Primaris Retail REIT Announces Second Quarter Financial Results

Thu Aug 7, 12:01 PM

TORONTO, ONTARIO--(Marketwire - Aug. 7, 2008) - Primaris Retail REIT (TSX: PMZ-UN.TO) is pleased to report a 17.0% increase in net operating income for the second quarter of 2008, as compared to the second quarter of 2007.

President and CEO, Michael Latimer, commented "We continue to be very pleased with the rate of internal growth represented by 4.7% Same Property net operating income growth in the second quarter. In addition, the recent completion of the Stone Road Mall refinancing has generated $48 million to treasury. Our next significant loan maturity does not occur until 2011."

Highlights

Funds From Operations

- Funds from operations for the second quarter ended June 30, 2008 were $21.3 million or $0.341 per unit fully diluted, down 0.9% on a per unit basis from the $20.2 million, or $0.344 per unit reported for the second quarter of 2007.

Net Operating Income

- Net operating income for the second quarter ended June 30, 2008, was $36.4 million, substantially higher than the $31.1 million recorded in the second quarter of 2007. The large increase was driven principally by acquisitions.

Same Property - Net Operating Income

- Net operating income for the second quarter ended June 30, 2008, on a same property basis, increased 4.7% over the comparative three-month period.

Operations

- The REIT renewed or leased 141,482 square feet of space during the second quarter. The weighted average new rent in these leases, on a cash basis, represented a 9.1% increase over the previous rent paid.

- The portfolio occupancy rate increased during second quarter and was 97.7% at June 30, 2008, compared to 97.3% at March 31, 2008, and up from 96.6% at June 30, 2007.

- Same-tenant sales, for the 13 properties owned during all of the 24 months ended May 31, 2008 increased 3.4% to $474 per square foot as compared to the previous 12 months.

- The second quarter results included seasonal revenues of $2.5 million as compared to $1.7 million recorded in the second quarter of 2007.

- Primaris successfully completed the refinancing of Stone Road Mall on August 1, 2008. The loan was for $110 million, bears interest at 5.49%, and matures in July 2013.

Financial Results

Funds from operations for the three months ended June 30, 2008 was $21.3 million or $0.343 per unit basic ($0.341 fully diluted). This compares to funds from operations of $20.2 million or $0.346 per unit basic ($0.344 fully diluted) earned during the three months ended June 30, 2007.

Net income for the three months ended June 30, 2008 was $1.0 million or $0.017 per unit (basic and fully diluted). This compares to a net loss of $43.6 million or $0.745 per unit (basic and fully diluted) earned during the three months ended June 30, 2007.

The REIT acquired six properties at various times during 2007. These properties contributed significantly to operations throughout the three months June 30, 2008. These acquisitions and the related debt and equity financings explain a significant amount of the difference between the results for the current periods and the comparative periods. In addition the REIT acquired one site in the first quarter of 2008 which contributed to operations for the three months ended June 30, 2008.

The distribution payout ratio for the second quarter of 2008, expressed on a per unit basis as distributions paid divided by fully diluted funds from operations was 89.3% as compared to a 85.7% payout ratio for the second quarter of 2007.

The payout ratios are sensitive to both seasonal operating results and financial leverage.

At June 30, 2008, the REIT's total enterprise value was approximately $2.1 billion (based on the market closing price of Primaris' units on June 30, 2008, plus total debt outstanding). At June 30, 2008 the REIT had $947.6 million of outstanding debt equating to a debt to total enterprise value ratio of 45.4%. The REIT's debt consisted of $852.8 million of fixed-rate senior debt with a weighted average interest rate of 5.7% and a weighted average term to maturity of 8.0 years, $6.0 million of 6.75% fixed-rate convertible debentures and $88.8 million of 5.85% fixed-rate convertible debentures. The REIT had a debt to gross book value ratio, as defined under the Declaration of Trust, of 47.9%. During the three months ended June 30, 2008, the REIT had an interest coverage ratio of 2.5 times as expressed by EBITDA divided by net interest expensed. The REIT defines EBITDA as net income increased by depreciation, amortization, interest expense and, if applicable, income tax expense. EBITDA is a non-GAAP measure and may not be comparable to similar measures used by other Trusts.

Operating Results

Net Operating Income - Same Properties

                                                               Variance to
                         Three Months    Three Months   Comparative Period
                                Ended           Ended           Favourable/
                        June 30, 2008   June 30, 2007        (Unfavourable)

Operating revenue        $     56,178    $     54,101     $          2,077
Operating expenses             23,841          23,202                 (639)
                      -----------------------------------------------------
Net operating income     $     32,337    $     30,899     $          1,438
                      -----------------------------------------------------

The same property comparison includes only 20 properties that were owned throughout both the current and comparative three-month periods. Net operating income, on a same property basis, increased $1,438, or 4.7%, over the comparative three-month period.

Tenant sales

Tenant sales per square foot, on a same-tenant basis, have increased 3.4% to $474 in the 12 months ended May 31, 2008. Total tenant volume has increased by 6.1% when comparing sales for the same properties.

                                   Same-Tenant
                             Sales per Square Foot    Variance
                               2008           2007    $      %
                            -----------------------------------
Aberdeen Mall                $  466        $   452 $ 14   3.1%
Cornwall Centre                 503            466   37   7.9%
Dufferin Mall                   536            538   (2) (0.3%)
Eglinton Square                 415            423   (8) (1.9%)
Grant Park Shopping Centre      365            365   (1) (0.2%)
Lambton Mall                    371            378   (8) (2.0%)
Midtown Plaza                   594            521   72  13.9%
Northland Village               449            444    5   1.0%
Orchard Park Shopping Centre    586            574   11   1.9%
Park Place Shopping Centre      513            482   31   6.4%
Place Fleur de Lys              322            319    3   0.9%
Place du Royaume                399            379   20   5.3%
Stone Road Mall                 544            560  (16) (2.8%)
                            -----------------------------------
                             $  474        $   459 $ 15   3.4%
                            -----------------------------------

                                     All-Tenant
                                 Total Sales Volume            Variance
                                    2008          2007            $      %
                          -------------------------------------------------
Aberdeen Mall               $ 52,944,620 $  54,963,478 $ (2,018,858) (3.7%)
Cornwall Centre               74,640,555    69,077,096    5,563,459   8.1%
Dufferin Mall                 89,607,782    87,062,053    2,545,729   2.9%
Eglinton Square               39,471,462    40,390,708     (919,246) (2.3%)
Grant Park Shopping Centre    29,746,317    27,571,139    2,175,178   7.9%
Lambton Mall                  53,798,205    55,488,099   (1,689,894) (3.0%)
Midtown Plaza                130,451,353   113,399,701   17,051,652  15.0%
Northland Village             46,875,146    42,894,458    3,980,688   9.3%
Orchard Park Shopping Centre 150,883,999   138,168,984   12,715,016   9.2%
Park Place Shopping Centre    81,810,634    75,363,204    6,447,430   8.6%
Place Fleur de Lys            72,563,239    72,130,377      432,862   0.6%
Place du Royaume             103,283,243    97,705,888    5,577,355   5.7%
Stone Road Mall              117,827,237   109,497,944    8,329,293   7.6%
                          -------------------------------------------------
                         $ 1,043,903,793 $ 983,713,130 $ 60,190,663   6.1%
                          -------------------------------------------------

Note: Tenant sales are reported on a one-month time lag during interim quarters; therefore, Q2 2008 is the 12 months to May 2008.

The REIT's increase in sales per square foot of 3.4% is favourable compared to the 3.0% national average tenant sales increase for the same period, as reported by the International Council of Shopping Centres for the 12 months ended May 31, 2008. The REIT's sales productivity of $474 is lower than the ICSC average of $555, largely because the ICSC includes sales from super regional malls which have the highest sales per square foot in the country.

Leasing activity

Primaris Retail REIT's property portfolio remains well leased.

The portfolio occupancy rate increased during the second quarter of 2008 at 97.7%, versus 97.3% at March 31, 2008. These percentages include space for which signed leases are in place but where the tenant may not yet be in occupancy.

The REIT leased 141,482 square feet of space during the second quarter of 2008. This represented 86 leases of generally smaller stores. Approximately 58% of the leased spaces during the second quarter of 2008 consisted of the renewal of existing tenants. The weighted average new rent for renewals of existing tenants in the second quarter, on a cash basis, represented a 9.1% increase over the previous cash rent.

Refinancing

Primaris successfully completed the refinancing of Stone Road Mall on August 1, 2008, generating a net $47,690 to treasury. The new loan is in the amount of $110 million, matures in July 2013 and bears interest at 5.49%. Proceeds were used to repay the existing loan in the amount of $62,310, and for general trust purposes. Monthly payments will be blended payments of principal and interest, based on a 25-year amortization period.

Development Activity

Work on the development project at Place du Royaume is well underway and progressing on time and on budget.

In mid-April 2007, the REIT agreed to terminate the lease of an 86,500 square foot Bay department store at Place du Royaume located in Saguenay, Quebec. The store closed in June 2007. Leases are in place for 100% of the leaseable area of this first phase of the project. At June 30th 71,348 square feet of the new space in phase one was open for business. The second phase of the project is to reconstruct some existing space for use by other retailers. As part of this new circulation plan a small part of existing common area will be backfilled by retail use. The total budgeted cost of both phases of this project is approximately $14,000. As at June 30, 2008, $7,744 has been incurred and capitalized. The REIT expects that the backfill of existing common area will be completed in the fourth quarter of 2008. The project is anticipated to generate a positive return.

Comparison to Prior Period Financial Results

                                                               Variance to
                                                               Comparative
                                Three Months   Three Months         Period
                                       Ended          Ended     Favourable/
                               June 30, 2008  June 30, 2007  (Unfavourable)

Revenue
 Minimum rent                  $      39,379  $      33,606  $       5,773
 Recoveries from tenants              22,408         18,802          3,606
 Percentage rent                         649            510            139
 Parking                               1,555          1,356            199
 Interest and other income               727          1,135           (408)
                               -------------  -------------  --------------
                               $      64,718  $      55,409  $       9,309
Expenses
 Operating                            27,484         23,067         (4,417)
 Interest                             14,032         10,164         (3,868)
 Depreciation and amortization        18,864         18,719           (145)
 Ground rent                             264            295             31
                               -------------  -------------  --------------
                               $      60,644  $      52,245  $      (8,399)
                               -------------  -------------  --------------
Income from operations                 4,074          3,164            910
General and administrative            (2,017)        (1,801)          (216)
Gain on sale of land                     298              -            298
Future income taxes                   (1,320)       (45,000)        43,680
                               -------------  -------------  --------------
Net income (loss)              $       1,035  $     (43,637) $      44,672

Depreciation of
 income-producing properties          17,486         17,773           (287)
Amortization of leasing costs          1,378            946            432
Amortization of acquired
 deferred recoverable costs              145            166            (21)
Accretion of convertible
 debentures                              247             (4)           251
Gain on sale of land                    (298)             -           (298)
Future income taxes                    1,320         45,000        (43,680)
                               -------------  -------------  --------------
Funds from operations          $      21,313  $      20,244  $       1,069
                               -------------  -------------  --------------

Funds from operations per
 unit - basic                  $       0.343  $       0.346  $      (0.003)
Funds from operations per
 unit - diluted                $       0.341  $       0.344  $      (0.003)
Funds from operations
 - payout ratio                        89.3%          85.7%           3.6%
Distributions per unit         $       0.305  $       0.295  $       0.010
Weighted average units
 outstanding - basic              62,103,730     58,540,282      3,563,448
Weighted average units
 outstanding - diluted            67,064,978     59,205,786      7,859,192
Units outstanding, end of
 period                           62,179,175     58,590,888      3,588,287

Notes:

Funds from Operations, which is not a defined term within Canadian generally accepted accounting principles, has been calculated by management, using Canadian generally accepted accounting principles, in accordance with REALPac's White Paper on Funds from Operations. The White Paper defines Funds from Operations as net income adjusted for depreciation and amortization of assets purchased, including the net impact of above and below market leases, amortization of leasing costs and accretion of convertible debentures. Funds from Operations may not be comparable to similar measures used by other entities.

Funds from operations for the quarter ended June 30, 2008 was $1.1 million ($0.003 less per unit, fully diluted) greater than the comparative period.

Management Resources Committee

The board of trustees of Primaris has recently formed a Management Resources Committee to be chaired by G.T. (Tom) Gunn. Mr. Gunn is joined on the committee by three other independent trustees, Bill Biggar, Roland Cardy, and Ian Collier. The committee will assist the board of trustees in its oversight role with respect to human resource strategies, policies and programs and certain information technology matters.

Supplemental Information

The REIT's unaudited interim consolidated financial statements and Management's Discussion and Analysis for the three-month and six-month periods ended June 30, 2008 are available on the REIT's website at www.primarisreit.com.

Forward-Looking Information

The MD&A contains forward-looking information based on management's best estimates and the current operating environment. These forward-looking statements are related to, but not limited to, the REIT's operations, anticipated financial performance, business prospects and strategies. Forward-looking information typically contains statements with words such as "anticipate", "believe", "expect", "plan", or similar words suggesting future outcomes. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements.

Examples of such information include, but are not limited to, factors relating to the business, financial position of the REIT, operations and redevelopments including volatility of capital markets, consumer spending, retail leasing demand, strength of the retail sector, price volatility of construction costs, availability of construction labour and timing of regulatory and contractual approvals for developments.

Although the forward-looking statements contained in this document are based on what management of the REIT believes are reasonable assumptions, forward-looking statements involve significant risks and uncertainties. They should not be read as guarantees of future performance or results and will not necessarily be an accurate indicator of whether or not such results will be achieved. Readers are cautioned not to place undue reliance on forward-looking statements as a number of factors could cause actual future results to differ from targets, expectations or estimates expressed in the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, economic, competitive and commercial real estate conditions, unplanned compliance-related expenses, uninsured property losses and tenant-related risks.

Non-GAAP Measures

Funds from operations ("FFO"), net operating income ("NOI") and earnings before interest, taxes, depreciation and amortization ("EBITDA") are widely used supplemental measures of a Canadian real estate investment trust's performance and are not defined under Canadian generally accepted accounting principles ("GAAP"). Management uses these measures when comparing itself to industry data or others in the marketplace. The MD&A describes FFO, NOI and EBITDA and provides a reconciliation to net income as defined under GAAP. FFO and EBITDA should not be considered alternatives to net income or other measures that have been calculated in accordance with GAAP and may not be comparable to measures presented by other issuers.

Conference Call

Primaris invites you to participate in the conference call that will be held on Thursday, August 7 at 4pm EST to discuss these results. Senior management will speak to the results and provide a brief corporate update. The telephone numbers for the conference are: 416-641-6136 (within Toronto), and 1-866-223-7781 (within North America).

Audio replays of the conference call will be available immediately following the completion of the conference call, and will remain active until Thursday, August 14, 2008. The replay will be accessible by dialing 416-695-5800 or 1-800-408-3053 and using the pass code 3265921#.

The REIT is a TSX listed real estate investment trust (TSX: PMZ-UN.TO). The REIT owns 26 income-producing properties comprising approximately 9.3 million square feet located in Canada. As of July 31, 2008, the REIT had 62,203,259 units issued and outstanding.

PRIMARIS RETAIL REAL ESTATE INVESTMENT TRUST
Interim Consolidated Balance Sheets
(In thousands of dollars)

-------------------------------------------------------------------
                                             June 30,  December 31,
                                                2008          2007
-------------------------------------------------------------------
                                          (Unaudited)

Assets

Income-producing properties             $  1,448,364   $ 1,471,637
Deferred costs                                52,526        46,242
Rents receivable                               6,917         6,366
Other assets and receivables                  34,449        24,588
Cash and cash equivalents                     59,544        94,202

-------------------------------------------------------------------
                                        $  1,601,800   $ 1,643,035
-------------------------------------------------------------------
-------------------------------------------------------------------

Liabilities and Unitholders' Equity

Liabilities:
 Mortgages payable                      $    852,850     $ 861,623
 Convertible debentures                       94,786        94,543
 Accounts payable and other liabilities       46,030        49,678
 Distribution payable                          6,325         6,299
 Future income taxes                          41,470        40,000
-------------------------------------------------------------------
                                           1,041,461     1,052,143

Unitholders' equity                          560,339       590,892

-------------------------------------------------------------------
                                        $  1,601,800   $ 1,643,035
-------------------------------------------------------------------
-------------------------------------------------------------------



PRIMARIS RETAIL REAL ESTATE INVESTMENT TRUST
Interim Consolidated Statements of Income
(In thousands of dollars, except per unit amounts)
Unaudited

-------------------------------------------------------------------------
-------------------------------------------------------------------------
                                Three months ended      Six months ended
                                           June 30,              June 30,
                                 2008         2007       2008       2007
-------------------------------------------------------------------------

Revenue:
 Minimum rent                $ 39,379  $    33,606  $  78,950  $  66,699
 Recoveries from tenants       22,408       18,802     46,197     38,360
 Percentage rent                  649          510      1,361      1,235
 Parking                        1,555        1,356      3,119      2,760
 Interest and other               727        1,135      1,813      2,667
 ------------------------------------------------------------------------
                               64,718       55,409    131,440    111,721

Expenses:
 Property operating            15,423       12,502     31,855     26,290
 Property taxes                12,061       10,565     24,272     20,840
 Depreciation                  17,486       17,773     35,491     33,120
 Amortization                   1,378          946      2,503      1,920
 Interest                      14,032       10,164     28,214     20,289
 Ground rent                      264          295        617        585
 General and administrative     2,017        1,801      3,925      3,584
 ------------------------------------------------------------------------
                               62,661       54,046    126,877    106,628
-------------------------------------------------------------------------

Income before income taxes      2,057        1,363      4,563      5,093

Gain on sale of land              298            -        298          -

Future income taxes             1,320       45,000      1,470     45,000

-------------------------------------------------------------------------
Net income (loss)            $  1,035  $   (43,637) $   3,391  $ (39,907)
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Basic and diluted net income
 (loss) per unit             $  0.017  $    (0.745) $   0.055  $  (0.683)

-------------------------------------------------------------------------
-------------------------------------------------------------------------



PRIMARIS RETAIL REAL ESTATE INVESTMENT TRUST
Interim Consolidated Statements of Cash Flows 
(In thousands of dollars)
Unaudited

--------------------------------------------------------------------------
--------------------------------------------------------------------------
                               Three months ended        Six months ended
                                          June 30,                June 30,
                               2008          2007      2008          2007
--------------------------------------------------------------------------

Cash provided by (used in):
Operations:
 Net income (loss)          $ 1,035    $  (43,637)  $ 3,391    $  (39,907)
 Items not involving cash:
  Depreciation               17,486        17,773    35,491        33,120
  Amortization of deferred
   leasing commissions and
   tenant improvements        1,378           946     2,503         1,920
  Accretion of convertible
   debt liability               247            (4)      496            11
  Amortization of acquired
   deferred recoverable
   operating costs              145           166       291           334
  Future income taxes         1,320        45,000     1,470        45,000
  Gain on sale of land         (298)            -      (298)            -
--------------------------------------------------------------------------
                             21,313        20,244    43,344        40,478

 Change in non-cash
  operating items:
  Amortization of above-
   and below-market leases     (417)         (226)     (891)         (422)
  Deferred leasing
   commissions                 (395)         (481)     (594)         (752)
  Tenant inducements           (282)         (221)     (282)       (1,241)
  Amortization of tenant
   inducements                   28            54        55            82
  Deferred recoverable
   operating costs           (1,748)         (836)   (3,126)       (1,086)
  Amortization of deferred
   recoverable operating
   costs                        666           514     1,336           999
  Amortization of financing
   costs                        356           155       678           299
  Other non-cash operating
   items                     (5,203)       14,172   (12,000)          404
--------------------------------------------------------------------------
                             14,318        33,375    28,520        38,761

Financing:
 Issuance of units, net of
  costs                          731           682     1,373         1,343
 Mortgage principal
  repayments                 (4,283)       (3,464)   (8,368)       (6,870)
 Financing costs                 (3)         (314)      (38)         (352)
 Proceeds of new financing        -       160,000         -       166,000
 Repayment of financing           -             -         -        (4,187)
 Distributions to
  unitholders               (18,938)      (17,279)  (37,840)      (34,507)
--------------------------------------------------------------------------
                            (22,493)      139,625   (44,873)      121,427

Investments:
 Acquisition of
  income-producing
  properties                    (50)     (209,503)   (7,074)     (228,715)
 Additions to buildings
  and building improvements  (2,342)       (5,397)   (5,189)       (7,886)
 Additions to tenant
  improvements               (4,447)       (2,165)   (6,467)       (3,071)
 Proceeds from sale of land     425             -       425             -
--------------------------------------------------------------------------
                             (6,414)     (217,065)  (18,305)     (239,672)
--------------------------------------------------------------------------

Decrease in cash and cash
 equivalents                (14,589)      (44,065)   34,658       (79,484)

Cash and cash equivalents,
 beginning of period         74,133        63,909    94,202        99,328
--------------------------------------------------------------------------
Cash and cash equivalents,
 end of period             $ 59,544    $   19,844  $ 59,544    $   19,844
--------------------------------------------------------------------------
--------------------------------------------------------------------------

Supplemental cash flow
 information:
 Interest paid             $ 14,069    $   10,949  $ 28,191    $   21,688

Supplemental disclosure of
 non-cash operating
 and financing activities:
 Value of units issued
  under asset management
  agreement                   1,124             -     1,881         1,598
 Value of units issued
  upon conversion of
  convertible debentures        355           796       577         1,404
 Financing costs
  transferred to equity
  upon conversion of
  convertible debentures         16            15        24            58
 Financing accumulated
  amortization
  transferred to equity
  upon conversion
  of convertible debentures      (3)          (12)       (6)          (18)
 Mortgages assumed on
  acquisition                     -         9,324         -         9,324
--------------------------------------------------------------------------
--------------------------------------------------------------------------



PRIMARIS RETAIL REAL ESTATE INVESTMENT TRUST

Reconciliation of Net Income to Funds from Operations
(In thousands of dollars)

-----------------------------------------------------------------
-----------------------------------------------------------------
                                     Three Months   Three Months
                                            Ended          Ended
                                    June 30, 2008  June 30, 2007
-----------------------------------------------------------------

Net income/(loss)                         $ 1,035      $ (43,637)
Depreciation of income producing
 properties                                17,486         17,773
Amortization of leasing costs               1,378            946
Accretion of convertible debentures           247             (4)
Amortization of acquired deferred
 recoverable costs                            145            166
Gain on sale of land                         (298)             -
                                                    -------------
Future income taxes                         1,320         45,000
                                    --------------  -------------
Funds from operations                    $ 21,313       $ 20,244
                                    --------------  -------------

Funds from Operations, which is not a defined term within Canadian generally accepted accounting principles, has been calculated by management, using Canadian generally accepted accounting principles, in accordance with REALPac's White Paper on Funds from Operations. The White Paper defines Funds from Operations as net income adjusted for depreciation and amortization of assets purchased, including the net impact of above and below market leases, amortization of leasing costs and accretion of convertible debentures. Funds from Operations may not be comparable to similar measures used by other entities.

Calculation of Net Operating Income
(In thousands of dollars)

-----------------------------------------------------------------------
-----------------------------------------------------------------------
                                           Three Months   Three Months
                                                  Ended          Ended
                                          June 30, 2008  June 30, 2007
-----------------------------------------------------------------------

Revenue                                         $64,718        $55,409
Less: Corporate interest and other income          (573)          (947)
      Property operating expenses               (15,423)       (12,502)
      Property tax expense                      (12,061)       (10,565)
      Ground rent                                  (264)          (295)
                                          --------------  -------------
Net operating income                           $ 36,397       $ 31,100
                                          --------------  -------------

Contacts

R. Michael Latimer
Primaris Retail REIT
Chief Executive Officer
(416) 865-5353

Louis M. Forbes
Primaris Retail REIT
Senior Vice President, Chief Financial Officer
(416) 865-5360
Website: www.primarisreit.com