Consolidating Canadas Automotive Dealership Properties Investor - - PowerPoint PPT Presentation

consolidating canada s automotive dealership properties
SMART_READER_LITE
LIVE PREVIEW

Consolidating Canadas Automotive Dealership Properties Investor - - PowerPoint PPT Presentation

Consolidating Canadas Automotive Dealership Properties Investor Presentation June 2019 Disclaimer FORWARD-LOOKING STATEMENTS Certain statements contained in this presentation constitute forward-looking information within the meaning of


slide-1
SLIDE 1

June 2019

Consolidating Canada’s Automotive Dealership Properties

Investor Presentation

slide-2
SLIDE 2

Disclaimer

FORWARD-LOOKING STATEMENTS Certain statements contained in this presentation constitute forward-looking information within the meaning of applicable securities legislation. Forward-looking information may relate to the REIT’s future

  • utlook and anticipated events or results and may include statements regarding the financial position, business strategy, budgets, litigation, projected costs, capital expenditures, financial results, taxes, plans

and objectives of or involving the REIT. Particularly, statements regarding future results, performance, achievements, prospects or opportunities for the REIT or the real estate or automotive dealership industry are forward-looking statements. The REIT has based these forward-looking statements on factors and assumptions about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy and financial needs, including that the Canadian economy will remain stable over the next 12 months, that tax laws remain unchanged, that conditions within the automotive dealership real estate industry and the automotive dealership industry generally, including competition for acquisitions, will be consistent with the current climate, that the Canadian capital markets will provide the REIT with access to equity and/or debt at reasonable rates when required and that the Dilawri Organization will continue its involvement with the REIT. Although the forward-looking statements contained in this presentation are based upon assumptions that management believes are reasonable based on information currently available to management, there can be no assurance that actual results will be consistent with these forward-looking statements. Forward-looking statements necessarily involve known and unknown risks and uncertainties, many of which are beyond the REIT’s control, that may cause the REIT’s or the industry’s actual results, performance, achievements, prospects and opportunities in future periods to differ materially from those expressed or implied by such forward-looking statements. The forward-looking statements made in this presentation relate only to events or information as of the date of this presentation. Except as required by law, the REIT and Dilawri undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. Please refer to “Forward-Looking Statements” in the REIT’s regulatory filings. NON-IFRS MEASURES This presentation makes reference to certain non-IFRS measures. Funds from operations (‘‘FFO’’), adjusted funds from operations (‘‘AFFO’’), net operating income (‘‘NOI’’), cash net operating income (‘‘Cash NOI’’) and Same Property cash operating income (“Same Property Cash NOI”) are key measures of performance used by management and real estate businesses. However, such measures are not defined by IFRS and do not have standardized meanings prescribed by IFRS. The REIT believes that AFFO is a key measure of economic earnings performance and is indicative of the REIT’s ability to pay distributions from earnings, while FFO, NOI and Cash NOI are important measures of operating performance and the performance of real estate properties. The IFRS measurement most directly comparable to FFO, AFFO, NOI and Cash NOI is net income. Please refer to “Non-IFRS Measures” in the REIT’s regulatory filings.

1

slide-3
SLIDE 3

CANADA’S ONLY PUBLIC VEHICLE CONSOLIDATING AUTOMOTIVE DEALERSHIP PROPERTIES

REIT Overview

Long-term, triple-net leases with contractual annual rent escalators Representing 32 global manufacturers / brands

High-quality portfolio of dealership properties in metropolitan markets across Canada

2.1 million 57 86%

exposure to VECTOM markets

+180 acres

  • f commercially-zoned

urban real estate 2

Greater Vancouver Area Edmonton Calgary Regina Greater Toronto Area Ottawa / Kingston Greater Montreal Area Winnipeg Kitchener-Waterloo

square feet of Gross Leasable Area (“GLA”) income-producing properties Tesla

slide-4
SLIDE 4

3

Capital Market Profile (TSX: APR.UN)

Recent price: $10.53¹ Market capitalization:

$334 million1

Annualized distribution

Analyst coverage

$0.804 / unit

Yield¹

7.6%

Q1 2019 AFFO Payout Ratio

82.7%

2018 tax treatment

85% Return of Capital 15% Interest income

Investment properties:

$797 million2

3-year total return: 30%2 REIT Units: 21.8 million1 Class B Units: 9.93 million

(1) As at May 27, 2019 (2) As at March 31, 2019

slide-5
SLIDE 5

200,000 400,000 600,000 800,000 1,000,000

  • Atl. Provinces

QC ON MB SK AB BC & Territories 2017 2018

65 70 74 78 83 83 83 87 92 96 94 88 96 100 105 113 122 132 146 160 162

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

THE AUTOMOTIVE RETAIL SALES INDUSTRY IS CANADA’S LARGEST RETAIL SEGMENT

»Canadian Automotive Dealership Industry1

($billions)

Retail Sales Auto industry’s proportion of Canada’s overall retail sales of products and merchandise in 2018

27%

Canadian New Motor Vehicle Sales (# of units sold, 2018 and 2017)

2nd Highest

Annual unit sales in Canadian history (slight ~2% decline from record pace in 2017)

2.04 Million

Motor vehicle unit sales in Canada in 2018

(1) Source: Statistics Canada

4

slide-6
SLIDE 6

AUTOMOTIVE DEALERSHIP GROUPS ARE WELL POSITIONED TO PERFORM IN ALL CYCLES

5

Automotive Dealership Group Profit Centres

12.0% 21.4% 24.9% 41.7%

5 10 15 20 25 30 35 40 45

Percent of Total Profit (Average) Parts, service and repair Finance and Insurance New vehicle sales Used vehicle sales

Average percentage contribution to total profit per business segment for major North American automotive dealership groups¹

(1) Chart data is derived from the public disclosure of Auto Canada, Lithia, Penske Automotive, AutoNation, Group 1 Automotive, and Sonic Automotive for the year ended December 31, 2017

slide-7
SLIDE 7

Growth

slide-8
SLIDE 8

7

2018-19 Summary

  • Six acquisitions, comprising 16 automotive dealerships, and one

expansion, adding >700,000 sq. ft of GLA, for a combined purchase price of approximately $232 million

  • Geographic diversification with expansion to Ottawa, Kingston,

Winnipeg and Kitchener-Waterloo

  • Added four new multi-dealership tenants to portfolio and

representation of new automotive brands – Subaru, Lexus and Tesla

  • Completed $55 million equity offering at $10.80 per Unit
  • Extended and increased credit facilities

CONTINUED GEOGRAPHIC, BRAND AND TENANT DIVERSIFICATION

slide-9
SLIDE 9

Acquisition Growth (July 2015 IPO to Present)

  • 31 properties and one expansion
  • $399.2 million combined purchase price
  • Added ~1.2 million square feet of GLA to

portfolio

  • Acquisitions indirectly funded by three

fully-subscribed equity offerings totaling ~$141.5 million

  • Increased brand, geographic and tenant

diversification

  • Enhanced capital market liquidity
  • Accretive to AFFO per Unit

900,000 1,100,000 1,300,000 1,500,000 1,700,000 1,900,000 2,100,000 2,300,000 25 30 35 40 45 50 55 60 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 2015 2016 2017 2018 2019

Gross Leasable Area (square feet) Number of Properties

Properties Gross Leasable Area

8

slide-10
SLIDE 10

Brimell Toyota Scarborough, ON December 2018 $26.0 million

9

Acquisitions with Leading Dealership Tenants

Ericksen Infiniti, Southtown Hyundai, Kentwood Ford Edmonton, AB December 2017 $23.2 million for three-property portfolio Go Mazda Edmonton, AB March 2017 $8.0 million Porsche Centre / Jaguar Land Rover Edmonton, AB December 2015 $23.0 million BMW Laval Montreal, QC September 2018 $55.5 million for two-property portfolio Sherwood Park VW Edmonton, AB September 2018 $55.5 million for two-property portfolio 9 Dealership Portfolio Ottawa & Kingston, ON December 2018 $101.4 million for 303,817 SF across 6 properties

  • ccupied by 9 dealerships, and 5 properties

designated for ancillary dealership services Pfaff Audi Vaughan, ON September 2016 $17.2 million McNaught Cadillac Buick GMC Winnipeg, MB March 2019 $24 million for two-property portfolio

  • St. James Volkswagen

Winnipeg, MB March 2019 $24 million for two-property portfolio Tesla KW (service centre) Kitchener-Waterloo, ON February 2018 $7.5 million

slide-11
SLIDE 11
  • St. Bruno Audi & Volkswagen
  • St. Bruno, QC

December 2016 $14.3 million Mercedes-Benz West Island Dollard-des-Ormeaux, QC December 2016 $20.3 million Barrie Volkswagen Barrie, ON March 2017 $8.9 million Mazda des Sources Dorval, QC December 2017 $8.0 million Heritage Honda Calgary, AB April 2017 $23.6 million Audi Barrie Barrie, ON January 2016 $11.1 million Toyota Woodland Montreal, QC December 2015 $7.2 million Country Hills Volkswagen Calgary, AB June 2018 $18.0 million

10

Acquisitions with Dilawri as Operating Tenant

slide-12
SLIDE 12

11

Executing on Portfolio Diversification & Growth

At July 2015 IPO March 31, 2019

Regina 18% Regina 8.6% GTA 29.0% Calgary 12.7% GVA 7.2% GMA 14.8% Edmonton 8.1% Ottawa / Kingston 14.2% Winnipeg 4.5% GVA 18% Calgary 18% GTA 46%

Markets > (By GLA) Tenants > (By GLA) Investment Properties > Market capitalization >

$357.6 million

$797 million

$180.0 million

$334 million1

Dilawri 100%

Dilawri 60.5% Drive Auto 2.6% MAG 14.2% AutoCanada 13.7% Go Auto 4.9% Pfaff 3.2%

(1) As at May 27, 2019

K-W 0.9% Tesla 0.9%

slide-13
SLIDE 13

Further Opportunity to Consolidate Highly Fragmented Industry

12

50% 15% 35%

Proportion of Canada’s ~ 3,500 Auto Dealerships Owned by Size of Ownership Group1

5 or more Dealerships Single Dealership 2-4 Dealerships

10 Dealership Groups: Approximately 10% of the Market

(1) Source: DesRosiers Automotive Consultants Inc. (2) Information based on publicly available information as at December 31, 2018 (3) Denotes current tenants of the REIT (4) Excludes collision centres and RV/Marine dealerships

Company Dealerships % of Total Dilawri Group (2) (3) 72 2.1% AutoCanada(2) (3) 57 1.6% Go Auto(2)(3)(4) 40 1.1% Performance Group (2) 32 0.9% Albi Group (2) 30 0.9% Zanchin Automotive Group(2) 30 0.9% Steele Automotive Group (2) 37 1.1% Gabriel-Prestige-President Group(2) 32 0.9% O’Regan Group(2) 26 0.7% Murray Auto Group(2) 33 0.9% Top 10 subtotal 389 11% Other 3,120 99% Total 3,509(1) 100.0%

slide-14
SLIDE 14

CONTINUED FOCUS ON DEALERSHIP MODEL AND CONSOLIDATION

Automotive Industry Developments & Evolution

  • 373 new / refreshed /redesigned models planned for

production by existing OEMs for 2019 – 2022

  • New entrants into North American market (China & India)
  • Consumer buying habits – high online consumer knowledge
  • Electric vehicles – low penetration, expected to increase
  • Implication on dealer infrastructure
  • Automated vs. autonomous
  • Automated – safety / technology expected

to be regulated

  • Autonomous – cultural shift
  • Other influencers
  • Ride Sharing Platforms – Uber, Lyft

13

slide-15
SLIDE 15

PROVIDING FINANCIAL LIQUIDITY TO DEALERSHIP OWNERS TO SUPPORT THE ADVANCEMENT OF THEIR STRATEGIC OBJECTIVES

Partnering with Automotive Properties REIT

» Succession planning » Monetization of embedded capital » Wealth diversification / Tax efficient Class B LP Units » Invest in core business

Established Dealers Industry Consolidators

» Redeploy capital from underlying real estate in existing portfolio » Fund acquisition program / expand presence in emerging institutional asset class » Realize higher investment returns from core business » Strengthen competitive position / expedite economies of scale

Consolidation of Canada’s fragmented dealership industry provides ample partnership opportunities

14

slide-16
SLIDE 16

Stability

slide-17
SLIDE 17

Stable Growth Platform

6.4 years

Weighted average term

  • f fixed interest rates¹

(swaps)

3.79%

Weighted average fixed interest rate

  • n debt¹

~ 89%

Portion of total debt at fixed interest rates¹

100%

Effective occupancy

1.7%

Same Property Cash NOI growth YoY as a result of contractual annual rent increases1

50%-60%

Debt to GBV target range

13.7 years

Weighted average lease term1

86%

exposure to VECTOM markets1

1) As at March 31, 2019

16

slide-18
SLIDE 18

RELIABLE LONG-TERM CASH FLOW, WITH CONTRACTED, LONG-TERM RENTAL INCOME GROWTH AND ONLY ONE LEASE EXPIRATION BEFORE 2026

17

Strong Leasing Profile 1

  • Triple-net leases
  • All leases are indemnified by multi-brand, multi-location
  • perators (e.g. AutoCanada, Dilawri Group, Go Auto and

Pfaff Automotive Partners)

  • Weighted average term of ~13.7 years
  • Fixed 1.5% annual rent escalator for the 34 Dilawri

properties over the next 6.9 – 17.5 years

Lease Maturity Schedule2

(1) As at March 31, 2019 (2) Based on 12-month rolling average as at March 31, 2019 2.2% 3.0% 4.4% 7.1% 7.3% 9.4% 9.1% 9.4% 8.9% 7.3% 7.8% 13.9% 4.0% 6.3%

  • 1.0

2.0 3.0 4.0 5.0

'19 '20 '21 '22 '23 '24 '25 '26 '27 '28 '29 '30 '31 '32 '33 '34 '35 '36 '37 '38

  • 5%

10% 15% 20% 25% % of Cash NOI

slide-19
SLIDE 19

18

Strong Lead Tenants

▪ 72 automotive dealerships, representing ~30 brands ▪ Presence in QC, ON, SK, AB, BC ▪ REIT has the first right to acquire from Dilawri development and acquisition pipeline ▪ 40 + automotive dealerships, representing 20 brands ▪ Presence in ON, AB, BC, NWT ▪ 67 automotive dealerships, representing 27 brands ▪ Presence in NS, NB, QC, ON, MB, SK, AB, BC and United States ▪ TSX: ACQ ▪ 17 automotive dealerships, representing ~15 brands ▪ Presence in ON, BC ▪ 11 automotive dealerships, representing 10 brands ▪ Presence in ON ▪ 9 automotive dealerships, representing 6 brands ▪ Located in Greater Toronto Area

slide-20
SLIDE 20

19

Manufacturer / Brand Diversification

(1) As at December 31, 2018 (2) As at March 31, 2019 (3) Mass Market segment includes: Chrysler, Ford, General Motors, Kia, Nissan (including Nissan Infiniti), Honda, Hyundai, Mazda, Mitsubishi, Toyota and Volkswagen (4) Luxury segment includes: Acura, Audi, BMW and Infiniti (5) Ultra-Luxury segment includes: Aston Martin, Bentley, Lamborghini, Land Rover, Lincoln, Porsche, Maserati, McLaren and Mercedes-Benz

Other 14.8% 14.5% 10.8% 9.9% 7.6% 6.6% 4.7% 4.0% 4.0% 3.8% 2.9% 2.9% 2.1% 1.9% 1.9% 0.9% 0.8% 0.8% 0.7% 4.4%

North America 7% Europe 40% Asia 53% Manufacturers by Region (% of GLA from Dealership Properties)1 Ultra Luxury5 10% Mass Market3 58% Luxury4 32% Brands by Market Segment (% of GLA from Dealership Properties)1 7 9 6 5 4 5 2 3 2 4 4 1 4 1 1 2 1 1 2 7 # of REIT Locations Manufacturer / Brand (By % of Dealership GLA)2

slide-21
SLIDE 21

20

Debt Strategy

At March 31, 2019 ($000s) Maturity Principal Amount Effective Fixed Rate of Interest Amount withdrawn against Revolving Credit Facility Repayment Facility 11 June 2023 $226,300 3.75% $25,500 of $30,000 Open Facility 22 June 2022 $88,241 3.55% $15,000 of $15,000 Open Facility 33 December 2023 $99,913 4.05% $6,100 of $30,000 Open Mortgages Multiple $28,101 3.51% n/a Closed Total/Weighted Average: $442,555 3.79% $46,600 of $75,000

  • REIT’s Indebtedness to GBV as at March 31, 2019: 56.3% (target range of 55%-60%)
  • Certain credit facilities were restructured in December 2018, providing a well-balanced level of annual maturities
  • With interest rate SWAPs, the weighted average term to maturity is approximately 6.4 years as at March 31, 2019

(1) Facility 1 consists a non-revolving loan worth $200.8 million and a $30 million revolving credit facility (of which $25.5 million was drawn as at March 31, 2019, and of which $0.8 million is secured for irrevocable letters of credit) (2) Facility 2 consists of a non-revolving loan worth $73.2 million, and a $15 million revolving credit facility (which was fully drawn as at March 31, 2019) (3) Facility 3 consists of a non-revolving loan worth $93.8 million, and a $30 million revolving credit facility (of which $6.1 million was drawn as at March 31, 2019)

slide-22
SLIDE 22

MANAGEMENT FOCUSED ON GROWING AFFO PER UNIT

21

Leadership / Governance

Name, Province and Country of Residence Principal Occupation Louis Forbes

Ontario, Canada

Former Senior Vice President and Chief Financial Officer CT Real Estate Investment Trust Stuart Lazier

Ontario, Canada

Chairman, Northbridge Investment Management Inc. John Morrison

Lead Trustee Ontario, Canada

Vice Chairman Choice Properties Real Estate Investment Trust Kapil Dilawri

Chair Ontario, Canada

Co-founder of the Dilawri Group and Vice President and Secretary of Dilawri James Matthews

Ontario, Canada

Chief Financial Officer of the Dilawri Group

Strong Majority Independent Board

▪ External asset management by Dilawri on

a cost-recovery basis

▪ No additional fees (asset management,

acquisition, financing or leasing) ▪ 5-year term with renewal options ▪ Terminable, in whole or part, by the REIT

upon 90 days' notice

▪ No fee payable by the REIT

REIT-Friendly Management Structure

slide-23
SLIDE 23

Value

slide-24
SLIDE 24

($000s) ($000s)

Q1 2019 Financial Review

23

Cash NOI Property Revenue

(1) Same Property Revenue excludes straight line rent adjustments

11,306 15,684 2018 2019 8,846 12,653 2018 2019 6,667 8,581 2018 2019

FFO ($000s)

5,868 7,758 2018 2019

AFFO ($000s)

Same Property Revenue1:

1.8%

Same Property Cash NOI:

1.7%

$0.254 79.1%

Payout Ratio per Unit (diluted)

$0.224 89.7%

Payout Ratio per Unit (diluted)

$0.243 82.7%

Payout Ratio per Unit (diluted)

$0.269 74.7%

Payout Ratio per Unit (diluted)

slide-25
SLIDE 25

2018 Financial Review

($000s, except per unit amounts and payout ratios) 12 months ended

  • Dec. 31, 2018

12 months ended

  • Dec. 31, 2017

Variance Revenue from investment properties $ 48,254 $ 41,803 15.4% Cash NOI 37,835 32,522 16.3% Same property Cash NOI 30,743 30,326 1.4% FFO 27,247 25,110 8.5% AFFO 25,028 22,657 10.5% Per Unit Amounts / Payout Ratios Distributions $ 0.804 $ 0.804

  • FFO (diluted)

0.987 0.974 0.013 AFFO (diluted) 0.906 0.879 0.027 FFO payout ratio 81.5% 82.5%

  • 1.0%

AFFO payout ratio 88.7% 91.5%

  • 2.8%

24

slide-26
SLIDE 26

Appendix

slide-27
SLIDE 27

ALIGNMENT OF INTERESTS THROUGH DILAWRI’S 32.8% EFFECTIVE OWNERSHIP INTEREST IN THE REIT

26

Dilawri Group

  • REIT has the first right to acquire from Dilawri

development and acquisition pipeline

  • Historically, Dilawri has, on average,
  • pened or acquired five new automotive

dealerships per year, including two to three automotive dealership properties

  • Pro forma adjusted rent coverage ratio of 3.1x

as at March 31, 2019 (LTM)

  • Pro forma adjusted rent coverage ratio of 3.2x

as at March 31, 2018 (LTM)

$1,641 $2,000 $2,400 $2,810 $3,000

2014 2015 2016 2017 2018

Dilawri 5-Year Historical Revenues ($millions)

EBITDA $75.2 $76.6 $72.8 $94.8 $85.6

CAGR of ~3%