Dream Impact Trust (MPCTUN) Earnings Call Transcript

Good morning, ladies and gentlemen, and welcome to the Dream Impact Trust Second Quarter Conference Call for Tuesday, August 17, 2021. During this call, management may make statements containing forward-looking information within the meaning of applicable securities legislation. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Trust's control that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. Additional information about these assumptions and risks and uncertainties is contained in Trust's filings with securities regulators, including its final long-form prospectus. These filings are also available on the website at www.dreamimpacttrust.ca. Later in the presentation, we will have a question-and-answer session. [Operator Instructions] Please note, the is being recorded. And your host for today will be Mr. Michael Cooper, Portfolio Manager. Mr. Cooper, please go ahead.

Thank you, and good morning. Welcome to Dream Impact Second Quarter Conference Call. Today with me is Deb Starkman, who is overseeing the CFO role, while Meaghan is on maternity leave. We also have Tsering Yangki, who is Head of Development & Finance, who will speak to the opportunities for innovative finance for impact investments. Then, Jamie Cooper will provide an update on our assets, and I will complete the call with a few final comments. Deb?

Good morning. During the second quarter ended June 30, 2021, the Trust reported a net loss of $1.5 million compared with $3.6 million in the prior year comparative period. The improvement year-over-year was driven by fair value adjustments on our development and lending portfolio, and foreign exchange fluctuations on our investment in the Virgin Hotels Las Vegas, partly offset by reduced income contribution from scheduled repayments on the Trust's lending portfolio and reduced tax recoveries since the prior year. As of June 30, 2021, the Trust had $70.1 million of cash-on-hand. The Trust's debt-to-assets value as of June 30 was 16.2%, an increase relative to the 13.6% as of December 31, 2020, driven by financing obtained in relation to income properties acquired during the year. The Trust's debt-to-total-asset value, inclusive of project-level debt and assets within our development segment, including equity-accounted investments was 44.1% as of June 30, 2021, compared to 38.5% as of December 31, 2020. Year-over-year, the Trust has improved its liquidity position by gaining access of up to $80 million in new liquidity through the closing of a new credit facility with availability to borrow up to $50 million and the Impact debentures for $30 million. I will now go through a brief overview of results by operating segments. During the second quarter, the development segment generated a net loss of $0.6 million compared to a net loss of $2.1 million in the prior year comparative period. The improvement in results of $1.5 million was driven by lower foreign exchange losses related to the appreciation of the U.S. dollar in the current period compared to the prior year. During the 3 months ended June 30, 2021, the Trust, along with Dream Asset Management acquired the remaining third-party interest in Zibi, resulting in the development ownership being split equally between the Trust and Dream Asset Management. At the Trust's share, the purchase was settled by a cash payment of $9.1 million and a non-interest-bearing promissory note with a discounted value of $5.3 million, maturing June 2023. During the 3 months ended June 30, 2021, Zibi recognized fair value gains of $0.8 million at the Trust's share as construction nears completion on certain blocks. During the 3 months ended June 30, 2021, the recurring income statement generated net income of $0.5 million compared to a net loss of $0.6 million in the prior comparative period. The increase in earnings was primarily due to the income generated from the first commercial tenant occupancy at Zibi Block 2-3, which occupies over 80% of the building's gross leasable area as well as other loan loss provision in the current period, partially offset by reduced income contribution from the lending portfolio as a result of repayments in the prior year. Zibi is on track for first occupancy at the National Science -- Natural Sciences Building, which is over 80% leased to a federal government tenant and will add further 186,000 square feet to our recurring income segment. In the second quarter, the other segment generated a net loss of $1.4 million compared to a net loss of $0.9 million in the prior year comparative period. The higher loss was primarily related to fluctuation in income tax recovery period-over-period as a result of the composition of income primarily related to fair value adjustments, including those held as equity accounted investments. This was partially offset by a decrease in asset management fee expense. I will now turn the call over to Tsering to discuss the opportunities for innovative finance for impact investments.

Thank you very much, Deb. Good morning, everyone. I hope everyone continues to do well. The International Finance Corporation, or IFC's latest estimate of the global market for impact investment shows that $2.3 trillion or being invested for Impact in 2020. This is equivalent to about 2% of global AUM, reflecting tremendous growth potential. The growth in size and maturity of the asset class is contributed by growing awareness of -- in equities during the pandemic and climate change, which will be further heightened by the intergovernmental panel on climate changes, or IPCC's recent Sixth Assessment Report, which many of you may have already read or seen in the cover of [indiscernible] outlets. As you are aware, financial institutions, many approve our signatory of the operating principles, a risk management framework adopted globally, continue to make significant commitments. In April, the Bank of Nova Scotia announced in collaboration with Canada Mortgage and Housing Corporation, CMHC, a $10 billion 10-year plan in support of CMHC's national housing strategy aspiration that by 2030, everyone in Canada has a home they can afford and that meets their needs. In August, BMO announced that they will be making $12 billion in financing over the next 10 years in support of CMHC, too. RBC has set the target of mobilizing $500 billion of sustainable finance by 2024. And in the fall, TD became the first major North American bank to commit to net zero across both its operations and financing activities by 2015. In this evolving environment, Dream Impact Trust is uniquely positioned as a pioneer and strategic thought leader in the impact investment class, especially in Canada's real estate as well as environment industry, coupled with our in-depth -- depth of our management's experience, expertise, execution record and established relations, the opportunity to collaborate, define and innovate with government, financial institutions and multi-sector partners. I will speak to 3 of our most recent innovative product programs and partnerships, which are designed to achieve our impact mandate, while ensuring our financial and economic metric targets and ability to maintain long-term financial and operational resilience. The first, Dream Impact Trust earlier this year purchased a 29,000 square feet, $15 million value-add opportunity in Infinity [indiscernible] in Toronto with long-term growth prospects, allowing us to incorporate components of our impact strategy, specifically resource efficiency and inclusivity. We partnered with Vancity Community Investment Bank, a value-based Canadian financial institution with competitive terms, structure and pricing to innovatively structure and align our debt with our asset and impact strategy, allowing us to decarbonize a 60-year-old building while achieving an estimated 10-year average ROE of 15%. Second, on July 2, CMHC announced a $70 million investment at Zibi, a 35-acre master planned community in Ottawa and Gatineau. This is a $60 million 10-year loan on our first purpose-built 162-unit rental project in Gatineau under CMHC's Rental Construction Financing Initiative program. This unique financing program based on depth of social and environmental outcomes of the rental projects, allows proponents to achieve loan to cost up to 100% at a 50-year amortization for 10 years with a low fixed interest rate, which when compared to a conventional market program, typically will require 65% to 75% loan to cost with variable rate for a long term, which covers only period of the development and construction. Zibi Block 10 will include 95% affordable units, above our commitment to a minimum of 27% or 44 affordable units will be accessible as it will include barrier-free access and will be energy-efficient, achieving a 20% decrease in energy intensity and 40.4% decrease in GHG emissions. Zibi also received a $10 million affordable innovation program financing to those 200 affordable units across Zibi, which will have equitable access to our net zero carbon heating and cooling system. We can achieve our impact mandate, allowing us to access unique financing and capital programs, which in turn allows us to achieve our targeted economic returns. Finally, as Canada moves towards a fair and green economic recovery, affordability, inclusivity and decarbonization are key areas of focus, which aligns with Dream Impact vertical. We are in advanced discussion to structure an innovative capital program in partnership with strategic institutions that are thought leaders in preserving, creating affordable units, ensuring equitable access to a home, and the decarbonization of existing older buildings. The social and environmental outcomes will include 40% of units or 30% of median rental income and buildings to achieve 15% to 30% decrease in energy consumption and GHG emissions. We look forward to sharing more information on the program once we launch. I will now turn to Jamie Cooper, who will speak on our assets and acquisitions. Jamie?

Thanks, Tsering, and good morning, everybody. Since our transition to impact, one of our key strategic priorities has been to grow our portfolio of income properties. So far this year, the Trust has acquired 2 office buildings for $32 million, agreed to acquire 900 existing multifamily apartment units for $126 million and has another $26 million of apartments in Toronto under exclusivity for a total of $184 million of income properties all at the Trust's share. We believe that these assets will generate a mid-teen return, which will grow the trust recurring income and greatly accelerate the trust proportion of income properties. These acquisitions are in addition to the Trust's 50% share of Block 211 at Zibi, which is our 186,000 square foot office building leased to the federal government. This property will be delivered in November and represents a little more than $50 million of asset value at the Trust's share. In addition, at Zibi, each of Block 2, 3 and 208 have recently been completed, which is about another $20 million in asset value combined. All in, we expect to add $254 million of income properties to the Trust portfolio this year, greatly increasing our number of income properties. In 2022, we will add another $32 million of apartments in Gatineau and $90 million in Phase 1 of the West Don Lands for a total of an additional $122 million. Meaning, over an 18-month period, we expect to add $380 million of income properties, which is a very meaningful change to our portfolio and will help contribute to our ability to pay the distributions and have a safer, more valuable company. We're very pleased to be able to add almost $400 million of properties to generate recurring income at attractive returns and create nearly 450 affordable housing units, reduced carbon emissions by at least 15% and begin to create meaningful inclusiveness through our supply chain diversity and more open communities and creating programs for our residents. We'll have more to share on the inclusive programming over the next couple of quarters. We're also pleased to pioneer an innovative financing program with forward-thinking financial institutions that will support our Toronto apartment acquisitions at favorable returns while we create affordable housing in existing properties and reduced carbon emissions. Our acquisitions will be funded by cash on hand, including the recently completed Impact convertible debenture, the first in Canada to Fairfax Financial. I'd also like to add that between now and 2025, our active development pipeline will contribute an additional 450 apartment units and another 55,000 square feet of commercial space, all at the Trust's share. This equates to an additional $310 million of income properties that will further support the growth of our recurring income segment over the next few years. So just to sum up, between our ongoing acquisitions, our recently completed developments and our near-term development pipeline, we anticipate our income property portfolio will grow by $600 million by 2025. This represents an increase of 60% to our current total assets, and all of that increase is in our income property segment. Lastly, with our development pipeline now well underway, we anticipate continuing to have new development completions that add to our recurring income segment, pretty much each year going forward. Each of these projects will contribute to adding affordable housing, reducing carbon emissions and making our communities more inclusive. We issued our first Impact Report in May of this year, and we'll continue to report to our investors and stakeholders on the positive contribution we make to our communities through our investment portfolio. Michael will now provide his general commentary on the Trust.

Thank you, Jamie. It was about a year ago that Dream decided to focus on impact investing as an asset class. We became signatories of the leading impact organization, committing to run our business in accordance with those principles. We developed a world-class framework for our business and have had it verified by a third-party auditor in addition to releasing our impact financing net framework. Our transition to impact has garnered us attention and opportunities. We've spoken at MIT, many investor conferences for real estate and also for sustainability, and Harvard Business School is currently doing the business case on our business. We have established relationships with each of the major bank sustainability groups. And as Tsering has mentioned, we are achieving very desirable funding as the financial institution, becoming more committed to integrating social and environmental outcomes into how they run and make decisions in their business transactions. Since we announced our shift to impact investing, we have provided investors with detailed information when we can, and we have also provided some insight on what we are working on but not -- haven't completed yet, until we're in a position to disclose final details. We refer to our impact framework as early as last October and then release it in early May. Similarly, we are currently making progress on many -- progress on many fronts much of which is being disclosed today. However, the work we are completing on the innovative funding program to create affordable housing existing buildings while reducing carbon emissions is not yet ready to provide details. So while we have committed to acquire existing apartments in Toronto, we'll need about another 60 days before we finalize the funding and share the details. In addition, our team is working to create many programs that will help to promote more diversity in our supply chain. We're providing education, social inclusion in our communities and develop a net zero road map. As part of our acquisition due diligence for the Toronto apartments and consistent with our impact framework, we are designing these impact goals currently. We will provide more details about these programs over the next few months as well as when we complete their design. We have identified new impact opportunities for both development and acquisition of existing buildings where we can generate very desirable returns while doing good for our community. With the addition of Pino Di Mascio and Richard Florida and the rest... [ Technical Difficulty ]

Michael, I think we lost you.

Please, standby.

I think Michael is going to try and reconnect. While he does, I'll just pick up where he left off. So in addition to hiring Pino Di Mascio and Richard Florida and the rest of our team, we've created many initiatives with a significant impact. We're currently creating 1,200 affordable housing units or 40% of our units being built or existing acquisitions will be affordable and achieving 15% to 30% decreases in energy consumption and greenhouse gas emissions. We have agreements with First Nations at both Zibi and in Toronto at AHT to create communities that are supportive for the First Nations community. We're looking to integrate First Nations even more into our communities. We are bidding on the first phase of [indiscernible] through a request for proposal, which is adjacent to Zibi and the key request for proposal, which is adjacent to our Victory Silo site. As part of these bids, proponents are requested to include many of the type of impacts our business specializes in. We believe that in the near future, much of what we are now pioneering will become expected to the developers. We are very excited that development has taken on a much more significant role and generated positive impact throughout our society. To maintain our leading role in the industry, we are continuing to advance our ideas and programs. We fundamentally believe that our approach to developing and managing assets as a contributor to the wider community will provide us not just with the social benefits, but also higher profits as we gain from attractive financing, achieve municipal approvals more predictably, have higher occupancy and at least of attractive financial returns. In addition, we believe that our impact properties will ultimately be worth more than non-impact properties as owners will get financial returns as well as social returns. We've seen this before as when we developed renewable power, we were able to achieve very attractive returns, which were safer and higher than typical real estate at first, and we sold our projects last year, the return to the purchaser were lower than typical real estate as acquiring renewable power became a strategic priority for many investors. Our existing income properties are performing well. Our development properties are also progressing as planned through zoning construction completion. We have previously announced that we expect by 2024 to be 100% impact properties as we complete the sale of our prior portfolio's non-impact investments. Currently, we are at 80% impact assets by net asset value. Our largest non-impact investment is our 10% share of the Virgin Hotels in Las Vegas. With the hotels officially opening in June, we have seen some positive data points. However, with COVID being so stubborn, we will need more time to see it performing at a more normalized rate. Notwithstanding the uncertainty around COVID, there have also been some meaningful traits of large Las Vegas hotels at attractive prices, which is encouraging for our exit from the hotel, which is planned over the next couple of years. At the beginning of the year, we are very excited about our progress with impact in our developments. However, we knew that if we could go through -- grow through acquisitions that had meaningful impacts on attractive returns, we could create a more valuable business. We have stated that as we stabilize the impact business, we would like to have 100% impact investments and have over 70% of our assets being recurring income properties. With our acquisition of 2 commercial buildings in Toronto earlier in the year, we are able to create meaningful impact goals while achieving market income returns immediately. With the approach we have established for acquiring existing apartments, with goals to preserve affordable housing, reduced carbon emissions as part of our financing, we have proven out that we can grow by acquisitions as well as through development, while maintaining the depth of impact that we strive for. As a result of the progress we have made, we believe that we'll be able to meet our goal to be 100% impact in 2024. And with the addition of a successful acquisition program, we can also exceed our goal of 70% of our assets producing income also in 2024. We are very pleased with our progress within the business achieved over the last year. We are also pleased with the unit prices increased 34% since our announcement in October that we will focus on impact. However, we're quite surprised that with an $8.99 net asset value and the strategy that provides us with incredible opportunities to grow, we are still trading at a significant discount. At our NAV, we have almost $600 million of equity in the business. Based on how we are approaching our partnerships with financial institutions and governments, we can build a great business with the capital we have. However, we believe that we can build a better business and increase our impact by growing our business profitably on a per unit basis and in total assets. Subsequent to the quarter, we raised $30 million in a private placement of what we believe is the very first impact of convertible debenture ever. The use of proceeds must be used consistent with our impact financing framework. The purchaser of the debentures is Fairfax Financial, who showed great interest in how we are looking to make money and do good. Throughout their substantial business, they believe in values first. We continue to discuss future opportunities that we can pursue with Fairfax. It's great to have their endorsement of our strategy and hope that this is the first of many. Notwithstanding our 34% increase in our unit price since October and our tremendous progress on creating our impact business, we're still trading at a 25% discount to our stated net asset value. Over the next few months, we will be focused on completing the acquisitions and some developments, and we'll provide more details on our impact and funding approach to existing apartments. We believe that the work we are doing will create value and income very quickly. In addition to completing the work we referred to above, we're beginning an extensive marketing outreach to Canadian institutional investors, retail advisers and investors who have made a mandate to invest pursuant to responsible investing principles. We will pursue both real estate investors and socially responsible investors, domestic and foreign. At Dream, we have a proven track record of building businesses and growing them into the stock market. Our impact focus is a great strategy that will provide exciting returns while making our communities fair and better. Dream has made a significant financial and resource commitment to impact, and we'll continue to invest in our impact business and have made binding commitments to continue to invest about $30 million over the next 2.5 years. We're very pleased to now have 4 analysts covering our company. We hope to work with them as well as sell their clients. We are still learning how to describe our business in a way that communicates the exciting opportunities that we see in a manner that creates commitment from investors. We're presently working on a new investor deck, which focuses much more on the specifics of how we make money and the scale of this opportunity. We've complete backup on the impacts we are making, how we measure it and the depths of impact for those that are keen to see the benefit to society. But first, we want to establish that our business strategy will generate returns that are meaningful enough to investors to eliminate the discounted value. I'm confident that as our plan comes together, our recurring income grows, our impact becomes obvious and meaningful and we provide returns for our investors. We will have investor interest from new investors and a lower cost of capital. Thank you for taking the time to hear about our business. Hopefully, Michael is back on the call, and we'd be happy to answer your questions.

We don't have Michael reconnected. [Operator Instructions] And we have a question from Lorne Kalmar from TD Securities.

Just quickly on the $26 million of apartments under exclusivity, I know you can't give too much details. But would that be with a joint venture partner? And then just maybe a follow-up, what sort of impact opportunities? Would it be sort of similar to what you guys expect to do with the portfolio of the 900 suites you've agreed to acquire as well?

Yes. It's Jamie here. And just as an FYI, Michael is still having connectivity issues. So he'll join if he can. And in the meantime, we'll do the best on the Q&A. On that $26 million, that's at the Trust's share. The expectation is that we'll partner with Dream and its affiliates on that acquisition. And the idea is exactly as you inferred, the impact opportunities will be focused on decarbonizing the portfolio and preserving and maintaining affordable housing similar to what we already have under contract.

And would these be older units, I'm assuming?

Yes.

Okay. And then maybe just sticking with the acquisition front. So obviously, kind of over the last quarters, acquisitions have come to the forefront. What else are you guys seeing out there? And is there more of a bias towards multifamily assets as you've done kind of this quarter? Or are you guys kind of agnostic to whatever opportunities come your way?

I think that we're fairly open minded. But that said, multifamily is a varying demand sector. We think it provides really stable returns. We're able to generate significant impact through the affordable housing, carbon reduction and implementing our social program. And through that, we can get really attractive financing. We've done great financing on some of the office buildings, but what we're working on a multifamily is really innovative, and we're excited to continue to grow that part of the business to increase the allocation for the Trust and look for new opportunities.