Minto Apartment Real Estate Investment Trust (TSX:MI.UN)
Canada flag Canada · Delayed Price · Currency is CAD
17.62
0.00 (0.00%)
At close: Apr 24, 2026
← View all transcripts

AGM 2025

May 6, 2025

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Good afternoon and welcome to the 2025 Annual General Meeting of the Unit Holders of Minto Apartment Real Estate Investment Trust. My name is Roger Greenberg, and I am the Chair of the Board of Trustees for the REIT. I am pleased to preside over this meeting today. This meeting is being held entirely by virtual means through a live webcast, and we welcome everyone in attendance today. A recording of this webcast will be posted to our website for a period of time after the meeting. I'd like to first begin by introducing Jonathan Li, our President and Chief Executive Officer and one of our trustees, and Marie-Hélène Labbé, our General Counsel and Corporate Secretary, who are joining us today.

I'm also pleased to introduce each of the other members of our current Board of Trustees in attendance on our webcast today: Alan Kimberley, Heather Kirk, Joanne Lempert, Jacqueline Moss, and Michael Waters. Finally, I would like to thank those unit holders who've chosen to participate in this webcast today and to all those who submitted their proxies in advance on a timely basis. For our meeting, we intend to proceed with the following formal items on the agenda, following which there will be a brief presentation by Jonathan on behalf of management. The first item of business is the presentation of the financial statements and auditor's report for the year ended December 31, 2024. The second item of business is the election of the trustees. The third item of business is the reappointment of KPMG LLP as Minto Apartment Real Estate Investment Trust's auditors.

The fourth item of business is the approval of a non-binding advisory say-on-pay resolution accepting the REIT's approach to executive compensation. Before we begin, we have a few administrative matters to note in light of today's virtual meeting format. Voting during today's meeting will be conducted through this online platform. When we are ready to table an item of business for a vote, you will see voting options appear on your screen. If you have voted in advance of the meeting and do not wish to revoke your previously submitted proxies, then you do not need to do anything at this time. Unit holders and duly appointed proxy holders will also have the ability to ask questions through this online platform. To submit a question, click on the Q&A messaging icon located on the lower left-hand side of your computer's screen.

When submitting a question, please identify whether it relates to a motion being considered as part of the formal business of the meeting or whether it is general in nature. We will address questions directly related to a particular motion at the appropriate time of the meeting and save general questions until after the formal business section of the meeting has been completed. Questions with common themes may be grouped together for efficiency. Marie-Hélène Labbé, our General Counsel and Corporate Secretary, will read the questions aloud when requested, and either I or a member of the management team will respond. We will make every effort to answer all of your questions during today's question and answer period. However, in the interest of time, we will limit that portion of the meeting to 15 minutes and will address any unanswered questions in a timely manner thereafter.

With the consent of the meeting, I will act as Chair of the meeting, and I'll ask Marie-Hélène Labbé, our General Counsel and Corporate Secretary, to act as Secretary and Broadridge Investor Communications Corporation by its representative, Rosemarie Kozlick, to act as Scrutineer. I will now call the meeting to order. I've been advised that on April 3, 2025, the notice and access notice, together with a form of proxy, were mailed to each unit holder of record as of March 12, 2025, the record date for the meeting, advising that the notice of meeting and management information circular are available online. We have received an affidavit of mailing from Broadridge Investor Communications Corporation, and I ask that the Secretary keep a copy of it with the minutes. I have been provided with a Scrutineer's preliminary report on attendance, indicating that a quorum is present.

As such, I declare that this meeting has been duly convened and constituted for the transaction of the business for which it has been called. When the formal report of the Scrutineer is available, it will be kept with the minutes of the meeting. Only registered unit holders of record at the close of business on March 12, 2025, or their duly appointed proxy holders are entitled to take part in and vote at this meeting. Each trust unit and special voting unit represented at this meeting is entitled to one vote. In order to make the best use of our time today, certain individuals have been asked to move and second various motions. That is not intended to limit in any way your right to participate in the meeting.

Unit holders who wish to make the comments related to these motions may do so through the online platform after the motion has been seconded in the manner previously noted. As noted earlier, there will also be an opportunity to ask general questions. We will now proceed to the first item of business for the meeting and present the financial statements for the year ended December 31, 2024. A copy of the financial statements was previously made available to unit holders. Unit holders do not have to take any action regarding the financial statements, but if any unit holder has questions related to these statements, I would suggest that they be asked later in the meeting during the question and answer period. The second item of business is the election of trustees.

The REIT currently has seven trustees whose term of office will expire at the end of the meeting, and the number of trustees to be elected at this meeting is seven. Each of the current trustees is a nominee for election. The management information circular provides detailed biographies setting out the valuable qualifications and diverse backgrounds of the trustee nominees proposed. In addition to me, the nominees for election are Alan Kimberley, Heather Kirk, Joanne Lempert, Jonathan Li, Jacqueline Moss, and Michael Waters. If elected, these nominees will hold office until the next annual meeting of unit holders or until his or her successor is elected or appointed. I'm pleased to report that based on proxies received by the Scrutineer in advance of the meeting, each trustee nominee received votes in favor from at least a majority of votes cast. We will now consider the election of trustees.

To facilitate the introduction of the nominees, we refer you to the slide on the webcast. I declare the polls open on all resolutions. Marie-Hélène, are there any questions or comments submitted in connection with the nomination and election of trustees?

Marie-Hélène Labbé
General Counsel and Corporate Secretary, Minto Apartment Real Estate Investment Trust

No, Roger. We have not received questions related to this item.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

That's great. As mentioned, I've taken the liberty of asking certain unit holders to make the motions for the election of trustees and other motions today. I will now ask Edward Fu, Minto Apartment REIT's Chief Financial Officer, to move, and Muhammad Amini, the REIT's Vice President, Asset Management, to second a formal motion for the nomination of the seven nominees as trustees for the REIT.

Edward Fu
CFO, Minto Apartment Real Estate Investment Trust

Mr. Chair, I so move.

Muhammad Amini
VP and Asset Management, Minto Apartment Real Estate Investment Trust

Mr. Chair, I second the motion.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Thank you both. I've been advised that no other nominations have been made in accordance with the advance notice provisions under the REIT's Declaration of Trust. Accordingly, I declare the nominations closed. As required by the rules of the Toronto Stock Exchange, the REIT has adopted a majority voting policy relating to the election of trustees. Details regarding this policy are provided in the management information circular. Under the policy, a trustee is required to tender his or her resignation if he or she receives more withheld votes than votes cast for his or her election. Based on the proxies received for the election of trustees, if elected, none of the nominees would have to tender their resignation under the policy.

I will now ask Edward Fu to move and Muhammad Amini to second a formal motion for the election of each of the seven persons nominated as trustees of the REIT to hold office until the next annual meeting of unit holders or until they resign or their successors are elected and appointed.

Edward Fu
CFO, Minto Apartment Real Estate Investment Trust

Mr. Chair, I so move.

Muhammad Amini
VP and Asset Management, Minto Apartment Real Estate Investment Trust

Mr. Chair, I second the motion.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Thank you both. I will now pause for 30 seconds and ask the registered unit holders and duly appointed proxy holders to cast their votes through the online portal. As a reminder, if you have already voted or sent in your proxy, there is no need for you to do anything unless you wish to change your vote. Thank you for casting your votes. The Scrutineers will tabulate the votes cast. The third item of business is the appointment of KPMG LLP as auditors of the REIT and the authorization of the trustees to fix their remuneration. The trustees, on the recommendation of the audit committee, propose that KPMG LLP be appointed as auditor of the REIT until the next annual meeting of the unit holders or until their successor is duly appointed and that the trustees be authorized to fix their remuneration.

Marie-Hélène, are there any questions or comments submitted in connection with the appointment of the auditors?

Marie-Hélène Labbé
General Counsel and Corporate Secretary, Minto Apartment Real Estate Investment Trust

No, Roger. We have not received questions related to this item.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Okay. I will now ask Edward Fu to move and Muhammad Amini to second a formal motion for such appointment and authorization.

Edward Fu
CFO, Minto Apartment Real Estate Investment Trust

Mr. Chair, I so move.

Muhammad Amini
VP and Asset Management, Minto Apartment Real Estate Investment Trust

Mr. Chair, I second the motion.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Thank you both. We will now pause for 30 seconds to allow registered unit holders and duly appointed proxy holders to vote on the motion. If you have not already done so, I will ask registered unit holders and duly appointed proxy holders to cast their vote through the online portal. Thank you for casting your votes. The Scrutineers will tabulate the votes cast. The fourth item of business is to approve a non-binding advisory say-on-pay resolution accepting the REIT's approach to executive compensation. A full description of the REIT's approach to executive compensation is set out in the REIT's Management Information Circular. Marie-Hélène, are there any questions or comments submitted in connection with this item?

Marie-Hélène Labbé
General Counsel and Corporate Secretary, Minto Apartment Real Estate Investment Trust

No, Roger. We have not received questions related to this item.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Thank you. I will now ask Edward Fu to move and Muhammad Amini to second a formal motion that on a non-binding advisory basis and not to diminish the role and responsibilities of the Board of Trustees, the unit holders accept the REIT's approach to executive compensation disclosed in the REIT's Management Information Circular dated March 5, 2025.

Edward Fu
CFO, Minto Apartment Real Estate Investment Trust

Mr. Chair, I so move.

Muhammad Amini
VP and Asset Management, Minto Apartment Real Estate Investment Trust

Mr. Chair, I second the motion.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Thank you both. We will now pause for 30 seconds to allow registered unit holders and duly appointed proxy holders to vote on the motion. If you have not already done so, I will ask registered unit holders and duly appointed proxy holders to cast their votes through the online portal. Thank you for casting your votes. The scrutineers will tabulate the votes cast. Ladies and gentlemen, this brings us to the end of voting on the items of business before this meeting, and I, therefore, declare the polls closed. Thank you for casting your votes. I'm pleased to report that on the election of trustees, the preliminary voting results show that each trustee nominee received votes in favor from a majority of votes cast.

Accordingly, I declare that the proposed trustee nominees have been duly elected as trustees of Minto Apartment Real Estate Investment Trust to hold office until the next annual meeting of unit holders or until they resign or their successors are duly elected or appointed. On the appointment of auditors, the preliminary voting results show that a majority of the votes cast were in favor of the reappointment of KPMG LLP as auditors of the Real Estate Investment Trust. I declare that KPMG LLP are reappointed auditors of Minto Apartment Real Estate Investment Trust, and the trustees are authorized to fix the auditor's remuneration. On the non-binding advisory say-on-pay resolution accepting the Real Estate Investment Trust's approach to executive compensation, more than a majority of the votes cast were in favor of the resolution. I declare this motion to be passed. The final voting results will be available after the meeting and posted to the Real Estate Investment Trust's Cedar Plus profile at www.cedarplus.ca.

If there is no further business, I will now ask Edward Fu to move and Muhammad Amini to second a formal motion to terminate the meeting.

Edward Fu
CFO, Minto Apartment Real Estate Investment Trust

Mr. Chair, I so move.

Muhammad Amini
VP and Asset Management, Minto Apartment Real Estate Investment Trust

Mr. Chair, I second the motion.

Roger Greenberg
Chair of the Board, Minto Apartment Real Estate Investment Trust

Thank you both. I declare the motion carried and the meeting terminated. With the formal part of the meeting terminated, I'd now like to welcome Jonathan Li, the REIT's President and CEO, to make a brief presentation on behalf of management. John?

Jonathan Li
President and CEO, Minto Apartment Real Estate Investment Trust

Thank you, Roger, and good afternoon, everyone. I'm pleased to have the opportunity to speak with you today. Before I begin, I want to remind everyone that certain statements about future events made in this presentation are forward-looking in nature. Any such information is subject to risks, uncertainties, and assumptions that could cause actual results to differ materially. Please also note that this presentation will reference certain non-IFRS financial measures. Although we believe these measures provide useful supplemental information about the REIT's financial performance, they're not recognized measures and do not have standardized meanings under IFRS. This slide illustrates the REIT's market position today. We own 28 high-quality properties comprising 7,598 suites in our five core Canadian urban markets. At the end of 2024, our closing occupancy was 95.8%, and our average monthly rent was CAD 1,990.

We have consistently enhanced the quality of our portfolio while strategically balancing our geographic exposure. This includes expanding into the highly attractive Vancouver market and divesting non-core assets in Ottawa. We are also adding scale in Toronto with two active development projects comprising 417 suites. This is a very strong position to build from, and we have been taking the steps required to both maximize cash flow per unit from our portfolio and position the REIT for sustainable growth. Our activities in 2024 and the first quarter of 2025 underline our success in executing against this strategy. During this period, we divested three non-strategic properties in Ottawa for CAD 101.8 million, closed on four upward property refinancings to generate CAD 90.4 million, and received proceeds of CAD 44 million from the repayment of two convertible development loans or CDLs.

The total proceeds of over CAD 236 million were employed to pay down high-cost variable-rate debt, purchase REIT units under our NCIB program, and advance our ongoing intensification value-enhancing capital projects, CDL commitments, and suite repositionings. We are committed to disciplined, prudent capital allocation. We recently acquired a 50% managing ownership interest in Lawnsdale Square in North Vancouver. We completed this transaction on an accretive basis and without issuing equity. As of April 28th, we had purchased and canceled CAD 26.6 million of units under the NCIB program at a weighted average purchase price of CAD 13.27 per unit. Currently, executing on the NCIB program represents an attractive use of capital on a relative basis. Finally, as important as the deals we completed are the deals we chose not to do.

Given our cost of capital and other relevant factors, we allowed the Highland purchase option to lapse and waived on the opportunity to acquire a stabilized asset in Toronto and a development opportunity in Ottawa. On slide 20, those efforts led to record earnings and a stronger balance sheet. In 2024, we generated same property NOI of CAD 100.2 million, an increase of 7.9% over the prior year. Normalized AFFO increased by a record 15% year over year to CAD 0.875 per unit. This growth was driven by robust same property portfolio normalized NOI growth and a 9.9% reduction in interest expense as we paid down variable-rate debt. Our debt-to-adjusted EBITDA ratio improved to 11 times at year-end from 11.75 times a year earlier, and our total liquidity almost doubled to CAD 188 million.

We made meaningful progress on our climate-related objectives across all of our key pillars, including by advancing the decarbonization project at Minto Yorkville in partnership with the City of Toronto. Supporting our confidence in the business, we raised our annual cash distributions for the sixth consecutive year, representing every single year since our IPO in 2018. Since the REIT's inception in 2018, we have delivered stable and resilient financial performance. The three charts on this slide illustrate how our commitment to operational excellence and our well-constructed portfolio has driven strong and consistent financial performance. We have been able to deliver strong results despite challenging macro factors like a persistently high interest rate environment and the COVID-19 pandemic.

This is demonstrated by AFFO per unit growth of 21% since our first full year of operations, consistent annual distribution growth, and a 27% increase in net asset value per unit since our IPO. This slide highlights the benefits of our capital recycling program from December 2022 to January 2025. Despite now having fewer properties, our portfolio quality has improved significantly from where it was at the end of 2022. The average property age has declined by two years, Capex is down because we swapped older assets for new, and we have entered the attractive Metro Vancouver market while also divesting our non-core Edmonton properties. At the same time, by the end of January 2025, we had repaid all of our expensive variable-rate debt, which has lowered our interest cost and provides us with enhanced financial flexibility moving forward.

Highlighting our progress, the REIT's platform is substantially stronger today than it was at the time of our IPO. We started with 23 properties comprising 4,350 suites and an asset value of CAD 1.2 billion. Today, we have 28 properties comprising 7,726 suites with an asset value of CAD 2.6 billion. We have achieved this growth while reducing our debt-to-gross book value ratio by 250 basis points and increasing total liquidity by 63.5%. In 2024, our normalized AFFO payout ratio remained conservative at 58% despite having delivered consistent annual distribution increases to unit holders. I would now like to briefly talk about our development initiatives in Toronto. At our Rich Grove property, we are developing 225 new suites, with 100 of these designated for affordable housing. Additionally, we are constructing 192 terrace homes at our Leslie York Mills property.

Stabilization is expected in 2026 for Rich Grove and phase one of Leslie York Mills. This slide highlights the benefits of the Lawnsdale Square transaction that closed earlier this year. Notably, we entered the Metro Vancouver market at a discount to market value. The purchase price was validated by an arm's length institutional partner. The transaction was accretive to cash flow per unit. Finally, we did not issue any equity to fund the transaction. In fact, we received CAD 14 million repayment of the CDL associated with the asset, which we used to repay a portion of our revolver. I will now conclude with our business outlook. We believe that the long-term fundamentals supporting Canadian urban rental housing demand remain in place. There is an acute housing shortage in Canada, and the relative affordability of renting versus owning makes it highly attractive to millions of Canadians.

In addition, we have taken many steps to improve our balance sheet, increase cash flow, and high-grade our portfolio, and we believe we are well-positioned for long-term success and generating strong returns for unit holders. We are now pleased to answer any questions that you may have with respect to the REIT, its financial statements, and its operations during the year. Marie-Hélène, are there any questions?

Marie-Hélène Labbé
General Counsel and Corporate Secretary, Minto Apartment Real Estate Investment Trust

No, John, we've not received questions.

Jonathan Li
President and CEO, Minto Apartment Real Estate Investment Trust

Thank you, Marie-Hélène. This concludes our management presentation, and I would like to thank everyone for attending this meeting and for your support of the REIT. We look forward to seeing you again next year.

Operator

The meeting has now concluded. Thank you all for joining. Have a pleasant day.

Powered by