American Assets Trust, Inc. (AAT)
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Earnings Call: Q3 2019

Oct 30, 2019

Speaker 1

Ladies and gentlemen, thank you for standing by, and welcome to the Q3 2019 American Assets Trust Inc. Earnings Conference Call. At this time, all participants' lines are in a listen only mode. After the speakers' presentation, there will be a question and answer session. Please be advised that today's conference is being recorded.

I would now like to hand the conference over to your speaker today, Mr. Adam Weil. Thank you. Please go ahead.

Speaker 2

Thank you. Good morning, everyone. Welcome to American Asset Trust's Q3 2019 earnings call. Yesterday afternoon, our earnings release and supplemental information were filed on a Form 8 ks with the Securities and Exchange Commission. Both are now available on the Investors section of our website, americanassetstrust.com.

An audio webcast of this call will also be available for replay by phone over the next week as well as on the Investors section of our website. During this call, we will discuss non GAAP financial measures, which are reconciled to our GAAP financial results in our earnings release and supplemental information. We will also be making forward looking statements based on our current expectations. These statements are subject to risks and uncertainties discussed in our SEC filings. You are cautioned not to place undue reliance on these forward looking statements.

Actual events could cause our results to differ materially from these forward looking statements, which we undertake no duty to update. And with that, I'll turn the call over to Ernest Rady to begin the discussion of our Q3 results. Ernest? Thanks

Speaker 3

Adam and good morning everyone and thank you all for joining American Assets Trust's Q3 2019 earnings call. We are making great progress on all fronts as we continue to focus our efforts on earnings growth combined with growth in net asset value for our shareholders. The company's Board of Directors has declared a dividend on its common stock of $0.30 per share for the quarterly period ending December 31, 2019, which is and an approximately 7% increase over the prior quarterly dividend. The dividend will be paid on December 26, 2019 to stockholders of record on December 12, 2019 and we are all delighted to share financially some of the success that we've enjoyed over the last years. I am also pleased to announce that the Board has named Adam Weil as our Executive Vice President and Chief Operating Officer.

Adam is and has been a valuable member of our management team and this title better describes the breadth of responsibility he has successfully taken on and will continue to manage since our IPO as well as the confidence our board has in him. And there is no change in reporting function and he has been a very important part of our management team and we appreciate what he's done and we look forward to working with him in the future. We are fortunate to have such a great management team and a group of employees at AT, all of whom work together as we continue as a best in class real estate investment trust. I'm going to keep my introductory comments short since Bob is going to introduce our 2020 guidance, which will focus on the growth and resilient strength of our high quality coastal West Coast high barrier to entry portfolio. Again, on behalf of all of us at AmeriGas, we thank you for your confidence in allowing us to manage your company and we look forward to your continued support.

I will now turn it over to Bob Barton, our Executive Vice President and CFO. Okay, Bob, take you from here.

Speaker 4

Good morning and thank you, Ernest. Last night, we reported Q3 2019 FFO of $0.57 per share and net income attributable to common stockholders of $0.22 per share for the 3rd quarter. 3rd quarter results are primarily comprised of the following. First, actual FFO increased in the 3rd quarter by approximately 27% or 11.7% on an FFO per share compared to the Q2 of 2019, primarily from the following 5 items. First, the acquisition of La Jolla Commons on June 20 added approximately $0.085 of FFO per share.

2nd, the Embassy Suites in Waikiki Beach added approximately $0.014 of FFO per share due to the seasonality over the summer months. 3rd, the Landmark at 1 Market in San Francisco added approximately $0.37 of FFO per share, resulting from the lease commencement on July 1 of the remaining five of the 7 floors now occupied by Google under their lease agreement that was entered into in Q4 2018. 4th, an equal increase in both G and A and interest expense reduced FFO by approximately $0.015 per FFO share. And 5th, a decrease of approximately $0.06 of FFO per share as a result of the increase in the weighted average shares resulting from the equity raise in connection with the acquisition of La Jolla Commons in Q2 of this year. Secondly, as Ernest previously mentioned, we have increased the quarterly dividend by $0.02 per share beginning on December 26 to stockholders of record on December 12, an approximately a 7.1% increase over the prior quarterly dividend.

And third, our 2020 guidance range midpoint of $2.42 is approximately a 9% increase over the revised 2019 guidance midpoint. However, excluding 2019, non recurring termination fees of approximately $5,200,000 recorded year to date, the majority of which was non cash, the 2020 guidance midpoint would be approximately 13% increase over 2019 and we believe reflects the true FFO growth in 2020. Let's discuss these highlights in more detail. Our retail portfolio ended the quarter at 98% leased combined with what we believe are the highest annualized base rents amongst our peers. During the trailing 4 quarters, 73 retail leases were signed, representing approximately 313,000 square feet or 10% of our total retail portfolio.

Of these leases signed, 61 leases consisting of approximately 181,000 square feet were for spaces previously leased. On a comparable basis, the annual cash basis rent increased 3.7% over the prior leases and on a straight line basis increased 10.6% over the prior leases. Our office portfolio ended the quarter at 94.7 percent leased. Specifically, as it relates to La Jolla Commons, we have made great progress. As of the date we acquired that asset on June 20, it was 88% leased.

10 days later on June 30, it was 95.9% leased. And as of September 30, it was 96.6 percent leased. We believe it continues to be in the path of future growth and in a dynamic market where the vacancy is approximately 3%. Steve Senner, our Vice President of Office Properties, has done a tremendous job in overseeing this asset's leasing momentum, setting what we believe are new high watermarks for office rent in the UTC submarket. It's also important to note that we believe our in place rents for the entire office portfolio are approximately 18% below market.

During the trailing 4th quarter, 71 new office leases were signed, representing approximately 679,000 square feet or 20% of our total office portfolio. Of these leases signed during the year, 47 leases consisting of approximately 494,000 square feet were for spaces previously leased. On a comparable basis, the annual cash basis rent increased 45% over the prior leases and on a straight line basis increased 69 percent over the prior leases. The increase in the straight line rent in both retail and office reflects the cash NOI growth that is locked in and we expect to see beginning in 2020. At first glance, overall same store cash NOI was somewhat confusing to expectations.

But with a deeper dive into the numbers, it is simply comprised of same store retail cash NOI decreasing in the 3rd quarter by 5% or approximately $800,000 resulting from a decrease in retail termination fees received in 2019 over 2018 from 2 Aaron Brothers stores, one of which has been re leased in 2019. And we recorded a bad debt expense for 1 Forever 20 1 store closing we have at Del Monte Center in Q3 '19. That is the only Forever 21 store we have in the portfolio. When we acquired the Forever 21 building in Q3 of 2017 for approximately $5,000,000 we modeled our acquisition to reflect the natural expiration of the Forever 21 lease as of July 31, 2020. Now we have the opportunity to renovate that building much sooner and make it relevant to the current marketplace.

We received their October rent and have reserved their 4th quarter rent for approximately $250,000 It is already factored into our 2020 guidance as well, which we will share with you in just a moment. Same store cash NOI increased 10.5% in the 3rd quarter, primarily due to additional revenue from new leases signed at City Center Bellevue and we received a termination fee of approximately $700,000 from a tenant in City Center Bellevue for approximately 37,000 square feet terminating in the Q3 of 2019. VMware has since entered into a lease that expands into all of this tenant's former space effective in 2020 at higher rates. Same store multifamily cash NOI for all multifamily properties on a combined basis decreased approximately 4.8%, primarily due to a decrease in cash NOI of 8% in our San Diego multifamily portfolio, primarily due to a reduction in the occupancy percentage, combined with higher repair and maintenance expenses at Loma Palisades. Cash NOI increased 8% at our Haslone 8th multifamily property in Portland.

Although the occupancy percentage for Hassell on 8th remained consistent at approximately 91% compared to the same property same period in 2018, rental expenses decreased approximately 6%, providing for the increase in cash NOI. Moving on to our mixed use property. As previously announced, Waikiki Beach Walk, our mixed use property consisting of the Embassy Suites Hotel and Waikiki Beach Walk Retail, was moved out of same store designation beginning in Q1 'nineteen as the mixed use property undergoes a significant renovation, which began at the beginning of the year, including spalling work on all outdoor balconies and exterior painting of both towers. As an update to the renovation, work on the 1st tower is now complete and we are now working on the 2nd hotel tower. The spalling work and exterior painting is estimated to be completed before the end of Q2 next year.

The room refresh project is expected to begin in mid March and be completed for both towers by the end of May 'twenty. As the renovation work is ongoing for the Q3 of 2019, our mixed use properties reported a combined increase in cash NOI of approximately 2%. Looking at the results separately, the Embassy Suites cash NOI remained flat despite the ongoing renovation work. Embassy Suites saw an increase of 3% in RevPAR for the quarter, which was offset by an increase in room operating expenses and an increase in sales and marketing expenses. At Waikiki Beach Walk Retail, cash NOI increased 4%, primarily due to increases in base rent and parking income, partially offset by an increase in real estate taxes.

Tenant sales remain high at $10.60 per square foot for the rolling 12 months as our tenants continue to benefit from the exit location and a good economy. Now as we look at our balance sheet and liquidity at the end of the 3rd quarter, we had approximately $466,000,000 in liquidity comprised of $116,000,000 of cash and cash equivalents and $315,000,000 $350,000,000 of availability in our line of credit. Our leverage, which we measure in terms of net debt to EBITDA, was 5.5x, and our focus is to maintain our net debt to EBITDA at 5.5x or below. On July 30, we entered into a no purchase agreement for the private placement of $150,000,000 unsecured 3.91 percent senior guaranteed notes with an 11 year maturity. The effective interest rate net of settlement of a treasury rate lock contract is 3.88 percent for 10 years.

As we approach the end of the year, we are updating our 2019 guidance by tightening the FFO per share range to $2.20 to $2.24 per FFO share from our prior guidance range of $2.18 to $2.26 per FFO share with the same midpoint of $2.22 per FFO share. Now let's talk about 2020 guidance. We are introducing our 2020 FFO per share guidance range of $2.38 to $2.46 per FFO share with a midpoint of $2.42 per FFO share, which is approximately a 9% increase in FFO over the revised 2019 midpoint or an increase of approximately 13%, excluding non recurring termination fees received year to date through September 'nineteen that totaled approximately $5,200,000 or $0.07 of FFO per share. Let's walk through what makes up the 2020 guidance. 1st, same store retail cash NOI is expected to increase approximately 4% or $0.035 per FFO share.

This is primarily due to increases in cash NOI at Carmel Mountain Plaza as we received full year's rent from the at home lease and rent continues on 2 new leases recently signed at Solana Beach Town Center. Secondly, same store office cash NOI is expected to increase approximately 14% or $0.14 per FFO share. The increase in same store office cash NOI is mostly attributable to the following. First, at Torrey Reserve, we expect to receive a full year's rent from newly signed tenants that is estimated to increase cash NOI approximately $0.04 per share of FFO. At Torrey Point, we expect to receive a full year's rent from newly signed tenants.

The increase in cash NOIs estimated to be $0.02 per share of FFO. At the Lloyd District, we expect to receive a full year's rent from newly signed tenants, including rents to be received from our newly redeveloped Oregon Square building as well as rent increases from contractual increases specified in existing lease agreements. The increase to cash NOI is estimated to be approximately $0.07 per share of FFO. At City Center Bellevue, we expect to receive a full year's rent from newly signed leases as well as rent increases from contractual increases. The increase to cash NOI is estimated to be approximately $0.03 per FFO share.

At First and Main, we are currently negotiating lease renewals with the GSA, which we are optimistic that it will occur. A decrease in cash NOI is anticipated based on current negotiations, which include rent abatements and the give back of 1 floor, we are estimating a decrease to cash NOI of approximately $0.02 per share. What's interesting is that this growth in the same store office cash NOI is not coming from Landmark at One Market. The reason is that Google, which is a tenant at Landmark, has partial rent abatements of approximately 35% of its base rent through the Q2 of 2022. The same store office cash NOI growth in 2020 is mostly from positive momentum at City Center Bellevue, Torrey Reserve Campus and the Lloyd District portfolio.

Same store multifamily cash NOI is expected to increase approximately 3.5 percent or $0.01 per share of FFO. Number 4, our non same store guidance includes the following 4 properties. First, a full year of operations in 2020 at La Jolla Commons is expected to increase our cash NOI approximately $0.18 per share of FFO. Secondly, a major tenant's lease at the One Beach Street property in San Francisco is scheduled to expire at the end of 2019. Beginning in 2020, we will remove 1 Beach from the same store metric as we anticipate undergoing a significant redevelopment project of the interior of the building and adding a rooftop deck without elevator access and panoramic views of Alcatraz off the North Waterfront in San Francisco.

The current in place rents of the expiring tenant are approximately $39 per square foot in a dynamic market that we believe is in excess of $70 per square foot and justifies the reinvestment in the building. The decrease in cash NOI is estimated to be approximately $0.04 per share of FFO in 2020. 3rd, Waikele Center in Hawaii was removed from same store in 2019 with the demolition of the former Kmart building. We anticipate that Waikele Center will remain as a non same store property as we continue to work with prospective tenants. We do not anticipate commencing construction on a new building, retail building space until we have a signed lease with a lead tenant.

Meanwhile, the new Safeway store at Waikele Center is scheduled to open before the end of 2019 in space formerly occupied by the Sports Authority. Lease revenue from Safeway is expected to increase cash NOI approximately $0.02 per share of FFO in 2020. 4th, our mixed use property consisting of the Embassy Suites and Waikiki Beach Walk retail properties were also taken out of the same store metrics in 2019 due to previously mentioned painting spalling and room refresh work intended to maintain the high level customer experience that keeps our Embassy Suites the number one performing Embassy Suites in the world. We hope to have everything completed by the end of the Q2 in 2020. We expect the results of our mixed use property will remain flat in 2020 with no change to cash NOI for 2020.

5th, G and A is expected to increase to approximately 26,200,000 which will decrease FFO by approximately $0.02 per share of FFO. Interest expense is expected to decrease by approximately $2,000,000 primarily due to the capitalization of interest costs related to the anticipated development at the La Jolla Commons property. We currently are actively planning and getting ready for the development of the 224,000 construction gross square feet Class A office tower mentioned above. However, at this time, there is no definitive date with respect to the start of construction nor is there any assurance that the project will be developed. The reduction of interest expense related to the capitalization of interest costs is expected to increase our FFO per share by approximately 0 $0.025 7, straight line revenue combined with above and below market adjustments is estimated to remain flat at approximately $20,000,000 in 2020, the majority of which relates to Landmark, La Jolla Commons and the Lloyd District Office portfolio.

Number 8, in connection with the acquisition of La Jolla Commons, we did a follow on equity offering in June 2019. As a result, we estimate that our outstanding weighted average shares of common stock used in the calculation of FFO per share for 2020 will increase by approximately 5,300,000 shares. We have estimated that the increased number of outstanding weighted average shares of common stock will result in a dilutive effect of approximately $0.15 of FFO per share for 2020. These adjustments should approximately reconcile our revised 2019 midpoint revised guidance of $2.22 with our 2020 guidance of $2.42 Retail same store occupancy is expected to end 2020 at approximately 20 Operational CapEx in 2020 are again expected to be in the $80,000,000 to $85,000,000 range, which is consistent with our 2019 estimate. Our estimated operational CapEx in 2019 2020 are higher than our historical $1,000,000 to $40,000,000 per year due to the increased leasing activity, resulting in higher tenant improvement and leasing commission expenditures.

As always, our guidance in these prepared remarks exclude any impact from future acquisitions, dispositions, equity issuances or repurchases, future debt refinancings or repayments other than what we have already discussed. We will continue our best to be as transparent as possible and share with you our analysis interpretations of our quarterly numbers. Operator, I'll now turn the call over to you for questions.

Speaker 5

Thank you.

Speaker 1

Our first question comes from Haendel St. Juste with Mizuho. Your line is now open.

Speaker 5

Hey, good morning gentlemen.

Speaker 3

Good morning, Haendel.

Speaker 5

So I was wondering if you could talk a bit more about the 2020 guidance. Appreciate the color here, but maybe a bit on some of the factors that you contemplate at the upper end and then the lower end of the guidance range?

Speaker 4

Well, in terms of the range of the guidance, Haendel, I think it's not likely we are going to hit the lower end of the range, first of all. But we generally put a range out. Keep in mind, we are 15 months out from 'twenty by the end of 2020. So we are making our best guesstimate at this point in time. But from our vantage point today, at least from my perspective, is that I don't think it's likely we're going to hit the lower end of the range.

I think we're seeing positive momentum, positive leasing momentum that will give us the opportunity to accomplish the upper end of the range. But who knows what the future sees in the next 15 months. But

Speaker 1

we

Speaker 4

are very positive on the markets that we are in.

Speaker 3

Got it.

Speaker 5

Got it. Thanks. Maybe a bit more clarity on the Waikiki Spalling project. I recall you saw the year you anticipated $0.05 of drag. So maybe you could parse out a little bit about what is, I guess, the current expectation for the drag in this year and then what's embedded in the guide for next year?

And by the way, was that contemplated previously to be completed this year and is now, I guess, spilling over to next year? Or was it always the case that's expected a midpoint 20 completion?

Speaker 4

It's really spilling over to next year. In Hawaii, things take longer because you have to ship everything to the island. So I would say, our goal initially was to have that finished by the end of Q3. And the furniture is coming from Vietnam, the for the room refresh. I mean, there's just a whole lot of logistics and timing trying to get that done.

So we were hopeful that by the end of Q2 that we will have this finished. So to answer your question, yes, it's spilling over into 2020.

Speaker 3

But if you compare this to comparable jobs, we think we are making very good progress in very good time.

Speaker 5

Okay. So and then back to, I guess, the first part of my question, the full year estimated impact of that drag that project this year, I guess, embedded in that is how did the hotel perform during the year versus your expectations when you set that $0.05 drag outlook at the start of this year? And then maybe quantifying a bit the drag that's embedded within the guidance on an FFO basis for that product next year?

Speaker 4

Yes. We put a reserve at the beginning of the year and that part of that may roll over. What's happened is that the Embassy Suites Hotel, the sweet spot is to run that at about 88%, 87% occupancy with a RevPAR north of 300%, significantly north of 300. And what we've experienced is we've had to increase the occupancy on that and try to make up for that because the ADR has been reduced somewhat because of the spalling. Keep in mind, when we say spalling, you have scaffolding on the exterior of that building.

And when you go to Hawaii, you are on vacation and you don't anticipate opening the curtains and seeing scaffolding out there. You expect to see palm trees and water. So we have had to adjust the rate. It hasn't been the impact to the NOI hasn't been as significant as we thought it was, but there was some adjustment to that.

Speaker 5

Okay. Fair enough. And then maybe some color on low metallopades, the weakness there. Curious if there's an asset specific, submarket specific issue and what seems to be an otherwise strong multifamily market in Southern California and then expectations for that asset into next year? Thank you.

Speaker 3

Sure. Lomas Palisades is in need of a facelift, and we're in the process of providing that. In the meantime, the market has been a bit softer than we would have liked for apartments in San Diego. And we still think it's a great piece of property, right, overlooking SeaWorld Mission Bay, but it was tired and it needs some improvement and we're providing that improvement. Abigail, do you want to add something to that?

Abigail, just didn't put her center finger. That's a great piece of property, Haendel, extremely valuable. And just in order to maximize the returns from it, we've got to give it a facelift. And we've done the roofs. We're starting to work on the landscaping.

We've done the plumbing, the sewers and that we are doing it one at a time. And it will happen and it will be a beautiful property when it's finished. It just needs a facelift.

Speaker 5

And just to be clear, is that within your same store multifamily projection plan actually or that's excluded?

Speaker 4

I think Bob, yes. Yes, we've not taken that out of same store. That's still in the same store.

Speaker 5

Got it. Okay. Thank you.

Speaker 1

Thank you. And our next question comes from Richard Hill with Morgan Stanley. Your line is now open.

Speaker 6

Hey, you've got Ron on for Richard. The first question, just looking at the investor presentation you guys had out with the potential FFO, it looked like it was $245,000,000 for 2020. So I guess I'm just wondering thinking about the guidance for next year and appreciate a lot of the color that you provided. But it feels like it's a little bit conservative if Loyola coming in better than expected and you're going to have sort of a benefit from interest expense as well. Maybe if you just talk about maybe asset in another way, Is it possible that, that high end of the range may even be too low?

Speaker 4

Well, first of all, good morning, Ron. There's always that possibility. But keep in mind, so we had that question from several investors along the way. So during 2019, we have been on the road meeting with investors. And in our presentations through August, we had the bridge, which reflected a midpoint or what we thought was realistic at that time that we were comfortable with of 242.

So through 8 months of the year, we showed 242. In September, in our September presentation, we increased that mid not midpoint, but we increased that to 245,000,000 And through our guidance and our budgeting process, we rolled it up. And when we take a look at the ranges and the possibilities, we always like to put a range around it. That's just prudent to do when you are 15 months out from the end of the next year. So while we are not saying that you can't achieve 245, what was more important to have a midpoint that reflected the midway between the rock bottom and the potential way up above.

And I think the $245,000,000 we put the upper range at $246,000,000 I think there is we are very positive on the potential in this portfolio. And so it's not to say that we can't achieve the 245, but we think the right thing to do was to put the midpoint at 242, which is what we had shown throughout most

Speaker 3

of the year. If we had our choice of a strategy, it would be under promise and over deliver. In this case, it's our best guess and we certainly vote to over deliver, but we don't want to make promises and disappoint. We'd sooner make promises and at least meet them and perhaps exceed the results of that promise.

Speaker 6

Great. That's helpful. Maybe can you give an update on what the acquisition environment is like, maybe cap rates, assets that you're looking at? What property types look most interesting to you right now? Thanks.

Speaker 3

Ron, there is so much money around that the value of properties that we look to acquire has been high and we had to run at several, mostly office properties. We have come to realize that if you own good office in the path of growth, it can be very significantly profitable. But the competition for quality properties such as ours is intense. That would lead to the conclusion that what is the value of what we have if what we acquire is so expensive. So we're very pleased with what we have and we continue to beat the bushes to try and find more of the same quality with upside as well.

Speaker 6

Great. That's all

Speaker 1

from my end. Thanks, guys.

Speaker 4

Thanks. Thank you, Ron. Say hello to Richard. Yes. Sure.

Thanks. Thanks, Ron.

Speaker 1

Thank you. And our next question comes from Michael Carroll with RBC Capital Markets. Your line is now open.

Speaker 7

Hey, guys. Jason on for Mike. Who's on? Jason on for Mike.

Speaker 3

Okay, Jason. Say hello to Michael.

Speaker 7

Will do. So, just wondering, given all of the noise around WeWork, how are you guys feeling about that lease? And are they also continuing to build up the space at 8:30?

Speaker 4

Yes.

Speaker 3

We're watching it. I'm not concerned about it. WeWork seems to have a path for at least a midpoint recovery. We do have security for the lease we have. They continue to work on upgrading the building that we provide them.

And so we also believe that if, God forbid, something happens to WeWork that we have an excellent and improved property in a market that has interest in this product. And frankly, I'm not losing any sleep over it. Steve, you lose any sleep?

Speaker 8

No, I can add to that, that it's a 55,000 foot building and they're now marketing 14,000 feet for leaks. So they've accounted for all but that 14,000 feet in 6 small spaces. So it appears that they are doing very well even prior to completing

Speaker 3

TIs. And you asked about the other building that we're also in the process of beginning to upgrade it. And should WeWork not be present for some reason or other, we'll manage it ourselves.

Speaker 7

So, I don't know Was that the 7 tonne?

Speaker 3

Yes. It's money well spent in a market where the demand seems to be there for the project we are producing.

Speaker 7

Got it. And then I was also wondering if you guys could just provide an update on the Torrey Point asset and what kind of leasing activity you're seeing there?

Speaker 3

Steve, I'm going to leave that to you. We're making some progress, but certainly it's been slower than we'd wished for.

Speaker 8

We recently signed a 15,000 foot lease with Norellis, which is a life science company. They were an existing customer in 3,900 ks and they grew up to 15,000 feet. And we've got proposals out for another 12,000 feet. So we are chipping away at it. The market is coming in our direction.

UTC and Torrey Pines are virtually full. UTC's Class A vacancy direct is 2.3% at the end of Q3. So we are seeing a lot of life science prospects, not only at Torrey Point, but also at Torrey Reserve as well. So the market is improving and we feel good about the future.

Speaker 3

It seems to be in the path of the growth and we're hopeful, if not optimistic.

Speaker 7

Got it. Okay. Thank you, guys.

Speaker 3

Thank you, Jason.

Speaker 1

Thank you. And our next question comes from Mitch Germain with JMP Securities. Your line is now open.

Speaker 3

Hi, Mitch.

Speaker 9

Hey, good morning. How are you? Good. So the UTC development, I'm curious where that stands from a planningentitlement perspective, number 1? And then number 2, what does it take for you guys to commence it?

And then I guess number 3, how are you planning to fund it?

Speaker 3

Okay. I'm going to ask Jerry Gammieri, who is in charge of that entitlement. And he knows the answer because I asked him that question almost daily. Good morning, Mitch.

Speaker 10

We are in the process right now with the City of San Diego to protect our entitlements and submit under the code. There is a code change coming in 2020. We expect to be into the city this year to basically protect ourselves for the next 4 years. So we have some runway in front of us, allowing us an opportunity to pre lease the building before we go to construction. But our hope is to be permit ready by the Q1 of 2020.

Speaker 4

Yes. Let me just be clear to those people listening is that the entitlement to build is protected. It's vested. But what Jerry is talking about is that if he can get into the City of San Diego and get the permit number, then we don't have to do the upgrade in the from the 2016 code to the 2020.

Speaker 3

Is it an upgrade or just a change to it? It's a change in code. It's a change.

Speaker 4

It's not necessarily an upgrade.

Speaker 3

But a change in code, change in code leaves more time delays.

Speaker 4

Yes. But the entitlement is vested.

Speaker 3

And then whether we're going to build it, it's much more likely than not we would build in a market with 3% vacancy. And as the financing goes, as Bob pointed out in his presentation, we have $110,000,000 cash on the balance sheet. And as the time approaches, we'll consider other methods of financing. Yes. Mitch, the cost of that building, I

Speaker 4

mean, we don't we haven't bid it out yet. But just back of the napkin, it's probably $1,600,000 it's under $200,000,000 from my back of the napkin math and probably 160 to 180, somewhere in that range. But it's only like a 4 less than a 4% expansion of our balance sheet. So it's the right thing in the right market in a very low vacancy market in UTC and that's on the forefront of growth.

Speaker 3

We would like to buy another one just like it.

Speaker 9

Yes. That sounds wonderful.

Speaker 5

Thank you.

Speaker 9

So, Bob, while I have you talk to me about from 3Q to 4Q, so it looks like you have a term fee this quarter that comes out of the numbers. Obviously, Forever 2021 comes out. How do I get from 3Q to 4Q in terms of the bridge to hit your guidance range?

Speaker 4

Bridge to hit my guide. So you're looking for the bridge going forward to 'twenty two? Yes.

Speaker 7

No, I

Speaker 9

am just talking about just no, I am talking about from 3Q to 4Q. What just I guess, there is a couple of negatives in the number, right? There is a couple of how much was the charge that you took for Forever 2021?

Speaker 4

We took approximately 250,000 dollars and we did actually we got paid for November. I just heard about that this morning. So that may be

Speaker 3

a little bit stiff. I think it's likely to be paid through. Got

Speaker 9

you. And then you took a and then you had a term fee that you received in the office sector, right?

Speaker 4

Term fee, we received about $700,000 in the office sector in Q3.

Speaker 9

So netting those 2, it's about $500,000 positive, right? Is that comes off?

Speaker 4

Approximately, yes.

Speaker 9

Yes. And then is there anything that kind of that we should be cognizant of in the 4Q that wasn't in 3Q?

Speaker 4

No, nothing really sticks out on that. We are on track to hit our midpoint. Great.

Speaker 1

Thank you.

Speaker 3

Thank you, Mitch.

Speaker 1

Thank you. And our next question comes from Craig Schmidt with Bank of America. Your line is now open.

Speaker 7

Morning, Craig.

Speaker 11

Hey, guys. This is Elvis for Craig. How are you guys doing?

Speaker 3

Okay, good. Thanks. Say hi to Craig for us.

Speaker 11

We will. And congratulations to Adam. Yes.

Speaker 3

He deserves it.

Speaker 11

Just a quick question, because there's a lot of moving pieces in and out of the same store pool. How should we think about that cash same store NOI, as you report it or as you think you will report it, call it, in the end of 2020, for the entire portfolio?

Speaker 4

Well, in the remarks, Elvis, I think we said it was 4% growth in retail and what was it, 14% growth in office. And frankly, when I look at the office into the next couple of years, we are expecting an excess of 10% in the office sector on same store. I mean, that is a strong sector for us. And then multifamily should be about 3.5%.

Speaker 11

So Bob, the 9% includes redevelopment or exclude redevelopments?

Speaker 4

It excludes redevelopment.

Speaker 11

Okay. So including redevelopment, where would that be trending, you think, call it, through 2022?

Speaker 4

Yes. It's not going to be I mean, multifamily isn't impacted. Retail would be impacted slightly. If you look at it what it is today on the supplemental, excluding redevelopment and including it, it's not that big of and we break it out in there. So I be glad to give you more color on that after the call.

But I don't think there's that big of an impact.

Speaker 11

All right. That would be helpful. And just another question. So as you commence or potentially commence the La Jolla project, you're going to probably trend to be more than 50% office. How do you think about your diversified portfolio going forward?

And will you rebalance in the future with more multifamily or retail or is office sort of the stock that you think you'll have longer term?

Speaker 3

What we tell investors is you guys don't pay me to come to work to build an office, a REIT, a shopping center REIT or a residential REIT. You pay me to build wealth. And if the opportunity to build wealth is in office, we're going to emphasize that. At the same time, we're going to try and build wealth in the other categories too. So we don't think of ourselves as a ourselves as wealth builders.

Right now, the opportunity that is in office and we're fortunate to have been in that to be able to take advantage of those opportunities.

Speaker 4

Yes, Elvis, just to add to that. So I think that's a great way that Ernest stated about creating wealth. Where we are right now, we are not looking to add retail. We are looking to add office and multifamily to a lesser extent.

Speaker 3

And if you look at this strategy, since we went public over the last 8 years, we've increased our dividend every year and our compound return has been, what, 13% or 14% a year. I used to apologize for being a multi strategy REIT. I stopped apologizing because the statistics are we're as good as anybody in the industry and better than the vast majority and we hope to able to continue that track record.

Speaker 11

Great. Thanks guys.

Speaker 3

Thank you, sir.

Speaker 1

Thank you. And our next question comes from Todd Thomas with KeyBanc Capital Markets. Your line is now open.

Speaker 4

Good morning, Travis.

Speaker 12

Hi, good morning. So I just wanted to circle back to acquisitions. You had talked previously about doubling the size of the portfolio over what's now, I guess, a 4 year timeframe. And you commented that it's a competitive environment, but your cost of capital has also improved. So I'm just curious if your appetite has changed.

And Bob, I'm curious if there's anything in the 2020 guidance for investments or capital raising?

Speaker 3

Our appetite hasn't changed. It's a question of the number of calories in the meal we have to consume. So we're going to continue to try and achieve those objectives, but we don't have to achieve them to produce superior results. And Bob, you want to take it from there?

Speaker 4

Yes. Hey, Todd. In the 2020 guidance, we have not factored in any acquisitions at all. We are actively looking. Our job is to create value for our shareholders and that's why we are out looking.

We are not looking to get big for the sake of getting big. We are looking to do it accretively. And then if we find something and bring it to your attention, it's going to be accretive. It's going to be good for every shareholder.

Speaker 3

That's well put.

Speaker 12

Okay. When you had discussed that plan a couple of quarters ago, what's changed since then? Is it just that there's been some cap rate compression and more capital coming into the markets that you're targeting? What's changed over the last couple of quarters specifically?

Speaker 3

Look, nothing's changed except that we continue to look and we make acquisitions that are significant. To make acquisitions significant, it's not like going to the grocery store and filling your basket up with groceries. You've got to find something that makes sense. Bob?

Speaker 4

Yes. I think regardless of where we are in the economy, we still underwrite. We are very consistent on our underwriting. We look for unlevered IRRs greater than 6%. We focus on NAV and we focus on earnings growth.

Earnings growth is really important and we want to make sure it's accretive. I mean, you could make an acquisition and get big and you through financial engineering, you could destroy shareholder value or destroy earnings. That's not what we do. And if you look at our history, we have been pretty good at it. The other thing too is that our cost of capital, which I think you mentioned, we are in a we continue to enhance our cost of capital and not everybody is at that vantage point.

So I think it's our job to look for those opportunities and we are actively looking.

Speaker 12

Okay. And then going back to the multifamily portfolio, we saw occupancy decrease a little bit more meaningfully in the quarter across the portfolio, in Portland as well, not just in San Diego. But you are projecting a pretty solid recovery in 2020. And I'm just wondering if you could shed some light on what happened in the quarter more broadly and what gives you confidence that you'll see the same store growth materialize that you're forecasting?

Speaker 3

Portland has become more competitive and those are circumstances we have to pay control over. We have excellent product. In San Diego, we have excellent product as well. Loma Palisades needs a facelift, as I said earlier, and we're working on that. Pacific Ridge is doing well and has opportunity for upside.

It's changing. No, I

Speaker 1

also want

Speaker 4

to add anything, Abigail.

Speaker 13

Yes. Just to add a little bit to that, I think we've seen a softening in the county in terms of vacancy rates. And while we think about San Diego being a nice healthy place to live and with healthy occupancy across the board in San Diego between 35 Star Communities, the average vacancy rate is about 5% to 6% and that's pretty comparative to what we're seeing in the portfolio here in San Diego. So like Ernest said, we're trying to continue building value. We're investing capital in the communities in hopes that it will continue to target greater leasing and more occupancy in these communities.

Speaker 12

Okay. Are you increasing your use of concessions? Should we expect to see rents start to come down? So far, they've held up pretty well across the multifamily portfolio, but should we expect to see you begin to build a little bit more occupancy in 2020?

Speaker 3

We will do what we can to maximize the company.

Speaker 4

Todd, too, is that when I think about that, is that you think about the new product that comes online and for a studio, what I have seen and I think in the recent paper, a studio is going for like 2,700 dollars which is very expensive. And I think that the pricing of our product and the quality of our product is in a sweet spot. If you want a 3 bedroom, let's say, it's $4,000 to $4,500, it's $1500 a person, which is achievable. But when you start mixing that up and it becomes more expensive, it's tough for a sustainable rent to continue at that higher rates. So I think that our product is priced right and I think that, that growth, we will see it continue to see it.

I feel positive about our multifamily portfolio here in San Diego. In terms of Portland, we have mentioned on other calls that there is an oversupply of product in multifamily product in the Lloyd not the Lloyd district, but in Portland. And that is slowly being absorbed. And I can't tell you when that's going away. And hopefully, within the next 2 years, that goes away.

But in the meantime, we are staying steady at about 91%.

Speaker 12

Okay. And then just last question, I was just wondering if, Ernest, I missed your prepared remarks at the very beginning of the call. And I came on right as you were finishing though and I heard you commenting about the appointment of Adam to COO. Ernest, you've been in the Chairman, CEO and President for several years and the executive management team has been comprised entirely of you and Bob for quite some time now. So I find this announcement interesting.

And I'm just curious if you could talk about, what this means for AAT, what Adam will focus on with his new responsibilities here and if there's anything we should read into that announcement?

Speaker 3

No, other than it's a recognition by the Board that Adam has made a significant contribution and that his role has been more than just Chief Legal Counsel. He has really handled a lot of the operations very well and the Board wanted to acknowledge that with the title. This has never been just Bob and I. It's been Bob and I and all the team in this room, including Adam, who has made a great contribution, is extremely capable, and he has the good fortune of being younger than me. On the other hand, I love what I do and I'm having fun.

And if the Board fired me, I don't know what I'd do for it to have so much fun. So we're going to continue to work together. It's a great team. We are dedicated to build the wealth for our stockholders. Stick with us, Todd.

Speaker 12

All right. Great. Thank you. Thank you.

Speaker 1

And I'm currently seeing no further questions in the queue. I'd like to turn the call back to correction. I do see one further question in the queue. Would you like to take it? Sure.

All right. Our next question comes from Tamy Fik with Wells Fargo Securities. Your line is now open.

Speaker 4

Hi.

Speaker 14

Hi. Just wondering, the CapEx that you laid out for 2020, does that include the redevelopment spending that you're planning to do?

Speaker 4

The redevelopment at which property? That does not include La Jolla Commons at all.

Speaker 14

Okay. But so like the Kmart space at Waikolii, like I guess I'm just curious to know what I'm really just looking for a summary of the capital spending that you expect to do in total for development

Speaker 1

and redevelopment projects in 2020. Yes. We have, I think, about

Speaker 14

30,000,000 in 2020?

Speaker 4

Yes. We have, I think, about $30,000,000 in there for Kmart redevelopment. We're hopeful that Chris gets the lease signed and we expect to put probably about $30,000,000 towards that and then a lot of TIs, the leasing provisions on some of the new leases.

Speaker 14

So I guess just in total, what are you expecting to spend for the developments and redevelopments in 2020?

Speaker 4

Tammy, I don't have that broken out in front of me, but I'll be glad to answer that offline.

Speaker 14

Okay, great.

Speaker 7

And then

Speaker 14

I was just wondering if you could talk a little bit more about the opportunity in the Forever 21 space. You mentioned renovating that space. I'm wondering if you will replace that tenant with another apparel tenant or is there a better use? Is there expansion potential? Just wondering if you could elaborate there a little bit.

Speaker 3

Sully, who handles that is stirring, which means that he wants to answer the question. Chris, am I correct? Jim would like to answer that question?

Speaker 15

Hi, Tammy. So the Forever 21 is on a 20,000 feet of the ground floor and 40,000 feet of the 2nd former Mervyns building in Del Monte Center. So as we look to break up that box and space, it will be probably a combination of what I would say your more typical mall tenants and also a combination of some entertainment uses there. And you're in the process of Yes, we've been working on this for about a year probably now.

Speaker 14

Okay, got it. And then do you think that the rents there will go up relative to what Forever 21 was spending? Yes, I'm sorry, Forever 21 was the Forever 21 rent there?

Speaker 15

Yes, I'm going to say I certainly hope so. Forever 21 is on a gross lease. So I've got to confute it back to get my triple nets and the rest of it, but I hope to do better.

Speaker 14

Okay. And then just last question. It looks like in the most recent investor presentation, the FFO estimates for 2021 2022 were eliminated. And I'm just curious why you decided to take that out?

Speaker 4

What we are doing is just getting ready for our guidance report on this earnings call. So what we're doing is just focusing in on 'nineteen 'twenty. And as we get into 2020, what we'll do is we hope to give you more information on that. The information that we put was not fully baked because we only put out what we knew at that point in time. What we do know is that there's growth.

And so as we get a clearer picture, we will share it with you as we have consistently in the past.

Speaker 14

Okay, great. Thank you.

Speaker 3

Thanks, Tammy.

Speaker 1

Thank you. And I'm showing no further questions in the queue at this time. I'd like to turn the call back to Ernest Rady for any closing remarks.

Speaker 3

Thanks, all of our stockholders and the representatives for allowing us to have so much fun. It's really fun for us to create the wealth we've been able to create for our stockholders over the last 8 years, and we hope the next years are as fruitful. And thank you for your confidence.

Speaker 1

Ladies and gentlemen, this concludes today's conference call. Thank you for participating. You may now disconnect.

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