Clipper Realty - Q2 2023
August 3, 2023
Transcript
Operator (participant)
Good day, and welcome to the Clipper Realty second quarter earnings call. At this time, all participants have been placed on a listen-only mode, and the floor will be open for your questions and comments after the presentation. It is now my pleasure to turn the floor over to your host, Larry Kreider. The floor is yours.
Larry Kreider (CFO and Secretary)
Thank you, and good afternoon, and thank you for joining us for the second quarter of 2023 Clipper Realty Inc. earnings conference call. Participating with me on today's call are David Bistricer, Co-Chairman of the Board and Chief Executive Officer, and J.J. Bistricer, Chief Operating Officer. Please be aware that statements made during the call that are not historical, may be deemed forward-looking statements, and actual results may differ materially from those indicated by such forward-looking statements. These statements are subject to numerous risks and uncertainties, including those disclosed in the company's 2022 annual report on Form 10-K, and updated in the 2023 second quarter report on Form 10-Q, which are both accessible at www.sec.gov and our website.
As a reminder, the forward-looking statements speak only as of the date of this call, August third, two thousand and twenty-three, and the company undertakes no duty to update them. During this call, management may refer to certain non-GAAP financial measures, including adjusted funds from operations, or AFFO, adjusted earnings before interest, taxes, depreciation, and amortization, or Adjusted EBITDA, and net operating income, or NOI. Please see our press release, supplemental financial information, and Form 10-Q posted today for a reconciliation of these non-GAAP financial measures with the most directly comparable GAAP financial measures. With that, I will turn the call over to our Co-Chairman and CEO, David Bistricer.
David Bistricer (Co-Chairman and CEO)
Thank you, Larry. Good afternoon, and welcome to the second quarter of 2023 earnings call for Clipper Realty. I will provide an update to our business performance and some exciting new developments. I will then turn the call over to J.J., who will discuss property-level activity, including leasing performance. Finally, Larry will speak about our quarterly financial performance. We will then take your questions. Our operating results continue the positive trends we have reported in prior quarters. We continue to see strong rental demand at all our properties. In the second quarter, our properties were 99% leased, and new leases exceeded prior rents by 15% across the entire market-based portfolio.
At Tribeca House in Manhattan and the Clover House property in Brooklyn, new leases were $83 a foot, overall rental levels reached a record $76 per foot, 21% better than $63 at the end of December 2022. At Flatbush Gardens, we have entered into a transformative new phase of the property with completion in the quarter for a 40-year agreement with New York City Housing and Preservation Department under Article 11, which is available to all New Yorkers of the Private Housing Finance Law, under which we have submitted to maintaining current rents as adjusted for annual rent guidelines based on RGB increases, make capital improvements over a three-year period that will address many of the issues expected of a large 70+ year-old property.
As a part of the agreement with HPD to receive the Article 11 tax exemption, Flatbush Gardens has committed to a three-year capital improvement plan at the property, maintenance of rents within current categories based on the Area Median Income, set aside vacant units for formerly homeless households, and an increase in pay rates for the non-union employees at the property to prevailing wage guidelines. The three-year capital improvement commitment could amount to $27 million and follows improvements over the last three years of about the same amount. Operationally, we are pleased that our ground-up development at 1010 Pacific and Pacific House, now branded as Pacific House, has come online this quarter on schedule and on budget. The property is located in Prospect Heights, Brooklyn, about 1 mi from the Atlantic Terminal Barclays Center Hub.
Leasing is progressing well and will lease up to a cap rate of above 7%. The property 175, has 175 units, 70% free market, 30% affordable, and it has a tax abatement for 35 years. As previously reported in the first quarter, we replaced the property's construction loan ahead of schedule, the five-year, $80 million loan, $60 million drawn on closing, $20 million available upon achievement of financial targets after full lease-up. Initial interest of 5.7% was reduced 15 basis points due to issuance of Certificate of Occupancy, and will be reduced by a further 25 basis points upon full lease-up.
Next door at 953 Dean Street, we have begun ground-up development of the land parcels we bought in 2021 and 2022 into a nine-story, fully amenitized residential building, with 160,000 sq ft of residential space, 240 total units, 70% free market, 30% affordable, and a 35-year tax abatement, and an 8,500 sq ft commercial space. We paid $56 million for all the parcels, partially funded with acquisition financing of $37 million, which we are scheduled to convert into a construction loan shortly to take us through the completion of the construction.
as to the continued interest rate environment, we believe we are buffered by a relatively long duration of debt on all our operating properties, of which 94% is fixed, an average rate of 3.82%, with an average duration of 6.23 years. Our debt is non-recourse, subject to limited standard carve-outs and is not cross-collateralized. We finance our portfolio on an asset-by-asset basis. With respect to the inflation, we look to a short duration of high demand of our residential leases to allow us to cover increased expenses on our operation needs of the properties for higher construction costs, offset by higher rents.
With regard to our record second quarter results, we are reporting record quarterly revenue of $34.5 million, record NOI of $19.2 million, and AFFO of $5.4 million as a result of improved leasing, as I just mentioned. These results represent significant improvements over the second quarter of last year. J.J. and I will further detail. I will now turn over the call to J.J., who will provide an update on operations.
JJ Bistricer (COO)
Thank you. I am pleased to report that our residential leasing performance at all our properties continues to improve. At the end of the second quarter, all our residential properties' occupancy remained very high, above 96%, and rents are at record levels. Overall, new lease rental rates in the second quarter exceeded previous rents by over 15% and renewal rental rates by over 8% at our free market properties. We continue to see particularly strong rental demand at our Tribeca House and Clover House properties, both free market buildings. While lease occupancy has averaged 97%-99% over the last 12 months, we have steadily increased average rent per square foot to $76 from $63 over the same period.
In the second quarter, rents on new leases were $83 per foot, a 14% increase over previous rent, and rent on renewal was $76 per foot, an 8% increase over previous rent. We expect rent per sq ft to continue to grow for at least another quarter as a result of continued strong overall demand. Leasing at Pacific House is progressing well. The 70% free market and 30% affordable property came online at the beginning of the second quarter and was 77% leased at the end of the quarter. We expect full lease up in the third and fourth quarters to a cap rate of over 7% in 2024, when initial leasing concessions run off.
At the Flatbush Gardens property, we are also very excited to begin operating under the new Article 11 agreement made with HPD of New York City that we completed on June 29th, as just described. We think this agreement will help us continue making the needed infrastructure improvements expected of a large 21 acres, 59 building, 73-year-old large complex. As to leasing at Flatbush Gardens, we expect overall, overall rent to continue to increase modestly as before, under the Rent Guidelines Board limits. These have now recommenced over the last 2 years to allow annual increases of roughly 3% per annum. These are more stringent than the more generous 5.8% increases in Area Median Income for 2023 provided by the Article 11 agreement.
Overall, we are looking for our leasing activities to proceed smoothly under the modestly changed guidelines of the Article 11 agreement, including incorporating the 249 new subsidized residents as vacancies arise. Most importantly, we will seek to maintain full occupancy at the property, which was nearly 100% leased in the second quarter just completed. In the quarter, new leases averaged $32 per foot, 9% higher than the previous rent, and renewals averaged $29 per foot, 3% higher than previous rent. As a result, overall average rents for the property have begun to increase again, rising to $26.17 per foot at the end of the quarter versus $25.04 at the end of last year. Our other residential properties, 10 West 65th Street, Aspen, and 250 Livingston Street, continue to perform well.
While average leased occupancy for these properties has been above 96%, average rental rates have increased 11%, 11% from a year ago. Rent collections across the portfolio remain strong despite the lingering challenges of the pandemic. The overall collection rate in the second quarter was over 96%, and we have continued to benefit, but at a lower rate, from remittances under the New York Emergency Rental Assistance Program, or ERAP, and the Landlord Rental Assistance Program, or LRAP, which totaled $400,000 this quarter versus $500,000 last quarter. Looking ahead, we remain focused on optimizing occupancy, pricing, and expenses across the business and fully implementing the Article 11 transaction to best position ourselves for growth. I will now turn over the call to Larry, who will discuss our financial results.
Larry Kreider (CFO and Secretary)
Thank you, J.J. For the second quarter, reported revenues increased to a record $34.5 million, from $31.9 million last year's second quarter, by $2.7 million, or excluding the impact of Pacific House that came online in the second quarter, an increase of $1.9 million. NOI this quarter was $17.1 million, an increase of $1.0 million from last year, or $0.5 million excluding the Pacific House. AFFO this year was $5.5 million, an increase of $0.4 million from last year, or $0.7 million excluding the impact of Pacific House, which reflected full interest expense but only partial initial lease up.
The $1.9 million, 6% revenue increase, excluding the impact of 1010 Pacific, was primarily due to the higher residential rates for all properties from continued strong leasing, as mentioned by J.J., and slightly higher occupancy at Flatbush Gardens. Bad debt expense was substantially the same as last year, reflecting high and stabilized collections, as J.J. discussed. On the expense side, key year-over-year changes were as follows: Property operating expenses were $300,000 lower than last year, excluding the impact of Pacific House, primarily due to repairs and maintenance and fees at the Flatbush Gardens and 141 Livingston Street properties, partially offset by annual increases in payroll costs. We expect Flatbush Gardens payroll and other expenses to increase by approximately $250,000 quarterly as a result of our commitment to pay prevailing wages under the Article 11 agreement.
Real estate taxes and insurance increased by approximately $700,000 in the second quarter, year-on-year, excluding the impact of Pacific House. $500,000 due to the regular increase in real estate taxes mid-year last year, and $200,000 due to insurance cost increases. Future real estate taxes will not include those from Flatbush Gardens as a result of the Article 11 transaction, which were otherwise projected at approximately $1.9 million for the third quarter of this year. General and administrative costs increased by $100,000 in the second quarter, year-on-year, primarily due to higher payroll and LTIP amortization.
Interest expense increased by $600,000 in the second quarter, year-on-year, net of exclusion of Pacific House, due to conversion of the debt at the 10 West Street property in Manhattan to variable rate, according to its terms, and the elimination of capitalized interest for Pacific House, partially offset by additional capitalization of interest associated with the 953 Dean Street development project and higher interest income on cash deposits. With regard to our balance sheet, we have $16.3 million in unrestricted cash and $14.7 million of restricted cash. In February, we refinanced the Pacific House construction loan with an $80 million mortgage loan, as previously disclosed, and the rate has since decreased from 5.7% to 5.55% based on issuance of Certificate of Occupancy.
We expect to answer a construction loan for the 953 Dean Street property in the near future. We will refinance, we finance our portfolio on an asset-by-asset basis, and our operating debt is non-recourse, subject to limited standard carve-outs and it's not cross-collateralized. We have no debt maturities on any properties until 2027, with an average overall duration of 6.23 years. At the end of 2023, 94% of debt at our operating properties was fixed at an average rate of 3.18%. Today, we are announcing a dividend of $0.095 per share for the second quarter, the same amount as last quarter. The dividend will be paid on August 23rd to shareholders of record on August 15th.
Let me now turn the call back over to David for concluding remarks.
David Bistricer (Co-Chairman and CEO)
Thank you, Larry. We remain focused on efficiently operating the portfolio. We look for operating improvements to continue to accelerate through the next quarter and into 2023. We look forward to capitalizing on a myriad of growth opportunities, including optimizing Flatbush Gardens, the Pacific House, and Dean Street development, and other possibilities that may present themselves. I would now like to open the line for questions.
Operator (participant)
Thank you. The floor is now open for questions. If you have any questions or comments, please press star one on your phone at this time. We ask that while posing your question, you please pick up your handset if listening on speakerphone to provide optimum sound quality. Please hold while we poll for questions. Once again, that's star one if you have a question or a comment. Okay, the first question is from Buck Horne with Raymond James. Please proceed.
Buck Horne (Managing Director)
Hey, good afternoon, guys, again, congratulations on the new Article 11 deal. It's a big, big achievement for the property and I think for the company as well. I was just gonna ask, maybe just to start with, if maybe you could just give us a little more background on how, you know, the Article 11 negotiation kind of came together, how you guys proceeded, you know, from, from that, and also just a little detail on how you think, the revenue reimbursement program for, you know, where, where you're getting some rental assistance from tenants, but, you know, you'll get those enhanced reimbursements. How did, how does that gonna feather into the revenue over the next couple of years? If you can just give us a little more color on that.
David Bistricer (Co-Chairman and CEO)
Nice to speak to you again, Buck. This is David. The transaction is not new. Article 11s have been available in New York City for quite some time. In fact, in June, HPD closed on many Article 11 transactions. So we're just one of many. You know, something that came to our attention, we applied for it, and the HPD came, they inspected the property. They were particularly, I think, impressed by the investment that the company has made over, over the last decade in this property. Multi-millions of dollars were spent, and they, you know, they were impressed by the management of the property. You know, J.J. spent a lot of time talking to them and showing them how we run the property, and that gave them comfort that this was a good, you know, a good property for them to approve an application such as, you know, the Article 11.
The, the rents themselves, the, you know, subsidized rents, there's various different programs, and some of them is quite new. So it's gonna take the city some time to get it implemented, but, you know, they gave us every assurance that this is a real program. It's gonna be implemented, take some time, but, you know, it's, it's definitely added income to sort of, you know, balance out what the, you know, the investments that the company has to make in, in, back into the infrastructure.
Buck Horne (Managing Director)
All right. Fantastic. As part of the $27 million for, or your projected CapEx over a three-year period, should we think that that's that level of spending? How quickly will that spending ramp up over the next, you know, really the back half of this year and into 2024? Will it be kind of a pro rata, $9 million per year, kind of CapEx spend on Flatbush? Or how should we think about the timing of that?
David Bistricer (Co-Chairman and CEO)
I think too early to get into that. J.J., you want to?
JJ Bistricer (COO)
Hi, Buck, it's JJ here. I'll, I'll try to give you some, some more clarity, so you understand it. Just to add to what my dad said just a few minutes ago, the reason why the City likes this Article 11, the Flatbush Gardens specifically, is because the City has made it very clear that their mandate is to achieve as much affordable housing that is maintainable, especially, you know, the housing stock of generally rent-stabilized units are 70+ years, and they are reaching a certain life, shelf life, that they need to be upgraded. There is some restrictions on the income side, or a lot of restrictions.
This is a creative way for the city to work with owners of properties so that they can keep these properties in good shape, comply with all the codes and all the other elements that go on in New York City, and therefore, not hurt the tenants in the process. It's a win-win situation for everyone. That's how we look at it, and that's why we applied for it. HPD liked it because this is 2,500 units. That's the size that they're benefiting from. The mayor has made it clear, and again, City Hall has made it clear that they want to do, I think they said around 18,000 units. 2,500 helped them a lot in this quarter to get there. That's the reason for it.
In terms of the expenditure of the CapEx, the way it works is we hire an engineer, and that was done through a very deliberate process with HPD's oversight to demonstrate what are the things that need to be upgraded and repaired, whether replaced or repaired, depending on each individual item. There is a timeline for them, that they have to be done within a period of time of three years. Some of them are, let's call it, more pressing, and they're gonna be done in the you know, first year, and some, the less pressing ones, less critical ones, are gonna be done over the remaining two years. We have a three-year program to get this done. We can estimate that it's approximately somewhere between $8 million-$10 million a year on average.
That's what we estimate it to be. Obviously, that's not exactly the dollar value, but it's pretty much what it's been based on the estimates and the engineering that was done to, to reach these numbers and that HPD approved. If you're looking for an approximation, it's around $10 million per annum. That's how we're looking at it.
Buck Horne (Managing Director)
Got it. Got it. All right, very helpful.
JJ Bistricer (COO)
Yeah, don't forget that this happened in June, so it's a half a year, so we're adjusting to that as well.
Buck Horne (Managing Director)
Got it. Got it. Got it. One last one for me. Looks like there were some transaction pursuit costs written off in the quarter. Just curious, is that potentially a new deal that you guys are looking at, or is that just related to pulling Flatbush off market in related to completing the Article 11 deal?
Larry Kreider (CFO and Secretary)
Yeah, Buck Horne, it's Larry Kreider. Yeah, yeah, those transaction costs were exclusively related to the Article 11 deal. We had to write some of those expenses off. You know, it's our attorneys and some fees paid to Housing Preservation, who was our nominal owner, nominal sponsor.
Buck Horne (Managing Director)
Got it. All right, very, very helpful. Very clear. Thank you, guys. Congratulations.
David Bistricer (Co-Chairman and CEO)
Thank you.
JJ Bistricer (COO)
Thanks.
Operator (participant)
The next question is from Aaron Hecht with JMP Securities. Aaron, your line is live.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
Hey, guys. On that agreement at Flatbush Gardens, wondering if you have to finish the capital spend requirements before you start being able to benefit from some of the components, like the tax changes and the reimbursement rates for tenants receiving government assistance?
JJ Bistricer (COO)
Oh, hi, Aaron. It's actually the opposite. The tax benefit or the tax abatement is immediate.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
Mm-hmm.
JJ Bistricer (COO)
In other words, the July 1 bill was not paid because it's no longer owed. We have to do the work, and we're going to, we are starting to do the work already, but the abatement is immediate. The Section 610 benefits, which is the item, the benefit that you get from having the subsidized tenancy from what the City is calling the rent standard, which is an increase in the rents above even the legal rent that you can charge if you are on a regulatory agreement. That is something that's going to phase in as we either remove existing tenants with subsidies or as we bring in new tenants with subsidies that are part of the regulatory requirement.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
Great. Then are the benefits of the Article 11 transferable to a new owner if you ever decide to dispose of the asset?
JJ Bistricer (COO)
Only if the city agrees to it. Meaning it transfers, yes, it stays with the property, but a new owner would have to get approved by HPD.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
Right. How long did that process take you guys to execute on, if you thought about it from beginning to end?
David Bistricer (Co-Chairman and CEO)
From January to June.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
Gotcha. Okay, then at, at 1010 Pacific, what are you guys looking for on the yield at stabilization?
David Bistricer (Co-Chairman and CEO)
Well, I said, roughly 7%. We, we think it might be a little higher. That's the cap rate that we think we're building to, as it all shook out.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
Do you have enough transparency now to give a projection on Dean Street as well, or is it too early to tell?
David Bistricer (Co-Chairman and CEO)
I would estimate, it's only an estimate because we're just getting started, that it's gonna be about the same as Pacific Street.
Aaron Hecht (Managing Director and Senior Real Estate/REIT Equity Research Analyst)
All right. Well, results look really good. It's nice to see earnings going in the right direction. That agreement with City Hall looks to be significant to the company. I appreciate your time, guys.
David Bistricer (Co-Chairman and CEO)
Thank you.
Craig Kucera (Managing Director in Real Estate Equity Research)
Thank you very much.
David Bistricer (Co-Chairman and CEO)
Thanks.
Operator (participant)
The next question is from Craig Kucera with B. Riley Securities. Craig, please proceed.
Craig Kucera (Managing Director in Real Estate Equity Research)
Hey, good afternoon, guys. You know, you go back a few years ago when you were excited about potentially expanding Flatbush Gardens by possibly going vertical. I know the last couple of years you've been focused on other developments like 1010 and 953. Does this Article 11 agreement, does that impact that process either way, if you were to decide to go in that direction again?
David Bistricer (Co-Chairman and CEO)
We don't, we don't, we don't think that we're gonna be doing that kind of work there at the moment. We think with this Article 11, you know, we have a lot of work to do implementing what we just spoke about. For the moment, that's, that's what we're gonna be doing.
Craig Kucera (Managing Director in Real Estate Equity Research)
Okay, fair enough. You know, obviously a really rapid lease up at Pacific House. I guess, when do you expect that to be fully leased? Once that occurs, you know, how close does that bring you to, to getting to some of those financial targets where you're able to draw down, you know, an additional $20 million and see a reduction in rate?
David Bistricer (Co-Chairman and CEO)
We think the market is very strong, as you've seen, and we've gotten to this point. Our best estimate, in the next 60 days, we'll be there.
Craig Kucera (Managing Director in Real Estate Equity Research)
You'll be there on, on being fully leased, or, or I guess at what point, you know, you'll be able to draw down the next $20 million?
David Bistricer (Co-Chairman and CEO)
Well, within 60 days, we should be able to draw it down, and we should be, you know, way, way up in the 90% leased at that time.
Craig Kucera (Managing Director in Real Estate Equity Research)
Okay. Thanks, that's it for me. Appreciate it.
David Bistricer (Co-Chairman and CEO)
Sure. Thank you.
Operator (participant)
This concludes the question and answer session. I would now like to turn the floor back to management for any closing remarks.
David Bistricer (Co-Chairman and CEO)
Thank you very much for joining us for this call. I want to wish everybody a good, pleasant evening and hope to see you next quarter again. Thank you.
Operator (participant)
Thank you, ladies and gentlemen. This does conclude today's conference call. You may disconnect your lines at this time and have a wonderful day. Thank you.
David Bistricer (Co-Chairman and CEO)
Bye-bye.
Operator (participant)
For your participation.