Tricon Residential Inc. (NYSE: TCN, TSX: TCN) ("Tricon" or the
"Company"), an owner and operator of single-family rental homes and
multi-family rental apartments in the United States and Canada,
announced today its consolidated financial results for the year
ended December 31, 2021.
All financial information is presented in U.S. dollars unless
otherwise indicated.
The Company reported strong operational and financial results in
the fourth quarter, including the following highlights:
- Net income from continuing operations increased by 67%
year-over-year to $127.0 million compared to $75.8 million in Q4
2020; diluted earnings per share from continuing operations
increased by 28% year-over-year to $0.46 compared to $0.36 per
share in Q4 2020;
- Core funds from operations ("Core FFO") increased by 10%
year-over-year to $45.6 million driven by solid operating
performance in the single-family rental portfolio and higher fees
generated from new Investment Vehicles created during the year.
Core FFO per share decreased by $0.02 to $0.15 due to an increase
in the diluted weighted average shares outstanding resulting
primarily from the U.S. public offering and private placement
completed on October 12, 2021;1
- Same home Net Operating Income ("NOI") for the single-family
rental business grew by 10.3% year-over-year and same home NOI
margin increased by 0.8% to 68.3%. Same home occupancy increased by
0.3% year-over-year to 97.6%, and blended rent growth was 8.8%
(comprised of new lease rent growth of 19.1% and renewal rent
growth of 5.7%). In addition, Tricon's continued focus on resident
retention led to a record-low annualized same home turnover rate of
16.3%;1
- The Company continued to grow its single-family rental
portfolio through the organic acquisition of 2,016 homes during the
quarter at an average price of $335,000 per home (including
up-front renovations) for a total acquisition cost of $675 million,
of which Tricon's proportionate share was equal to $203
million;
- Positive trends continued into the new year, with same home
rent growth of 8.3% in January 2022, including 19.1% growth on new
leases and 6.3% growth on renewals, while the same home occupancy
increased to 97.9%. The steady pace of acquisitions is expected to
continue into 2022, with management forecasting approximately 1,800
to 2,000 home acquisitions in Q1 2022; and
- On October 7, 2021, the Company’s common shares were listed for
trading on the New York Stock Exchange. On October 12, 2021, the
Company closed a public offering and concurrent private placement
of common shares resulting in a total issuance of 46,248,746 common
shares for aggregate gross proceeds of approximately $570
million.
In addition to strong quarterly operational and financial
results, Tricon achieved several significant strategic milestones
in 2021:
- During the year, the Company entered into two strategic
single-family rental joint venture partnerships with institutional
investors: (i) SFR JV-HD, which was upsized in Q4 2021 from $300
million to $450 million of total equity commitments, is expected to
acquire up to 5,000 newly built single-family rental homes from
national and regional homebuilders with approximately $1.5 billion
of purchasing potential (including associated leverage), and (ii)
SFR JV-2, which is expected to acquire approximately 18,000
single-family homes through resale channels in its U.S. Sun Belt
target markets with approximately $5.0 billion of purchasing
potential (including associated leverage);
- In March 2021, the Company entered into a new joint venture
with Canada Pension Plan Investment Board to invest up to C$500
million of equity capital in build-to-core multi-family rental
projects in the Greater Toronto Area;
- In the same month, the Company sold an 80% interest in its U.S.
multi-family rental portfolio to two institutional investors. The
transaction generated gross sales proceeds of approximately $432
million to Tricon, which strengthened the Company's balance sheet
and reduced its leverage;
- With these new joint ventures completed during 2021, the
Company increased its third-party Assets Under Management ("AUM")
by $4.0 billion or 139% year-over-year to $6.8 billion, and
increased its total AUM by $4.9 billion or 55% year-over-year to
$13.7 billion;
- On September 9, 2021, the Company completed the redemption of
its outstanding 5.75% extendible convertible unsecured subordinated
debentures due March 31, 2022 and issued a total of 16,449,980
common shares in connection with the conversion and redemption of
the aggregate principal amount of $172.4 million, further reducing
its leverage; and
- On an annual basis, Core FFO per share increased by 12%
year-over-year from $0.51 to $0.57, meeting the Company's Core FFO
per share target of $0.52 to $0.57 one year ahead of schedule.
“Tricon’s fourth quarter marked yet another period of
exceptional growth and operational milestones, with our
single-family rental portfolio growing by 28.3% year-over-year,
proportionate NOI increasing 17.6%, and same home NOI growing by
10.3% year-over-year. We successfully surpassed our three-year Core
FFO per share target set in 2019 one year ahead of schedule, while
at the same time reducing our balance sheet leverage ratio over the
past two years by nearly half, to 7.8x net debt to Adjusted
EBITDAre.2 I’m extremely proud of our team’s accomplishments and
thankful for the support of our shareholders along the way,” said
Gary Berman, President and CEO of Tricon. “As we look ahead to
another year of growth, Tricon is well positioned with the
operational team, technology, capital and market opportunity in
place to take our business to 50,000 homes and beyond. But we also
have an incredible opportunity to build a platform for doing good –
by providing new homes through our build-to-rent business to
alleviate America’s housing shortage, and by assisting our
residents in their pursuit of home ownership and financial
well-being through our recently announced Tricon Vantage program.
We strongly believe that our holistic and sustainable approach to
growth will benefit all of our stakeholders and create an enduring
legacy for our company by inspiring others to follow.”
Financial
Highlights
For the periods ended December 31
Three months
Twelve months
(in thousands of U.S. dollars, except per
share amounts which are in U.S. dollars, unless otherwise
indicated)
2021
2020
2021
2020
Financial highlights on a consolidated
basis
Net income from continuing operations,
including:
$
126,977
$
75,808
$
517,089
$
112,637
Fair value gain on rental properties
261,676
106,995
990,575
220,849
Income (loss) from investments in U.S.
residential developments
10,530
10,191
31,726
(61,776
)
Basic earnings per share attributable
to shareholders of Tricon from continuing operations
0.47
0.38
2.34
0.56
Diluted earnings per share attributable
to shareholders of Tricon from continuing operations
0.46
0.36
2.31
0.56
Net income (loss) from discontinued
operations
—
5,670
(67,562
)
3,776
Basic earnings (loss) per share
attributable to shareholders of Tricon from discontinued
operations
—
0.03
(0.31
)
0.02
Diluted earnings (loss) per share
attributable to shareholders of Tricon from discontinued
operations
—
0.03
(0.31
)
0.02
Dividends per share (1)
$
0.058
$
0.055
$
0.225
$
0.207
Weighted average shares outstanding -
basic
268,428,784
194,679,682
219,834,130
194,627,127
Weighted average shares outstanding -
diluted
270,953,420
212,445,547
222,118,737
195,795,473
Non-IFRS(2) measures on a proportionate
basis
Core funds from operations ("Core FFO")
(3)
$
45,630
$
41,430
$
152,021
$
113,217
Adjusted funds from operations ("AFFO")
(3)
36,548
33,985
121,594
85,342
Core FFO per share (4)
0.15
0.17
0.57
0.51
AFFO per share (4)
0.12
0.14
0.45
0.38
(1) Dividends are issued and paid in U.S.
dollars. Prior to November 8, 2021, dividends were declared and
paid in Canadian dollars; for reporting purposes, amounts recorded
in equity were translated to U.S. dollars using the daily exchange
rate on the applicable dividend record date.
(2) Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
Measures” and Appendix A. For definitions of the Company’s Non-IFRS
measures, refer to Section 6 of Tricon's MD&A.
(3) Performance share unit (PSU) expense
of $1,520 and $3,633 for the three and twelve months ended December
31, 2020, respectively, have been removed from Core FFO to conform
with the current period presentation. This change resulted in a
$1,520 and $3,633 increase in Core FFO and AFFO for the three and
twelve months ended December 31, 2020, respectively.
(4) Core FFO per share and AFFO per share
are calculated using the total number of weighted average potential
dilutive shares outstanding, including the assumed conversion of
convertible debentures and exchange of preferred units issued by
Tricon PIPE LLC, which was 306,247,538 and 268,562,442 for the
three and twelve months ended December 31, 2021, respectively, and
247,739,665 and 223,849,152 for the three and twelve months ended
December 31, 2020, respectively.
Net income from continuing operations in the fourth quarter of
2021 was $127.0 million compared to $75.8 million in the fourth
quarter of 2020, and included:
- Revenue from single-family rental properties of $123.4 million
compared to $94.4 million in the fourth quarter of 2020, driven by
28.0% growth in the number of rental homes to 29,149 and an 8.7%
increase in average effective monthly rent, partially offset by a
2.4% decrease in occupancy driven by an accelerated pace of
acquisition of vacant homes.
- Direct operating expenses of $40.0 million compared to $30.7
million in the fourth quarter of 2020, reflecting the growth in
size of the single-family rental portfolio, higher property tax
expenses associated with increasing property values, and
incremental repairs and maintenance expenses as a result of a
tighter labor market and supply chain delays.
- Revenue from private funds and advisory services of $17.7
million compared to $10.3 million in the fourth quarter of 2020
largely as a result of the syndication and internalization of
property management functions of the U.S. multi-family portfolio,
an increase in performance fees earned in the quarter, and higher
development fees generated from Johnson communities.
- Fair value gain on rental properties of $261.7 million compared
to $107.0 million in the fourth quarter of 2020 as a result of
significantly higher home values for the single-family rental
portfolio. The appreciation in home prices is attributable to a
number of factors, including strong population and job growth in
the U.S. Sun Belt markets, low mortgage interest rates, and a
relatively low supply of new construction.
Net income from continuing operations for the year ended
December 31, 2021 was $517.1 million compared to $112.6 million for
the year ended December 31, 2020, and included:
- Revenue from single-family rental properties of $441.7 million
and direct operating expenses of $145.8 million compared to $367.0
million and $121.2 million in the prior year, respectively, which
translated to a net operating income ("NOI") increase of $50.2
million attributable to the organic expansion of the single-family
rental portfolio as well as strong rent growth.
- Income from investments in U.S. residential developments of
$31.7 million compared to a loss of $61.8 million in 2020; results
in the current year reflect healthy project performance in the
for-sale housing market and contrast with the comparative period
when a major fair value adjustment was taken at the onset of the
COVID-19 pandemic due to rapidly deteriorating business
fundamentals.
- Fair value gain on rental properties of $990.6 million compared
to $220.8 million in the prior year, for the reasons discussed
above.
Core funds from operations ("Core FFO") for the fourth quarter
of 2021 was $45.6 million, an increase of $4.2 million or 10%
compared to $41.4 million in the fourth quarter of 2020. This
growth in Core FFO reflects greater fees earned by the Company's
Private Funds and Advisory business from new Investment Vehicles
formed during the year and NOI growth from the single-family rental
business as discussed above. The fourth quarter of 2020 also
benefited from a $7.1 million current tax recovery, which did not
occur in the current year.
Core FFO increased by $38.8 million or 34% to $152.0 million for
the twelve months ended December 31, 2021, compared to $113.2
million in the prior year, for the same reasons discussed above.
The full-year Core FFO also includes higher income from investments
in U.S. residential developments, driven by improved project
performance during the year.
Adjusted funds from operations ("AFFO") for the three and twelve
months ended December 31, 2021 was $36.5 million and $121.6
million, respectively, an increase of $2.6 million (8%) and $36.3
million (42%) from the same periods in the prior year. This growth
in AFFO was driven by the increase in Core FFO discussed above,
partially offset by higher recurring capital expenditures
associated with a larger single-family rental portfolio as well as
inflationary cost pressures.
Single-Family Rental Operating
Highlights
The measures presented in the table below and throughout this
press release are on a proportionate basis, reflecting only the
portion attributable to Tricon's shareholders based on the
Company's ownership percentage of the underlying entities and
excludes the percentage associated with non-controlling and limited
partners' interests, unless otherwise stated. A list of these
measures, together with a description of the information each
measure reflects and the reasons why management believes the
measure to be useful or relevant in evaluating the underlying
performance of the Company’s businesses, is set out in Section 6 of
Tricon's MD&A.
For the periods ended December 31
Three months
Twelve months
(in thousands of U.S. dollars, except
percentages)
2021
2020
2021
2020
Total rental homes managed
29,237
22,794
Net operating income (NOI)(1)
$
59,354
$
50,476
$
221,655
$
197,528
Same home net operating income (NOI)
margin(1)
68.3
%
67.5
%
67.8
%
66.9
%
Same home net operating income (NOI)
growth
10.3
%
N/A
7.2
%
N/A
Same home occupancy
97.6
%
97.3
%
97.6
%
97.2
%
Same home annualized turnover
16.3
%
22.6
%
19.7
%
23.3
%
Same home average quarterly rent growth -
renewal
5.7
%
3.0
%
4.9
%
3.4
%
Same home average quarterly rent growth -
new move-in
19.1
%
11.2
%
17.1
%
9.6
%
Same home average quarterly rent growth -
blended
8.8
%
5.5
%
8.2
%
5.2
%
(1) Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
measures” and Appendix A. For definitions of the Company’s Non-IFRS
measures, refer to Section 6 of Tricon's MD&A.
Single-family rental NOI was $59.4 million for the three months
ended December 31, 2021, an increase of $8.9 million or 17.6 %
compared to the same period in 2020. The favorable variance in NOI
was primarily driven by an $11.6 million or 15.9% increase in
rental revenues reflecting the growth in portfolio size (Tricon's
proportionate share of rental homes was 19,707 in Q4 2021 compared
to 17,698 in Q4 2020) as well as higher average monthly rent
($1,591 in Q4 2021 compared to $1,464 in Q4 2020). Other revenue
also increased by $1.5 million or 61.4% as ancillary services such
as smart-home technology and renters insurance were provided to
more residents. This favorable change in revenue was partially
offset by direct operating expenses which increased by $4.2 million
or 16.8% driven by higher costs incurred on a larger portfolio of
homes, including increased material and labor costs associated with
supply chain delays and a tighter labor market, respectively.
Single-family rental same home NOI growth was 10.3% in the
fourth quarter of 2021, driven by revenue growth of 8.9% reflecting
a 6.7% higher average monthly rent ($1,562 in Q4 2021 compared to
$1,464 in Q4 2020) coupled with a 30 basis point improvement in
occupancy to 97.6% and ancillary revenue growth of 42.3%. This
positive variance was partially offset by a 6.1% increase in
operating expenses primarily driven by higher property taxes,
incremental material and labor costs as explained above, and
additional costs incurred to provide ancillary services to more
residents.
Single-Family Rental Investment
Activity
The Company continued to grow its single-family rental portfolio
through the acquisition of an additional 2,016 homes during the
quarter, bringing its total managed portfolio to 29,149 rental
homes. The homes were purchased at an average cost per home of
$335,000, including up-front renovations for a total acquisition
cost of $675 million, of which Tricon's share was approximately
$203 million. For the first quarter of 2022, Tricon anticipates
acquiring approximately 1,800 to 2,000 homes.
On November 23, 2021, the Company announced its plans to deliver
over 3,000 rental units in 23 new home communities across the U.S.
Sun Belt through the Company's existing single-family rental
investment vehicles, THPAS-JV1 and SFR JV-HD. The 23 communities
are located across ten metropolitan areas and the Company is
currently on track to deliver 600 new homes in these communities by
the end of 2022. The full pipeline is expected to be delivered by
the end of 2024.
Adjacent Residential Businesses
Highlights
Quarterly highlights of the Company's adjacent residential
businesses include:
- Tricon's share of U.S. multi-family rental NOI was $3.9 million
compared to $3.2 million for the same period in 2020, a $0.7
million or 20.6% increase on a same-property basis. The growth in
NOI is mainly driven by a $0.7 million or 13.0% year-over-year
increase in revenue buoyed by a 3.0% year-over-year rise in
occupancy to 96.6%, a 7.1% year-over-year improvement in average
monthly rent and a decline in concessions associated with improved
leasing demand. Total operating expenses remained stable at $2.3
million as higher property management costs incurred from a
competitive labor market and rising material prices were fully
offset by recoveries from property tax appeals during the
quarter;
- In the Canadian multi-family business, The Selby achieved
occupancy of 97.8% (a 10.8% year-over-year increase) owing to
management's successful execution of targeted marketing and
resident retention strategies, and the stabilization of overall
market conditions in downtown Toronto;
- Across Tricon's Canadian residential developments portfolio,
construction continues to progress on schedule, with the majority
of projects under construction being funded by construction loans.
Of note, The Taylor in downtown Toronto is on track to secure its
first occupancy in Q2 2022;
- In addition, the Company successfully completed the sale of the
7 Labatt development project in downtown Toronto, generating total
distributions to Tricon of $15.1 million (including $0.3 million of
performance fees) or a ~15% internal rate of return; and
- Tricon's investments in U.S. residential developments generated
$18.1 million of distributions to the Company in the fourth quarter
of 2021, including $3.3 million in performance fees.
Change in Net Assets
Tricon's net assets were $3.1 billion at December 31, 2021,
increasing significantly both sequentially as well as on a
year-over-year basis. Tricon’s net assets grew by $0.7 billion and
$1.4 billion when compared to $2.4 billion and $1.7 billion as at
September 30, 2021 and December 31, 2020, respectively. These
increases were primarily attributable to fair value gains of $0.3
billion and $1.0 billion for the three and twelve months ended
December 31, 2021. Accordingly, Tricon's book value (net assets)
per common share outstanding also increased by 6% sequentially to
$11.22 (C$14.22) as at December 31, 2021 compared to $10.61
(C$13.52) as at September 30, 2021, or 25% on a year-over-year
basis compared to $8.98 (C$11.44) as at December 31, 2020.
Balance Sheet and
Liquidity
Tricon's liquidity consists of a $500 million corporate credit
facility which was undrawn and available to the Company as at
December 31, 2021. The Company also had approximately $177 million
of unrestricted cash on hand, resulting in total liquidity of $677
million compared to $637 million as at September 30, 2021.
As at December 31, 2021, Tricon’s pro-rata net debt (excluding
exchangeable instruments) was $2.3 billion, reflecting a pro-rata
net debt to assets ratio of 34.9%.3 For the three months ended
December 31, 2021, Tricon's pro-rata net debt to Adjusted EBITDAre
ratio was 7.8x.
Full-Year 2022 Guidance
The following table highlights guidance for the Company's Core
FFO per share and same home metrics for the upcoming fiscal
year:
For the years ended December 31
2021 Actual
2022 Guidance
Core FFO per share
$
0.57
$
0.60
-
$
0.64
Same home revenue growth
5.9
%
7.0
%
-
9.0
%
Same home expense growth
3.2
%
6.5
%
-
8.5
%
Same home NOI growth
7.2
%
7.0
%
-
9.0
%
Single-family rental home acquisitions
6,574
8,000+
Note: Non-IFRS measures are presented to
illustrate alternative relevant measures to assess the Company's
performance. Refer to the “Non-IFRS Measures” and Section 6 of the
Company's MD&A for definitions. See also the “Forward-Looking
Information” section, as the figures presented above are considered
to be “financial outlook” for purposes of applicable Canadian
securities laws and may not be appropriate for purposes other than
to understand management’s current expectations relating to the
future of the Company. The reader is cautioned that this
information is forward-looking and actual results may vary
materially from those reported. Although the Company believes that
its anticipated future results, performance or achievements
expressed or implied by the forward-looking statements and
information are based upon reasonable assumptions and expectations,
the reader should not place undue reliance on forward-looking
statements and information. The Company reviews its key assumptions
regularly and may change its outlook on a going-forward basis if
necessary.
Quarterly Dividend
On March 1, 2022, the Board of Directors of the Company declared
a dividend of $0.058 (USD) per common share payable on or after
April 15, 2022 to shareholders of record on March 31, 2022.
Tricon’s dividends are designated as eligible dividends for
Canadian tax purposes in accordance with subsection 89(14) of the
Income Tax Act (Canada), and any applicable corresponding
provincial and territorial legislation. Tricon has a Dividend
Reinvestment Plan (“DRIP”) which allows eligible shareholders of
the Company to reinvest their cash dividends in additional common
shares of the Company. Common shares issued pursuant to the DRIP in
connection with the announced dividend will be issued from treasury
at a 1% discount from the market price, as defined in the DRIP.
Participation in the DRIP is optional and shareholders who do not
participate in the plan will continue to receive cash dividends. A
complete copy of the DRIP is available in the Investors section of
Tricon’s website at www.triconresidential.com.
Conference Call and
Webcast
Management will host a conference call at 10 a.m. ET on
Thursday, March 3, 2022 to discuss the Company’s results. Please
call (888) 550-5422 or (646) 960-0676 (Conference ID # 3699415).
The conference call will also be accessible via webcast at
www.triconresidential.com (Investors - News & Events). A replay
of the call will be available from 1 p.m. ET on March 3, 2022,
until midnight ET on April 2, 2022. To access the replay, call
(800) 770-2030 or (647) 362-9199, followed by Conference ID
#3699415.
This press release should be read in conjunction with the
Company’s Financial Statements and Management’s Discussion and
Analysis (the "MD&A") for the year ended December 31, 2021,
which are available on Tricon’s website at
www.triconresidential.com and have been filed on SEDAR
(www.sedar.com) as well as with the SEC as part of the Company’s
annual report filed on Form 40-F. The financial information therein
is presented in U.S. dollars. Shareholders have the ability to
receive a hard copy of the complete audited Financial Statements
free of charge upon request.
The Company has also made available on its website supplemental
information for the three and twelve months ended December 31,
2021. For more information visit www.triconresidential.com.
About Tricon Residential
Inc.
Tricon Residential Inc. is an owner and operator of a growing
portfolio of approximately 37,000 single-family rental homes and
multi-family rental apartments in the United States and Canada with
a primary focus on the U.S. Sun Belt. Our commitment to enriching
the lives of our residents and local communities underpins Tricon’s
culture and business philosophy. We strive to continuously improve
the resident experience through our technology-enabled operating
platform and innovative approach to rental housing. At Tricon
Residential, we imagine a world where housing unlocks life’s
potential. For more information visit
www.triconresidential.com.
Forward-Looking Information
This news release contains forward-looking statements pertaining
to expected future events, financial and operating results, and
projections of the Company, including statements related to
targeted financial performance and leverage, anticipated home
acquisitions, the single-family rental unit acquisition and
development pipeline and the benefits to the Company of such
factors. Such forward-looking information and statements involve
risks and uncertainties and are based on management’s current
expectations, intentions and assumptions in light of its
understanding of relevant current market conditions, its business
plans, and its prospects. If unknown risks arise, or if any of the
assumptions underlying the forward-looking statements prove
incorrect, actual results may differ materially from management
expectations as projected in such forward-looking statements.
Examples of such risks include, but are not limited to the
Company's inability to execute its growth strategies; the impact of
changing economic and market conditions, increasing competition and
the effect of fluctuations and cycles in the Canadian and U.S. real
estate markets; changes in the attitudes, financial condition and
demand of the Company's demographic markets; fluctuation in
interest rates and volatility in financial markets; developments
and changes in applicable laws and regulations; and the impact of
COVID-19 on the operations, business and financial results of the
Company, as well as the risks described in the Company’s Annual
Information Form in respect of the year ended December 31, 2021,
available on SEDAR at www.sedar.com. Accordingly, although the
Company believes that its anticipated future results, performance
or achievements expressed or implied by the forward-looking
statements and information are based upon reasonable assumptions
and expectations, the reader should not place undue reliance on
forward-looking statements and information. The Company disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, unless required by applicable law.
Certain statements included in this press release, including
with respect to 2022 guidance for Core FFO per share and same home
metrics, are considered to be financial outlook for purposes of
applicable Canadian securities laws, and as such, the financial
outlook may not be appropriate for purposes other than to
understand management’s current expectations relating to the future
of the Company, as disclosed in this press release. These
forward-looking statements have been approved by management to be
made as at the date of this press release. Although the
forward-looking statements contained in this press release are
based upon what management currently believes to be reasonable
assumptions, (including in particular the revenue growth, expense
growth and portfolio growth assumptions set out herein which
themselves are based on, respectively: assumed ancillary revenue
growth and continuing favorable market rent growth; increased
internalization of maintenance activities and improved management
efficiencies accompanying portfolio growth; and the availability of
single-family homes meeting the Company’s acquisition objectives),
there can be no assurance that actual results, performance or
achievements will be consistent with these forward-looking
statements. The forward-looking statements contained in this
document are expressly qualified in their entirety by this
cautionary statement.
Non-IFRS Measures
The Company has included herein certain non-IFRS financial
measures and non-IFRS ratios, including, but not limited to, net
operating income ("NOI"), NOI margin, funds from operations
("FFO"), core funds from operations ("Core FFO"), adjusted funds
from operations ("AFFO"), Core FFO per share, AFFO per share,
Adjusted EBITDAre as well as certain key indicators of the
performance of our businesses which are supplementary financial
measures. These measures are commonly used by entities in the real
estate industry as useful metrics for measuring performance. We
utilize these measures in managing our business, including
performance measurement and capital allocation. In addition,
certain of these measures are used in measuring compliance with our
debt covenants. We believe that providing these performance
measures on a supplemental basis is helpful to investors and
shareholders in assessing the overall performance of the Company’s
business. However, these measures are not recognized under and do
not have any standardized meaning prescribed by IFRS as issued by
the IASB, and are not necessarily comparable to similar measures
presented by other publicly traded entities. These measures should
be considered as supplemental in nature and not as a substitute for
related financial information prepared in accordance with IFRS.
Because non-IFRS financial measures, non-IFRS ratios and
supplementary financial measures do not have standardized meanings
prescribed under IFRS, securities regulations require that such
measures be clearly defined, identified, and reconciled to their
nearest IFRS measure. The calculation and reconciliation of the
non-IFRS financial measures and the requisite disclosure for
non-IFRS ratios used herein are provided in Appendix A below. The
definitions of the Company’s Non-IFRS measures are provided in the
"Glossary and Defined Terms" section as well as Section 6 of
Tricon's MD&A.
The non-IFRS financial measures, non-IFRS ratios and
supplementary financial measures presented herein should not be
construed as alternatives to net income (loss) or cash flow from
the Company’s activities, determined in accordance with IFRS, as
indicators of Tricon’s financial performance. Tricon’s method of
calculating these measures may differ from other issuers’ methods
and, accordingly, these measures may not be comparable to similar
measures presented by other publicly-traded entities.
Appendix A - Reconciliations
RECONCILIATION OF NET INCOME TO FFO,
CORE FFO AND AFFO
For the periods ended December 31
Three months
Twelve months
(in thousands of U.S. dollars)
2021
2020
Variance
2021
2020
Variance
Net income from continuing operations
attributable to Tricon's shareholders
$
125,122
$
74,008
$
51,114
$
512,817
$
109,546
$
403,271
Fair value gain on rental properties
(261,676
)
(106,995
)
(154,681
)
(990,575
)
(220,849
)
(769,726
)
Fair value gain on Canadian development
properties
(10,098
)
—
(10,098
)
(10,098
)
—
(10,098
)
Fair value loss on derivative financial
instruments and other liabilities
72,783
16,418
56,365
220,177
7,461
212,716
Loss from investments in U.S. residential
developments
—
—
—
—
79,579
(79,579
)
Limited partners' share of FFO
adjustments
41,720
12,204
29,516
171,498
30,388
141,110
FFO attributable to Tricon's
shareholders
$
(32,149
)
$
(4,365
)
$
(27,784
)
$
(96,181
)
$
6,125
$
(102,306
)
Core FFO from U.S. and Canadian
multi-family rental
2,318
7,199
(4,881
)
13,805
27,977
(14,172
)
Income from equity-accounted investments
in multi-family rental properties
(33,961
)
(427
)
(33,534
)
(75,333
)
(746
)
(74,587
)
Income from equity-accounted investments
in Canadian residential developments
(10,085
)
(8,293
)
(1,792
)
(8,200
)
(13,378
)
5,178
Deferred tax expense
53,507
32,188
21,319
234,483
41,824
192,659
Current tax impact on sale of U.S.
multi-family rental portfolio
—
—
—
(44,502
)
—
(44,502
)
Interest on convertible debentures
—
2,506
(2,506
)
6,732
9,927
(3,195
)
Interest on Due to Affiliate
4,312
4,312
—
17,250
5,654
11,596
Amortization of deferred financing costs,
discounts and lease obligations
3,917
3,730
187
16,571
10,922
5,649
Equity-based, non-cash and non-recurring
compensation (1),(2)
56,050
2,222
53,828
66,262
8,719
57,543
Other adjustments
1,721
2,358
(637
)
21,134
16,193
4,941
Core FFO attributable to Tricon's
shareholders
$
45,630
$
41,430
$
4,200
$
152,021
$
113,217
$
38,804
Recurring capital expenditures (3)
(9,082
)
(7,445
)
(1,637
)
(30,427
)
(27,875
)
(2,552
)
AFFO attributable to Tricon's
shareholders
$
36,548
$
33,985
$
2,563
$
121,594
$
85,342
$
36,252
(1) Includes performance fees expense,
which is accrued based on changes in the unrealized carried
interest of the underlying Investment Vehicles and hence is added
back to Core FFO as a non-cash expense. Performance fees are paid
and deducted in arriving at Core FFO only when the associated fee
revenue has been realized. For the three and twelve months ended
December 31, 2021, the Company paid $196 of performance fees (2020
- nil), which is netted from the adjustment for equity-based,
non-cash and non-recurring compensation.
(2) Performance share unit (PSU) expense
of $1,520 and $3,633 for the three and twelve months ended December
31, 2020, respectively, have been removed from Core FFO to conform
with the current period presentation. This change resulted in a
$1,520 and $3,633 increase in Core FFO and AFFO for the three and
twelve months ended December 31, 2020, respectively.
(3) Recurring capital expenditures
represent ongoing costs associated with maintaining and preserving
the quality of a property after it has been renovated. Capital
expenditures related to renovations or value-enhancement are
excluded from recurring capital expenditure.
RECONCILIATION OF SINGLE-FAMILY RENTAL
NOI AND SAME HOME NOI
For the periods ended December 31
Three months
Twelve months
(in thousands of U.S. dollars)
2021
2020
2021
2020
Net operating income (NOI), proportionate
same home portfolio
$
50,602
$
45,881
$
194,292
$
181,176
Net operating income (NOI), proportionate
non-same home portfolio
8,752
4,595
27,363
16,352
Net operating income (NOI), proportionate
total portfolio
59,354
50,476
221,655
197,528
Limited partners' share of NOI(1)
24,001
13,243
74,320
48,212
Net operating income from single-family
rental properties per financial statements
$
83,355
$
63,719
$
295,975
$
245,740
(1) Represents the limited partners'
interest in the NOI from SFR JV-1, SFR JV-2 and SFR JV-HD.
RECONCILIATION OF PROPORTIONATE SAME
HOME GROWTH METRICS
For the year ended December 31
(in thousands of U.S. dollars)
2021
2020
Variance
% Variance
Total revenue from rental properties
$
286,673
$
270,689
$
15,984
5.9
%
Total direct operating expenses
92,381
89,513
2,868
3.2
%
Net operating income (NOI)(1)
$
194,292
$
181,176
$
13,116
7.2
%
Net operating income (NOI)
margin(1)
67.8
%
66.9
%
(1) Non-IFRS measures; refer to Section 6
of the MD&A for definition.
RECONCILIATION OF U.S. MULTI-FAMILY
RENTAL NOI
For the periods ended December 31
Three months
Twelve months
(in thousands of U.S. dollars)
2021
2020
2021
2020
Net operating income (NOI), proportionate
portfolio
$
3,916
$
—
$
14,266
$
—
Less: net operating income (NOI) in
discontinued operations
—
—
(3,245
)
—
Interest expense, proportionate
portfolio
(1,388
)
—
(4,150
)
—
Other expenses, proportionate
portfolio
(426
)
—
(2,005
)
—
Fair value gain on multi-family rental
properties, proportionate portfolio
29,782
—
68,212
—
Income from equity-accounted
investments in U.S. multi-family rental properties per financial
statements(1)
$
31,884
$
—
$
73,078
$
—
Net operating income (NOI), proportionate
portfolio(2)
$
—
$
3,248
$
3,245
$
13,087
Net operating income (NOI), IFRS
reconciliation(2)
—
12,985
12,979
52,351
Interest expense
—
(8,077
)
(7,845
)
(33,464
)
Other expenses
—
(1,546
)
(1,176
)
(7,067
)
Fair value loss on multi-family rental
properties
—
—
—
(22,535
)
Loss on sale (1)
—
—
(84,427
)
—
Net income (loss) from discontinued
operations before income taxes per financial statements(1)
$
—
$
6,610
$
(77,224
)
$
2,372
(1) On March 31, 2021, the Company sold an
80% interest in its subsidiary, Tricon US Multi-Family REIT LLC, to
two institutional investors. This resulted in net income from
Tricon's U.S. multi-family rental business to be equity-accounted
for starting on March 31, 2021 and classified as discontinued
operations for all periods prior to that date. The loss on sale was
mainly attributable to the derecognition of goodwill.
(2) The total NOI from discontinued
operations represents 100% of Tricon's NOI before the syndication
of the U.S. multi-family rental portfolio on March 31, 2021. To
assist with comparability against financial results after March 31,
2021, the total NOI from discontinued operations has been
apportioned between Tricon's retained ownership interest (20%) and
Tricon's disposed ownership interest (80%).
PROPORTIONATE BALANCE SHEET
(in thousands of U.S. dollars, except per
share amounts which are in U.S. dollars, unless otherwise
specified)
Rental portfolio
Development portfolio
Corporate assets and
liabilities
Tricon proportionate
results
IFRS reconciliation
Consolidated
results/Total
A
B
C
D = A+B+C
E
D+E
Assets
Rental properties
$
5,404,540
$
—
$
—
$
5,404,540
$
2,573,856
$
7,978,396
Equity-accounted investments in
multi-family rental properties
199,285
—
—
199,285
—
199,285
Equity-accounted investments in Canadian
residential developments
—
98,675
—
98,675
—
98,675
Canadian development properties
—
133,250
—
133,250
—
133,250
Investments in U.S. residential
developments
—
143,153
—
143,153
—
143,153
Restricted cash
76,020
6,405
757
83,182
40,147
123,329
Goodwill, intangible and other assets
113
—
123,799
123,912
250
124,162
Deferred income tax assets
—
—
96,945
96,945
—
96,945
Cash
65,093
1,116
25,446
91,655
85,239
176,894
Other working capital items (1)
12,043
1,736
44,484
58,263
16,265
74,528
Total assets
$
5,757,094
$
384,335
$
291,431
$
6,432,860
$
2,715,757
$
9,148,617
Liabilities
Debt
2,142,433
34,199
13,962
2,190,594
1,726,839
3,917,433
Due to Affiliate
—
—
256,362
256,362
—
256,362
Other liabilities (2)
120,075
2,854
340,217
463,146
988,918
1,452,064
Deferred income tax liabilities
—
—
461,689
461,689
—
461,689
Total liabilities
$
2,262,508
$
37,053
$
1,072,230
$
3,371,791
$
2,715,757
$
6,087,548
Non-controlling interest
—
—
7,275
7,275
—
7,275
Net assets attributable to Tricon's
shareholders
$
3,494,586
$
347,282
$
(788,074
)
$
3,053,794
$
—
$
3,053,794
Net assets per share (3)
$
12.84
$
1.28
$
(2.90
)
$
11.22
Net assets per share (CAD) (3)
$
16.28
$
1.62
$
(3.68
)
$
14.22
(1) Other working capital items include
amounts receivable and prepaid expenses and deposits.
(2) Other liabilities include long-term
incentive plan, performance fees liability, derivative financial
instruments, other liabilities, limited partners' interests,
dividends payable, resident security deposits and amounts payable
and accrued liabilities.
(3) As at December 31, 2021, common shares
outstanding were 272,176,046 and the USD/CAD exchange rate was
1.2678.
TOTAL AUM
December 31, 2021
December 31, 2020
(in thousands of U.S. dollars)
Balance
% of total AUM
Balance
% of total AUM
Third-party AUM
$
6,816,668
49.6
%
$
2,850,004
32.2
%
Principal AUM
6,919,664
50.4
%
5,997,489
67.8
%
Total AUM
$
13,736,332
100.0
%
$
8,847,493
100.0
%
(1) The Company changed its definition of
AUM in the current year in order to better align with the fair
value of the assets comprising a portion of the AUM. The AUM in the
comparative period has been updated to conform with the current
period presentation. This change resulted in increases of $296,646
and $95,917 in third-party AUM and principal AUM, respectively, for
a total increase of $392,563 in the total AUM as at December 31,
2020.
RECONCILIATION OF NET INCOME TO
ADJUSTED EBITDAre
(in thousands of U.S. dollars)
Total proportionate
results
IFRS reconciliation
Consolidated
results/Total
For the three months ended December 31,
2021
Net income attributable to Tricon's
shareholders from continuing operations
$
125,122
$
—
$
125,122
Interest expense
24,297
11,351
35,648
Current income tax expense
615
—
615
Deferred income tax expense
53,507
—
53,507
Amortization and depreciation expense
2,818
—
2,818
Fair value gain on rental properties
(219,899
)
(41,777
)
(261,676
)
Fair value gain on Canadian development
properties
(10,098
)
—
(10,098
)
Fair value loss on derivative financial
instruments and other liabilities
72,726
57
72,783
Look-through EBITDAre adjustments from
non-consolidated affiliates
(40,089
)
—
(40,089
)
EBITDAre, consolidated
$
8,999
$
(30,369
)
$
(21,370
)
Equity-based, non-cash and non-recurring
compensation
56,050
—
56,050
Other adjustments (1)
308
38
346
Limited partners' share of EBITDAre
adjustments
—
30,331
30,331
Non-controlling interest's share of
EBITDAre adjustments
(219
)
—
(219
)
Adjusted EBITDAre
$
65,138
$
—
$
65,138
Adjusted EBITDAre (annualized)
$
260,552
(1) Includes the following
adjustments:
(in thousands of U.S. dollars)
Proportionate
IFRS reconciliation
Consolidated
Transaction costs
$
3,792
$
38
$
3,830
Realized and unrealized foreign exchange
loss
407
—
407
Look-through other adjustments from
non-consolidated affiliates
211
—
211
Lease payments on right-of-use assets
(643
)
—
(643
)
Other non-recurring adjustments
(3,459
)
—
(3,459
)
Total other adjustments
$
308
$
38
$
346
PRO-RATA ASSETS
Tricon's pro-rata assets include its share
of total assets of non-consolidated entities on a look-through
basis, which are shown as equity-accounted investments on its
proportionate balance sheet.
(in thousands of U.S. dollars)
December 31, 2021
Pro-rata assets of consolidated
entities (1)
$
6,134,900
U.S multi-family rental properties
343,499
Canadian multi-family rental
properties
40,629
Canadian residential developments
207,772
Pro-rata assets of non-consolidated
entities
591,900
Pro-rata assets, total
$
6,726,800
Pro-rata assets (net of cash), total
(2),(3)
$
6,542,032
(1) Includes proportionate total assets
presented in the proportionate balance sheet table above excluding
equity-accounted investments in multi-family rental properties and
equity-accounted investments in Canadian residential
developments.
(2) Reflects proportionate cash and
restricted cash of $174,837 as well as pro-rata cash and restricted
cash of non-consolidated entities of $9,931.
(3) Non-IFRS measure. Refer to the
"Glossary and Defined Terms" section for definition.
PRO-RATA NET DEBT TO ASSETS
(in thousands of U.S. dollars, except
percentages)
December 31, 2021
Pro-rata debt of consolidated
entities
$
2,190,594
U.S. multi-family rental properties
160,017
Canadian multi-family rental
properties
18,748
Canadian residential developments
101,707
Pro-rata debt of non-consolidated
entities
280,472
Pro-rata debt, total
$
2,471,066
Pro-rata net debt, total (1)
,(2)
$
2,286,298
Pro-rata net debt to assets
34.9
%
(1) Reflects proportionate cash and
restricted cash of $174,837 as well as pro-rata cash and restricted
cash of non-consolidated entities of $9,931.
(2) Non-IFRS measure. Refer to the
"Glossary and Defined Terms" section for definition.
RECONCILIATION OF PRO-RATA DEBT AND
ASSETS OF NON-CONSOLIDATED ENTITIES TO CONSOLIDATED BALANCE
SHEET
(in thousands of U.S. dollars)
December 31, 2021
Equity-accounted investments in U.S.
multi-family rental properties
Tricon's pro-rata share of assets
$
343,499
Tricon's pro-rata share of debt
(160,017
)
Tricon's pro-rata share of working capital
and other
(5,084
)
Equity-accounted investments in U.S.
multi-family rental properties
178,398
Equity-accounted investments in
Canadian multi-family rental properties
Tricon's pro-rata share of assets
$
40,629
Tricon's pro-rata share of debt
(18,748
)
Tricon's pro-rata share of working capital
and other
(994
)
Equity-accounted investments in
Canadian multi-family rental properties
20,887
Equity-accounted investments in
multi-family rental properties
$
199,285
Equity-accounted investments in
Canadian residential developments
Tricon's pro-rata share of assets
$
207,772
Tricon's pro-rata share of debt
(101,707
)
Tricon's pro-rata share of working capital
and other
(7,390
)
Equity-accounted investments in
Canadian residential developments
$
98,675
PRO-RATA NET DEBT TO ADJUSTED EBITDAre
(in thousands of U.S. dollars)
December 31, 2021
Pro-rata debt of consolidated entities,
excluding development and subscription facilities (1)
$
2,020,692
U.S. multi-family rental properties
debt
160,017
Canadian multi-family rental properties
debt
18,748
Pro-rata debt of non-consolidated
entities (stabilized properties)
178,765
Pro-rata debt (stabilized properties),
total
$
2,199,457
Pro-rata net debt (stabilized
properties), total (2)
$
2,027,076
Adjusted EBITDAre (annualized)
(3)
$
260,552
Pro-rata net debt to Adjusted EBITDAre
(annualized)
7.8x
(1) Excludes $34,199 of development debt
directly related to the consolidated Canadian development portfolio
and $135,703 of subscription facilities related to acquisitions of
vacant single-family homes, which do not currently contribute to
Adjusted EBITDAre.
(2) Reflects proportionate cash and
restricted cash (excluding cash held at development entities and
excess cash held at single-family rental joint venture entities) of
$167,096 as well as pro-rata cash and restricted cash of
non-consolidated entities for stabilized properties of $5,285.
(3) Adjusted EBITDAre is a non-IFRS
measure. Refer to the "Glossary and Defined Terms" section for
definition and the Reconciliation of net income to adjusted
EBITDAre table above.
Glossary and Defined Terms
The non-IFRS financial measures, non-IFRS ratios, and KPI
supplementary financial measures discussed throughout this press
release for each of the Company’s business segments are calculated
based on Tricon's proportionate share of each portfolio or business
and are defined and discussed below and in Section 6 of the
MD&A, which definitions and discussion and incorporated herein
by reference. These measures are commonly used by entities in
the real estate industry as useful metrics for measuring
performance; however, they do not have any standardized meaning
prescribed by IFRS and are not necessarily comparable to similar
measures presented by other publicly-traded entities. These
measures should be considered as supplemental in nature and not as
a substitute for the related financial information prepared in
accordance with IFRS. See Appendix A for a reconciliation to IFRS
financial measures where applicable.
Adjusted EBITDAre is a metric that management believes to
be helpful in evaluating the Company’s operating performance across
and within the real estate industry. Further, management considers
it to be a more accurate reflection of the Company’s leverage
ratio, especially as it adjusts for and negates non-recurring and
non-cash items. The Company’s definition of EBITDAre reflects all
adjustments that are specified by the National Association of Real
Estate Investment Trusts (“NAREIT”). In addition to the adjustments
prescribed by NAREIT, Tricon excludes fair value gains that arise
as a result of reporting under IFRS, consistent with its FFO
calculation methodology described above.
EBITDAre represents net income from continuing operations,
excluding the impact of interest expense, income tax expense,
amortization and depreciation expense, fair value changes on rental
properties, fair value changes on derivative financial instruments
and adjustments to reflect the entity’s share of EBITDAre of
unconsolidated entities. Adjusted EBITDAre is a normalized figure
and is defined as EBITDAre before stock-based compensation,
unrealized and realized foreign exchange gains and losses,
transaction costs and other non-recurring items, and reflects only
Tricon’s share of results from consolidated entities (by removing
non-controlling interests’ and limited partners’ share of
reconciling items).
The Company also discloses its Net Debt to Adjusted EBITDAre
ratio to assist investors in accounting for the Company’s
unconsolidated joint ventures and equity‐accounted investments, in
both debt and Adjusted EBITDAre, by calculating pro‐rata leverage
on a look‐through basis (excluding debt directly related to the
Canadian development portfolio and subscription facilities related
to acquisitions of vacant single-family homes, which do not
currently contribute to Adjusted EBITDAre).
Cost to maintain is defined as the annualized repairs and
maintenance expense, turnover expense and recurring capital
expenditures per home in service. The metric provides insight into
the costs needed to maintain a property's current condition and is
indicative of a portfolio's operational efficiency.
Pro-rata net assets represents the Company's
proportionate share of total consolidated assets as well as assets
of non-consolidated entities on a look-through basis (which are
shown as equity-accounted investments on its proportionate balance
sheet), less its cash and restricted cash.
Pro-rata net debt represents the Company's total current
and long-term debt per its consolidated financial statements, less
its cash and restricted cash (excluding debt directly related to
the Canadian development portfolio and subscription facilities
related to acquisitions of vacant single-family homes, which do not
currently contribute to Adjusted EBITDAre).
____________ 1 Non-IFRS measures are presented to illustrate
alternative relevant measures to assess the Company's performance.
For the basis of presentation of the Company’s Non-IFRS measures
and reconciliations, refer to the “Non-IFRS Measures” and Appendix
A. For definitions of the Company’s Non-IFRS measures, refer to
Section 6 of Tricon's MD&A. 2 Non-IFRS measures are presented
to illustrate alternative relevant measures to assess the Company's
performance. For the basis of presentation of the Company’s
Non-IFRS measures and reconciliations, refer to the “Non-IFRS
Measures” and Appendix A. For definitions of the Company’s Non-IFRS
measures, refer to Section 6 of Tricon's MD&A. 3 Non-IFRS
measures are presented to illustrate alternative relevant measures
to assess the Company's performance. For the basis of presentation
of the Company’s Non-IFRS measures and reconciliations, refer to
the “Non-IFRS Measures” and Appendix A. For definitions of the
Company’s Non-IFRS measures, refer to Section 6 of Tricon's
MD&A.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220302005927/en/
Wissam Francis EVP & Chief Financial Officer Tel:
416-323-2484 Email: wfrancis@triconresidential.com
Wojtek Nowak Managing Director, Capital Markets Tel:
416-925-2409 Email: wnowak@triconresidential.com
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