1、Slate Grocery REIT2020 Annual ReportSlate Grocery REITQ4 2020 MD&AMooresville Town Square,Mooresville,North Carolina1Slate Grocery REITQ4 2020 MD&AHarper Hill Commons,Winston Salem,North Carolina2Slate Grocery REITQ4 2020 MD&AAbout Slate Grocery REIT(TSX:SGR.U/SGR.UN)Slate Grocery REIT is managed by
2、 Slate Asset Management.Slate Asset Management is a leading real estate focused alternative investment platform with approximately$6.5 billion in assets under management.Slate is a value-oriented manager and a significant sponsor of all of its private and publicly traded investment vehicles,which ar
3、e tailored to the unique goals and objectives of its investors.The firms careful and selective investment approach creates long-term value with an emphasis on capital preservation and outsized returns.Slate is supported by exceptional people,flexible capital and a demonstrated ability to originate a
4、nd execute on a wide range of compelling investment opportunities.Visit to learn more.Slate Grocery REIT is an owner and operator of U.S.grocery-anchored real estate.The REIT owns and operates approximately U.S.$1.3 billion of critical real estate infrastructure across major U.S.metro markets that c
5、ommunities rely upon for their daily needs.The REITs resilient grocery-anchored portfolio and strong credit tenants provide unitholders with durable cash flows and the potential for capital appreciation over the longer term.Visit to learn more about the REIT.Forward-looking StatementsCertain informa
6、tion in this managements discussion and analysis(“MD&A”)constitutes“forward-looking statements”within the meaning of applicable securities legislation.These statements reflect managements expectations regarding objectives,plans,goals,strategies,future growth,results of operations,performance and bus
7、iness prospects and opportunities of Slate Grocery REIT(the“REIT”)including expectations for the current financial year,and include,but are not limited to,statements with respect to managements beliefs,plans,estimates and intentions,and similar statements concerning anticipated future events,results
8、,circumstances,performance or expectations that are not historical facts.Statements that contain words such as“could”,“should”,“would”,“can”,“anticipate”,“expect”,“does not expect”,“believe”,“plan”,budget”,“schedule”,“estimate”,“intend”,“project”,“will”,“may”,“might”,“continue”and similar expression
9、s or statements relating to matters that are not historical facts constitute forward-lookingstatements.Some of the specific forward-looking statements contained herein include,but are not expressions or statements relating to matters that are not historical facts constitute forward-looking statement
10、s.Some of the specific forward-looking statements contained herein include,but are not limited to,statements relating to the impact of the COVID-19 pandemic.There can be no assurance regarding the impact of COVID-19 on the business,operations,and financial performance of the REIT and its tenants,as
11、well as on consumer behaviors and the economy in general.Management believes that the expectations reflected in its forward-looking statements are based upon reasonable assumptions,however,management can give no assurance that actual results,performance or achievements will be consistent with these
12、forward-looking statements.These forward-looking statements are not guarantees of future events or performance and,by their nature,are based on the REITs current estimates and assumptions,which are subject to significant risks and uncertainties.The REIT believes that these statements are made based
13、on reasonable assumptions;however,there is no assurance that the events or circumstances in these forward-looking statements will occur or be achieved.A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements including,but not li
14、mited to the risks that are more fully discussed under the“Risk Factors”section of the annual information form of the REIT for the year ended December 31,2020(“Annual Information Form”).Factors that could cause actual results to differ materially from those contemplated or implied including,but not
15、limited to:financial and operational risks associated with the COVID-19 pandemic;risks incidental to ownership and operation of real estate properties including local real estate conditions;financial risks related to obtaining available equity and debt financing at reasonable costs and interest rate
16、 fluctuations;operational risks including timely leasing of vacant space and re-leasing of occupied space on expiration of current leases on terms at current or anticipated rental rates;tenant defaults and bankruptcies;uncertainties of acquisition activities including availability of suitable proper
17、ty acquisitions and in integration of acquisitions;competition including development of properties in close proximity to the REITs properties;loss of key management and employees;potential environmental liabilities;catastrophic events,such as earthquakes and hurricanes;governmental,taxation and othe
18、r regulatory risks and litigation risks.Forward-looking statements included in this MD&A are made as of February 23,2021,and accordingly are subject to change after such date.The REIT does not undertake to update any forward-looking statements that are included in this MD&A,whether as a result of ne
19、w information,future events or otherwise,except as expressly required by applicable securities laws.Certain statements included in this MD&A may be considered“financial outlook”for purposes of applicable securities laws,and such financial outlook may not be appropriate for purposes other than this M
20、D&A.Investors are cautioned against placing undue reliance on forward-looking statements.3Slate Grocery REITQ4 2020 MD&A$0.758$0.789$0.815$0.841$0.856$0.86420152016201720182019202092.9%HighlightsPortfolio occupancyTrack Record of Distribution Growth2.6%CAGR41 Based on 1,319,504 square feet of lease
21、renewals completed during the year ended December31,2020.100.0%Grocery-anchored6.1%Rental spread on lease renewals 1$1.3BTotal asset value in USD64.6%Essential tenantsSlate Grocery REITQ4 2020 MD&ATop 5 TenantsNecessity Based Tenancy123458.5%8.1%4.1%3.9%2.5%Ranked by Annual Base Rent72.9%remaining t
22、enants across 1,082 leases1 Includes Walmart38%4%5%13%Supermarkets&Grocery 1RestaurantsFitness FacilitiesFinancial InstitutionsSporting&Footwear2%2%2%1%Liquor StoresDollar StoresPharmacy14%Other Necessity-Based&Daily Needs 13%Medical&Personal Services6%Discount&Off-Price5Slate Grocery REITQ4 2020 MD
23、&AAsset Map75Number of properties20States 9.6MSquare feetLegendAsset Presence in 20 of the top 50 U.S.Metropolitan Statistical Areas(MSAs)7Our experiencelets us seeopportunityclearly.Slate Grocery REITQ4 2020 MD&ALetter to UnitholdersDear Fellow Unitholders,The COVID-19 pandemic has reinforced that
24、Slate Grocery REITs property portfolio is an important part of the critical infrastructure that feeds America.Approximately,65%of our portfolios revenue is derived from essential tenants with 38%from high-credit grocers.Our entire portfolio is in the United States and is anchored by a grocery store
25、a statistic that is a clear differentiator from our peers.Our goal is to continue to own the real estate that is critical to delivering food to Americans and support our grocery tenants omni-channel strategies.“”9Omni-channelOur focus will continue to be on great properties,anchored by strong grocer
26、s,that are critical to providing for the essential daily needs of Americans.Accordingly,we are focused on owning well located properties that are critical to our grocery tenants omnichannel strategies-this means owning assets that are close to where Americans live,reducing last-mile logistics costs,
27、that have the capacity to deploy food inventory regardless of whether a purchase is made on-line or in store.An example of the importance of omni-channel focus is taking place at Walmart Inc.,Slate Grocery REITs largest tenant.Walmart recently introduced several new initiatives to enhance their onli
28、ne fulfillment and in-store customer experience,including Alphabot,an integrated in-store micro fulfillment strategy,Walmart+,same day delivery from its stores,and enhanced automated self-checkout.Additionally,Tom Ward,SVP,Walmart U.S.,recently commented:“Its clear that one of Walmarts competitive a
29、dvantages is our stores.And today,stores are transforming to serve more and more purposes were using them to fill pickup and delivery orders,make W deliveries and more.”Currently,98%of our grocer tenants are executing an omni-channel delivery model.Our goal is to continue to own the real estate that
30、 is critical to delivering food to Americans and support our grocery tenants omni-channel strategies.PerformanceOur business performed extremely well in the fourth quarter and during the full year 2020.We collected more than 95%of rent in cash,which places Slate Grocery REIT at the top of the sector
31、 for pandemic performance.For the relatively small amount of rent that was deferred,re-payments have been robust and are nearing completion.As of January 31,2021,we have collected$1.1 million of deferred amounts,which represents more than 100%of scheduled repayments,meaning several tenants are settl
32、ing deferral amounts sooner than required.We expect Slate Grocery REITs re-payment program will be Slate Grocery REITQ4 2020 MD&AThis deal aligns with the key components of Slate Grocery REITs investment thesis which has enabled our portfolio to thrive in recent quarters.Meaningful growth is at the
33、heart of our strategy as we are poised to emerge from the pandemic in a position of strength.We are seeing compelling opportunities to further drive value for unitholders and are excited to put our capital to work in 2021 and beyond.Im extremely proud of the dedication and perseverance that our team
34、 at Slate Grocery REIT continues to demonstrate on a daily basis.The teams efforts have contributed meaningfully to an impressive quarter and full year performance for our business.We own the critical infrastructure that grocers and other essential tenants need to fulfill their last mile logistics.A
35、s such,over the past year,we have demonstrated that our portfolio of exclusively grocery-anchored assets produces durable and resilient cash flows in all market conditions.We remain excited for the future.On behalf of the entire team at Slate Grocery REIT,we thank you for your continued support.We a
36、re seeing compelling opportunities to further drive value for unitholders and are excited to put our capital to work in 2021 and beyond.“substantially complete by the second quarter of 2021.Since the start of the pandemic our occupancy increased by 70 basis points and ended the fourth quarter at 92.
37、9%.We expect our occupancy will continue to trend upward based on our strong leasing pipeline of quality,actionable deals.What stands out most about Slate Grocery REITs 2020 performance is our leasing,including record amounts of both new and total leasing volumes.Ive highlighted some leasing statist
38、ics that I find particularly compelling below:372,130 square feet of new leasing(annual record)1,691,634 square feet of total leasing(annual record)Weighted-average rental spread of 6.1%for all leasing4 new deals and 11 renewals with grocery tenants,totaling 990,265 square feet(and no anchor leases
39、maturing in 2021)Only 4.7%of the portfolios rent roll matures in 2021Excluding termination fees,which inflated the comparative period,our Same-Property Net Operating Income grew 0.6%in 2020.Embedded within this positive outcome is the foundation for a strong 2021.Our leasing strategy to re-tenant pr
40、emises that were vacated this past year is progressing well.Coupled with$2.5 million of committed base rent(80%of which is scheduled to come online this year),our NOI is poised to grow in 2021.GrowthOur team is active and optimistic about growing our portfolio accretively through acquisition.We prom
41、ptly put the equity raised in December 2020 to good use,having closed on a five-asset portfolio acquisition on February 10,2021 for$54.3 million.A few key highlights of this transaction include:Opportunistic,off-market portfolio acquisition in key growth markets in Americas sunbeltAnchored by invest
42、ment grade grocer credit with a higher percentage of revenue from both essential tenants and grocers relative to Slate Grocerys existing portfolioStabilized portfolio is approximately 95%occupiedCompelling returns that exceed Slate Grocerys cost of capital“”10Sincerely,David Dunn Chief Executive Off
43、icer February 23,2021Slate Grocery REITQ4 2020 MD&ACambridge Crossings,Troy,Michigan11Managements Discussion and AnalysisSLATE GROCERY REITTSX:SGR.U and SGR.UNDecember 31,2020FINANCIAL AND INFORMATIONAL HIGHLIGHTS.14PART I OVERVIEW.15PART II LEASING AND PROPERTY PORTFOLIO.19PART III RESULTS OF OPERA
44、TIONS.33PART IV FINANCIAL CONDITION.49PART V ACCOUNTING AND CONTROL.57PART VI PROPERTY TABLES.59FINANCIAL AND INFORMATIONAL HIGHLIGHTS(in thousands of United States dollars)Q4 2020Q3 2020Q2 2020Q1 2020Q4 2019Q3 2019Summary of Portfolio InformationNumber of properties 1757677727679Gross leasable area
45、(GLA)19,554,6799,728,1799,832,1099,507,8819,857,71510,157,833GLA occupied by grocery-anchors 14,614,1784,657,2134,633,3404,417,8254,609,2874,884,476Occupancy 1 92.9%92.5%92.2%92.8%93.0%94.4%Grocery-anchor occupancy 1 98.6%98.6%96.8%97.3%97.6%100.0%Non-anchor occupancy 1 87.5%86.8%87.9%88.7%88.7%89.2
46、%Grocery-anchor weighted average lease term(years)16.56.46.35.95.85.9Portfolio weighted average lease term(years)15.35.35.25.05.05.1Square feet(SF)leased 1480,738431,778518,691260,427149,216745,112Summary of Financial InformationIFRS gross book value(GBV)2$1,323,554$1,302,849$1,300,866$1,249,525$1,3
47、15,080$1,336,836 Total debt 726,373 777,526 781,002 735,206 789,395 798,147 Revenue 31,872 31,961 30,255 32,042 34,338 34,545 Net income 1 21,268 7,630 6,888 5,819 14,016 4,513 Net operating income(NOI)1 3 22,583 23,098 22,152 22,071 24,266 24,385 Funds from operations(FFO)1 3 4 11,684 11,487 11,115
48、 11,160 12,650 12,936 Adjusted funds from operations(AFFO)1 3 4 9,651 8,954 9,046 8,748 10,616 11,142 Distributions declared$9,545$9,087$9,087$9,087$9,314$9,399 Per Unit Financial InformationClass U equivalent units outstanding 5 48,432 42,072 42,072 42,072 42,072 43,972 WA class U equivalent units
49、outstanding(WA units)43,752 42,222 42,208 42,196 43,145 44,107 FFO per WA units 1 3 4$0.27$0.27$0.26$0.26$0.29$0.29 AFFO per WA units 1 3 4 0.22 0.21 0.21 0.21 0.25 0.25 Declared distributions per unit$0.2160$0.2160$0.2160$0.2160$0.2145$0.2138 Financial RatiosFFO payout ratio 1 3 4 6 81.7%79.1%81.8%
50、81.4%72.8%72.7%AFFO payout ratio 1 3 4 7 98.9%101.5%100.5%103.9%86.8%84.4%Debt/GBV 54.9%59.7%60.0%58.8%60.0%59.7%Weighted average interest rate 8 4.22%3.98%3.96%3.99%4.06%4.06%Interest coverage ratio 92.45x2.48x2.52x2.44x2.51x2.46xAll portfolio information is for the three month period ended and all
51、 other amounts are as at the end of the period.1 Includes the REITs share of its equity accounted property investment.2 GBV is equal to total assets.3 Refer to non-IFRS financial measures on page 16.4 In the first quarter of 2020,the REIT refinanced its existing revolving credit facility and term lo
52、an(credit facility)and extinguished a mortgage of$10.1 million,bearing interest of 5.75%(extinguished mortgage),resulting in a net charge to income totaling$0.3 million.Adjusting to exclude the impact of the credit facility refinancing and extinguished mortgage in the first quarter of 2020,FFO per u
53、nit and FFO payout ratio would be$0.27 and 79.2%,respectively,and AFFO per unit and AFFO payout ratio would be$0.21 and 100.2%,respectively.5 Represents the total number of class U units outstanding,if all other units of the REIT,its subsidiaries and its deferred unit plan,were converted or exchange
54、d,as applicable,for class U units of the REIT.6 Distributions declared divided by FFO.7 Distributions declared divided by AFFO.8 Includes the impact of pay-fixed receive-float swaps.9 NOI less general and administrative expenses,divided by interest on debt.Slate Grocery REITQ4 2020 MD&A14PART I OVER
55、VIEWINTRODUCTIONThis MD&A of the financial position and results of operations of Slate Grocery REIT(TSX:SGR.U and SGR.UN)and its subsidiaries(collectively,the REIT)is intended to provide readers with an assessment of performance and summarize the financial position and results of operations of the R
56、EIT for the period ended December 31,2020.The presentation of the REITs financial results,including the related comparative information,contained in this MD&A are based on the REITs consolidated financial statements for the period ended December 31,2020(the consolidated financial statements),which h
57、ave been prepared by management in accordance with International Financial Reporting Standards(IFRS).This MD&A should be read in conjunction with those financial statements.All amounts are in thousands of United States dollars,which is the functional currency of the REIT and all of its subsidiaries.
58、The information contained in this MD&A is based on information available to the REIT and is dated as of February23,2021,which is also the date the Board of Trustees,upon the recommendation of its Audit Committee,approved the contents of this MD&A.PROFILEThe REIT is an unincorporated open-ended real
59、estate mutual fund trust constituted in accordance with the laws of the Province of Ontario pursuant to an amended and restated Declaration of Trust dated as of April 15,2014,as amended on August 17,2020.As of December31,2020,the REIT owns 75 grocery-anchored properties located in the United States
60、of America(the U.S.)comprising 9.6 million square feet of GLA.The REIT is externally managed and operated by Slate Asset(Canada)Management L.P.(the Manager”or Slate).The Manager has an experienced and dedicated team of real estate professionals with a proven track record of success in real estate in
61、vestment and management.Managements interests are aligned with the unitholders of the REIT through its sponsorship and as a significant unitholder of the REIT.Slate is a significant unitholder in the REIT,with an approximate 6.9%interest,and accordingly,is highly motivated to increase the value to u
62、nitholders and provide reliable growing returns to the REITs unitholders.On August 18,2019,Slate announced a passive,non-voting minority equity investment from Goldman Sachs Asset Managements Petershill program,creating a strategic relationship with one of the worlds leading investment managers and
63、positioning Slate for future success.The investment provides capital that Slate will use to enhance its platform and increase its GP investments in current and future businesses and investment vehicles,further strengthening the firms alignment with its clients and investing partners.The transaction
64、has had no impact on the control or decision making of Slate,and the day-to-day operations and management of Slate have remain unchanged.Additional information on the REIT,including its Annual Information Form,is available on SEDAR at and on the REITs website at .STRATEGY AND OUTLOOKOur strategy is
65、to own the last mile of essential logistics that allows our quality grocery-anchored properties to operate and service consumers for their everyday needs.Located in major markets in the U.S.,we believe that our diversified portfolio and quality tenant covenants provides a strong basis to continue to
66、 grow unitholder distributions and flexibility to capitalize on opportunities that provide value appreciation.We are focused on the following areas to achieve the REITs objectives:Be disciplined in our acquisition of well-located properties that provide opportunity for future value creation;Proactiv
67、e property and asset management that results in NOI growth while minimizing property and portfolio vacancy exposure;Prudent and disciplined management of capital outlays that will maintain and increase the attractiveness of the REITs portfolio and achieve increased rents;andContinue to increase the
68、REITs financial strength and flexibility through robust balance sheet management.The REITs internal growth strategy includes the following:Maintaining strong tenant relationships and ensuring tenant retention:Slate expects to continue to nurture its many longstanding relationships with existing tena
69、nts by anticipating and adapting to their changing needs and being proactive with lease renewals.Slate understands the value of maintaining existing tenancies and will engage in ongoing discussions with tenants throughout their lease term to be proactive in negotiating early renewals as leases appro
70、ach their expiries.The growing size of the REITs portfolio will help strengthen its longstanding relationships with existing tenants and allow Slate to offer leasing opportunities across multiple properties.This strategy will promote organic growth by minimizing marketing,leasing and tenant improvem
71、ent costs and avoiding interruptions in rental income generation.Maximizing rental income through leasing initiatives:Slate expects to maintain the current high level of occupancy in the REITs properties by leveraging Slates established leasing platform.Slate intends to continue to implement active
72、strategies that take into consideration prevailing economic conditions,the nature of the property,its local positioning,as well as existing and prospective tenants.Many of the REITs properties are located in areas with low vacancy rates and minimal new competitive supply,which should minimize leasin
73、g costs and allow the REIT to replace in-place rents with increased market rents as leases expire.Slate also seeks to continue to include contractual rent escalators in leases to further facilitate growth in rental income.Repositioning current properties:Slate believes that in a number of situations
74、 there exists the opportunity to reposition properties currently held by the REIT through modest and targeted capital projects and/or operational improvements.Slate Grocery REITQ4 2020 MD&A15The REIT will continue to focus on acquiring diversified revenue producing commercial real estate properties
75、with a focus on grocery-anchored properties.The REITs external growth strategy includes the following:Opportunity to benefit from its relationship with Slate:The REIT anticipates that its continuing relationship with Slate provides opportunities to acquire additional properties.Slate has a strong tr
76、ack record of closing acquisitions and believes that it can grow the asset base of the REIT on an accretive basis in the near to medium term.Identify undervalued properties:Slates extensive relationships with a network of U.S.-based commercial real estate brokers allows it to identify undervalued pr
77、operties,many of which may be“off-market”or not widely marketed for sale.With over 40,000 grocery stores in the U.S.,there are significant opportunities for the REIT to continue its strategy of acquiring attractive,revenue-producing grocery-anchored properties.Slates familiarity with the REITs prope
78、rties allows it to identify complementary acquisition opportunities that are aligned with the REITs investment criteria and accretive to cash flow.The REIT seeks to acquire properties that are:(i)located in major metropolitan areas in the U.S.that demonstrate favourable population and employment gro
79、wth dynamics;(ii)located in well-developed sub-markets with limited risk of new development;and(iii)anchored by market dominant grocers and other essential tenants who fulfill the last mile of logistics and have a proven track record of strong sales and profitability.Slate will continue to target ma
80、jor metropolitan areas in the U.S.outside of gateway markets where there is typically more competition and less favourable pricing for quality assets.Apply Slates hands-on asset management philosophy:Even though Slate targets assets that are stable,income producing properties,Slate will continue to
81、assess each property to determine how to optimally refurbish,reposition and re-tenant the property.Slate will continue to work closely with contractors to reduce operating costs and will oversee capital expenditure projects to ensure they are on budget and completed on time.In addition,Slate will co
82、ntinue to:(i)focus on rebuilding and strengthening tenant relationships with a view to gaining incremental business and extending stable tenant leases;and(ii)outsource property management and other real estate property functions to lower the operating costs borne by the tenants.This cost reduction f
83、urther improves tenant relationships and will increase the net operating income of the REITs properties.Slate Grocery REIT has established itself as both a leading and differentiated owner and operator of grocery-anchored properties in the U.S.The REITs critical real estate infrastructure and strong
84、 credit tenants provide unitholders with durable cash flows and the potential for capital appreciation over the longer term.COVID-19Slate Asset Management(Canada)L.P.,as manager of the REIT has a robust COVID-19 response plan in place,with employee and tenant safety as a top priority.This plan is in
85、tended to monitor and mitigate the business and health risks posed to the REIT and its stakeholders.The REIT has mandated increased sanitation and health and safety measures at its properties.The REIT continues to monitor direction provided by the World Health Organization,public health authorities
86、and federal and state governments in order to control the spread of COVID-19.The REIT continues to be actively engaged with tenants and continues to assess tenants adversely affected by COVID-19 and will consider deferral programs on a case by case basis.No assurance can be made that the plan will m
87、itigate the adverse impacts of COVID-19.A prolonged COVID-19 pandemic could have a material impact on the financial results and cash flows of the REIT,including tenants ability to pay rent,occupancy,leasing demand,market rents,labor shortages and disruptions,all of which may impact the REITs valuati
88、on of its properties or the ability of the REIT to meet financial obligations.For further discussion on COVID-19,refer to Part I Overview,section Impact of COVID-19.NON-IFRS FINANCIAL MEASURESWe disclose a number of financial measures in this MD&A that are not measures determined in accordance with
89、IFRS,including NOI,same-property NOI,FFO,FFO payout ratio,AFFO,AFFO payout ratio,adjusted earnings before interest,tax,depreciation and amortization(Adjusted EBITDA)and the interest coverage ratio,in addition to certain measures on a per unit basis.We utilize these measures for a variety of reasons,
90、including measuring performance,managing the business,capital allocation and the assessment of risk.Descriptions of why these non-IFRS measures are useful to investors and how management uses each measure are included in this MD&A.We believe that providing these performance measures on a supplementa
91、l basis to our IFRS results is helpful to investors in assessing the overall performance of our businesses in a manner similar to management.These financial measures should not be considered as a substitute for similar financial measures calculated in accordance with IFRS.We caution readers that the
92、se non-IFRS financial measures may differ from the calculations disclosed by other businesses,and as a result,may not be comparable to similar measures presented by others.Reconciliations of these non-IFRS measures to the most directly comparable financial measures calculated and presented in accord
93、ance with IFRS are included within this MD&A.The definition of non-IFRS financial measures are as follows:NOI is defined as rental revenue less operating expenses,prior to straight-line rent,IFRIC 21,Levies(IFRIC 21)property tax adjustments and adjustments for equity investment.Same-property NOI inc
94、ludes those properties owned by the REIT for each of the current period and the relevant comparative period excluding those properties under development.NOI margin is defined as NOI divided by revenue,prior to straight-line rent.FFO is defined as net income adjusted for certain items including trans
95、action costs,change in fair value of properties,change in fair value of financial instruments,deferred income taxes,unit income(expense),adjustments for equity investment and IFRIC 21 property tax adjustments.AFFO is defined as FFO adjusted for straight-line rental revenue and sustaining capital,lea
96、sing costs and tenant improvements.Slate Grocery REITQ4 2020 MD&A16FFO payout ratio and AFFO payout ratio are defined as distributions declared divided by FFO and AFFO,respectively.FFO per WA unit and AFFO per WA unit are defined as FFO and AFFO divided by the weighted average class U equivalent uni
97、ts outstanding,respectively.Adjusted EBITDA is defined as NOI less General and administrative expenses.Interest coverage ratio is defined as adjusted EBITDA divided by cash interest paid.Net asset value is defined as the aggregate of the carrying value of the REITs equity,deferred income taxes and e
98、xchangeable units of subsidiaries.ENVIRONMENTAL,SOCIAL AND CORPORATE GOVERNANCEAt Slate,we believe the responsibility of a fiduciary is not limited to generating investment returns it is about treating people,our partners and our environment with respect and setting an example for others through our
99、 conduct.Our ESG philosophy is a key pillar of our firm and can be summarized as follows:Our people are our most important asset;an investment in our people positions our firm for future growth and successOur governing principles hold us accountable;these ensure our core values are apparent and adhe
100、red to in everything we doOur planet is home to all our stakeholders;we have a duty to invest in a sustainable and responsible mannerEfforts at our properties include lighting retrofits to LED lighting,white reflective roofing and evaluating solar initiatives at various sites,and community programs.
101、We value the opportunity to collaborate with our tenants,neighbours and suppliers through various outreach projects with the goal of meaningfully contributing to the communities in which we work and live.Our governance drives everything we do-we strive to be an example in the industry that acts resp
102、onsibly and with integrity in all aspects of our business.Slate,as manager of the REIT has formal governance measures in place which ensure alignment of all stakeholders and establish accountability.These measures include a Code of Business Conduct and Ethics and an annual review and approval of Sla
103、tes ESG program by the REITs Compensation,Governance and Nominating Committee.To learn more about our ESG policy please visit our website:.RISKS AND UNCERTAINTIESIn addition to the risks and uncertainties included herein,the REITs business is subject to a number of risks and uncertainties which are
104、described in its most recently filed Annual Information Form for the year ended December31,2020,available on SEDAR at .Additional risks and uncertainties not presently known to the REIT or that the REIT currently considers immaterial also may impair its business and operations and cause the price of
105、 the REITs units to decline in value.If any of the noted risks actually occur,the REITs business may be harmed and the financial condition and results of operations may suffer significantly.In that event,the trading price of the units could decline,and unitholders may lose all or part of their inves
106、tment.RECENT DEVELOPMENTSThe following is a summary of the key financial and operational highlights and recent developments for the REIT for the year ended December 31,2020:On December 10,2020,the REIT completed a public offering of 6.4 million class U units,at a price of$9.17 or C$11.80 per unit,fo
107、r gross proceeds of approximately$58.3 million or C$75.1 million.This financing reduces the REITs indebtedness and provides further capacity to capitalize on attractive investment opportunities.Subsequent to year end,the REIT completed the acquisition of a portfolio of five grocery-anchored properti
108、es for$54.3 million($137 per square foot),deploying proceeds from the capital raised from the December equity offering.These acquisitions contributed 396,471 square feet to the REITs portfolio and further increase the REITs concentration of grocery and essential tenants.Completed 1,691,634 square fe
109、et of leasing during the year ended December 31,2020 at a 6.1%weighted average rental spread,comprised of 1,319,504 square feet of renewals and 372,130 square feet of new leasing.Occupancy increased by 0.4%from the third quarter to 92.9%due to 35,823 square feet of new leasing and the disposition of
110、 one property and two outparcels at certain properties which had a weighted average occupancy rate of 70.7%,partially offset by 60,414 square feet of lease expiries.On a year-to-date basis,the REIT has completed eight property and two property outparcel dispositions for$133.6 million at a weighted a
111、verage capitalization rate of 7.3%on trailing twelve-month NOI.The REIT will seek to reinvest net proceeds into accretive investment opportunities that will strengthen the quality of the REITs portfolio and drive growth in NOI.The weighted average tenant retention rate for the fourth quarter was 92.
112、9%.Since the beginning of 2016,the weighted average retention rate has been 92.1%.Rental revenue for the fourth quarter was$31.9 million,which represents a$2.5 million decrease over the same period in the prior year.The decrease is primarily due to the disposition of eight properties and two outparc
113、els at certain properties from December31,2019,partially offset by increased revenue due to the acquisition of seven properties,rental rate growth from re-leasing at rates above in-place rents and new leasing.Slate Grocery REITQ4 2020 MD&A17Net income for the fourth quarter was$21.3 million,which is
114、 a$7.3 million increase from the same quarter of the prior year.The increase is attributed to a change in fair value of properties and a decrease in transaction costs,partially offset by the aforementioned decreases in revenue.NOI for the fourth quarter decreased by$0.5 million from the third quarte
115、r of 2020 to$22.6 million.This is primarily due to a loss in NOI contribution from the aforementioned dispositions and temporary vacancies,partially offset by rental rates from new leasing typically above in-place rent.Adjusting for termination fees,same-property NOI for the trailing twelve month pe
116、riod ended December 31,2020(comprised of 60 properties)increased by 0.6%over the same period in the prior year.Including the impact of termination fees,same-property NOI for the trailing twelve month period decreased by 0.3%.Same-property NOI for the fourth quarter(comprised of 61 properties)decreas
117、ed by 0.9%over the comparative period.FFO per unit was$0.27 for the quarter,which represented a$0.02 decrease from the same period in the prior year,primarily due to the lost contribution in rental revenue from the disposition of eight properties and two outparcels at certain properties and an incre
118、ase in current tax expense over the comparative period,partially offset by the aforementioned acquisitions and decreases in cash interest paid.Adjusting for the impact of the equity raise FFO per unit would be$0.28.AFFO per unit was$0.22 for the quarter,a$0.03 decrease from the comparative period.De
119、creases in AFFO were due to the aforementioned decreases in FFO,partially offset by a decrease in capital expenditures.Adjusting for the impact of the equity raise AFFO per unit would be$0.23.IMPACT OF COVID-19In response to the pandemic,Slate Asset Management(Canada)L.P.,as manager of the REIT,has
120、implemented a COVID-19 response plan,with employee and tenant safety as a top priority.This plan is intended to monitor and mitigate the business and health risks posed to the REIT and its stakeholders.No assurance can be made that such strategies will mitigate the adverse impacts of COVID-19.Approp
121、riate operational planning and cost-control measures are in place to manage operational and financial risk.The REIT continues to monitor direction provided by the World Health Organization,public health authorities and federal and state governments in order to control the spread of COVID-19.Manageme
122、nt has assessed 65%of the REITs tenant portfolio comprises of essential tenants,including grocery-anchored tenants,medical and personal services,financial institutions,and other essential based services.All of our centers are grocery anchored.Rent is typically paid within the first 15 business days
123、of each month.Since the start of the pandemic,the REIT has collected 96%of contractual rent.For the fourth quarter,the REIT has collected 96%of contractual rent.The REIT expects to substantially collect outstanding billings through immediate cash collection and deferral programs.The REIT continues t
124、o assess tenants adversely affected by COVID-19 and will consider deferral programs on a case by case basis.As of December 31,2020,the REIT has collected$1.0 million of payments under the deferral payback program,representing in excess of 100%of scheduled amounts owed to date.The REITs total deferra
125、l payback program,amounting to$1.3 million,is expected to be substantially completed by April 2021,with 82%of the program completed as at year-end.To date,the REIT has provided$0.1million in rent abatements during the fourth quarter 2020,which represents 0.4%of the REITs contractual rent,related to
126、one shop-space tenant.In exchange for rent abatements,management has secured future cash flows by way of lease extensions and contractual rent increases.All of the REITs centers have remained open throughout the COVID-19 pandemic,with 99%of tenants in operation.The REIT is well-positioned from a liq
127、uidity perspective to endure negative impacts as a result of COVID-19,however,the REIT will continue to evaluate and monitor this as the situation endures.During the 2020 year,the REIT refinanced over$858 million of total debt resulting in extended term and reduced pricing.On January 14,2021,the REI
128、T closed a$169.0 million 10 year mortgage,bearing interest of 3.75%.The net proceeds from the loan were used to reduce the REITs nearest term debt maturity in 2023 to$83.0 million,resulting in an increase of the REITs debt portfolio to a weighted average term to maturity of 5.9 years.The duration an
129、d impact of the pandemic on the REIT are unknown at this time.As such,it is not possible to reliably estimate the length and severity of COVID-19-related impacts on the financial results and operations of the REIT.A prolonged COVID-19 pandemic could have a material impact on the financial results an
130、d cash flows of the REIT,including tenants ability to pay rent,occupancy,leasing demand,market rents,labor shortages,and disruptions,all of which may impact the REITs valuation of its properties or the ability of the REIT to meet financial obligations.Based on tenant collections to date and overall
131、property performance,the REIT believes property valuations are appropriate as at December31,2020.Market volatility has resulted and may continue to result in a negative impact on the market price of the REITs equity securities.Governments and central banks have intervened through monetary and new fi
132、scal policies,however,it is unknown at this time how these interventions will impact capital markets or the financial stability of the REITs tenants.Slate Grocery REITQ4 2020 MD&A18PART II LEASING AND PROPERTY PORTFOLIOLEASINGThe REIT strives to ensure that its properties are well occupied with tena
133、nts who have space that allow them to meet their own business objectives.Accordingly,the REIT proactively monitors its tenant base with the objective to renew in advance of lease maturities,backfill tenant vacancies in instances where a tenant will not renew,or if there is an opportunity to place a
134、stronger or more suitable tenant in the REITs properties,management endeavors to find a suitable solution.The following table summarizes the REITs leasing activity for the four most recent quarters:Square feetDeal typeQ4 2020Q3 2020Q2 2020Q1 2020Less than 10,000RenewalLeases signed 33 37 13 28 Total
135、 square feet 91,461 108,284 25,290 73,803 Average base rent$17.11$18.42$21.08$17.24 Rental spread 5.8%7.5%9.3%5.2%Greater than 10,000RenewalLeases signed 6 5 8 3 Total square feet 353,454 127,056 439,036 101,120 Average base rent$8.26$10.68$6.98$10.81 Rental spread 1.4%42.6%1.8%5.0%Total renewals(sq
136、uare feet)444,915 235,340 464,326 174,923 Less than 10,000New leaseLeases signed 12 12 9 13 Total square feet 35,823 43,319 13,422 29,377 Average base rent$15.36$17.17$21.28$14.82 Rental spread 1 1.4%(16.2%)14.5%2.2%Greater than 10,000New leaseLeases signed 4 1 1 Total square feet 153,119 40,943 56,
137、127 Average base rent$9.17$7.38$11.86 Rental spread 1%20.2%(11.7%)28.1%Total new leases(square feet)35,823 196,438 54,365 85,504 Total leasing activity(square feet)2 480,738 431,778 518,691 260,427 1 Effective July 1,2020,rental spreads are compared to units that have been occupied within the prior
138、two years,calculated based on the average base rent of the new lease term compared to the previous lease.For units that have been vacant for two years or more,the REIT calculated rental spreads based on the average base rent of the new lease term compared to the weighted average in-place rent of com
139、parable units at the property.2 Includes the REITs share of its equity accounted property investment.Leasing Spreads 26.9%27.2%57.1%15.1%4.8%16.5%(0.6)%4.5%1.4%4.4%4.9%4.7%5.6%4.9%5.1%2.8%19.4%2.9%Rental spreads on new leasesRental spreads on lease renewalsQ4 2018Q1 2019Q2 2019Q3 2019Q4 2019Q1 2020Q
140、2 2020Q3 2020Q4 2020 Slate Grocery REITQ4 2020 MD&A19During the fourth quarter,management completed 444,915 square feet of lease renewals.The weighted average rental rate increases on renewals completed for leases less than 10,000 square feet was$0.94 per square foot or 5.8%higher than expiring rent
141、.The weighted average rental rate increases on renewals completed for leases greater than 10,000 square feet was$0.11 per square foot or 1.4%higher than expiring rent.The weighted average base rent on all new leases completed less than 10,000 square feet was$15.36 per square foot which is$1.25 per s
142、quare foot or 1.4%higher than the weighted average in-place rent for comparable space across the portfolio.These transactions compare favorably to the current weighted average in place rent of$11.43.Lease maturitiesThe REIT generally enters into leases with initial terms to maturity between 5 and 10
143、 years with our grocery-anchor tenants.The initial terms to maturity for non-anchor space tend to be of a shorter duration between 3 and 5 years.The weighted average remaining term to maturity of the REITs grocery-anchor and non-grocery-anchor tenants as at December31,2020 was 6.5 years and 4.1 year
144、s,respectively,not including tenants on month-to-month leases.On a portfolio basis,the weighted average remaining term to maturity is 5.3 years.The following table summarizes the composition of the remaining term to maturity of the REITs leases at December31,2020:Weighted average term to maturityGLA
145、 1GLA%Grocery-anchor6.5 4,614,178 48.3%Non-anchor4.1 4,133,479 43.3%Total5.3 8,747,657 91.6%Month-to-month 130,360 1.3%Vacant 676,662 7.1%Total GLA 9,554,679 100.0%1 Includes the REITs share of its equity accounted property investment.Occupancy is determined based on lease commencement.The following
146、 table shows the change in occupancy during the three month period ended December 31,2020:Total GLA 1Occupied GLA 1 2OccupancySeptember 31,2020 9,728,179 9,002,777 92.5%Dispositions(136,679)(96,669)70.7%Leasing changes(3,186)5,544 N/AOther(33,635)(33,635)100.0%December 31,2020 9,554,679 8,878,017 92
147、.9%1 Includes the REITs share of its equity accounted property investment.2 Leasing changes include new leases,lease buyouts,expirations and terminations.Occupancy has increased by 0.4%to 92.9%from September 31,2020,mainly due to 35,823 square feet of new leasing and the disposition of one property
148、and two property outparcels with a weighted average occupancy rate of 70.7%,partially offset by lease expirations totaling 60,414 primarily relating to Stein Marts vacancy at Cordova Commons totaling 36,000 square feet and other shop-space tenants across the portfolio.Slate Grocery REITQ4 2020 MD&A2
149、0The following table shows the change in occupancy during the year ended December 31,2020:Total GLA 1Occupied GLA 1 2OccupancyDecember 31,2019 9,857,715 9,164,897 93.0%Acquisitions 623,766 572,100 91.7%Dispositions(874,768)(792,106)90.6%Leasing changes(18,442)(33,282)N/AOther(33,592)(33,592)100.0%De
150、cember 31,2020 9,554,679 8,878,017 92.9%1 Includes the REITs share of its equity accounted property investment.2 Leasing changes include new leases,lease buyouts,expirations and terminations.Occupancy decreased by 0.1%from December31,2019,primarily due to the acquisition of seven properties at a wei
151、ghted average occupancy rate of 91.7%,partially offset by the disposition of eight properties and two property outparcels at a weighted occupancy rate of 90.6%.The following is a profile of the REITs leases excluding the impact of tenant extension options:Grocery-anchorNon-anchorTotalGLA expirationG
152、LAPercentage of portfolioAverage in-place rentGLAPercentage of portfolioAverage in-place rentGLAPercentage of portfolioAverage in-place rentMonth-to-month%$130,360 1.3%$14.32 130,360 1.3%$14.32 2021%445,629 4.7%15.86 445,629 4.7%15.86 2022 477,994 5.0%7.55 705,623 7.4%14.06 1,183,617 12.4%11.43 2023
153、 661,461 6.9%6.89 697,943 7.3%14.55 1,359,404 14.2%10.83 2024 921,232 9.6%8.23 604,415 6.3%15.16 1,525,647 15.9%10.98 2025 282,337 3.0%9.19 480,752 5.0%15.05 763,089 8.0%12.88 2025 and later 2,271,154 23.8%8.95 1,199,117 12.6%14.50 3,470,271 36.4%10.87 Vacant 66,970 0.7%N/A 609,692 6.4%N/A 676,662 7
154、.1%N/ATotal/weighted average 1 4,681,148 49.0%$8.38 4,873,531 51.0%$14.73 9,554,679 100.0%$11.43 1 Includes the REITs share of its equity accounted property investment.Slate Grocery REITQ4 2020 MD&A21The REIT endeavors to proactively lease upcoming expiries in advance of maturity to de-risk the port
155、folio,maintain high occupancy levels,ensure a proper mix of tenants at each property and certainty in cash flows.The following is a table of lease expiries at December31,2020 and pre-existing future maturities that were leased in advance during 2020:Lease Expiries and Pre-existing Future MaturitiesT
156、he following table summarizes remaining expiries:December 31,2020September 30,2020June 30,2020March 31,2020GLA ExpirationNumber of tenantsGLANumber of tenantsGLANumber of tenantsGLANumber of tenantsGLAAnchors 2108,451Non-anchors159 445,629 23 53,913 70 195,015 95263,466Remaining expiries 1159 445,62
157、9 23 53,913 70195,01597371,917Percentage of portfolio 1 4.7%0.6%2.0%3.9%1 Includes the REITs share of its equity accounted property investment.At December31,2020,remaining 2020 expiries totaled 445,629 square feet with 4.7%or 445,629 square feet of total GLA related to non-anchor tenants.Comparative
158、ly,at September30,2020,remaining 2020 expires totaled 53,913 with 0.5%or 53,913 square feet of total GLA related to non-anchor tenants.At June30,2020,remaining 2020 expiries totaled 195,015 with 2.0%or 195,015 square feet of total GLA related to non-anchor tenants.At March31,2020,remaining 2020 expi
159、ries totaled 371,917 with 2.8%or 263,466 square feet of total GLA related to non-anchor tenants.Retention ratesThe asset management team strives to maintain strong relationships with all tenants,especially the REITs grocery-anchor tenants.In certain cases,management has not sought renewals with larg
160、er tenants,including in cases where a better user is available,or a redevelopment opportunity exists.Management believes that this success is a result of the strong relationships maintained with tenants and the REITs underwriting which,in part,considers the relative strength of grocery-anchors in th
161、e respective market,recent capital investment by grocers and,where possible,the profitability of the store.Management expects a lower retention rate for our non-grocery-anchor tenants as a result of the dynamics and natural turnover of certain businesses over time which gives us opportunity to re-le
162、ase space,potentially at higher rates,and improve overall credit and tenant mix.Slate Grocery REITQ4 2020 MD&A22The following are the REITs retention rates for the three and twelve month periods ended December 31,2020,and year ended December31,2019 for both grocery-anchor and non-grocery-anchor tena
163、nts:Retention rate 1Three months endedDecember 31,2020Year endedDecember 31,2020Year endedDecember 31,2019Grocery-anchor 98.6%97.8%99.4%Non-grocery-anchor 87.5%87.7%90.1%Net total/weighted average 2 92.9%92.8%94.9%1 Retention rate excludes instances where management has not sought a renewal,which ar
164、e primarily related to redevelopment or property portfolio management opportunities.2 Includes the REITs share of its equity accounted property investment.The following are the REITs incremental change in base rent for the four most recent quarters:For the three months ended,December 31,2020Septembe
165、r 30,2020June 30,2020March 31,2020RenewalsSquare feet 444,915 235,340 464,326 174,923 Expiring rent per square foot 1$9.80$11.92$7.54$12.86 Rent spread per square foot 1 0.28 2.32 0.21 0.66 VacatedSquare feet 2 60,414 155,032 51,189 99,651 Expiring rent per square foot 1$13.16$9.62$12.42$9.02 NewSqu
166、are feet 35,823 196,438 54,365 85,504 New rent per square foot 1$15.36$10.93$10.81$12.88 Total base rent retained 3$3,565$1,314$2,865$1,351 Incremental base rent 3$675$2,693$685$1,217 1 Calculated on a weighted average basis.2 Adjusted for lease buyouts and vacancies due to redevelopment.3 Includes
167、the REITs share of its equity accounted property investment.In-place and market rentsThe REITs leasing activity during the three month period ended December 31,2020 is as follows:GLANumber of tenantsWeighted average expiring rentWeighted average new rentRenewed leases 444,915 39$9.80$10.08 New lease
168、s 35,823 12 N/A 15.36 Total/weighted average 480,738 51 N/A$10.48 Less,leases not renewed/vacated during term 1(60,414)12$13.16 N/ANet total/weighted average 2 420,324 63 N/A$10.48 1 Adjusted for lease buyouts and vacancies due to redevelopment.2 Includes the REITs share of its equity accounted prop
169、erty investment.The REITs leasing activity during the year ended December 31,2020 is as follows:GLANumber of tenantsWeighted average expiring rentWeighted average new rentRenewed leases 1,319,504 133$9.79$10.46 New leases 372,130 52 N/A 11.79 Total/weighted average 1,691,634 185 N/A$10.75 Less,lease
170、s not renewed/vacated during term 1 366,286 (84)$10.43 N/ANet total/weighted average 2 2,057,920 101 N/A$10.86 1 Adjusted for lease buyouts and vacancies due to redevelopment.2 Includes the REITs share of its equity accounted property investment.During the fourth quarter of 2020,the REIT completed 4
171、80,738 square feet of leasing,which represents 5.0%of the REITs portfolio.For the year ended December 31,2020,1,691,634 square feet of leasing was completed,which represents 17.7%of the REITs portfolio.This level of leasing is consistent with the REITs strategy of actively managing the properties to
172、 create value through a hands-on approach.Slate Grocery REITQ4 2020 MD&A23Net rental ratesThe following table is a summary of in-place rent for the eight most recent financial quarters of the REIT:Q4 2020Q3 2020Q2 2020Q1 2020Q4 2019Q3 2019Q2 2019Q1 2019Grocery rent$8.38$8.35$8.28$8.18$8.14$8.05$8.16
173、$8.10 Shop space rent 14.73 14.98 14.64 14.03 14.35 14.04 14.08 13.72 Total 1$11.43$11.55$11.39$11.10$11.22$10.99$11.03$10.84 Market rent 2$11.69$11.81$11.71$11.69$11.82$11.80$11.73$11.61 1 Includes the REITs share of its equity accounted property investment.2 Market rent represents the REITs estima
174、te of market rents for its properties on a weighted average basis.Market rents are determined based,in part,on broker feedback,market transactions and completed deals.In-place Rent Versus Estimated Market Rent$10.30$10.31$10.55$10.67$10.63$10.55$10.74$10.79$10.84$11.03$10.99$11.22$11.10$11.39$11.55$
175、11.43$10.82$10.92$11.22$11.27$11.16$11.27$11.45$11.46$11.61$11.73$11.80$11.82$11.69$11.71$11.81$11.69In-place rentMarket rent per square footQ12017Q22017Q32017Q42017Q12018Q22018Q32018Q42018Q12019Q22019Q32019Q42019Q12020Q22020Q32020Q42020The REIT leases to high-quality tenants in well located centres
176、 typically below the average market rent for U.S.strip centres,allowing for increased value in the portfolio through rental rate growth.ACQUISITIONSSubject to the availability of acquisition opportunities,the REIT intends to grow distributions,in part through the accretive acquisition of properties.
177、The current environment for acquisitions is very competitive with limited supply of quality properties coming to the market.The REIT explores acquisition opportunities as they arise but will pursue only acquisitions that management believes are accretive to net asset value per unit in the medium-ter
178、m relative to its long-term cost of capital.Slate Grocery REITQ4 2020 MD&A24The REIT acquired seven properties during the year ended December 31,2020,as summarized below:PropertyPurchase dateLocationPurchase priceSFPrice per SFAnchor tenantAlexander PointeMay 29,2020Salisbury,North Carolina$8,060 57
179、,710$140 Harris TeeterBermuda CrossroadsMay 29,2020Chester,Virginia 18,607 122,566 152 Food LionGainsborough SquareMay 29,2020Chesapeake,Virginia 13,637 88,862 153 Food LionHarper Hills Commons May 29,2020Winston-Salem,North Carolina 11,777 96,914 122 Harris TeeterIndian Lakes CrossingMay 29,2020Vir
180、ginia Beach,Virginia 7,606 64,973 117 Harris TeeterRenaissance Square May 29,2020Davidson,North Carolina 14,313 80,467 178 Harris TeeterStone House Square May 29,2020Hagerstown,Maryland 16,100 112,274 143 Weis MarketsTotal/weighted average$90,100 623,766$144 The aforementioned properties were acquir
181、ed by the REIT for a total of$90.1million,totaling 623,766 square feet($144 price per square foot)at an estimated weighted average capitalization rate of 8.7%.Each asset is leased with strong grocery-anchor tenants with a weighted average essential tenancy of 63.1%.DISPOSITIONSDuring the year ended
182、December 31,2020 the REIT disposed of eight properties and two property outparcels as follows:PropertyNumber of outparcelsDisposition dateLocationAnchor tenantSales priceDouglas CommonsN/AJanuary 17,2020Douglasville,GeorgiaKroger$13,550 Meres Town CenterN/AJanuary 24,2020Tarpon Springs,FloridaWinn-D
183、ixie 6,990 Mitchellville Plaza N/AJanuary 31,2020Mitchellville,MarylandWeis Markets 34,730 Armstrong PlazaN/AMarch 25,2020Wausau,WisconsinBI-LO 4,880 Waterbury PlazaN/AApril 8,2020Waterbury,ConnecticutStop&Shop 21,000 National Hills N/AApril 13,2020Augusta,GeorgiaThe Fresh Market 26,000 Pinewood Pla
184、zaN/AAugust 12,2020Dayton,OhioKroger 6,100 Roxborough MarketplaceN/AOctober 5,2020Littleton,ColoradoSafeway 18,350 Robson Crossing1October 5,2020Atlanta,GeorgiaN/A 600 Derry Meadows Shoppes1December 30,2020Derry,New HampshireN/A 1,435 Total$133,635 There are no fees incurred by the REIT to the Manag
185、er in relation to the disposition of properties or outparcels.PROPERTY PROFILEProfessional managementThrough professional management of the portfolio,the REIT intends to ensure its properties portray an image that will continue to attract consumers as well as provide preferred locations for its tena
186、nts.Well-managed properties enhance the shopping experience and ensure customers continue to visit the centres.Professional management of the portfolio has enabled the REIT to maintain a high occupancy level,currently 92.9%at December31,2020(September 30,2020 92.5%,June 30,2020 92.2%,March 31,2020 9
187、2.8%).Occupancy has increased by 0.4%to 92.9%from September 31,2020,mainly due to the disposition of one property and two property outparcels with a weighted average occupancy rate of 70.7%,and 35,823 square feet of new leasing,partially offset by lease expirations totaling 60,414.Lease expirations
188、are mainly due to Stein Marts vacancy Cordova Commons totaling 36,000 square feet.Management has an active leasing strategy in-place for this location.Slate Grocery REITQ4 2020 MD&A25The following table shows the occupancy rate of the REITs portfolio:20162017201820192020Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q
189、1Q2Q3Q4Properties 164697173848686868685 84 83 79 76 72 77 76 75 Occupancy 1 93.6%93.5%93.2%91.7%92.6%93.7%93.7%93.9%94.3%94.2%93.3%93.3%94.4%93.0%92.8%92.2%92.5%92.9%1 Includes the REITs share of its equity accounted property investment.Historical Occupancy Rates95%94%95%94%94%93%92%93%94%94%94%94%9
190、4%93%93%94%93%93%92%93%93%666668646971738486868686858483797672777675OccupancyPropertiesQ4 2015Q1 2016Q2 2016Q3 2016Q4 2016Q1 2017Q2 2017Q3 2017Q4 2017Q1 2018Q2 2018Q3 2018Q4 2018Q1 2019Q2 2019Q3 2019Q4 2019Q1 2020Q2 2020Q3 2020Q4 2020Geographic overviewThe REITs portfolio is geographically diversifi
191、ed.As of December31,2020,the REITs 75 properties were located in 20 states with a presence in 20 MSAs.The REIT has 37 properties,or 48.7%of the total portfolio,located in the U.S.sunbelt region.Markets within this region benefit from strong underlying demographic trends,above average employment and
192、population growth.This provides the REIT opportunities to progressively drive operational efficiencies and sustainable growth.Slate Grocery REITQ4 2020 MD&A26The following is a summary of the geographic location and relative dispersion of the REITs property portfolio:StateNumber of assetsTotal SFOcc
193、upied SFPercentage of revenueOccupancyFlorida11 1,362,280 1,232,985 15.5%90.5%North Carolina11 1,350,057 1,277,165 14.4%94.6%Pennsylvania6 1,024,017 985,255 10.5%96.2%South Carolina5 845,283 800,480 8.6%94.7%Georgia6 654,923 623,535 6.7%95.2%Minnesota5 566,782 539,037 6.2%95.1%Virginia5 479,835 441,
194、435 6.0%92.0%Michigan5 603,143 577,871 5.8%95.8%Tennessee5 526,641 495,111 4.1%94.0%North Dakota2 261,578 209,606 3.5%80.1%West Virginia2 387,162 375,102 3.3%96.9%Illinois3 317,241 265,614 3.0%83.7%Ohio2 328,156 292,630 2.3%89.2%Colorado1 98,999 91,320 1.4%92.2%New Hampshire1 151,946 144,948 1.9%95.
195、4%Maryland1 112,274 102,854 1.8%91.6%Wisconsin1 123,028 123,028 1.5%100.0%Texas1 167,961 140,362 1.4%83.6%Utah1 112,507 109,353 1.4%97.2%Kentucky1 80,866 50,326 0.7%62.2%Total 175 9,554,679 8,878,017 100.0%92.9%1 Includes the REITs share of its equity accounted property investment.Tenant categoriesA
196、s of December31,2020,the REIT has the following tenant categories within the portfolio,allocated by base rent:37.9%13.8%13.4%13.3%5.8%4.7%4.0%2.3%2.2%1.6%1.0%Supermarkets and groceryOther essential servicesRestaurantsMedical and personal servicesDiscount and off-priceFitness facilitiesFinancial inst
197、itutionsLiquor storesSporting and footwearDollar storesPharmacyThe REITs portfolio of tenants is a diversified mix of leading grocers,national brands and strong regional performers complemented by local operators providing needed services and goods to their local communities.These retailers provide
198、significant non-discretionary e-commerce defensive goods.The REITs properties,which are located in well-established neighborhoods,allow grocery-anchored property real estate and economics of last mile delivery to be viable.Slate Grocery REITQ4 2020 MD&A27Anchor tenantsThe REIT endeavors to own prope
199、rties with anchors who are dominant in their respective regions in terms of operational scale and sales.Accordingly,the REITs anchor tenants are often either the first or second dominant store in their respective area in terms of market share.The following table identifies the REITs largest anchor t
200、enants including their annual minimum rent,the number of stores,GLA as a percentage of the total portfolio and the percentage of base rent.Walmart Inc.represents the REITs largest tenant by base rent with a total of 8 stores and 8.5%of base rents.The largest 15 tenants account for 49.2%of total GLA
201、and 39.8%of base rent as follows:Parent companyStore brandsGroceryStores%GLABase rent%Base rentWalmart Inc.Wal-Mart,Sams ClubY813.6%8,549 8.5%The Kroger Co.Kroger,Pick n Save,Harris TeeterY1911.5%8,067 8.1%Publix Super Markets,Inc.PublixY115.2%4,097 4.1%Koninklijke Ahold Delhaize N.V.Stop&Shop,GIANT
202、,Food Lion,HannafordY63.3%3,906 3.9%Southeastern GrocersWinn Dixie,BI-LOY63.1%2,516 2.5%United Natural Foods,Inc.Various 1Y42.2%2,084 2.1%Coborns Inc.CashWiseY21.2%2,038 2.0%TJX CompaniesMarshalls,T.J.Maxx,HomeGoodsN51.4%1,287 1.3%Alex Lee Inc.Lowes FoodsY21.0%1,249 1.2%Weis Markets,Inc.Weis Markets
203、Y21.3%1,203 1.2%Schnuck Markets,Inc.SchnucksY21.2%1,099 1.1%Planet FitnessPlanet FitnessN61.1%1,062 1.0%Hy-Vee,Inc.Hy-VeeY21.4%1,005 1.0%Dollar Tree Inc.Dollar Tree,Family DollarN90.9%879 0.9%Ross Stores,Inc.Ross Dress for LessN30.8%867 0.9%Total8749.2%$39,908 39.8%1 Store brands include Cub Foods,C
204、ounty Market,Shop n Save and Rainbow Foods.DevelopmentThe REITs redevelopment program is focused on growing income and unlocking value by revitalizing tenant uses and creating a better customer experience at select properties.Redevelopment is generally considered to begin when activities that change
205、 the condition of the property commence.Redevelopment ceases when the asset is in the condition and has the capability of operating in the manner intended,which is generally at cessation of construction and tenanting.For purposes of reporting same-property NOI,redevelopment assets are excluded from
206、the same-property portfolio in the period in which they are re-classified as a redevelopment property and are excluded until they are operating as intended in all of both the current and comparative periods.The carrying value of redevelopment properties includes the acquisition cost of property and
207、direct redevelopment costs attributed to the project.The REIT does not capitalize interest for its projects under development.To date,redevelopment spend has been funded by cash from operations.Interest expense is recognized as incurred in income which is not comparable to other REITs or other corpo
208、rations that capitalize interest.Slate Grocery REITQ4 2020 MD&A28The REIT has classified the following properties as redevelopment properties:Estimated incrementalNOI 1Estimated yield on costNature of redevelopmentExpected completionPre-leased percentageEstimated investmentPropertyIncurredRemainingT
209、otalWestminster Plaza 3Anchor repositioningQ1 2021 898 25.4%100.0%$1,104$2,427$3,531 Windmill Plaza 2Anchor repositioningQ2 2021 690 12.2%92.5%4,716 936 5,652 Mapleridge CenterAnchor repositioningQ2 2021 840 15.0%90.7%974 4,626 5,600 Stonefield SquareAnchor repositioningQ4 2021 358 30.0%1,194 1,194
210、Eastpointe Shopping CenterAnchor repositioningQ2 2022 870 16.0%100.0%283 5,140 5,423 Wedgewood CommonsAnchor repositioningQ4 2022 947 7.0%85.6%1,494 12,006 13,500 Total$4,603 13.2%$8,571$26,329$34,900 Completed redevelopment projectsEstimated incremental NOI 1Nature of redevelopmentCompletedYield on
211、 costLeased percentageTotal investedPropertyNorth Summit SquareAnchor repositioningQ3 2020$304 13.8%100.0%$2,197 1 Calculated on a trailing twelve month basis as of December31,2020.2 Amount at the REITs share of its 50%interest in the property.3 Amounts represent development for primary anchor at th
212、e property.Redevelopment capital spent during the three and twelve month periods ended December 31,2020 is as follows:Three months endedDecember 31,2020Year ended December 31,2020Canton Shopping Center 1$323$674 Westminster Plaza 1 644 1,104 Wedgewood Commons 1 478 1,884 Windmill Plaza 2 105 Other r
213、edevelopment costs 1 829 2,896 Total redevelopment$2,274$6,663 1 Relates to new outparcel development as well as work completed in the planning stages for redevelopment projects.2 Amount at the REITs share of its 50%interest in the property.In January 2019,the REIT acquired Windmill Plaza,a grocery-
214、anchored shopping centre located in Sterling Heights,Michigan,in a joint-venture partnership with The Kroger Company.The shopping centre includes a brand new 129,000 square foot Kroger Marketplace,an improved in line faade and a completely redesigned parking lot,landscaping and lighting system.Execu
215、ted leases include a 25-year ground lease with Kroger as the anchor tenant and junior anchor tenants which include Edge Fitness for 37,000 square feet and Pet Supplies Plus for 8,000 square feet.The property is occupied at 92.5%.Kroger and Edge Fitness commenced operations in January 2020.The REIT i
216、s planning to invest an additional$0.9 million related to the build-out of in-line units.Westminster Plaza is a 99,000 square foot shopping center formerly anchored by Safeway.The centre is located seven miles immediately north of downtown Denver with direct access to multiple major highways.This as
217、set experiences heavy traffic volumes along Federal Boulevard,a primary retail and commercial roadway in Westminster,Colorado.where population density is approximately 150,000 in a 3-mile radius.Additional density is forthcoming due to a community gentrification project being led by the City of West
218、minster.The plan is centralized around a recently completed light-rail transit station located a quarter mile from the property and the planned redevelopment of the surrounding land and industrial property into single and multi-family residential.Safeway vacated a 56,000 square foot box at the end o
219、f their lease term in December 2019.The REIT re-leased the vacant anchor space to VASA Fitness,a regional full-service gym operator.The deal will see both parties invest significant capital into the premises and shopping center and allow the landlord to grow NOI and weighted average lease term signi
220、ficantly.VASA fitness is scheduled to open in the first quarter of 2021.In 2019,the REIT completed a redevelopment of a pad on the property.The new 7,500 square foot building has Chipotle,Dunkin Donuts and Tropical Smoothie in operation.A lease has been executed with Buffalo Wild Wings for the remai
221、ning space to take the pad to full occupancy,with rent commencing in 2021.Stonefield Square is an 80,000 square foot shopping center formerly anchored by The Fresh Market.The centre is located in a dominant retail trade area on the east side of Louisville,Kentucky with close proximity to downtown an
222、d surrounded by dense residential communities.This asset experiences heavy traffic volumes and is centrally located along Shelbyville Road,the primary retail and commercial artery in Middletown,where average household income is approaching$0.1 million.The Fresh Market vacated a 20,000 square foot bo
223、x at the end of their lease term in December 2019,initiating an opportunity for the REIT to backfill the space at higher rental rates and a higher weighted average lease term.The REIT is in active discussions with multiple prospective tenants who have shown interest in the former grocery box.Simulta
224、neously,with backfilling Slate Grocery REITQ4 2020 MD&A29the premises,the REIT expects to invest significant capital into upgrading the building and common area facilities including improved signage,parking lot,landscaping and LED lighting upgrades.Mapleridge Center is a 115,000 square foot communit
225、y shopping center strategically located along White Bear Avenue within the main retail node in Maplewood,Minnesota.The centre was acquired in the third quarter of 2017 and at the time was anchored by a Rainbow Foods grocery outlet store.Management strategically terminated the anchor tenant in the fo
226、urth quarter of 2019 and signed a lease with Hy-Vee to take the former Rainbow Foods premises and an additional unit which will be used as a liquor store.As part of the new grocery and liquor store lease,ownership will complete a significant capital investment in the center projected to cost$5.6 mil
227、lion.In the first quarter of 2020,the grocery anchor lease was executed with rent commencement in the first quarter of 2021.Construction commenced in the third quarter of 2020 and is expected to be completed in the second quarter of 2021.The Hy-Vee liquor store opened to the public on December 18,20
228、20.Eastpointe Shopping Center is a regional shopping destination in Clarksburg,West Virginia anchored by a Kroger which includes a former K-mart box and in line shop tenants.The centre is located in the areas most prominent retail node at the junction of two major state highways.Kroger has executed
229、a 25 year term lease and will relocate from their 55,000 square foot box and build a brand new 83,000 square foot store in the former K-Mart premises.Construction commenced in the first quarter of 2020 and the lease will commence in the first quarter of 2021.In the third quarter of 2020 the REIT exe
230、cuted a 10 year term lease with Hobby Lobby to occupy the prior 55,000 square foot Kroger box.In addition to the construction of Kroger and Hobby Lobby,the REIT will complete common area refurbishments to include the faade,parking lot,landscaping,and LED lighting upgrades,as required by the anchor l
231、eases.The REIT expects to invest$5.4 million in capital to complete the tenant build outs and common area refurbishments.The project should be completed in the second quarter of 2022,with Kroger opening in the first quarter of 2021 and Hobby Lobby commencing in the second quarter of 2022.Wedgewood C
232、ommons is a 153,000 square foot shopping centre anchored by a Publix supermarket.The shopping centre is strategically located on U.S.Route 1 Highway at Indian Road,in Stuart,Florida.Key tenants in the development include Bealls Outlet,Dollar Tree and Harbor Freight Tools.The REIT has finalized a 20
233、year term lease to construct a new 47,000 square foot flagship Publix grocery store.To coincide with the new Publix grocery store,the REIT has secured a 10 year lease extension to relocate and expand the Bealls Outlet to 30,000 square feet which will include a Bealls Home Centric concept store.Furth
234、ermore,the REIT is negotiating with several junior anchor prospects to lease the remaining vacancy within the shopping centre.The net result will increase GLA to approximately 166,000 square feet and the weighted average lease term from 3.7 years to 10.8 years.In addition to the construction of the
235、Publix and Bealls Outlet and Home Centric,the REIT will complete an extensive common area refurbishment.The REIT expects to invest$13.5 million in the redevelopment and the overall project should be completed by the fourth quarter of 2022 with the new Publix opening the fourth quarter of 2021.Comple
236、ted redevelopment projects North Summit Square is a 225,000 square foot shopping centre anchored by Sams Club and shadow anchored by Lowess Home Improvement.The centre is located in one of the premier retail nodes in Winston-Salem North Carolina and has close proximity to Wake Forest University.In J
237、une 2017,management strategically terminated the lease of a 37,000 square foot junior anchor tenant that was paying below market rates.The REIT has finalized a 10 year lease with Urban Air Adventure Park to backfill the junior anchor space.Rent commenced in the third quarter of 2020.The lease result
238、ed in a$58 thousand spread annually over base rental rates paid by the previous tenant.The REIT has invested$2.2 million of capital as part of the transaction,with approximately$1.5 million allocated to parking lot repairs and resurfacing,as required by the Sams Club waiver of restrictions on the Ur
239、ban Air Adventure Park use.IFRS FAIR VALUEThe REITs property portfolio at December31,2020 had an estimated IFRS fair value of$1.3 billion,with a weighted average capitalization rate of 7.34%.Overall,the average estimated IFRS value per square foot of the REITs portfolio is$135.The following table pr
240、esents a summary of the capitalization rates used to estimate the fair value of the REITs properties:Direct capitalization ratesDecember 31,2020December 31,2019Minimum 6.00%6.00%Maximum 9.50%9.50%Weighted average 1 7.34%7.45%1 Includes the REITs share of its equity accounted property investment.The
241、December31,2020 weighted average capitalization rate decreased to 7.34%.from 7.45%at December31,2019.The decrease in the weighted average capitalization rate is driven primarily by value-add asset management activities which include:anchor tenant renewals and repositionings,tenant credit enhancement
242、 through strategic leasing,capital investments and improvements,active property management and increased buyer demand for grocery-anchored strip centers.The fair value of properties is measured individually without consideration to their aggregate value on a portfolio basis.No consideration is given
243、 to diversification benefits related to single property tenant risk and geography,the value of assembling a portfolio or to the utilization of a common management platform,amongst other benefits.As a result,the fair value of the REITs properties taken in aggregate may differ from the fair value of p
244、roperties measured individually in the REITs consolidated statements of financial position.Depending on the duration and impacts of the COVID-19 pandemic,certain aspects of the REITs operations could be affected,including rental and occupancy rates,demand for retail space,capitalization rates,and th
245、e resulting value of the REITs properties.Based on the REITs operations to date,property valuations have not been materially impacted by the COVID-19 pandemic.The REIT believes property valuations are appropriate as at December31,2020.Slate Grocery REITQ4 2020 MD&A30The change in properties is as fo
246、llows:Three months ended December 31,Year ended December 31,2020201920202019Beginning of the period$1,274,175$1,307,410$1,288,536$1,382,955 Acquisitions 91,785 Capital expenditures 839 568 2,741 2,514 Leasing costs 293 489 1,341 1,562 Tenant improvements 526 859 3,409 5,290 Development and expansion
247、 capital 2,274 573 6,558 6,686 Straight-line rent 375 118 1,556 1,640 Dispositions(20,385)(29,430)(133,635)(110,665)IFRIC 21 property tax adjustment 5,568 4,934 802 Change in fair value 1 13,515 3,015 14,087 (1,446)End of the period$1,277,180$1,288,536$1,277,180$1,288,536 Property classified as equi
248、ty investment 10,845 11,227 10,845 11,227 End of the period,including equity investment$1,288,025$1,299,763$1,288,025$1,299,763 1 Change in fair value includes impacts due to valuation parameters,cash flows and accounting adjustments for IFRIC 21 property tax and straight-line rent.The following tab
249、le is a reconciliation of the fair value of the REITs properties using a non-GAAP measure.The non-GAAP measure includes figures that are recorded as an equity investment,information that is not explicitly disclosed or presented in the consolidated financial statements for the three and twelve month
250、periods ended December 31,2020.Three months ended December 31,2020Year ended December 31,2020ConsolidatedEquity investmentProportionate Share(Non-GAAP)ConsolidatedEquity investmentProportionate Share(Non-GAAP)Beginning of the period$1,274,175$11,042$1,285,217$1,288,536$11,227$1,299,763 Acquisitions
251、91,785 91,785 Capital expenditures 839 839 2,741 2,741 Leasing costs 293 293 1,341 1,341 Tenant improvements 526 526 3,409 3,409 Development and expansion capital 2,274 8 2,282 6,558 1,442 8,000 Straight-line rent 375 375 1,556 1,556 Dispositions(20,385)(20,385)(133,635)(133,635)IFRIC 21 property ta
252、x adjustment 5,568 12 5,580 802 802 Change in fair value 1 13,515 (217)13,298 14,087 (1,824)12,263 End of the period$1,277,180$10,845$1,288,025$1,277,180$10,845$1,288,025 1 Change in fair value includes impacts due to valuation parameters,cash flows and accounting adjustments for IFRIC 21 property t
253、ax and straight-line rent.Slate Grocery REITQ4 2020 MD&A31The fair value of the REITs properties and properties under redevelopment for the three and twelve month periods ended December 31,2020 is as follows:Three months ended December 31,2020Year ended December 31,2020Income-producing propertiesPro
254、perties under redevelopmentTotalIncome-producing propertiesProperties under redevelopmentTotalBeginning of the period$1,194,438$79,737$1,274,175$1,204,069$84,467$1,288,536 Transfers to income-producing properties 18,941 (18,941)Acquisitions 91,785 91,785 Capital expenditures 792 47 839 2,669 72 2,74
255、1 Leasing costs 277 16 293 1,264 77 1,341 Tenant improvements 407 119 526 3,217 192 3,409 Development and expansion capital 196 2,078 2,274 1,378 5,180 6,558 Straight-line rent 90 285 375 647 909 1,556 Dispositions(20,385)(20,385)(133,635)(133,635)IFRIC 21 property tax adjustment 6,716 (1,148)5,568
256、1,564 (762)802 Change in fair value 1 10,062 3,453 13,515 694 13,393 14,087 End of the period$1,192,593$84,587$1,277,180$1,192,593$84,587$1,277,180 Property classified as equity investment 10,845 10,845 10,845 10,845 End of the period,including equity investment$1,192,593$95,432$1,288,025$1,192,593$
257、95,432$1,288,025 1 Change in fair value includes impacts due to valuation parameters,cash flows and accounting adjustments for IFRIC 21 property tax and straight-line rent.Capital,leasing and tenant improvement costs for the three and twelve month periods ended December 31,2020 was$1.7 million and$7
258、.5 million,respectively.Such costs are generally expended for purposes of tenanting and renewing existing leases,which maintain and create value at the REITs properties and the portfolio as a whole by increasing contractual cash flow through new and extended leases.The REIT will continue to capitali
259、ze on opportunities to revitalize,undertake space improvements and generally maintain the high quality of the properties and tenants.These expenditures can vary from period to period,at times significantly,depending upon the timing of lease expiries,re-leasing and managements capital plan for the pe
260、riod.Fair value adjustments on propertiesFor the three and twelve month periods ended December 31,2020,the REIT recorded a fair value gain on properties of$13.5 million and$14.1 million,respectively.This is mainly due to valuation parameters and cash flows,partially offset by IFRIC 21 property tax a
261、djustments and straight-line rent adjustments.The following table presents the impact of certain accounting adjustments on the fair value gain recorded versus managements estimate of future cash flows and valuation assumptions:Three months ended December 31,Year ended December 31,2020201920202019Val
262、uation parameters and cash flows$19,458$8,067$18,130$194 Transaction costs capitalized (1,685)IFRIC 21 property tax adjustment(5,568)(4,934)(802)Adjusted for straight-line rent(375)(118)(1,556)(1,640)Total$13,515$3,015$14,087$(1,446)The fair value change of properties is impacted by IFRIC 21 propert
263、y tax adjustments recorded on the REITs portfolio.For acquisition purposes the REIT determines the obligating event for property taxes is ownership of the property on the first of January of the fiscal year.As a result,the annual property tax liability and expense has been recognized on the properti
264、es owned on the first of January of each year,with a corresponding increase to the fair value of properties that is reversed as the liability is settled through property tax installments.The change in fair value of properties recorded in income excludes the impact of tenanting and leasing costs,land
265、lord work,and development and expansion capital,not all of which are additive to value but are directly capitalized to the property.Slate Grocery REITQ4 2020 MD&A32PART III RESULTS OF OPERATIONSSUMMARY OF SELECTED QUARTERLY INFORMATIONThe selected quarterly information highlights performance over th
266、e most recently completed eight quarters and is reflective of the timing of acquisitions,leasing and maintenance expenditures.Similarly,debt reflects financing activities related to acquisitions which serve to increase AFFO in the future,as well as ongoing financing activities for the existing portf
267、olio.Accordingly,rental revenue,NOI,NAV,FFO and AFFO are reflective of changes in the underlying income-producing asset base and changing leverage.Quarter endedQ4 2020Q3 2020Q2 2020Q1 2020 Q4 2019Q3 2019Q2 2019Q1 2019Rental revenue$31,872$31,961$30,255$32,042$34,338$34,545$36,016$36,416 Property ope
268、rating expenses 1(3,512)(4,649)(3,972)(22,496)(5,029)(5,287)(5,323)(25,392)Straight-line rent revenue(375)(530)(237)(414)(118)(323)(415)(784)IFRIC 21 property tax adjustment 1(5,568)(4,115)(3,994)12,875 (4,934)(4,675)(4,763)14,372 Adjustments for equity investment 166 431 100 64 9 125 (8)(43)NOI 2$2
269、2,583$23,098$22,152$22,071$24,266$24,385$25,507$24,569 Class U units outstanding 48,597 42,226 42,217 42,203 42,207 44,110 44,102 44,096 WA units 43,752 42,222 42,208 42,196 43,145 44,107 44,101 44,208 Net income 3$21,268$7,630$6,888$5,819$14,016$4,513$5,934$1,601 Net incomeper WA unit 3$0.49$0.18$0
270、.16$0.14$0.32$0.10$0.13$0.04 IFRS NAV$532,155$449,858$445,189$445,383$476,612$480,454$485,270$498,922 IFRS NAV per unit$10.95$10.65$10.55$10.55$11.29$10.89$11.04$11.35 Distributions declared$9,545$9,087$9,087$9,087$9,314$9,399$9,399$9,424 Distributions per unit$0.2160$0.2160$0.2160$0.2160$0.2145$0.2
271、138$0.2138$0.2138 FFO 3$11,684$11,487$11,115$11,160$12,650$12,936$13,622$13,387 FFO per WA units 3 4$0.27$0.27$0.26$0.26$0.29$0.29$0.31$0.30 AFFO 3$9,651$8,954$9,046$8,748$10,616$11,142$10,694$9,137 AFFO per WA units 3 4$0.22$0.21$0.21$0.21$0.25$0.25$0.24$0.21 Total assets$1,323,554$1,302,849$1,300,
272、866$1,249,525$1,315,080$1,336,836$1,375,824$1,388,403 Debt$726,373$777,526$781,002$735,206$789,395$798,147$838,126$849,498 Debt/GBV 54.9%59.7%60.0%58.8%60.0%59.7%60.9%61.2%Number of properties 3 75 76 77 72 76 79 83 84%leased 3 92.9%92.5%92.2%92.8%93.0%94.4%93.3%93.3%GLA 3 9,554,679 9,728,179 9,832,
273、109 9,507,881 9,857,715 10,157,833 10,536,332 10,709,564 Grocery-anchored GLA 3 4,614,178 4,724,183 4,785,050 4,417,825 4,722,267 4,884,476 5,058,302 5,118,919 1 In accordance with IFRIC 21,the REIT recognizes the annual property tax liability and expense on its existing properties on January 1st,ra
274、ther than progressively,i.e.ratably,throughout the year.2 Refer to non-IFRS financial measures on page 16.3 Includes the REITs share of its equity accounted property investment.4 Adjusting to exclude the impact of the refinanced credit facility and extinguished mortgage in the first quarter of 2020,
275、FFO and FFO per unit would be$11.5 million and$0.27,respectively,and AFFO and AFFO per unit would be$9.1 million and$0.21,respectively.Slate Grocery REITQ4 2020 MD&A33REVENUERevenue from properties includes base rent from tenants,straight-line rental income,property tax and operating cost recoveries
276、 and other incidental income.Rental revenue for the three and twelve month periods ended December 31,2020 decreased by$2.5 million and$15.2 million,respectively,compared to the same periods in the prior year.The decrease is primarily due to the disposition of eight properties and two outparcels at c
277、ertain properties from December31,2019,partially offset by increases in revenue due to the acquisition of seven properties,increases in rental rates from re-leasing and new leasing typically above in-place rent.PROPERTY OPERATING EXPENSESProperty operating expenses consist of property taxes,property
278、 management fees and general and administrative expenses including common area costs,utilities and insurance.The majority of the REITs operating expenses are recoverable from tenants in accordance with the terms of their respective lease agreements.Operating expenses fluctuate with changes in occupa
279、ncy and levels of repairs and maintenance.Property operating expenses decreased by$1.5 million and$6.4 million for the three and twelve month periods ended December 31,2020,respectively,driven by the disposition of eight properties and two outparcels at certain properties since December31,2019.In ac
280、cordance with IFRIC 21,the REIT recognizes the annual property tax liability and expense on its existing properties as at January 1st of each year,rather than progressively,i.e.ratably,throughout the year.The recognition of property taxes as a result of IFRIC 21 has no impact on NOI,FFO or AFFO.GENE
281、RAL AND ADMINISTRATIVE EXPENSESGeneral and administrative expenses include fees for asset management,legal,trustee services,tax compliance,reporting,marketing,bad debt expenses and franchise and business taxes.Franchise and business taxes are typically billed in the following calendar year to which
282、they relate.Three months ended December 31,Year ended December 31,20202019Variance20202019VarianceAsset management fees 1,310$1,347$(37)5,169$5,516$(347)Professional fees and other 817 813 4 3,089 3,138 (49)Bad debt expense 230 215 15 1,868 883 985 Franchise and business taxes(643)104 (747)385 1,180
283、 (795)Total$1,714$2,479$(765)$10,511$10,717$(206)%of total assets 0.1%0.2%(0.1)%0.8%0.8%of total revenue 5.4%7.2%(1.8)%8.3%7.6%0.7%General and administrative expenses for the three month period ended December 31,2020 decreased by$0.8 million from the comparative quarter in 2019,mainly due to a decre
284、ase in franchise and business taxes.General and administrative expenses for the year ended December 31,2020 was$10.5 million,which represents a$0.2 million decrease from the same period in the prior year.The decrease is attributed to the decreases in asset management fees and franchise and business
285、taxes,partially offset by an increase in bad debt expense mainly driven by shop space tenants affected by the COVID-19 pandemic.Slate Grocery REITQ4 2020 MD&A34INTEREST AND FINANCE COSTSThree months ended December 31,Year ended December 31,20202019Variance20202019VarianceInterest on debt and finance
286、 charges$5,049$8,352$(3,303)$22,134$37,190$(15,056)Interest rate swaps,net settlement 3,189 344 2,845 9,733 (1,790)11,523 Foreign exchange forward contract,net settlement 270 270 270 (24)294 Interest income (4)4 (5)(19)14 Interest income on notes receivable (51)51 Amortization of finance charges 1 4
287、02 501 (99)2,298 2,062 236 Amortization of mark-to-market premium 1(4)(91)87 (422)(364)(58)Interest income on TIF notes receivable(11)(17)6 (52)(74)22 Amortization of deferred gain on TIF notes(22)(21)(1)(88)(87)(1)Total$8,873$9,064$(191)$33,868$36,843$(2,975)1 In the first quarter of 2020,the REIT
288、refinanced its credit facility and extinguished a mortgage of$10.1 million,resulting in a net charge to income totaling$0.3 million.The following shows the change in interest on debt and finance charges,net of interest rate swaps for the three month period ended December 31,2020 compared to the same
289、 period in the prior year:Interest on debt and finance charges,net of interest rate swaps,December 31,2019$8,696 Change in interest rates,net of interest rate hedges 1 2(830)Change in debt spreads(96)Increase in fixed rate debt 528 Decrease in standby fee(60)Interest on debt and finance charges,net
290、of interest rate swaps,December 31,2020$8,238 Year-over-year change$(458)Year-over-year change%(5.3%)1 The weighted average interest rate cost of the REITs floating rate debt,net of interest rate swaps for the three month period ended December 31,2020 is 4.22%(December31,2019 4.06%).2 The average U.
291、S.LIBOR for the three month period ended December 31,2020 was 0.16%,which represents a 1.59%decrease from the same period in 2019.At December31,2020,the REIT fixed 105.3%of its floating rate debt,compared to 107.6%at December31,2019.Interest expense and other finance costs,net consists of interest p
292、aid on the revolving credit facility(revolver),term loans,mortgages and interest rate swap contracts,as well as standby fees paid on the REITs revolver.Interest on debt,net of interest rate swaps decreased by$0.5 million and$3.5 million for the three and twelve month periods ended December 31,2020 c
293、ompared to the same periods in 2019 respectively,primarily due to reduced pricing on its credit facility and$250.0 million term loan,and a decrease in debt levels.The REITs revolver is redrawn from time-to-time to fund operating and investing activities.The REITs pay-fixed,receive-float interest rat
294、e swaps hedge the cash flow risk associated with one-month U.S.LIBOR based interest payments,with 105.3%of the REITs debt subject to fixed rates at December31,2020.The weighted average fixed rate of the REITs interest rate swaps was 2.205%compared to the one-month U.S.LIBOR at 0.14%at December31,202
295、0,with a weighted average term to maturity of 2.5 years.Under this arrangement,the REIT has paid$3.2 million and received$0.3 million of net interest payments in current quarter and comparative period,respectively.On February 4,2020,the REIT terminated$150.0 million of its$300.0 million interest rat
296、e swap,with an effective date of November 22,2016.The realized gain as a result of the termination was blended into the pay-fixed rate of the REITs$100.0 million interest rate swap,with a maturity date of September 22,2022,which was reduced to 1.41%and resulted in an increase to the weighted average
297、 pay-fixed rate of the REITs swap portfolio to 2.205%.In conjunction with the REITs$169.0 million mortgage closed on January 14,2021,the REIT terminated its$150.0 million interest rate swap with a maturity date of February 26,2021.This resulted in an increase to the weighted average pay-fixed rate o
298、f the REITs swap portfolio to 2.573%.The REIT does not capitalize interest for its projects under development.To date,redevelopment spend has been funded by cash from operations.Interest expense is recognized as incurred in income which is not comparable to other REITs or other corporations that cap
299、italize interest.Slate Grocery REITQ4 2020 MD&A35FAIR VALUE ADJUSTMENTS ON REIT UNITS AND EXCHANGEABLE UNITS OF SUBSIDIARIESClass B units of Slate Grocery One L.P.and Slate Grocery Two L.P.and exchangeable limited partnership units of GAR B all of which are issued by subsidiaries of the REIT(collect
300、ively,the exchangeable units of subsidiaries)are classified as financial liabilities under IFRS and are measured at fair value with any changes in fair value recognized in unit expense in the consolidated statements of income.The fair value is re-measured at the end of each reporting period.An unrea
301、lized gain represents a decrease in the fair value per unit whereas an unrealized loss represents an increase in the fair value per unit.The fair value per unit on December31,2020 was$8.85(December31,2019$10.11).Changes in fair value of exchangeable units of subsidiaries are non-cash in nature and a
302、re required to be recorded in income under IFRS.For the three and twelve month periods ended December 31,2020 the REIT recognized an unrealized fair value loss of$1.1 million and an unrealized fair value gain of$1.4 million,respectively,on the exchangeable units of subsidiaries as a result of the ch
303、ange in fair value per unit over the respective comparative period.NET INCOMEFor the three and twelve month periods ended December 31,2020 net income increased by$7.3 million and$15.3 million,respectively,compared to the same period in the prior year.The increase is primarily driven by an increase i
304、n the change in the fair value of properties and a decrease in interest and finance costs and,partially offset by the aforementioned decrease in revenue.NOINOI is a non-IFRS measure and is defined by the REIT as property rental revenue,excluding non-cash straight-line rent,less property operating ex
305、penses after adjusting for the impact of IFRIC 21 property tax accounting adjustments.Rental revenue excludes revenue recorded as a result of recording rent on a straight-line basis for IFRS which management believes reflects the cash generation activity of the REITs properties.NOI is an important m
306、easure of the income generated from the REITs properties and is used by the REIT in evaluating the performance of its properties.NOI may not be comparable with similar measures presented by other entities and is not to be construed as an alternative to net income or cash flow from operating activiti
307、es determined in accordance with IFRS.The following is a calculation of NOI:Three months ended December 31,Year ended December 31,20202019Variance20202019VarianceRental revenue$31,872$34,338$(2,466)$126,130$141,315$(15,185)Straight-line rent revenue(375)(118)(257)(1,556)(1,640)84 Property operating
308、expenses(3,512)(5,029)1,517 (34,629)(41,031)6,402 IFRIC 21 property tax adjustment(5,568)(4,934)(634)(802)(802)Adjustments for equity investment 166 9 157 761 83 678 NOI$22,583$24,266$(1,683)$89,904$98,727$(8,823)NOI margin 71.7%70.9%0.8%72.2%70.7%1.5%The following shows the change in NOI for the th
309、ree month period ended December 31,2020 compared to the same period in the prior year:NOI,December 31,2019$24,266 Change in same-property NOI(178)Increased contribution from redeveloped properties 130 Loss of contribution from properties under redevelopment(494)Contribution from acquisitions 1,998 L
310、oss of contribution from dispositions,including outparcel sales(3,139)NOI,December 31,2020$22,583 Year-over-year change$(1,683)Year-over-year change%(6.9%)NOI for the three month period ended December 31,2020 was$22.6 million,which represents a decrease of$1.7 million from the same period in 2019.Th
311、e decrease is primarily due to the loss in NOI contribution from the disposition of eight properties and two outparcels at certain properties,partially offset by NOI contribution from the seven properties acquired and uplifts in rental rates from re-leasing and new leasing typically above in-place r
312、ent over the period.Slate Grocery REITQ4 2020 MD&A36The following shows the change in NOI for the three month period ended December 31,2020 compared to the immediately preceding quarter:NOI,September 30,2020$23,098 Change in same-property NOI(370)Increased contribution from redeveloped properties 83
313、 Contribution from properties under redevelopment(29)Loss of contribution from dispositions,including outparcel sales(199)NOI,December 31,2020$22,583 Quarter-over-quarter change$(515)Quarter-over-quarter change%(2.2%)NOI for the current quarter decreased by$0.5 million from the third quarter of 2020
314、 to$22.6 million.This is mainly due to the disposition of properties and temporary vacancies,partially offset by uplifts in rental rates from new leasing typically above in-place rent.SAME-PROPERTY NOISame-property NOI is a non-IFRS measure and is defined by the REIT as rental revenue,excluding non-
315、cash straight-line rent,less property operating cost expenses after adjusting for the impact of IFRIC 21 property tax accounting adjustments for those properties owned by the REIT for the entirety of each of the current period and the relevant comparative period excluding those properties under rede
316、velopment.For the three month period ended December 31,2020,the same-property portfolio is comprised of a portfolio of 61 properties owned and in operation for each of the entire three month periods ended December31,2020 and 2019.Same-property NOI is an important measure of the income generated from
317、 the REITs properties period-over-period,but without consideration of acquisition and disposition activity,and is used by the REIT in evaluating the performance of its properties.The REIT seeks to increase or maintain same-property NOI through high-occupancy,increasing rents on renewal to market ren
318、ts and by signing leases with embedded rent increases throughout the term of the lease.The following is a summary of same-property NOI and the related occupancy rates for the three month period ended December 31,2020 as compared to the same period in the prior year,reconciled to total NOI:Number of
319、propertiesThree months ended December 31,20202019Variance%changeSame-property NOI61$18,961$19,139$(178)(0.9%)NOI attributable to redeveloped properties1 391 261 130 NOI attributable to properties under redevelopment 16 1,097 1,591 (494)NOI attributable to acquisitions7 1,998 1,998 NOI attributable t
320、o dispositions,including outparcel sales11 136 3,275 (3,139)Total NOI 1$22,583$24,266$(1,683)(6.9%)Occupancy,same-property61 93.1%95.2%(2.1%)Occupancy,redeveloped properties1 96.1%96.1%Occupancy,properties under redevelopment 16 89.9%66.0%23.9%Occupancy,acquisitions7 92.5%92.5%Occupancy,dispositions
321、,including outparcel sales11 91.6%91.6%Occupancy,portfolio 1 92.9%93.3%(0.4%)1 Includes the REITs share of its equity accounted property investment.Same-property NOI for the current quarter decreased by$0.2 million to$19.0 million over the comparative period.The decrease was primarily attributed to
322、temporary vacancies,partially offset by increases in rental rates from re-leasing above average in-place rent of the properties and new leasing above comparable market rental rates.Slate Grocery REITQ4 2020 MD&A37Same-property NOI by quarter and percentage change over the relevant comparative period
323、 for the respective quarter is as follows:Number of propertiesSame-propertyNOISame-property%changeSame-property%change,excluding termination feesQ1 201756 16,187 4.5%2.4%Q2 201756 15,980 1.5%0.9%Q3 201756 15,304 0.9%0.9%Q4 201757 15,477 (1.7%)(1.3%)Q1 201862 16,555 (1.2%)(0.8%)Q2 201864 17,403 0.6%0
324、.3%Q3 201865 18,226 2.4%1.4%Q4 201877 22,691 4.2%3.1%Q1 201976 22,908 0.4%0.1%Q2 201975 23,816 2.9%1.1%Q3 201972 22,246 (1.0%)(0.2%)Q4 201968 21,511 (0.9%)0.1%Q1 202064 20,180 1.2%1.5%Q2 202063 19,985 (2.1%)0.8%Q3 202062 19,565 0.5%0.5%Q4 202061 18,961 (0.9%)(0.9%)Termination income is included in t
325、he REITs definition of same-property NOI,however,can be substantial and does not occur frequently.The following is a table summarizing same-property NOI growth excluding the impact of terminations fees:Same-property NOI Growth,Year-over-Year Slate Grocery REITQ4 2020 MD&A38The following is a summary
326、 of same-property NOI and the related occupancy rates on a trailing twelve month basis as at December31,2020,as compared to the same period in the prior year reconciled to total NOI:Number of propertiesTrailing twelve months,December 31,20202019Variance%changeSame-property NOI60$76,238$76,450$(212)(
327、0.3%)NOI attributable to redeveloped properties2 2,240 1,944 296 NOI attributable to properties under redevelopment 15 3,023 5,125 (2,102)NOI attributable to acquisitions8 6,049 263 5,786 NOI attributable to dispositions,including outparcel sales21 2,354 14,945 (12,591)Total NOI 1$89,904$98,727$(8,8
328、23)(8.9%)Occupancy,same-property60 93.1%95.1%(2.0%)Occupancy,redeveloped properties2 96.2%94.0%2.2%Occupancy,properties under redevelopment 15 91.3%71.5%19.8%Occupancy,acquisitions8 92.5%92.5%Occupancy,dispositions,including outparcel sales21 91.6%91.6%Occupancy,portfolio 1 92.9%94.4%(1.5%)1 Include
329、s the REITs share of its equity accounted property investment.Adjusting for termination fees,same-property NOI for the trailing twelve month period ended December31,2020(comprised of 60 properties)increased by 0.6%over the same period in the prior year.Including the impact of termination fees,same-p
330、roperty NOI for the trailing twelve month period decreased by 0.3%.The decrease was primarily attributed to a$0.7 million decrease in termination fees related to shop space tenants,partially offset by increases in rental rates from re-leasing above average in-place rent and new leasing above compara
331、ble market rental rates.FFOFFO is a non-IFRS measure and real estate industry standard for evaluating operating performance.The REIT calculates FFO in accordance with the definition provided by the REALPAC in its White Paper on FFO and AFFO for IFRS,as revised in February 2019.FFO is an important me
332、asure of the operating performance of REITs and is used by the REIT in evaluating the combined performance of its operations and the impact of its capital structure.In calculating FFO,the REIT makes adjustments to the change in the fair value of properties,change in fair value of interest rate hedge
333、s recognized in income,deferred income tax expense,unit expense(income)and IFRIC 21 accounting related adjustments.The following is a reconciliation of net income to FFO:Three months ended December 31,Year ended December 31,20202019Variance20202019VarianceNet income$21,268$14,016$7,252$41,605$26,323$15,282 Change in fair value of financial instruments 437 (284)721 457 4,374 (3,917)Transaction cost