Home / Transcripts / Granite Real Estate Investment Trust (GRTUN) · June 8, 2023

Granite Real Estate Investment Trust (GRTUN) Earnings Call Transcript

June 8, 2023

CA shareholder_meeting 24 min

Earnings Call Speaker Segments

Kelly Marshall executive
#1

Good morning. Welcome to the 2023 Joint Annual General Meetings of Granite Real Estate Investment Trust and Granite REIT, Inc. I am Kelly Marshall, Chairman of the Board. Before proceeding with the business of the meetings, I would like to introduce the other trustees and directors who are with us today. I would ask each of them to stand as I introduce them. Peter Aghar; Remco Daal. Kevan Gorrie, also Granite's President and CEO; Fern Grodner; Al Mawani; Gerry Miller; Sheila Murray, Emily Pang and last but not least, Jennifer Warner. Also with us today are Teresa Neto, Chief Financial Officer; Lorne Kumer, EVP, Head of Global Real Estate; Mike Ramparas, EVP Global Real Estate and Head of Investments; and Lawrence Clarfield, EVP, General Counsel and Corporate Secretary. The matters of the business to be conducted today were described in the management information circular sent to the holders of the stapled units along with the joint notice of these meetings. Following the formal business of the meetings, Kevan will make a presentation, and there will be an opportunity to ask questions at the end of the presentation. Before we proceed further, I want to note that in the course of today's meetings, including during the presentation and the question-and-answer period, trustees, directors and officers of Granite may, in their remarks or in response to questions, make certain statements which are forward-looking statements or contain forward-looking information. I draw your attention to the cautionary note regarding such statements on the screen. I will now call the meeting to order -- the meetings to order. With the consent of the meetings, I will act as Chair and will ask Lawrence Clarfield to act as Secretary. Unless there is an objection, I will appoint Shirley, Tom and Connor Brazeau of Computershare to act as scrutineers for the meeting. The joint notice calling these meetings together with the form of proxy and circular have been sent to each of the trustees and directors, Granite's auditor and each of the intermediary and registered holder of stapled units of record as of April 12, 2023, and the record date for these meetings. The annual report containing the combined financial statements of Granite Real Estate Investment Trust and Granite REIT, Inc. for the financial period ended December 31, 2022, and the auditor's report thereon have also been provided to the unitholders. With the consent of the meetings, I will dispense with the reading of the joint notice of meetings. Scrutineers have provided me with the preliminary report regarding attendance. The scrutineers report that there are present at these meetings in person or represented by proxy holders of stapled units holding 49,393,327 stapled units, representing 77.49% of the issued and outstanding stapled units. Accordingly, the requisite quorums are present, and I declare each of the meetings is duly and properly constituted for the transaction of business. I direct that the confirmation of mailing received from Computershare and the scrutineers' report on attendance be annexed to the meetings -- minutes of the meetings. For all matters, I will conduct a vote by a show of hands unless a registered holder of stapled units or proxy holder request a ballot. Since the management nominees for election are the same for each of Granite REIT Real Estate Investment Trust and Granite REIT, Inc., I intend to conduct the voting for election of trustees and directors and the reappointment of auditors concurrently for both Granite entities. In order to expedite matters, I have requested that certain patients make and second the formal motions, and I will call on these persons at the appropriate time. Holders of stapled units may make comments specific to the applicable motions prior to the vote, but should hold any comments on general matters until the question period to be held following the management's presentation. The Secretary has the minutes of the last meetings of unitholders and these can be examined at any time. With the consent of the meetings, I will dispense with the reading of such minutes. The first item of business is the presentation of the combined financial statements of Granite REIT and Granite REIT, Inc. and the auditor's report therein. And with the consent of the meetings, I will dispense with the reading of the auditor's report. We will now proceed with the election of the trustees and directors. The number to be elected is 10. I declare the meetings open for nominations, and I will ask Stephanie Karamarkovic I don't think I got that right, but to nominate those individuals specified in the management information circular for the meetings.

Stephanie Karamarkovic executive
#2

I nominate Peter Aghar, Remco Daal, Kevan Gorrie; Fern Grodner; Kelly Marshall, Al Mawani, Gerald Miller, Sheila Murray, Emily Pang and Jennifer Warren to serve as trustees of Granite REIT and directors of Granite REIT, Inc. to hold office until the next Annual General Meeting or until their successors are duly elected and appointed.

Kelly Marshall executive
#3

May I have the motion seconded?

Unknown Shareholder shareholder
#4

I second the motion.

Kelly Marshall executive
#5

These nominees have accepted their nominations. In accordance with the advanced notice of the provisions, the Declaration of Trust of Granite REIT, no further nominations may be made at this time. Therefore I declare the nominations closed. Unless a registered holder of stapled units or proxy holder requests separate motions, I propose to proceed by way of a single motion for the election of the 10 nominees as trustees and directors. May I have a motion for the election of the 10 nominees?

Stephanie Karamarkovic executive
#6

I move that each of the 10 individuals nominated for election as trustees of Granite REIT and Directors of Granite REIT, Inc. be elected on the basis proposed with immediate effect.

Kelly Marshall executive
#7

May I have the motion seconded?

Unknown Shareholder shareholder
#8

I second the motion.

Kelly Marshall executive
#9

I will now call for a vote on the motion. All in favor, please signify by raising your hand. Thank you. Votes withheld, if any? For the information of the meetings with respect to the Granite's majority voting policy, I note that Granite has received proxies in respect to the election of each nominee that results in a greater number of votes in favor of his or her election than the number withheld from his or her election. We will now move to the next item of business, which is the reappointment of the auditor. May I have a motion that Deloitte LLP be reappointed as auditor of Granite REIT and Granite REIT, Inc. until the next Annual General Meeting or until a successor is appointed and that the Board of Granite REIT, Inc. be authorized to fix the remuneration of the auditor.

Stephanie Karamarkovic executive
#10

I so move.

Kelly Marshall executive
#11

May I have the motion seconded?

Unknown Shareholder shareholder
#12

I second the motion.

Kelly Marshall executive
#13

Is there any discussion on this matter? I will now call for a vote on the motion. All in favor, please signify by raising your hand. Thank you. Withheld votes, if any? I declare the motion carried. We will now move to the next item of business, which is a consideration of the nonbinding advisory resolution on Granite's approach to executive compensation. As described in the Management Information Circular dated April 12, 2023, and made available to holders of stapled units, unitholders are being asked to approve the resolution of Granite's approach to executive compensation. Our Board values the opinion of Granite unitholders. Although the vote is nonbinding, the Board and its committees will take into account the outcome of the vote when considering Granite's compensation philosophy. Granite will disclose the voting results of the say on policy -- say-on-pay policy as part of its report on voting results for the meeting. The advisory resolution is set on Pages 20 and 21 of the management information circular. May I have a motion on the advisory resolution?

Stephanie Karamarkovic executive
#14

I so move.

Kelly Marshall executive
#15

And may I have the motion seconded?

Unknown Shareholder shareholder
#16

I second the motion.

Kelly Marshall executive
#17

Is there any discussion on this matter? I will now call for a vote on the motion. All in favor, please signify by raising your hand. Thank you. Opposed, if any? I declare the motion carried. Is there any other formal business that may be properly brought before these meetings? There being no further business, that concludes the formal business of the meeting. I will now ask for a motion to end the formal part of these meetings.

Stephanie Karamarkovic executive
#18

I so move.

Kelly Marshall executive
#19

May I have the motion seconded?

Unknown Shareholder shareholder
#20

I second the motion.

Kelly Marshall executive
#21

I will now call for a vote on the motion, all in favor, signify by raising your hand. Opposed, if any? I declare the motion carried. And we will now have a presentation from Kevan Gorrie, Granite's President and CEO. Thank you very much.

Kevan Gorrie executive
#22

All right. Thank you, Kelly, and welcome, everyone, to our 2022 AGM. Thank you for attending. As Kelly mentioned, I will take you through a brief presentation of our 2022 results. I will discuss our priorities for 2023, and we can open up the floor for any questions. Just a note, this presentation will be uploaded sorry, to our website following the meeting. So you can look at it at your convenience at any time. I'm not going to read that. Okay. So let's start with what you effectively own. So as unitholders of Granite, which is Canada's largest industrial REIT, you own a portfolio of approximately 60 million feet of income-producing properties and 12 development sites located in key distribution markets in the GTA, in the U.S., the Netherlands, Germany and Austria, having a value at year-end of roughly $9 billion. And I'll go into, obviously, our performance in future slides, but just to say we had a very strong year operationally and financially as a company. And obviously, as you can see, that was offset by very weak market conditions in 2022. So this is the slide we've had for years, and I continue to like it because I think what it speaks to is the sort of methodical, purposeful transformation of our portfolio from one that was concentrated in manufacturing to today, what I would describe as one of the high-quality industrial and logistics portfolios in the industry. And An important thing is not only did we grow in scale, as you can see quite significantly, but we also successfully grew cash flow and grew net asset value for unitholders over that period. So I think with all the uncertainty, everything that happened in 2022, I think it's appropriate to start with capital allocation. And as a reminder, 2022 started as 2021 left off. There was this sort of supreme demand for e-commerce and industrial space from users and investors partially driven by ultra-low interest rates and availability to capital. And in that context, we closed on $450 million roughly of new acquisitions in the GTA, the U.S., Germany and the Netherlands. And fast forward to the middle of 2022, and now we're facing significant headwinds in terms of rising inflation and rising interest rates. And I want to speak about specifically how do we respond to that. So we took an immediate pivot from growth to capital preservation and also to very strategic allocation of capital. So we see some acquisition program and we instead focused on our development program. And as you can see from points 2 and 3 -- or sorry, you can see from points 3 and 4, how rapidly the market deteriorated in 2022. We issued stock at almost $99 and bought back stock at well under $80 in the same period, in the same quarter. That's how rapidly the market has deteriorated. We also took steps to bolster our already very strong liquidity position. We issued a new USD 400 million debenture last year, and we extended the maturity on our $1 billion line of credit and finished the year with $1.1 billion in liquidity, probably the best in the industry. So moving on to the execution of our portfolio strategy. As I mentioned, we acquired 8 properties, representing almost 3 million feet in the first part of the year. I do think it's worth mentioning that all of those acquisitions, although they close in 2022 started in 2021 and a few of them were well advanced at year-end in 2021. And as you can see, I mentioned we pivoted to development. You can see from points 2 and 3, just how critical development has become to our portfolio strategy to our story. So if you combine those, you have 14 individual projects representing almost 6 million feet, 10% of our overall portfolio and representing an investment of roughly $700 million in 1 year. So it shows you how critical it has become to our story at Granite. And we completed 4 properties in 2022, representing roughly 2 million feet, all are fully leased and now generate annual NOI north of $14 million. Also as part of our sort of continuous portfolio optimization program, we disposed of 2 noncore assets, our only asset in the Czech Republic and 1 asset in Poland and an interesting note on the sale of the asset in Poland, it closed 1 week before the invasion of Ukraine. So timing is sometimes important. So I really like this slide because it talks about the relevant financial performance in the year and also shows you the cash flow growth over 5 years, which is something we're laser-focused on. So I'll begin with the information on the left and our financial performance in 2022. As you can see, we grew FFO and AFFO comparable FFO and AFFO per unit by 11% and 8%, respectively, year-over-year, a very strong number. That was driven mainly by NOI, higher NOI from acquisitions, development stabilizations and same-property NOI growth. And as you can see, the team completed over 12 million feet of leasing through renewals and new leases, some of them related to maturities in 2023 at an average increase in rental rate of 26%. So very strong, and that will serve to support future same-property NOI growth in 2023. There's a lot to unpack in point 3. But I think in a way, it speaks to the uncertainty and the volatility that we faced in 2022, not only in terms of the movement in capitalization rates and discount rates but also foreign exchange where we saw the euro drop almost 20% on the invasion in the Ukraine and the Canadian dollar strengthened against the U.S. dollar and the euro based on higher energy costs, but both U.S. dollar and euro recovered nicely in the second half of the year and in the end, contributed positively to our net asset value as did development stabilizations in the year. So we made good progress on a number of our ESG objectives for 2022. I think too many to list here, but we have highlighted a few of our major achievements. We were highlighted by GRESB, which is the leading global sustainability benchmark framework, say that 5x fast benchmark framework for the real estate industry. As being a leader in our peer group for ESG and ESG-related disclosure and I would point out that peer group is North American listed REITs. These are some of the largest, most sophisticated industrial real estate companies in the world. Point 2 is something I'm very proud of. I think in today's climate governance gets overlooked far too often. And we were once again ranked the top Canadian REIT by the Globe and Mail Board review for corporate governance, and we are ranked fourth overall among 220 of Canada's largest public companies, so very elite company indeed for governance. And point 3, I think, speaks to our commitment. We're a developer. We're a manager of real estate, we're a developer, but it speaks to our commitment to sustainable development and all of our development projects, at least those ones that we control are required to meet a minimum green building certification, as outlined in our Greenville -- green framework -- Green Bond Framework published in 2020. So these are a few of our green building certifications that we achieved recently. The reason for highlighting this is, it shows that our commitment to sustainable development applies across our entire platform and our entire portfolio. So you have DGNB which is the relevant green building certification in Germany, and you have Green Globes or LEED in North America, and you have BREEAM in the Netherlands. These are the certifications that we follow in our respective markets. So we provided in this presentation 2 case studies of green buildings that we achieved in 2022. One here as you can see in Tilburg, the Netherlands and one on the following page in Dallas, Fort Worth. There are differences to be sure in the standards of green buildings between jurisdictions. But for the most part, they're very, very similar. And what I would highlight on this project, as you can see is the level of rooftop solar at this property. The rooftop panels and arrays virtually cover the entire footprint of the building. And this will be a strong contributor to our commitment to generating 25 megawatts of renewable solar power in our portfolio by the year 2025. And this is our new development in Dallas, just outside of Fort Worth, 600,000 square feet, which achieved 2 Green Globes. It is now fully leased to a single tenant for a period of 10 years. And just to note that all of our remaining developments that I mentioned in one of the previous slides, are expected to achieve green building certification similar to what we've done in the past. So unitholder return. This is my fifth year doing this. Hopefully, I get another chance next year. And each year, I've been up here, we've outperformed the TSX REIT index over that year. And this is the first year where we've underperformed, as you can see, minus 32% versus minus 17% for the REIT index. But we were in line with our direct peers because the lower-yielding sectors in the REIT index, namely industrial, multifamily, suffered more than the other sectors as investors viewed lower-yielding stocks as being more sensitive to interest rate increases than other sectors. I'm actually going to take a very self-serving moment here, and I want to read something to you. These are from my comments at last year's AGM. And this is in regards to total return for 2021. We are very focused on long-term growth and total returns for unitholders. So what happens in a single year, I don't think, is relevant. A relative performance over 3 years and 5 years is stronger than over 1 year, and it is my hope to stand up here every year and point to that outperformance over the longer term. So just to say, none of us at Granite are pleased or proud of our unit performance last year. But when you look at our performance over 3 years, 5 years and over 10 years since inception, as a REIT, we continue to outperform the index strongly over those periods. And that's the important thing. The other note I would mention here on this slide is, late last year, we announced our 12th consecutive annual distribution increase. And I'm not sure the exact number, but I think we're among very few Canadian REITs that can make that claim. And I think when you look at the payout ratio at under 80%, we continue to position ourselves to consider future annual distribution increases, and that's an important part of our philosophy. So before I open up the floor for questions, I just wanted to take you through our priorities, our listed priorities for 2023. This is, as outlined in our annual report. And to be honest, these priorities are more or less consistent from year-to-year. That only makes sense. But I think this year, they also reflect reality that we find ourselves in. So we're going to continue to really strategically allocate capital focus on our development program, focus on our leasing availabilities and upcoming availabilities, address our upcoming debenture maturity later this year. And hopefully position ourselves, which I think that we have position ourselves to pursue strategic opportunities later on this year and into 2024. And as you can see from the right, we have made a lot of early progress against those priorities for 2023. So on behalf of the senior leadership team at Granite, on behalf of our Board of Trustees and on behalf of our entire team at Granite, thank you for attending your 2022 AGM. Look forward to reconnecting with you next year. I'll now open up the floor for questions. Andrea, any questions? No. Okay. All right. Thanks again, everyone, and we'll talk soon.

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