City Office REIT - Q1 2024

Executive Summary

• Rental and other revenues were $44.5M; GAAP net loss was $(2.4)M or $(0.06) per diluted share; Core FFO was $13.5M ($0.33/share); AFFO was $9.1M ($0.22/share).
• Guidance was lowered on Core FFO per share to $1.14–$1.18 (from $1.18–$1.22) and NOI to $101.5–$103.5M (from $103.5–$105.5M), primarily reflecting expected WeWork downsizing impact of ~$1.8M or $0.04/share (with ~$0.02 non-cash straight-line rent write-off).
• In-place occupancy ended at 83.0% (86.0% including signed not yet commenced); leasing momentum was solid with 191k sq ft executed and notable long-term deals at Bloc 83 (Raleigh) and FRP Ingenuity Drive (Orlando).
• Management expects occupancy to trend higher through year-end as 172k–184k sq ft of signed leases commence in later quarters; catalysts include WeWork resolution and Q4 starts for major leases, plus progress on property renovations.

What Went Well and What Went Wrong

What Went Well

• Executed ~191k sq ft of leasing, including 110k sq ft new leases with 9.1-year WALT at $33.33/sq ft; renewals averaged 4.2 years at $32.50/sq ft.
• Key wins: “29,000 sq ft 11-year lease with a financial tenant at Bloc 83 in Raleigh” and “43,000 sq ft 10.5-year lease with a healthcare tenant at FRP Ingenuity Drive in Orlando,” eliminating full-floor vacancy at Bloc 83 and bringing FRP Ingenuity to 100%.
• CEO tone constructive on demand: “we continue to see the return of larger tenant prospects,” and sector “trending more towards equilibrium,” citing rising tenant requirements and declining sublease additions; renovations underway to elevate assets and support leasing.

What Went Wrong

• Same Store Cash NOI decreased 1.0% YoY; NOI benefitted from ~$0.9M termination fee income, indicating some reliance on non-recurring items in the quarter.
• Guidance reduced due to expected partial WeWork space take-backs at premium assets (Terraces, Dallas; Bloc 83, Raleigh), lowering Core FFO by ~$1.8M ($0.04/share) in 2024, with ~$0.02 non-cash straight-line rent write-off.
• Debt market liquidity remains challenged; several 2024 maturities require lender cooperation; Portland market flagged as “most challenged,” with asset-level risks (Cascade Station deed-in-lieu expected in Q2; AmberGlen vacancy risk in 2025).

Transcript

Operator (participant)

Good morning, and welcome to the City Office REIT Incorporated First Quarter 2024 Earnings Conference Call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. To ask a question, you may press star, then one on your touchtone phone. If you are using a speakerphone, please pick up your handset before pressing the keys. To withdraw your question, please press star, then two. As a reminder, this conference call is being recorded. If you require operator assistance, please press star, then zero. It is now my pleasure to introduce you to Tony Maretic, the company's Chief Financial Officer, Treasurer, and Corporate Secretary. Thank you, Mr. Maretic. You may begin.

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Good morning. Before we begin, I would like to direct you to our website at cioreit.com, where you can view our first quarter earnings press release and supplemental information package. The earnings release and supplemental package both include a reconciliation of non-GAAP measures that will be discussed today to their most directly comparable GAAP financial measures. Certain statements made today that discuss the company's beliefs or expectations or that are not based on historical fact, may constitute forward-looking statements within the meaning of the federal securities laws. While the company believes that these expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved. Please see the forward-looking statements disclaimer in our first quarter earnings press release and the company's filings with the SEC for factors that could cause material differences between forward-looking statements and actual results.

The company undertakes no obligation to update any forward-looking statements that may be made in the course of this call. I will review our financial results after Jamie Farrar, our Chief Executive Officer, discusses some of the quarter's operational highlights. I will now turn the call over to Jamie.

Jamie Farrar (CEO)

Good morning. I'd like to start with some observations on the office sector fundamentals and then move to the highlights since our last call. Overall, the office sector is trending more towards equilibrium. Both our own tracking and national data reflect an increase in tenant demand. For the first quarter of 2024, JLL reported that 70% of U.S. office markets experienced an increase in tenant demand as compared to the prior quarter. While leasing has not recovered to pre-pandemic levels, active office requirements have increased 28% nationally, year-over-year, according to JLL.

On the supply side, the sublease vacancy rate has continued to decline, and new sublease additions have dropped off from a year ago. New construction has also essentially ground to a halt, with the lowest quarterly volume of new projects breaking ground on record. Also, there's been an increase in conversions or demolition of obsolete buildings, and 2023 had the highest volume of buildings converted on record. This dynamic appears to indicate a long runway of net improvements to the supply-demand equation, although we expect the pace of improvement to be gradual. We see these trends playing out within our own portfolio. During the quarter, we executed 191,000 sq ft of new and renewal leases. Within the 110,000 sq ft of new leasing, we executed on two larger leases.

At Bloc 83 in Raleigh, we completed an 11-year, 29,000 sq ft lease with a strong financial tenant for the last full floor vacancy. Bloc 83's best-in-class amenity package and high-end suites continue to attract strong demand. At our FRP Ingenuity Drive property in Orlando, we signed a 10.5-year, 43,000 sq ft lease with a healthcare-related tenant. As a result of this, and prior new leasing, a healthy 172,000 sq ft, or 3% of our portfolio, has signed leases that will commence in subsequent quarters. Our leasing pipeline continues to be strong, with a number of larger potential new tenants evaluating spaces across our portfolio. The trend of shorter term lease renewals in place seems to be gravitating to longer term solutions, which is a positive for the industry.

Tony will discuss our revised estimates for our 2024 guidance momentarily. These reflect current discussions with WeWork, who are tenants at two of our properties at quarter end. After engaging in extensive negotiations with the management team at WeWork, we believe we have an agreement in principle that would have them continue in both of our buildings, but with a smaller footprint when they emerge from bankruptcy. This expected outcome has not yet been finalized in a lease amendment. If completed, we would get back one floor at The Terraces in Dallas' Preston Center submarket early in the third quarter and one floor back at Bloc 83 in Raleigh in the fourth quarter. The Terraces in Dallas is currently 100% leased, and we expect high demand for this 25,000 sq ft premium full floor.

Similarly, with the recently signed leases at Bloc 83, 98% of the office component is now leased, and therefore we expect high demand for this 28,000 sq ft full floor space. The conclusion of these discussions would put an end to the WeWork uncertainty and reduce them to just over 1% of our portfolio. Ultimately, when we have backfilled these spaces, our rent rolls will be further diversified, and we expect that would result in a net increase in overall property value.... Going forward, as we look to best position ourselves in this environment, we've commenced certain investments that will elevate key assets and help us to grow net operating income. We're fortunate to have the bulk of our overall value invested in leading cities that are primed for continued employment growth.

While many of our assets are newer vintage or recently renovated, we have a handful of quality properties that required a refresh to optimally position them. This opportunity aligns with tenant demands, and we are already well underway making these improvements. The first phase of our Pima Center renovation in North Scottsdale is done, and we're now constructing the lobby amenity upgrade at the second building, which we expect will conclude by the end of the summer. Our well-located 5090 property in Phoenix's Camelback Corridor has kicked off its renovation construction, and we anticipate it will be completed by the fall. Further, we have now completed the renovation plan for our waterfront City Center property in downtown St. Petersburg and initiated construction, which is starting in May and is expected to conclude by early 2025.

Last, we're finalizing plans for an enhancement of 2525 McKinnon in Uptown Dallas, which is scheduled to commence later this year. We anticipate investing approximately $9 million into these four projects, of which we've already spent approximately $2 million at quarter end. At the conclusion of this renovation program, the vast majority of City Office's portfolio value will reside in new or fully renovated properties that are positioned for long-term leasing success and cash flow maximization. We anticipate that leasing execution will be enhanced by these moves, and we are setting ourselves up for a strong 2025 and beyond. With that, I'll hand the call over to Tony to discuss our financial results in more detail.

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Thanks, Jamie. Our net operating income in the first quarter was $26.7 million, which is $200,000 lower than the amount we reported in the fourth quarter of 2023. NOI was marginally lower in the quarter as a result of lower occupancy. We reported Core FFO of $13.5 million, or $0.33 per share for the first quarter. This was the same amount as in the fourth quarter. Our first quarter AFFO was $9.1 million, or $0.22 per share, which resulted in a well-covered dividend this quarter. The largest impact to AFFO was $600,000 of tenant improvement costs at Park Tower in Tampa. We also continued to invest in our spec suite and vacancy conditioning program, although at a slower pace than in 2023.

The total investment in spec suites and vacancy conditioning in the first quarter was $400,000. Moving on to some of our operational metrics. Our first quarter same-store cash NOI change was -1.0%, or $200,000 lower as compared to the first quarter of 2023. Excluding Cascade Station in Portland, the rest of our same-store portfolio was at +0.8%. Our portfolio occupancy ended the quarter at 83%, including 172,000 sq ft of signed leases that have not yet commenced. Our occupancy was 86% as of quarter end. Our total debt as of March 31 was $668 million. Our net debt, including restricted cash to EBITDA, was 6.6x. As of March 31, we had approximately $97 million undrawn and authorized on our credit facility.

We also had cash and restricted cash of $43 million as of quarter end. As far as our debt maturities, in 2024, we have four scheduled maturities for a total of $102 million principal balance. The liquidity in debt markets for new office loans remains challenged, and as such, the priority is working with existing lenders. The first maturity we have discussed on prior calls, the $21 million non-recourse property loan at our Cascade Station property in Portland, matured earlier this week on May 1. In December 2022, we recorded an impairment in that asset's value that effectively wrote off our equity value at that time. We are negotiating the terms of a deed-in-lieu transfer and continue to expect that we will dispose of the property to the lender during the second quarter, which would reduce our total debt by $21 million.

This assumption has already been reflected in our prior guidance. At Central Fairwinds in Orlando, we have a property loan with a $16 million principal balance that matures in June. We have come to terms with the lender on a five-year loan extension. We intend to enter into a swap agreement at closing that will effectively fix the rate. We expect closing to occur in May. Based on today's interest rates, the fixed rate on the loan is expected to be in the high 7% range. At FRP Ingenuity Drive in Orlando, there is a property loan with a balance of $16 million that matures in December. As Jamie mentioned, we signed a 43,000 sq ft lease at this property in the first quarter, which will take the occupancy back to 100% at that property when the lease commences.

That lease execution is very positive for the prospects of a loan extension, and we continue to advance discussions. Finally, we have a $50 million corporate term loan that matures in September, which is part of our $375 million credit facility. We continue to have discussions with our lending group and expect to be able to provide an update on our next call. Lastly, we are reducing guidance to reflect the impact of the WeWork expected downsizing that Jamie described. The impact of the WeWork downsize on Core FFO guidance is approximately $1.8 million or $0.04 per share in 2024. Approximately $0.02 of this reduction relates to the non-cash write-off of this tenant's straight-line rent. We have updated the respective ranges of our net operating income, Core FFO, same-store, and occupancy to reflect the impact of this change in assumption.

That concludes our prepared remarks, and we will open up the line for questions. Operator?

Operator (participant)

Thank you. As a reminder, if you would like to ask a question today, you can do so now by pressing star followed by the number one on your telephone keypad. If you change your mind and would like to be removed from the queue, please press star and then two. Our first question today comes from the line of Rob Stevenson with Janney. Please go ahead, Rob.

Rob Stevenson (Managing Director and Senior Research Analyst)

Good morning, guys. Jamie, in terms of WeWork, given the quality and occupancy of those two assets, how did you think about entering into negotiations with them and coming to this solution versus just biting the bullet, taking back the space now and not having to deal with this again when they're having issues in a year or two, etc?

Jamie Farrar (CEO)

So that required a lot of thought and analysis. I mean, it's a good question. The way we look at it is, you know, I think it's a net negative today, having as much space as we do in these two premium buildings. And we came to a consensus with them where, you know, in Dallas, we'll take back one floor. They're going to be really full on the remaining floor and in a good spot from their standpoint. Same story in Raleigh, where we take back one floor, they'll be extremely full on the remaining two floors. And for us, we have no vacancy remaining in those buildings. Rents are good. We've just leased two full floors, basically in Raleigh in the last six months.

The highest rents in our entire portfolio are at The Terraces building in Dallas, and so we're feeling really good there. We have, you know, a tenant prospect to potentially expand into one of those spaces already, and so we're setting ourselves up really to diversify, the overall rent roll, and, and I think it's a win for everyone.

Rob Stevenson (Managing Director and Senior Research Analyst)

Okay. So Cascade Station goes off the books at some point here in the second quarter. How are you guys thinking about incremental asset sales and, you know, what you could achieve pricing-wise on that, given that, you know, the incremental debt costs, I think Tony said on the Central Fairwinds extension is going to wind up being high sevens. So, I mean, is that something that's still on the table? Is it just not there market-wise for the assets that you'd want to sell within the portfolio? How should we be thinking about, you know, the asset sales situation these days?

Jamie Farrar (CEO)

Yeah, from our standpoint, over time, we'll look to prune our portfolio and exit when it makes sense. Near-term, as you said, you know, the markets are extremely illiquid. The major driver to that is it's very difficult to get financing. So, the way we're looking at it is position our assets so that, you know, our best assets in our portfolio are positioned to win leasing. Be careful on kind of the bottom few assets that are challenged and, you know, position those to monetize at the right time. And then the ones in between, be careful and prudent, position to try and create value. And over the next few years, when the markets open back up, which they inevitably always will, look to pare back the portfolio and really focus on our best-positioned assets.

Rob Stevenson (Managing Director and Senior Research Analyst)

Okay, that's helpful. Then last one for me. Tony, any incremental move-outs of note that we needed net against the leasing you did here in the first quarter, when we're thinking about net occupancy, you know, towards the back half of the year and into 2025?

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Sure. So maybe I'll just speak to really quickly our expiries over the next four quarters. We do have four tenants that are of significant size, over 30,000 sq ft, that roll. One is an expected renewal, which we talked about before, an FRP Collection that occurs in Q2. The other that is unknown at this point is that DTC Crossroads, which is in early 2025, that's 30,000 sq ft. Then we do have two known vacates, I think we've talked about one, if not both, that are occurring both in Portland. One has already occurred at Cascade Station, which is related to that issue with the debt.

And then the other is we have a 72,000 sq ft tenant at AmberGlen that is an expected vacate in Q1 2025.

Rob Stevenson (Managing Director and Senior Research Analyst)

Okay, so nothing beyond what the stuff that you've talked about before at this point?

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Yeah. These, nothing new. These are all the ones we've spoken to in the past, and I should highlight, they're offset by the known move-outs, which we have signed up 173,000 sq ft. That'll take occupancy over the next three to four quarters.

Rob Stevenson (Managing Director and Senior Research Analyst)

Okay, perfect. Thanks, guys, and have a great weekend.

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Thanks, Rob.

Jamie Farrar (CEO)

Thank you.

Operator (participant)

The next question comes from Barry Oxford with Colliers. Please go ahead.

Barry Oxford (Head of Real Estate Securities Research)

Great. Thanks, guys. Tony, you had mentioned in your prepared remarks that the spec suite investments are slowing. Is that going to be a continued trend, or so you're going to be doing less of them in the future, or is this just kind of a point in time?

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

I think it's more of a point in time. It was a really big focus of ours, Barry, in 2023.

Barry Oxford (Head of Real Estate Securities Research)

Right.

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

So we focused on that, but we had a higher spend. We spent just over $7 million in 2023. So for 2024, we're projecting spending about half the amount that we did in 2023, which is kind of returning to a more normalized level. So I think you'll see more spend along the lines of what you saw in Q1, going forward.

Jamie Farrar (CEO)

And just to add on to that, Barry, so today we've got about 80,000 sq ft of spec across our inventory. We've got about another 16,000 sq ft that we'll complete by the end of the year. So call it 100,000 sq ft, it's just under 2% of our portfolio, and, you know, that's very impactful because our own estimates are that'll generate more than $2 million of NOI. So we want to see that get leased and some progress, and then we'll revisit the remaining inventory.

Barry Oxford (Head of Real Estate Securities Research)

Are you still achieving the rents that you had anticipated when you started the work?

Jamie Farrar (CEO)

Yeah, rents have generally held pretty well across the portfolio, so we're pleased there.

Barry Oxford (Head of Real Estate Securities Research)

Okay, so you're still getting the return on investments that you had penciled out to begin with when it comes to the spec suites?

Jamie Farrar (CEO)

Correct. We just feel we've got enough in inventory right now. We want to see that get leased, and then we'll reassess at that point.

Barry Oxford (Head of Real Estate Securities Research)

Right. Right. No, and I have no objections to that. That seems like a smart move. All right, guys, that's all the questions, and have a great weekend.

Jamie Farrar (CEO)

Thanks, Barry.

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Thanks, Barry.

Operator (participant)

Our next question comes from the line of Aditi Balachandran with RBC Capital Markets. Please go ahead.

Aditi Balachandran (Senior Associate)

Hi, good morning. Thanks for taking the question. I think just a more general office space question. How are your discussions with tenants going? What exactly are they looking for, and how long is that taking?

Jamie Farrar (CEO)

Thanks for the question, it's Jamie. I would say in general, and you'd see this in the results from our leasing last quarter. So, you know, the last few years really has been about, you know, tenants wanting to figure out their space, some downsizing, and those that renewed generally wanted to have shorter term renewals while they figure things out. And I'd say in most of our markets, that's trending to tenants wanting to have a longer-term solution, which obviously for us is a big positive. There still is... You know, we've worked through a lot of the downsizing across our portfolio. Over the next couple of years, there still will be some more of that, but we're seeing it being offset by tenants looking to, whether it's relocate in buildings or into markets on a longer-term basis.

So I'd say from our own feeling, trends are much better than they were a year ago. We're seeing utilization midweek really pick up by our tenants. Monday's slow, Friday's very slow, but midweek is actually quite good. So trends are moving in the right direction.

Aditi Balachandran (Senior Associate)

That's good to hear. Thank you.

Jamie Farrar (CEO)

Thanks for the question.

Operator (participant)

The next question comes from Upal Rana with KeyBanc Capital Markets. Please go ahead.

Upal Rana (Director and Equity Research Analyst)

Great, thanks. Good morning, guys. So, you know, given the occupancy guidance, do you anticipate an opportunity to kind of trend higher for the remainder of the year? You know, could you walk us through some of the moving pieces? Because, you know, it looks like the two floors from WeWork's downsizing hasn't taken place yet, and, you know, when do you anticipate them to consolidate, and, you know, do you see 2Q to be the floor of occupancy here?

Tony Maretic (CFO, Treasurer, and Corporate Secretary)

Good morning, Upal. So good question. So let's talk about those. So we are expecting the two floors from WeWork. You know, as Jamie mentioned, those agreements have not been finalized yet. This is based on the outline of the discussions. And what we anticipate is that the floor at The Terraces would come back midyear, whereas the floor at Bloc 83 would be end of the year, but both of those would come back to us before the end of the year. And we are not assuming a lease-up, just given they're gonna be when they're received in the balance of the year. So we're expecting that will have an impact on occupancy, on year-end occupancy.

Beyond that, the 173,000 sq ft of new leases that we have signed that don't take occupancy, all of that is expected to take occupancy before the end of the year. It may slip a little, and this does include the two leases that Jamie highlighted on his prepared remarks at FRP Ingenuity and at Bloc 83. Both those leases have Q4 starts, and so we should see the positive impact of that leasing on year-end occupancy numbers. And so to your question, yes, we do expect that this represents the floor in terms of occupancy for the year.

Upal Rana (Director and Equity Research Analyst)

Okay, great. That was helpful. And then, yeah, last quarter you mentioned backfilling Bloc 83's WeWork space with another coworking tenant, you know, which could commence rent in early 2025. Is that still the case, or has this changed?

Jamie Farrar (CEO)

Yeah, so we're still advancing discussions there. It's likely, if we're going to pursue it, be part of the space. So we've got a full floor just stepping back in that building, call it just under 50,000 sq ft. Half of it is kind of what we're looking at in coworking, which is already well built out from the WeWork space, and then looking at breaking up the balance into a couple of smaller suites, which is really what's being leased in the market. And so I think we'll have a better view on timing and whatnot on our call next quarter.

Upal Rana (Director and Equity Research Analyst)

Okay, got it. And then, you know, one last one from me. You know, with Cascade Station, you know, on its way out, you know, how do you view the AmberGlen property, you know, with its upcoming expiration and its next debt maturity is going to be in 2027. So, you know, maybe what are your views on AmberGlen and maybe Portland as a whole?

Jamie Farrar (CEO)

I'd say Portland as a whole is our most challenged market, and that translates down to what your views are on individual assets and leasing prospects. So, we're being very careful there. You know, it is in a good location within the Sunset Corridor, but it is an extremely challenged market.

Upal Rana (Director and Equity Research Analyst)

Got it. Okay. All right. Well, that was all. Thank you, guys.

Jamie Farrar (CEO)

Thanks, Upal.

Operator (participant)

We have no further questions, so I'll turn the call back to Jamie.

Jamie Farrar (CEO)

Thanks for joining today. As always, please feel free to reach out if you have any follow-up questions. Goodbye.

Operator (participant)

Thank you, everyone, for joining us today. This concludes our call, and you may now disconnect your lines.