Investor Presentation September 2014
Based on Second Quarter 2014
Forward Looking Statements
Certain statements contained in this document constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to the Choice Properties REIT’s (the “Trust”) future outlook and anticipated events or results and may include statements regarding the financial position, business strategy, budgets, litigation, projected costs, capital expenditures, financial results, taxes, plans and objectives of or involving the Trust. Particularly, statements regarding future results, performance, achievements, prospects or opportunities for the Trust or the real estate industry are forward-looking statements. In some cases, forward-looking information can be identified by such terms such as ‘‘may’’, ‘‘might’’, ‘‘will’’, ‘‘could’’, ‘‘should’’, ‘‘would’’, ‘‘occur’’, ‘‘expect’’, ‘‘plan’’, ‘‘anticipate’’, ‘‘believe’’, ‘‘intend’’, ‘‘estimate’’, ‘‘predict’’, ‘‘potential’’, ‘‘continue’’, ‘‘likely’’, ‘‘schedule’’, or the negative thereof or other similar expressions concerning matters that are not historical facts. The Trust has based these forward-looking statements on factors and assumptions about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy and financial needs, including that the Canadian economy will remain stable over the next 12 months, that inflation will remain relatively low, that interest rates will remain stable, that tax laws remain unchanged, that conditions within the real estate market, including competition for acquisitions, will be consistent with the current climate, that the Canadian capital markets will provide the Trust with access to equity and/or debt at reasonable rates when required and that Loblaw will continue its involvement with the Trust. Although the forward-looking statements contained in this document are based upon assumptions that management of the Trust believes are reasonable based on information currently available to management, there can be no assurance that actual results will be consistent with these forward-looking statements. Forward-looking statements necessarily involve known and unknown risks and uncertainties, many of which are beyond the Trust’s control, that may cause the Trust’s or the industry’s actual results, performance, achievements, prospects and opportunities in future periods to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, the factors discussed under ‘‘Enterprise Risks and Risk Management’’ section the Trust’s 2014 Second Quarter Report to Unitholders. The forward-looking statements made in this report relate only to events or information as of the date on which the statements are made in this document. Except as required by law, the Trust undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
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Our History – A Solid Pedigree in Retail Real Estate
Canada’s Largest Retailer
>2,400 stores
~70 million sq. ft.
Growth Oriented Public Real Estate Entity
456 Properties
37.6 million sq. ft.
3
The Launch of Choice Properties REIT
$460M in Equity
$600M in Public
Debentures
>$7B Value
4
Our Portfolio1 – Geographically Diverse
444 Retail Properties
1 Office
9 Warehouses
37.6 million sq. ft.
456 Properties
Note 1 - Reflect acquisitions completed post-IPO Note 2 – As at June 30, 2014
180 ONTARIO RETAIL
47 ALBERTA
RETAIL
37
25
102 QUEBEC RETAIL 19
11 11
9
3
SASKATCHEWAN RETAIL
MANITOBA RETAIL
PRINCE EDWARD ISLAND RETAIL
NEWFOUNDLAND & LABRADOR RETAIL
NOVA SCOTIA RETAIL
BRITISH COLUMBIA
RETAIL
SURREY, BC WAREHOUSE 1
CALGARY, AB WAREHOUSE 1
REGINA, SK WAREHOUSE 1
ONTARIO WAREHOUSE +
INDUSTRIAL
2 BRAMPTON, ON
OFFICE 1 NEW BRUNSWICK WAREHOUSE 3
LAVAL, QC WAREHOUSE 1
ST. JOHN’S, NL WAREHOUSE 1
NEW BRUNSWICK RETAIL
1 Industrial
SURREY, BC LAND
1 Land
5
97.7% Occupied2
Highlights
1. Loblaw – principal tenant and non-discretionary food store anchor
2. Strategic pipeline for long-term value creation
3. Solid capital structure with strong balance sheet and investment grade ratings
4. Sound growth strategy to enhance portfolio and provide stable, predictable and growing monthly distributions
5. Experienced internal management team with proven track record of owning, managing and developing retail real estate
6
Loblaw Companies Limited
Principal tenant 10 – 18 year initial lease terms
88% of GLA1
91% of base rent1
Strong balance sheet and long history of investment grade credit ratings
Rated “BBB” by DBRS and S&P
Recently completed acquisition of Canada’s largest pharmacy retailer, Shoppers Drug Mart
Mutually beneficial business relationship Strategic Alliance Agreement
1 As at June 30, 2014
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Strong Banner Recognition Across Canada
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Highlights
1. Loblaw – principal tenant and non-discretionary food store anchor
2. Strategic pipeline for long-term value creation
3. Solid capital structure with strong balance sheet and investment grade ratings
4. Sound growth strategy to enhance portfolio and provide stable, predictable and growing monthly distributions
5. Experienced internal management team with proven track record of owning, managing and developing retail real estate
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Well positioned to deliver growth and build value with strategic pipeline of opportunities
10.0
3.5
1.0
4.5
Dedicated acquisition pipeline from
Loblaw’s remaining portfolio of approximately 10 million sq. ft.
3.5 million sq. ft. of at grade
development from properties with existing excess density – target to develop approximately 1.0 sq. ft. in the next five years
4.5 M sq. ft. of ancillary GLA presents
opportunity to enhance portfolio value through renewed focus on leasing / merchandising, operations and capital improvements
Lobl
aw P
ortf
olio
Inte
nsifi
catio
n
Anci
llary
GLA
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Highlights
1. Loblaw – principal tenant and non-discretionary food store anchor
2. Strategic pipeline for long-term value creation
3. Solid capital structure with strong balance sheet and investment grade ratings
4. Sound growth strategy to enhance portfolio and provide stable, predictable and growing monthly distributions
5. Experienced internal management team with proven track record of owning, managing and developing retail real estate
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Capital Structure
($000’s) Unaudited
As at June 30, 2014
Credit Facility $91,721
Senior Unsecured Debentures $2,550,000
Class C LP Units $925,000
Total Debt & Class C LP Units $3,566,721
Equity $4,086,091
Total Enterprise Value (TEV) $7,652,812
Debt & Class C LP Units to TEV 47%
Unit price: $10.65 88,336,592 Trust Units
and 295,333,962 Class B LP Units O/S 1
Senior unsecured debt Interest rates based on
short-term floating rates
1. Loblaw held 21,500,000 Trust Units and all of the Class B LP units. George Weston held 20,752,297 Trust Units
Issued through 10 separate series of notes
Conservative leverage
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1 Senior unsecured debentures only 2 Class C LP units are redeemable at Loblaw’s option beginning in 2027. REIT has the option to settle in cash or Class B LP units or any combination
thereof 3 Excludes credit facility
300
200 200
300
200
300
400
250
200 200
300 300 325
-
100
200
300
400
500
600
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029
Prin
cipa
l ($M
)
Debt Maturity Schedule 3
LP Public Maturities REIT Public Maturities Class C Redemption Dates
“BBB” Investment Grade Rating
S&P and DBRS
Well distributed debt maturity profile with no more than $450M maturing in one year
Weighted average term to maturity of 5.8 years 1,2
Weighted average coupon rate of 3.58% 1
Minimal near term refinancing risk (no maturities until April 2016) $500M unsecured revolving credit facility provides liquidity and financial flexibility (matures July 2018)
Debt Profile
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Choice Properties’ conservative financing strategy has resulted in considerable headroom in each of its financial covenants A summary of the financial covenants for Choice Properties’ public debentures is shown below:
Debt Covenants
1 Includes Class C LP Units
Test Incurrence / Maintenance
Unsecured Debentures
Q2 2014 Result
Leverage Test 1 Cons. Indebtedness to Aggregate Assets Incurrence <= 65% 46%
Debt Service Coverage Test 1 Consolidated EBITDA to Debt Service Maintenance >= 1.5x 3.4x
Unencumbered Asset Value Test Unencumbered Assets to Unsecured Indebtedness Maintenance >= 1.5x 2.9x
Secured Indebtedness Test Cons. Secured Indebtedness to Aggregate Assets Incurrence <= 40% 0%
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Highlights
1. Loblaw – principal tenant and non-discretionary food store anchor
2. Strategic pipeline for long-term value creation
3. Solid capital structure with strong balance sheet and investment grade ratings
4. Sound growth strategy to enhance portfolio and provide stable, predictable and growing monthly distributions
5. Experienced internal management team with proven track record of owning, managing and developing retail real estate
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Our Objectives
Provide unitholders with stable, predictable and growing monthly cash distributions
Enhance value of property portfolio to maximize unitholder value
Expand asset base while increasing AFFO per unit through accretive acquisitions and site intensification
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17
Our Growth Strategy
Intensification potential ~3.5M sq. ft. of at-grade GLA expansion potential, ~1.0M sq. ft. slated for development within 5 years
New development opportunities
In partnership with Loblaw or proven third-party
Right of first offer to acquire additional Loblaw properties
Pipeline of ~10 million sq. ft. of GLA
Opportunity to acquire properties developed or acquired by Loblaw
Third-party acquisitions Focus on high quality supermarket anchored properties
Contractual rent increases
13 years average term to maturity for Loblaw leases 5 years average term to maturity for ancillary tenants
Leasing Focused marketing and merchandising for current vacancy and lease renewal
Property management Annualized capital ~$30M ~93% recoverable or directly paid by tenants
Development Acquisitions Active Management
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Intensification – Brown’s Line, Toronto
10K LCBO
10k Dollarama
Before 31K - Existing
Lakeshore Bld W
to Brown’s Line
Under Construction Current
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Development – 24th Ave & 160th St, Surrey
Under Construction 50K Retail
46K Retail
15K Retail
Gas Bar Under Construction
24th
Ave
nue
160th Street
120K
Proposed
Existing
Concept Only
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Redevelopment – Example
Existing Complete
Proposed Mixed-Use (Retail / Res)
Existing 20k Retail
Residential (Rental)
15K Retail 40K Food Store
Existing Concept Only
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Highlights
1. Loblaw – principal tenant and non-discretionary food store anchor
2. Strategic pipeline for long-term value creation
3. Solid capital structure with strong balance sheet and investment grade ratings
4. Sound growth strategy to enhance portfolio and provide stable, predictable and growing monthly distributions
5. Experienced internal management team with proven track record of owning, managing and developing retail real estate
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Chief Operating Officer
Management
President & CEO John Morrison
Chief Financial Officer Bart Munn CPA, CA
Jane Marshall
Over 30 years experience in Real Estate
Former President and CEO, Primaris REIT and President, Real Estate Management, Oxford Properties Group
Over 30 years experience in Real Estate
Former CFO, Calloway REIT and Vice President, CFO, Morguard
20 years experience as an executive in Loblaw’s Real Estate division
Former Executive Vice President Loblaw Properties & Business Strategy 22
Board Of Trustees
Trustees Position/Title Independent Committees Principal Occupation
Galen G. Weston Ontario, Canada Chair No — Executive Chairman, Loblaw
John Morrison Ontario, Canada
Trustee, President and Chief Executive Officer No — President and Chief Executive Officer
of Choice Properties
Christie J.B. Clark Ontario, Canada Trustee Yes Governance, Compensation
and Nominating Committee Corporate Director
Graeme Eadie Ontario, Canada Trustee Yes Audit Committee
Senior Vice President, Head of Real Estate Investments for Canada Pension Plan Investment Board
Michelle Felman Connecticut, United States
Trustee Yes Governance, Compensation and Nominating Committee Consultant, Vornado Realty Trust
Michael P. Kitt Ontario, Canada Trustee Yes
Audit Committee, Governance, Compensation and Nominating Committee
Executive Vice President, Canada for Oxford Properties Group
Daniel F. Sullivan Ontario, Canada
Lead Trustee Yes
Governance, Compensation and Nominating Committee (Chair)
Corporate Director
Paul R. Weiss Ontario, Canada Trustee Yes Audit Committee (Chair) Corporate Director
Kerry D. Adams Ontario, Canada Trustee Yes
Audit Committee, Governance, Compensation and Nominating Committee
President, K. Adams and Associates Limited
INDEPEN
DENT
23
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Our Plans for 2014
Create value through development and redevelopment
Deliver 95K sq. ft. of retail GLA (Toronto and Stoney Creek, ON)
Begin construction of 120K sq. ft. of retail space for delivery in 2015 (Surrey, BC)
File municipal applications - future projects to be initiated
Grow asset base through accretive acquisitions
Acquire additional properties from Loblaw
Pursue desirable assets from other vendors, if opportunities arise
Increase cash flow and enhance property value
Implement new systems and processes
Internalize property management platform including the hiring of experienced professionals
Drive performance through leasing, merchandising and effective capital investments
Maximize portfolio occupancy
Development Acquisitions Active Management
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Conclusion
37.6 M sq. ft. of geographically diverse properties
Canada’s largest retailer as principal tenant and anchor
Opportunity for development and redevelopment
Dedicated pipeline for growth from Loblaw’s remaining portfolio of properties
Strong balance sheet and investment grade ratings
Experienced internal management team with proven track record of owning, managing and developing retail real estate
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Investor Presentation September 2014