AGREE-REALTY Earningcall Transcript Of Q2 of 2024


SLIDE1
SLIDE1
        


Joel N. Agree -- President and Chief Executive Officer

Thanks, Reuben, and thank you, all, for joining us this morning. I'm very pleased to report that we've

had  a  strong  first  half  of  the  year  as  our  discipline  has  proven  warranted.  On  our  last  call,  I

mentioned  our  improved  visibility  into  the  acquisition  market,  and  I'm  pleased  to  say  that  visibility

turned into high-quality closed transactions and similar return profiles. Our team's efforts continue to

produce  unique  and  proprietary  deal  flow,  and  we  continue  to  identify  attractive  investment

opportunities across all three external growth platforms.

As  mentioned,  our  investment  activity  during  the  quarter  was  supported  by  capital  market

transactions that bolstered our fortress balance sheet with approximately $650 million of unsecured

debt and equity capital. In addition, we received commitment to expand our revolving credit facility to

$1.25  billion,  which  will  provide  us  with  pro  forma  total  liquidity  of  $1.7  billion.  This  additional  dry

powder will enable us to execute our strategy for the remainder of the year and into 2025. At quarter

end, pro forma for outstanding forward equity, our fortress balance sheet stand at 4.1 times net debt

to  recurring  EBITDA,  providing  us  with  unparalleled  optionality  as  we  continue  to  execute  on  our

pipeline.

Given  our  investment  activity  of  nearly  $345  million  during  the  first  half  of  the  year,  our  balance

sheet,  and  liquidity  position,  we  have  continued  to  aggregate  an  incredibly  high-quality  and  robust

pipeline.  I  am  pleased  to  announce  we  have  increased  our  acquisition  guidance  to  approximately

$700 million from $600 million previously. With a rapidly changing environment, that number could

Page 2

prove  conservative.  However,  I  think  it  is  prudent  due  to  the  lack  of  current  visibility  into  fourth

quarter acquisition activity and the rapid change in our cost of capital.

We  will  continue  to  be  disciplined  capital  allocators  and  maintain  our  stringent  underwriting

standards.  Given  our  liquidity  profile,  strong  positioning  of  our  balance  sheet,  and  portfolio

performance, we have raised AFFO per share guidance to a range of $4.11 to $4.14 for the year. At

the  midpoint,  this  represents  a  4.4%  year-over-year  growth.  Peter  will  provide  more  details  of  the

inputs on these numbers momentarily.

Turning  to  our  three  external  growth  platforms.  During  the  second  quarter,  we  invested

approximately  $203  million  in  70  high-quality  retail  net  lease  properties  across  our  three  external

growth  platforms.  This  includes  the  acquisition  of  47  assets  for  approximately  $186  million.  The

properties  acquired  during  the  second  quarter  are  leased  to  leading  retailers  operating  sectors,

including home improvement, off-price, auto parts, crafts and novelties, and grocery.

Our completed transactions to date and current pipeline are emblematic of our dynamic approach to

sourcing opportunities and include a variety of different transaction structures, sale leasebacks with

relationship  tenants,  several  unique  blend  and  extends,  shorter-term  high-performing  stores

purchased  at  50%  of  replacement  cost,  both  new  and  repeat  sellers,  as  well  as  distressed

developers.  We  continue  to  be  the  first  and  last  call  in  a  highly  fragmented  and  disjointed  market.

The acquired properties had a weighted average cap rate of 7.7%, a 90-basis-point increase year

over  year  and  a  weighted-average  lease  term  of  over  nine  years.  Investment-grade  retailers

accounted for nearly 60% of the annualized base rent acquired.

Note that we are not including retailers, such as Hobby Lobby, in this investment-grade percentage

and  do  not  imply  shadow  ratings  to  non-rated  companies.  Through  the  first  half  of  year,  we've

Page 3

invested  $343  million  across  102  retail  net  lease  properties,  spanning  37  states  and  24  retail

sectors. Approximately $309 million of our investment activities originated from our acquisition plan.

During  the  quarter,  we  also  commenced  five  development  and  DFP  projects,  representing

committed  capital  of  approximately  $19  million,  and  completed  four  development  in  DFP  projects

with total costs of $15 million.

In total, we have 25 projects, either completed or under construction, during the first half of the year,

representing $101 million of committed capital, inclusive of the $66 million incurred through June 30.

Our pipeline for both of these platforms continues to grow quite significantly, and we are excited to

further  discuss  in  upcoming  calls.  Similar  to  last  quarter,  we  opportunistically  dispose  of  assets  at

levels  where  we  can  redeploy  proceeds  and  attractive  spreads.  During  the  quarter,  we  sold  10

properties for total gross proceeds of almost $37 million with a weighted average cap rate of 6.4%.

These  dispositions  were  opportunistic  capital  recycling  of  noncore  assets,  generally  leased  to

sub-investment-grade or non-rated operators, including Mister Carwash and select Gerber Collision.

Our  decision  to  bolster  our  asset  management  capabilities,  including  executive  additions  and  IT

investments, was prudent. On the asset management front, we executed new leases, extensions, or

options  on  approximately  300,000  square  feet  of  gross  leasable  area  during  the  quarter,  including

the  Walmart  Supercenter  in  Kimball,  Tennessee.  Additionally,  during  the  quarter,  we  executed  a

ground  lease  with  no  anticipated  tenant  improvement  allowance  with  a  leading  quick-service

restaurant  operator,  which  I  articulately  called  one  of  the  chicken  guys  on  last  quarter's  call,  for  a

portion of the former Bed Bath & Beyond parcel in Memphis, Tennessee.

We  are  negotiating  multiple  letters  of  intent  for  the  remaining  parcels  and  will  move  to  lease  this

quarter.  As  previously  discussed,  we  anticipate  recapturing  over  150%  of  the  former  Bed  Bath  &

Beyond  rent,  further  highlighting  our  ability  to  identify  and  underwrite  value-add  real  estate.  As  a

Page 4

result of our asset management team's efforts, our 2024 lease maturities now stand at just 0.1% of

annualized  base  rents.  Given  the  progress  achieved  year  to  date,  our  occupancy  ticked  up  to  a

company record 99.8% at period end.

We are now focused on any 2025 pending maturities. With that, I'll hand the call over to Peter, and

then we can open it up for questions.

Peter Coughenor -- Chief Financial Officer

Thank you, Joey. Starting with the balance sheet. As Joey mentioned, we had a very active order in

the capital markets, raising nearly $650 million of capital. In May, we completed a $450 million public

bond offering comprised of 5.625% senior unsecured notes due in 2034.

In  connection  with  the  offering,  we  terminated  related  swap  agreements  of  $300  million,  receiving

over  $4  million  upon  termination  and  reducing  our  effective  interest  rate.  The  offering  further

staggers  our  maturities  and  extends  our  weighted  average  debt  maturity  to  approximately  seven

years, excluding the unsecured revolving credit facility. During the quarter, we sold over 3.2 million

shares of forward equity via our ATM program, raising net proceeds of approximately $195 million.

As  of  June  30,  we  had  approximately  7.1  million  shares  remaining  to  be  settled  under  existing

forward  sale  agreements,  which  are  anticipated  to  raise  net  proceeds  of  over  $430  million  upon

settlement.

Recently,  we  further  strengthened  our  balance  sheet  with  commitments  to  increase  our  revolving

credit facility from $1 billion to $1.25 billion with strong support from our key banking partners. The

facility includes an accordion option that will allow us to request additional lender commitments up to

a total of $2 billion. The term of the facility will be extended to 2029, including extension options, and

Page 5

our  cost  to  borrow  will  be  reduced  by  5  basis  points  based  on  our  anticipated  credit  ratings  and

leverage ratio at the time of closing. Our capital markets transactions provide us with more than $1.7

billion of total liquidity, pro forma for the closing of our expanded $1.25 billion revolving credit facility,

the previously mentioned outstanding forward equity, and more than $24 million of cash on hand.

As  of  quarter  end,  pro  forma  for  the  settlement  of  our  outstanding  forward  equity,  net  debt  to

recurring EBITDA was approximately 4.1 times, which is down two times of a turn from last quarter.

Excluding the impact of unsettled forward equity, our net debt to recurring EBITDA was 4.9 times.

Our  total  debt-to-enterprise  value  was  approximately  30%,  while  our  fixed-charge  coverage  ratio,

which  includes  principal  amortization  and  the  preferred  dividend,  is  very  healthy  at  4.7  times.  We

had only $43 million of floating-rate exposure at quarter end via our revolver balance.

And as a reminder, we have no material debt maturities until 2028. We are very well-positioned to

execute on our pipeline and stay well within our stated leverage range without any additional capital.

Moving  to  earnings.  Core  FFO  for  the  second  quarter  was  $1.03  per  share,  representing  a  5.7%

year-over-year increase.

AFFO per share for the second quarter increased 6.4% year over year to $1.04. Our results for the

quarter include the recognition of approximately $2 million of lease termination fees from a financial

institution. The tenant agreed to pay 100% of the remaining base rent due for the primary term of

both  ground  leases  on  termination.  We've  taken  ownership  of  both  buildings  via  the  termination

without any incremental investment due to ground lease structure.

A letter of intent has already been executed on one of the properties and their significant interest in

a second from national operators. We view this as a great outcome for the company and indicative

of  our  focus  on  identifying  and  acquiring  high-quality  retail  real  estate  with  long-term  demand

Page 6

drivers. As Joey mentioned, we have increased our full-year 2024 AFFO per share guidance range

to  $4.11  to  $4.14.  The  updated  midpoint  represents  4.4%  growth,  an  increase  of  20  basis  points

from our initial guide.

There  are  parameters  and  several  other  inputs  in  our  earnings  release,  including  acquisition  and

disposition  volume,  general  and  administrative  expenses,  non-reimbursable  real  estate  expenses,

plus income tax and other tax expenses. As a reminder, treasury stock is included within our diluted

share count prior to settlement if ADC stock trades above the net price of our outstanding forward

equity  offers.  The  aggregate  dilutive  impact  related  to  these  offerings  was  minimal  in  the  second

quarter.  However,  our  updated  guidance  range  contemplates  more  meaningful  treasury  stock

method dilution in the second half of the year and assumes that our stock continues to trade near

current levels.

Under  that  scenario,  again,  assuming  a  stable  stock  price,  we  anticipate  treasury  stock  method

dilution will have an impact of roughly $0.01 on full-year 2024 AFFO per share. Our ability to drive

consistent earnings growth continues to support a growing and well-covered dividend. In April, we

increased  our  monthly  cash  dividend  to  $0.25  per  share,  representing  a  1.2%  month-over-month

increase.  We  subsequently  declared  monthly  cash  dividends  of  $0.25  for  each  of  May,  June,  and

July.

The monthly dividend represents an annualized dividend amount of $3 per share and is almost 3%

higher than the annualized dividend from the comparable period last year. This growth comes as our

AFFO  payout  ratio  remains  at  72%  for  the  second  consecutive  quarter,  enabling  us  to  retain

significant cash flow for reinvestment. As mentioned on prior calls, free cash flow after the dividend

for  2024  is  approximately  $100  million  on  an  annualized  basis.  To  conclude,  our  well-positioned

balance sheet affords us tremendous flexibility with pro forma net debt to EBITDA of 4.1 times and

Page 7

roughly $1.7 billion of liquidity to fund our robust investment pipeline.

With that, I'd like to turn the call back over to Joey.

Joel N. Agree -- President and Chief Executive Officer

Thank you, Peter. At this time, operator, we can open it up for questions.

Questions & Answers:



Agree-realty