting the tenant. Changes in collectability occur when we no longer believes it is probable that substantially all the lease payments will be collected over the term of the lease.
If collection is not probable, regardless of whether we have entered into an amendment to provide the tenant with rent relief, the lease payments will be accounted for on a cash basis, and revenue will be recorded as cash is received. If reassessed, and the collection of substantially all of the lease payments from the tenant becomes probable, the accrual basis of revenue recognition is reestablished.
The provision for estimated credit losses resulting from changes in the expected collectability of lease payments, including variable payments, is recognized as a direct adjustment to lease income, and a direct write-off of the operating lease receivables, including straight-line rent receivable.
Acquisition of Real Estate
We evaluate the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are expensed. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and amortized over the useful life of the acquired assets. Generally, our acquisitions of real estate qualify as asset acquisitions.
We allocate the purchase price of real estate to land, building, other building improvements, tenant improvements, intangible assets and liabilities (such as the value of above- and below-market leases, in-place leases and origination costs associated with in-place leases). The values of above- and below-market leases are recorded as intangible assets and intangible liabilities, respectively, and are amortized as either a decrease (in the case of above-market leases) or an increase (in the case of below-market leases) to lease income, net over the remaining term of the associated tenant lease. The values, if any, associated with in-place leases are recorded in intangible assets and are amortized to depreciation and amortization expense over the remaining lease term.
The difference between the contractual rental rates and our estimate of market rental rates is measured over a period equal to the remaining non-cancelable term of the leases plus the term of any below-market renewal options. For the amortization period, the remaining term of leases with renewal options at terms below market reflect the assumed exercise of such below-market renewal options, if reasonably assured.
If a tenant vacates its space prior to the contractual expiration of the lease and no rental payments are being made on the lease, any unamortized balance of the related intangible asset or liability is written off. Tenant improvements are depreciated and origination costs are amortized over the remaining term of the lease or charged against earnings if the lease is terminated prior to its contractual expiration date.
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With the assistance of a third-party valuation specialist, we perform the following procedures for assets acquired:
•Estimate the value of the property "as if vacant" as of the acquisition date;
•Allocate the value of the property among land, building, and other building improvements and determine the associated useful life for each;
•Calculate the value and associated life of above- and below-market leases on a tenant-by-tenant basis. The difference between the contractual rental rates and our estimate of market rental rates is measured over a period equal to the remaining term of the leases (using a discount rate which reflects the risks associated with the leases acquired, including geographical location, size of leased area, tenant profile and credit risk);
•Estimate the fair value of the tenant improvements, legal costs and leasing commissions incurred to obtain the leases and calculate the associated useful life for each;
•Estimate the fair value of assumed debt, if any; and
•Estimate the intangible value of the in-place leases based on lease execution costs of similar leases as well as lost rent payments during an assumed lease-up period and their associated useful lives on a tenant-by-tenant basis.
Impairment of Long Lived Assets
We assess the carrying values of our long-lived tangible and intangible assets whenever events or changes in circumstances indicate that they may not be fully recoverable. An example of an event or changed circumstance is a reduction in the expected holding period of a property. When such event or circumstances occur, if it is expected that the carrying value is not recoverable, because the expected undiscounted cash flows do not exceed that carrying value, we recognize an impairment loss to the extent that the carrying value exceeds the estimated fair value. The valuation and possible subsequent impairment of investment properties is a significant estimate that can and does change based on our continuous process of analyzing each property's economic condition over time and reviewing and updating assumptions about uncertain inherent factors, including observable inputs such as contractual revenues and unobservable inputs such as forecasted revenues and expenses, estimated net disposition proceeds, discount and capitalization rates. These unobservable inputs are based on market conditions and the property's expected growth rates. Assumptions and estimates about future cash flows and discount and capitalization rates are complex and subjective. Changes in economic and operating conditions and in our ultimate investment intent that occur subsequent to the impairment analyses could impact these assumptions and result in additional impairment.
Our assessment of expected hold period for investment properties evaluated for impairment is of particular significance because of the material impact it has on the evaluation of the property's recoverability. Changes in our disposition strategy or changes in the marketplace may alter the expected hold period of a property which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance.
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Liquidity and Capital Resources
Development, Re-development, Capital Expenditures and Leasing Activities
The following table summarizes capital resources used through development and re-development, capital expenditures, and leasing activities at our retail properties owned during the year ended December 31, 2022. These costs are classified as cash used in capital expenditures and tenant improvements and investment in development and re-development projects on the consolidated statements of cash flows during the year ended December 31, 2022.
| Development and Re-development | Capital Expenditures | Leasing | Total | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Direct costs | $ | 8,374 | (a) | $ | 10,771 | $ | 7,185 | (c) | $ | 26,330 | ||||
| Indirect costs | 1,087 | (b) | 1,464 | — | 2,551 | |||||||||
| Total | $ | 9,461 | $ | 12,235 | $ | 7,185 | $ | 28,881 |
(a)Direct development and re-development costs relate to construction of buildings at our retail properties.
(b)Indirect development and re-development costs relate to capitalized interest, real estate taxes, insurance, and payroll attributed to improvements at our retail properties.
(c)Direct leasing costs relate to improvements to a tenant space that are either paid directly by us or reimbursed to the tenants.
Short-Term Liquidity and Capital Resources
On a short-term basis, our principal uses for funds are to pay our operating and corporate expenses, interest and principal on our indebtedness, property capital expenditures, and to make distributions to our stockholders.
Our ability to maintain adequate liquidity for our operations in the future is dependent upon a number of factors, including our revenue, macroeconomic conditions, our ability to contain costs, including capital expenditures, and to collect rents and other receivables, and various other factors, many of which are beyond our control. We will continue to monitor our liquidity position and may seek to raise funds through debt or equity financing in the future to fund operations, significant investments or acquisitions that are consistent with our strategy. Our ability to raise these funds may also be diminished by other macroeconomic factors.
Long-Term Liquidity and Capital Resources
Our objectives are to maximize revenue generated by our retail platform, to further enhance the value of our retail properties to produce attractive current yield and long-term returns for our stockholders, and to generate sustainable and predictable cash flow from our operations to distribute to our stockholders.
Any future determination to pay distributions will be at the discretion of our Board and will depend on our financial condition, capital requirements, restrictions contained in current or future financing instruments, and such other factors as our Board deems relevant. In November 2022, our Board approved an increase to our annual distribution rate effective for the quarterly distribution paid in April 2023.
Our primary sources and uses of capital are as follows:
| Sources | Uses | |
|---|---|---|
| •Operating cash flows from our real estate investments;•Distributions from our joint venture investment; •Proceeds from sales of properties; •Proceeds from mortgage loan borrowings on properties;•Proceeds from corporate borrowings and debt financings;•Proceeds from any ATM Program activities; and•Proceeds from our Series A and Series B Notes offering. | •To invest in properties or fund acquisitions;•To fund development, re-development, maintenance and capital expenditures or leasing incentives;•To make distributions to our stockholders; •To service or pay down our debt; •To pay our operating expenses;•To repurchase shares of our common stock; and•To fund other general corporate uses. |
We believe our listing on the NYSE will facilitate supplementing these sources by selling equity securities of the Company if and when we believe appropriate to do so. Also, from time to time, we may seek to acquire additional amounts of our outstanding common stock through cash purchases or exchanges for other securities. Such purchases or exchanges, if any, will depend on our liquidity requirements, contractual restrictions, and other factors.
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In the first quarter of 2022, we entered into an ATM Program pursuant to which we may sell shares of our common stock up to an aggregate purchase price of $250.0 million. As of December 31, 2022, the Company has not sold any common stock under the ATM Program.
In the second quarter of 2022, we received an inaugural investment-grade credit rating from Fitch Ratings, Inc. of BBB-.
On August 11, 2022, the Company issued $250.0 million aggregate principal amount of senior notes in a private placement, of which (i) $150.0 million are designated as 5.07% Senior Notes, Series A, due August 11, 2029 (the "Series A Notes") and (ii) $100.0 million are designated as 5.20% Senior Notes, Series B, due August 11, 2032 (the "Series B Notes" and, together with the Series A Notes, the "Notes") pursuant to the Note Purchase Agreement. The Notes were issued at par in accordance with the Note Purchase Agreement and pay interest semiannually on February 11th and August 11th until their respective maturities.
Off Balance Sheet Arrangements
The Company does not have off balance sheet arrangements other than its joint venture, IAGM, as disclosed in "Part IV. Item 8. Note 6. Investment in Unconsolidated Entities."
Summary of Cash Flows
| Year ended December 31, | Change | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||||||
| Cash provided by operating activities | $ | 125,795 | $ | 89,956 | $ | 35,839 | ||||
| Cash used in investing activities | (144,461) | (64,701) | (79,760) | |||||||
| Cash provided by (used in) financing activities | 111,574 | (204,171) | 315,745 | |||||||
| Decrease in cash, cash equivalents and restricted cash | 92,908 | (178,916) | 271,824 | |||||||
| Cash, cash equivalents and restricted cash at beginning of year | 44,854 | 223,770 | (178,916) | |||||||
| Cash, cash equivalents and restricted cash at end of year | $ | 137,762 | $ | 44,854 | $ | 92,908 |
Cash provided by operating activities of $125.8 million and $90.0 million for the years ended December 31, 2022 and 2021, respectively, was generated primarily from income from property operations and operating distributions from IAGM. Cash provided by operating activities increased $35.8 million when comparing 2022 to 2021, primarily as a result of direct listing costs of $19.8 million in 2021, increased operating distributions from IAGM, general fluctuations in working capital, and acquisition activity in excess of disposition activity. Since January 1, 2021, we have acquired seven retail properties and disposed of four retail properties.
Cash used in investing activities of $144.5 million for the year ended December 31, 2022, was primarily the result of:
•$235.0 million for acquisitions of investment properties,
•$33.2 million for capital investments and leasing costs,
•$1.2 million for other investing cash outflows, and was partially offset by:
•$77.5 million from net proceeds received from the sale of investment properties, and
•$47.4 million from distributions from unconsolidated entities.
Cash used in investing activities of $64.7 million for the year ended December 31, 2021, was primarily the result of:
•$53.1 million for acquisitions of investment properties,
•$25.0 million for capital investments and leasing costs,
•$1.4 million for other investing cash outflows, and was partially offset by:
•$14.8 million from net proceeds received from the sale of investment properties.
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Cash provided by financing activities of $111.6 million for the year ended December 31, 2022, was primarily the result of:
•$250.0 million from our issuance of senior notes, and
•$112.0 million drawn from our line of credit, which were partially offset by:
•$143.0 million repaid on our line of credit,
•$50.5 million for pay-offs of debt, principal payments of mortgage debt, and payment of loan fees and other deposits, and other financing activities,
•$55.3 million to pay distributions, and
•$1.6 million for the payment of tax withholdings for share-based compensation.
Cash used in financing activities of $204.2 million for the year ended December 31, 2021, was primarily the result of:
•$457.8 million for pay-offs of debt, debt prepayment penalties, principal payments of mortgage debt, payment of loan fees and other deposits, and other financing activities,
•$16.7 million for the repurchase of common stock under our share repurchase plan,
•$103.3 million for the repurchase of common stock through a tender offer,
•$55.6 million to pay distributions,
•$1.8 million for the payment of tax withholdings for share-based compensation, which were partially offset by:
•$431.0 million from proceeds received under our unsecured credit agreements.
We consider all demand deposits, money market accounts and investments in certificates of deposit and repurchase agreements with a maturity of three months or less, at the date of purchase, to be cash equivalents. We maintain our cash and cash equivalents at major financial institutions. The combined account balances at one or more institutions generally exceed the FDIC insurance coverage. We periodically assess the credit risk associated with these financial institutions. We believe insignificant credit risk exists related to amounts on deposit in excess of FDIC insurance coverage.
Acquisitions and Dispositions of Real Estate Investments
In 2022, we acquired six retail properties and an outparcel adjacent to an existing retail property for an aggregate gross acquisition price of $319.1 million. In 2021, we acquired one retail property and an outparcel adjacent to an existing retail property for an aggregate gross acquisition price of $54.7 million.
In 2022, we disposed of three retail properties for an aggregate gross disposition price of $110.5 million. In 2021, we disposed of one retail property and completed partial condemnations at four retail properties for an aggregate gross disposition price of $15.0 million.
Distributions
During the year ended December 31, 2022, we declared cash distributions to our stockholders totaling $55.3 million and paid cash distributions of $55.3 million.
As we execute on our retail strategy, the Board evaluated and expects to continue to evaluate our distribution rate on a periodic basis. See "Part I. Item 1. Business - Current Strategy and Outlook" for more information regarding our retail strategy. The following table presents a historical summary of distributions declared, paid and reinvested.
| Year ended December 31, | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | 2019 | 2018 | ||||||||||||||
| Distributions declared | $ | 55,337 | $ | 55,721 | $ | 54,604 | $ | 53,473 | $ | 53,782 | ||||||||
| Distributions paid | $ | 55,302 | $ | 55,561 | $ | 54,214 | $ | 53,250 | $ | 54,194 | ||||||||
| Distributions reinvested | $ | — | $ | — | $ | 185 | $ | 50 | $ | — |
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Borrowings
Mortgages Payable, Maturities
The following table reflects the scheduled maturities of the Company's mortgages payable as of December 31, 2022, for each of the next five years and thereafter.
| Scheduled maturities by year: | As of December 31, 2022 | |
|---|---|---|
| 2023 | $ | 13,732 |
| 2024 | 15,700 | |
| 2025 | 22,880 | |
| 2026 | — | |
| 2027 | 26,000 | |
| Thereafter | 31,500 | |
| Total mortgages payable | $ | 109,812 |
Credit Agreements, Maturities
The following table reflects the Company's outstanding borrowings under its unsecured term loans as of December 31, 2022.
| Principal Balance | Interest Rate | Maturity Date | |||||
|---|---|---|---|---|---|---|---|
| $200.0 million 5 year - swapped to fixed rate | $ | 100,000 | 2.71% (a) | September 22, 2026 | |||
| $200.0 million 5 year - swapped to fixed rate | 100,000 | 2.72% (a) | September 22, 2026 | ||||
| $200.0 million 5.5 year - swapped to fixed rate | 50,000 | 2.77% (a) | March 22, 2027 | ||||
| $200.0 million 5.5 year - swapped to fixed rate | 50,000 | 2.76% (a) | March 22, 2027 | ||||
| $200.0 million 5.5 year - variable rate | 100,000 | 1M SOFR + 1.30% (b) | March 22, 2027 | ||||
| Total unsecured term loans | $ | 400,000 |
(a)Interest rates reflect the fixed rates achieved through the Company's interest rate swaps.
(b)As of December 31, 2022, 1-Month Term SOFR was 4.3581%.
Senior Notes, Maturities
The following table summarizes the Company's outstanding borrowings under its Senior Notes as of December 31, 2022.
| Principal Balance | Fixed Interest Rate | Maturity Date | |||||
|---|---|---|---|---|---|---|---|
| $150.0 million Series A | $ | 150,000 | 5.07% | August 11, 2029 | |||
| $100.0 million Series B | 100,000 | 5.20% | August 11, 2032 | ||||
| $ | 250,000 |
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Contractual Obligations
We have obligations related to our mortgage loans, senior notes, term loans, and revolving credit facility as described in "Note 8. Debt" in the consolidated financial statements. The unconsolidated joint venture in which we have an investment has third party mortgage debt of $92.5 million at December 31, 2022, as described in "Note 6. Investment in Unconsolidated Entities" in the consolidated financial statements. It is anticipated that our unconsolidated entity will be able to repay or refinance all of its debt on a timely basis.
The following table presents, on a consolidated basis, our obligations to make future payments under debt and lease agreements. It excludes debt payable by our unconsolidated joint venture and debt discounts that are not future cash obligations as of December 31, 2022.
| Payments due by year ending December 31, | ||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2024 | 2025 | 2026 | 2027 | Thereafter | Total | ||||||||||||||||||||
| Long term debt: | ||||||||||||||||||||||||||
| Fixed rate debt, principal (a) | $ | 13,732 | $ | 15,700 | $ | 22,880 | $ | 200,000 | $ | 126,000 | $ | 281,500 | $ | 659,812 | ||||||||||||
| Variable rate debt, principal | — | — | — | — | 100,000 | — | 100,000 | |||||||||||||||||||
| Interest | 31,277 | 30,156 | 29,036 | 26,606 | 16,227 | 38,732 | 172,034 | |||||||||||||||||||
| Total long term debt | 45,009 | 45,856 | 51,916 | 226,606 | 242,227 | 320,232 | 931,846 | |||||||||||||||||||
| Operating leases (b) | 565 | 628 | 511 | 517 | 529 | 1,308 | 4,058 | |||||||||||||||||||
| Grand total | $ | 45,574 | $ | 46,484 | $ | 52,427 | $ | 227,123 | $ | 242,756 | $ | 321,540 | $ | 935,904 |
(a)Includes $200.0 million of variable-rate unsecured term loans that have been swapped to a fixed rate until September 22, 2026, and $100.0 million of variable-rate unsecured term loans that have been swapped to a fixed rate until March 22, 2027.
(b)Includes leases on corporate office spaces.
Inflation
With respect to current economic conditions and governmental fiscal policy, inflation has become a greater risk. Rising inflation may affect our and our tenants' expenses, including, without limitation, by increasing product prices and costs such as wages, benefits, taxes, property and casualty insurance, borrowing costs and utilities. We rely on the performance of our assets to increase revenues in order to keep pace with inflation. We may not be able to offset high rates of inflation through rent increases due to the long-term nature of some of our leases.
A number of our leases contain provisions designed to partially mitigate adverse impacts of inflation. Our leases typically require the tenant to pay its share of operating expenses, including common area maintenance, real estate taxes and insurance, thereby reducing our exposure to increases in these costs resulting from inflation, although some larger tenants have capped the amount of these operating costs they are responsible for. A portion of our leases also include clauses enabling us to receive percentage rents based on a tenant's gross sales above specified levels or rental escalation clauses which are typically based on increases in the Consumer Price Index or similar inflation indices.