Canadian Apartment Properties Real Estate Investment Trust (TSX:CAR.UN)
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AGM 2021

Jun 2, 2021

Speaker 1

Hello, and welcome to the Annual General Meeting of Canadian Apartment Property Real Estate Investment Trust. It is now my pleasure to turn today's meeting over to Karen Prezanski. The floor is yours.

Speaker 2

Good afternoon. My name is Corinne Przyanski, CAPREIT's General Counsel and Corporate Secretary. I will act as moderator for today's meeting. Before the start of today's meeting, we would like to outline the agenda and various procedures and guidelines. In terms of agenda, our Chair, Michael Stein, it will call the meeting to order and address various preliminary matters.

The items of business to be voted on will then be moved, voted on and the results of the meeting announced. We will hold a Q and A session following the management presentation at the end of the meeting. For the purposes of today's meeting, voting on all matters will be conducted by a single electronic ballot. Registered unitholders and proxy holders of record can use the electronic ballot feature available on your screen. You are encouraged to complete your electronic ballot during the allotted time prior to the end of the formal portion of today's meeting.

Please note that if you have logged into today's meeting using your control number, you have revoked any previously submitted proxy. In order to have your vote counted, you will need to complete an electronic ballot during the allotted time. If During the course of the meeting, we encounter any technical difficulties with the webcast, please remain logged on and we will resume as soon as practicable. Finally, I would like to remind everyone that today's meeting may include forward looking statements. These statements are given as of today's date and involve certain risks and uncertainties discussed in our public filings that are available on SEDAR.

A number of factors and assumptions were applied in the formulation of such statements and actual results could differ materially. For additional information with respect to forward looking statements, factors and assumptions, We direct you to CAPREIT's public filings, including its most recently filed annual information form and MD and A. I will now turn things over to our Chair, Mr. Stein.

Speaker 3

Good afternoon, and welcome to this meeting of CAPREIT unitholders. My name is Michael Stein, and I am the Chair of the Board of Trustees. Thank you, Karin, for outlining today's agenda, procedures and guidelines. This meeting will now come to order. As Chair of the Board, I will act as Chair of the meeting.

In the event I am disconnected from the meeting as a result of a technical issue, Mr. Kenny will assume the role of Chair of the meeting. Ms. Goran Przyanski, the REIT's Corporate Secretary, will act as secretary of the meeting. With the concurrence of the meeting, I appoint Kate Stephens of Computershare Company of Canada to act as scrutineer.

I've been informed by the scrutineer that we have unitholders present or represented by proxy You hold a sufficient number of shares to constitute a quorum. I therefore declare that there is a quorum at this meeting. The Scrutinier's report will be kept by the Secretary with the records of the meeting. The notice of this annual and special meeting of unitholders dated April 15, 2021, was mailed on May 6, 2021, to all unitholders of record as of April 28, 20 21. The matters to be considered at today's meeting as set out in the notice of meeting and management information circular, which are also accessible on CAPRE's SEDAR page.

Proof of mailing of the notice of meeting, calling the meeting and the accompanying form of proxy, Management information circular financial statements and the auditor's report have been duly filed. I direct that a copy of the notice of meeting together with Proof of service be kept by the secretary with the records of the meeting. Accordingly, I will dispense with the reading of the notice The first matter on the agenda is the presentation of the consolidated financial statements for the year ended December 31, 2020, and the report of the auditors. Copies of such documents have been mailed to the unitholders who requested such statements. In accordance with CAPREIT's amended and restated declaration of trust, the Formal items of business.

I will move each item and I have been advised by Mr. Kenny and Ms. Brzezinski, both proxy holders in attendance today, that they will be prepared to second each to the motions, I so move. Accordingly, unless there are any objections, I will take such motions as seconded with no further As previously indicated, live voting on the applicable items of business to come before today's meeting will be by electronic ballot. The polls are now formally open for electronic voting.

Voting will close once all resolutions have been formally dealt Once voting closes, the scrutineers will tabulate the results of the vote for each matter. All items of business in the management information circular will now be moved. 1st, the election of trustees. 9 trustees to be elected by the unitholders of the REIT hold office until the close of business of the 1st Annual Meeting of Unitholders of the REIT following election or until their successors are elected or appointed. The management information circular sets forth the background of each of the 9 nominees and the qualifications considered in making trustee nominations.

The proposed nominees as listed in the circular are Laurie Ann Beausoleil, Harold Burke, Gina Cody, Mark Kinney, Unam Puri, Jamie Schwartz, Elaine Todres, Renee Tramovay and myself, Michael Stein. Thank you to the nominees for agreeing to stand for I move to formally nominate as a trustee each of the proposed nominees as listed in the management information circular. As there were no nominations in accordance with the advance notice requirements of the REIT's advance notice policy, I declare nominations closed. Also move to elect each of the 9 named individuals as trustees of the REIT. As advised earlier, I will take such motions has seconded.

Formal discussion, if any, will take place once all items of business in the management information circular have been moved. The next matter on the agenda is the appointment of auditors for the ensuing year and to authorize the trustees the REIT Fixed the remuneration of the auditors. The audit committee of the REIT has approved subject to unitholder confirmation the appointment of PricewaterhouseCoopers Cooper's LLP as auditors of the REIT. I move that a resolution be approved reappointing PricewaterhouseCoopers LLP charge accountants As orders of the REIT, to hold offs until the close of the next Annual Meeting or until a successor is appointed and take such motion as seconded. The next item of business before the meeting today is the consideration and approval of the non binding Advisory resolution accepting the REIT's approach to executive compensation as described in the management information circular.

I move that such resolution be approved and take such motion as seconded. The items of business of the meeting are now closed. Those registered unitholders or duly appointed proxy holders We've logged in with a control number. We'll now have a short pause to complete their ballot. As a reminder, if you have logged into today's meeting using your control number, You have revoked any previously submitted proxies.

In order to have your vote counted, you will need to complete Electronic ballot. You can register your votes by accessing the voting page and selecting a vote for or withhold In respect of each trustee nominee and the appointment of PricewaterhouseCoopers and for or against Non binding advisory resolution regarding executive compensation on your electronic ballot. Thank you for voting. Voting is now closed. I would ask the scrutineer compile a report regarding the results of voting on all business matters.

Thank you. I direct the results of the poll will be included with minutes of this meeting and the results of the voting will be announced in a press release and filed on CAPREIT's SEDAR page. With respect to the resolution regarding election of each of the individuals nominated as trustees, I declare Each of the 9 nominees is elected as a trustee of the REIT. With respect to the resolution reappointing PricewaterhouseCoopers LLP as Ordis' REIT, I'd Autohouse Coopers LLP as orders of the REIT, I declare this resolution carried. With respect to the non binding advisory resolution, accepting the REIT's approach to executive compensation, I declare this resolution There being no further business, I move that the formal portion of the meeting be terminated and take such motion as seconded.

I declare the motion carried and the formal portion of the meeting is now terminated. I will now turn the meeting back to our Corporate Secretary, Corinne Pruzanski.

Speaker 2

Thank you, Mr. Chair. We will now pass the meeting over to Mark Kenny, our President and Chief Executive Officer, who will give a short presentation. Following such presentation, we will hold a Q and A session. Registered unitholders and proxy holders of Such questions will be read aloud before being addressed.

We will make our best efforts to address all questions. However, if we are unable to address any questions due to time constraints, We will make our best efforts to address such questions directly with the unitholder following the meeting. If you wish that your question can be addressed after the meeting, Kindly include an e mail or phone number with your question. Please note that comments or questions that are redundant, inappropriate or otherwise unduly disruptive will not be addressed. I will now turn the meeting over to Mr.

Kenny.

Speaker 4

Thanks, Corinne. Good afternoon, everyone, and thank you for joining us today. Before I begin, on behalf of the Board of Trustees, I want to thank everyone at CAPREIT for their significant contributions over the last 18 months. It is the experience And the dedication of our team has generated such strong performance through the challenging times resulting from the pandemic. And we owe them a real vote of gratitude.

I also want to thank our residents for their understanding as we work through these months together. We know the challenges that you've faced and we are grateful for your patience. Turning to Slide 3, you can see that 2020 was a year of significant accomplishments for CAPREIT as we successfully managed through the pandemic, generating another year of record performance. Most importantly, we met our goals, Established when the pandemic hit, we preserved capital maintaining a strong and flexible financial position, mitigating risk and generating the best operating results possible. Let me touch on a few highlights from last year.

Despite the almost full year of operating under the COVID-nineteen pandemic in 2020, CAPREIT achieved a number of real accomplishments that we believe will contribute to continued strong performance in 2021. As you can see on Slide 4, all of our key performance benchmarks were up over 2019. Organic growth was strong. We continue to expand our property portfolio and the ongoing strong fundamentals of the residential Rental Real Estate Sector resulted in a significant increase in the value of our asset base. Clearly, Our focused and proven asset allocation strategy is working, delivering solid and stable returns for our unitholders in both good times and bad times.

Over the last 24 years, we have built the team, The assets and the operating platform to continue our growth and strong performance. And we look for continued success in 2021 and the years ahead. Turning to Slide 5. Our growth and strong performance continued in the Q1 of 2021. Despite the 3rd wave of the pandemic, We still achieved a solid and stable result, a testament to the skill and dedication of our people, The stability of our asset base and the resiliency of the rental residential real estate sector.

As you can see, we generated solid increases in revenues, NOI and NFFO in the quarter. And we believe we will generate even stronger performance as Canada emerges from the pandemic. It's also important to remember That it wasn't until the end of last year's Q1 that the pandemic began to affect our markets. A key reason for our success in 2020 was our ability to mitigate the impacts of the pandemic as detailed on Slide 6. With the onset of the pandemic in March last year, we began to implement programs into getting closer to our residents, communicating with them, understanding the issues facing them and helping them stay in their homes while at the same time collecting as much rent as possible.

Clearly, these initiatives have proven effective. Our Compassionate Care program is seeing an average of 3,500 to 4,500 calls to our residents each month. We also generated over 2,400 new leases in the Q1 of 2021. This was accomplished by continuing to support much of our leasing activities online In addition to safely arranging in person viewings, to facilitate more efficient rent collections, Today, more than 85% of our rents are now paid electronically. These programs have had a lasting and positive impact on our cash flows with bad debt at only 0.6% of total revenues at quarter end, while over 99% of our rents have been collected.

We are very proud of these achievements and again we thank our residents for their understanding as we work through these challenging times. As shown on Slide 7, over the last 2 years, we have significantly enhanced the size and scale of our Canadian property portfolio. In 2020, we purchased a total of 3,262 suites and sites for $820,000,000 with another 484 suburban GTA Suites so far this year. Last year, we also sold Certain non core properties raising $57,000,000 in cash proceeds to finance future growth. Our acquisitions will contribute to our growth this year and going forward.

Our financial position and balance sheet has remained Strong and resilient through the pandemic, as you can see on Slide 8, with conservative debt to gross book value and continuing high liquidity. Our almost CAD1.2 billion in Canadian unencumbered properties provide additional liquidity should it be needed. In addition, we have $578,000,000 in liquidity available through our credit facility as of March 31. In total, if we were to access all these sources of capital, we have available liquidity of over $1,800,000,000 And even if we did this, our leverage ratio would still remain a very conservative 43%. We continue to lock in very low interest rates, 1.84 percent on financing last year and 2.2% through the Q1.

And we expect we will continue to benefit from the current low interest rate environment for some time. At year end, we recorded almost $1,300,000,000 an increase in the fair value of our property portfolio, Another strong indication of the stability of our business and the value our properties bring to our unitholders. I would like to spend the balance of our time today outlining our strategies going forward. Programs that have generated strong performance and increasing value for unitholders over the last 24 years. Turning to Slide 10, a key factor in our success has been our focused asset allocation strategy.

We continue to target value add apartment properties in the mid tier segment. These properties can be acquired at well under 50% of replacement cost. We have proven our ability to invest in them to increase their value and their stability is driven by the very affordable rental rate levels. We also like the MHC sector, a highly stable low risk business with very strong potential to increase cash flows. Revenues are highly stable and with residents owning their own homes, capital requirements and maintenance needs are significantly reduced.

Additionally, with homeownership costs rising significantly across the country, MHCs provide a real alternative as prices have not appreciated to the same extent. Our European presence is also driving value. Dividends from our ownership interest in ERES and IRES are strong and stable, while fee income on our asset and property management services continues to grow. As one of the only professionally managed operating platforms in Europe, the opportunities for further growth and enhanced value are significant. We are also able to capitalize on very low cost European debt to finance our growth at attractive returns.

The 2nd key value driver as outlined on Slide 11 is our focus on Canada's 3 largest and most vibrant rental markets, Toronto, Montreal and Vancouver. Our focus is on more suburban markets rather than downtown locations. Properties that are attracting increased demand as families seek more space at affordable rents. In addition To offering quality rental accommodation in these high demand areas, our rents constitute a very manageable percentage of total disposable income for our residents. Our rates between $1.50 $2 per square foot are clearly affordable compared to other rental alternatives.

For example, in Toronto, rents for new build condo rentals are going for upwards of $3 to $5 per square foot. Quality properties and more space at affordable rents. This is the CAPREIT value proposition. Immigration has always been a demand driver in our markets, but it's significantly reduced over the last year due to pandemic and travel restrictions. As you can see on Slide 12, the pace is now picking up and we believe this trend will accelerate in the months ahead.

The number of international students in Canada has also been impacted throughout the pandemic. Normally numbering in about the We expect a return to normal in the future. Compounding these issues is the closing of in class learning and what we call household consolidation. Young people have returned home to live during the pandemic to manage costs And to stay safe. And we don't see them returning to the rental market until vaccines have been fully rolled out.

We're seeing evidence of that now And we're optimistic on what lays ahead. We believe demographics are also on our side as seniors increasingly look to the rental market to meet their needs. With significant equity in their homes and seeking single floor living Space is the best placed in which to age. Millennials are another strong and growing demand driver in our markets. And as you can see on Slide 13, the population of Canadians aged 65 and older continues to grow, accounting for over 23% of the population or more than 9,500,000 people by 2,030.

We believe our quality and well positioned portfolio offering more space at more affordable rates And smaller condos will see increased demand for this demographic group. Finally, as shown on Slide 14, We believe all of these strong market fundamentals will increase the value of our property portfolio going forward. Over the past few months, we've seen significant compression in comparable market cap rates for completed transactions in these cities as pension funds and others increasingly recognize the positive fundamentals in the residential rental sector. For example, recent transactions in the GTA has seen stabilized cap rates as low as 3% with deals in Montreal down to 3.6% and in Vancouver rates are as low as 2.3%. We recorded a significant $600,000,000 increase in the fair value of our portfolio in 2020 and expect to see further increases in asset value going forward.

With increasing demand and little new supply of Rental accommodation in these and other markets, we believe the value of our property portfolio will only grow and provide another strong driver for unitholder returns over the long term. Turning to Slide 15. For decades, CAPREIT has adopted policies and strategies that enhance our environmental, social and governance performance. These programs are helping us reduce costs, Attract and retain the best people and ensure that CAPREIT remains strong with its governance policies and transparency. Our commitment to reducing our environmental footprint is increasing the resiliency of our properties, building healthy communities and delivering strong returns on investment.

Our employee recognition programs, courses and conferences and our career development programs continue to generate very strong engagement among our employees. We are pleased to be recognized for the 7th consecutive year in the top tier of Canada's best employers. Looking ahead, this commitment to leading ESG policies will continue. In conclusion, we are very excited about our opportunities for further growth and enhanced unitholder value in the years ahead. Our focus on the mid tier sector meets increased demand for affordable high quality homes.

Our predominantly suburban locations outside the downtown cores and our larger size suites, townhomes and MHC sites are meeting the needs for renters seeking more space. We are experiencing a strong pipeline of accretive acquisition opportunities and expect to see solid portfolio growth in the quarters ahead. The continuing low interest rate environment provides significant opportunities to acquire properties with strong cap rate spreads to and to reduce interest costs on our refinancing initiatives. Our industry leading balance sheet, leverage and liquidity position us for growth going forward. And with demographic trends and increasing immigration, we are confident we will continue to drive value for our unitholders in the years ahead.

In closing, I want to again thank everyone at CAPREIT for their hard work and dedication over the last 18 months And also to our residents for their patience during these challenging times. Thank you for your attention

Speaker 2

There are no comments or questions to be addressed. I will now turn the meeting back over to you, Mr. Kenny.

Speaker 4

There are no more thank you all for joining the meeting today. The webcast will now end.

Speaker 1

This concludes the meeting. You may now disconnect.

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