0001558370-21-004871.txt : 20210427 0001558370-21-004871.hdr.sgml : 20210427 20210427120512 ACCESSION NUMBER: 0001558370-21-004871 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20210426 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20210427 DATE AS OF CHANGE: 20210427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEINGARTEN REALTY INVESTORS /TX/ CENTRAL INDEX KEY: 0000828916 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 741464203 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09876 FILM NUMBER: 21857208 BUSINESS ADDRESS: STREET 1: 2600 CITADEL PLAZA DR STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77292 BUSINESS PHONE: 7138666000 MAIL ADDRESS: STREET 1: PO BOX 924133 CITY: HOUSTON STATE: TX ZIP: 77292-4133 8-K 1 wri-20210426x8k.htm 8-K
0000828916false00008289162021-04-262021-04-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 26, 2021

WEINGARTEN REALTY INVESTORS

(Exact name of registrant as specified in its charter)

Texas

1-9876

74-1464203

(State or other jurisdiction of

incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

2600 Citadel Plaza Drive, Suite 125, Houston, Texas 77008

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (713) 866-6000

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

    

Trading Symbol(s)

    

Name of Each Exchange on Which Registered

Common Shares of Beneficial Interest, $.03 par value

WRI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Item 2.02.       Results of Operations and Financial Condition.

On April 26, 2021, we issued a press release describing our results of operations for the quarter ended March 31, 2021, as well as providing supplemental financial information pertaining to our operations. The press release and supplemental financial information are attached as Exhibit 99.1 to this report.

The information, including exhibits hereto, in this Current Report on Form 8-K is being furnished and shall not be deemed "filed" with the Securities and Exchange Commission and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing.

Item 9.01.       Financial Statements and Exhibits.

99.1

Supplemental Financial Information at March 31, 2021 (including press release dated April 26, 2021).

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 27, 2021

WEINGARTEN REALTY INVESTORS

By:

/s/ Joe D. Shafer

Joe D. Shafer

Senior Vice President/

Chief Accounting Officer

3

EX-99.1 2 wri-20210426xex99d1.htm EX-99.1

Exhibit 99.1

Graphic


Graphic

Table of Contents

Page

Quarterly Earnings Press Release

i - xi

Company Information

1

Financial Summary

Condensed Consolidated Statements of Income

3

Condensed Consolidated Balance Sheets

4

Funds From Operations Attributable to Common Shareholders

5

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate and Net Debt to Core EBITDAre

6

Supplemental Income Statement Detail

7

Supplemental Balance Sheet Detail

8

Capitalization and Debt Coverage Ratios

9

Guidance

10

Investment Activity

Capital Expenditures

12

Development and Redevelopment Projects

13

Land Held for Development

14

Acquisition and Disposition Summary

15

Summary of Debt

Debt Information

17

Debt Information Additional Disclosure

18

Schedule of Maturities

19

Schedule of Maturities Additional Disclosure

20

Joint Ventures

Unconsolidated Joint Venture Financial Information at 100%

22

Unconsolidated Joint Venture Financial Information at Pro rata Share

23

Investments in Unconsolidated Real Estate Joint Ventures & Partnerships at 100%

24

Unconsolidated Joint Venture Mortgage Debt Information at 100%

25

Unconsolidated Joint Venture Mortgage Debt Information Additional Disclosure

26

Portfolio Summary

Tenant Diversification by Percent of Base Minimum Rent

28

Portfolio Operating Information

29 - 30

Top 40 Core-Based Statistical Area (CBSA) Ranked by Population

31

Property Listing

Summary Property Listing

33

Property Listing

34 - 38

Other Topics of Interest

COVID-19 Impact – Tenant Status

40

Schedule of Uncollectible Revenue

41

www.weingarten.com


Graphic

2600 Citadel Plaza Drive

P.O. Box 924133

Houston, Texas 77292-4133

NEWS RELEASE

Information: Michelle Wiggs, Phone: (713) 866-6050

WEINGARTEN REALTY

REPORTS FIRST QUARTER RESULTS

HOUSTON, April 26, 2021 (BUSINESS WIRE) -- Weingarten Realty (NYSE: WRI) announced today the results of its operations for the quarter ended March 31, 2021.  The supplemental financial package with additional information can be found on the Company's website under the Investor Relations tab.

First Quarter Financial Highlights

Net income attributable to common shareholders (“Net Income”) for the first quarter was $0.22 per diluted share (hereinafter “per share”) compared to $0.41 per share in the first quarter of 2020 and $0.18 per share in the fourth quarter of 2020;

Core Funds From Operations Attributable to Common Shareholders ("Core FFO") for the quarter was $0.48 per share compared to $0.44 per share in the first quarter of 2020 and $0.43 per share in the fourth quarter of 2020;

Cash collections of rent and billable expenses were 95% of the total billed for the first quarter;  

Dispositions in the quarter were $55.8 million; and,

Subsequent to the end of the quarter, the Company signed a definitive merger agreement with Kimco Realty Corporation (“Kimco”) to create the premier open-air shopping center and mixed-use real estate company with 559 properties primarily concentrated in the top major metropolitan markets in the United States.  The merger is expected to close in the second half of 2021, subject to customary closing conditions, including the approval of both Kimco’s and the Company’s shareholders.

Financial Results

The Company reported Net Income of $28.0 million or $0.22 per share for the first quarter of 2021, as compared to $52.6 million or $0.41 per share for the same period in 2020.  Revenue increased $0.09 per share due to a reduction in COVID related reserves and the initial write-offs of receivables for cash basis tenants.  This increase was offset by a reduction in revenues from the existing portfolio due to abatements and tenant fallouts.  Also contributing to the reduction of net income was lower revenue and lower gains on sales from the Company’s disposition program and a decrease in capitalized interest as new development projects approach completion.  

The increase in net income when compared to the prior quarter was due primarily to a reduction in COVID related reserves and the initial write-offs of receivables for cash basis tenants of $0.06 per share recorded in the fourth quarter of 2020.  The quarter also benefited from the full quarter effect of 2020 acquisitions.  Offsetting these increases was lower revenue and lower gains on sales from the Company’s disposition program.

Page i


Additionally, the Company experienced increased cash collections from a number of sources that impacted revenues for the quarter, much of which will likely not recur in future quarters, including the following:

Collections of approximately $1.3 million of recently billed amounts for year-end reconciliations of Taxes, Common Area Maintenance and Insurance from cash basis tenants which was recognized as revenue in the quarter.  As this represents over 70% of the amounts billed to these tenants for year-end reconciliations, future quarters will not include comparable revenue;  

Collections of receivables for cash basis tenants that relate to prior quarters of $0.9 million;

Percentage rental year-end true-ups and lease termination income totaled approximately $1.2 million for the current quarter, more than half of which will likely not recur next quarter; and,  

Recoveries of balances previously written off related to terminated tenants totaling $1.2 million collected during the quarter that may not be recurring in the same magnitude in future quarters.  

Accordingly, revenue recognized in this quarter that will likely not recur going forward is expected to be between $0.02 and $0.04 per share.

Funds From Operations attributable to common shareholders in accordance with the National Association of Real Estate Investment Trusts definition (“NAREIT FFO”) was $61.7 million or $0.48 per share for the first quarter of 2021 compared to $56.9 million or $0.44 per share for the first quarter of 2020.  Core FFO for the quarter was the same as NAREIT FFO on a per share basis for both years.  

A reconciliation of Net Income to NAREIT FFO and Core FFO is included herein.

Operating Results

For the period ending March 31, 2021, the Company’s operating highlights were as follows:

    

Q1 2021

Occupancy (Signed Basis):

 

  

 

Occupancy - Total

 

93.0

%

Occupancy - Small Shop Spaces

 

88.8

%

Occupancy - Same Property Portfolio

 

93.1

%

Same Property Net Operating Income, with redevelopments

 

(0.6)

%

Rental Rate Growth - Total:

 

4.7

%

New Leases

 

9.1

%

Renewals

 

3.6

%

Leasing Transactions:

 

 

Number of New Leases

 

78

 

New Leases - Annualized Revenue (in millions)

$

5.8

Number of Renewals

 

113

Renewals - Annualized Revenue (in millions)

$

13.9

A reconciliation of Net Income to SPNOI is included herein.

Dividends

The Board of Trust Managers declared a quarterly cash dividend of $0.23 per common share payable on June 15, 2021 to shareholders of record on June 10, 2021.  

Page ii


2021 Guidance

In light of the Company’s proposed merger with Kimco announced on April 15, 2021, the Company will no longer provide guidance nor is it affirming past guidance.

About Weingarten Realty Investors

Weingarten Realty Investors (NYSE: WRI) is a shopping center owner, manager and developer.  At March 31, 2021, the Company owned or operated under long-term leases, either directly or through its interest in real estate joint ventures or partnerships, a total of 156 properties which are located in 15 states spanning the country from coast to coast. These properties represent approximately 29.8 million square feet of which our interests in these properties aggregated approximately 20.4 million square feet of leasable area. To learn more about the Company, please visit www.weingarten.com.

Forward-Looking Statements

Statements included herein that state the Company’s or Management’s intentions, hopes, beliefs, expectations or predictions of the future are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 which by their nature, involve known and unknown risks and uncertainties.  The Company’s actual results, performance or achievements could differ materially from those expressed or implied by such statements.  These risks and uncertainties include those related to the COVID-19 pandemic, about which there are still many unknowns, including the duration of the pandemic and the extent of its impact, risks associated with the anticipated merger with Kimco, including the Company’s and Kimco’s ability to consummate the merger on the proposed terms or on the anticipated timeline, or at all, including risks and uncertainties related to securing the necessary shareholder approvals and satisfaction of other closing conditions to consummate the merger and the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive transaction agreement relating to the proposed merger, as well as those other items discussed in the Company’s regulatory filings with the Securities and Exchange Commission (‘SEC”), which include other information or factors that may impact the Company’s performance.

Projections involve numerous assumptions such as rental income (including assumptions on percentage rent), interest rates, tenant defaults, occupancy rates, volume and pricing of properties held for disposition, volume and pricing of acquisitions, expenses (including salaries and employee costs), insurance costs and numerous other factors.  Not all of these factors are determinable at this time and actual results may vary from the projected results, and may be above or below the ranges indicated.  The above ranges represents management’s estimate of results based upon these assumptions as of the date of this press release.  Accordingly, there is no assurance that our projections will be realized.

Important Additional Information and Where to Find It

In connection with the proposed merger, Kimco will file with the SEC a registration statement on Form S-4 to register the shares of Kimco common stock to be issued in connection with the merger.  The registration statement will include a joint proxy statement/prospectus which will be sent to the common stockholders of Kimco and the shareholders of the Company seeking their approval of their respective transaction-related proposals. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE RELATED JOINT PROXY STATEMENT/PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED MERGER, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT KIMCO, THE COMPANY AND THE PROPOSED TRANSACTION.

Page iii


Investors and security holders may obtain copies of these documents free of charge through the website maintained by the SEC at www.sec.gov or from Kimco at its website, www.kimcorealty.com, or from Weingarten at its website, www.weingarten.com.  Documents filed with the SEC by Kimco will be available free of charge by accessing Kimco’s website at www.kimcorealty.com under the heading Investors or, alternatively, by directing a request to Kimco at ir@kimcorealty.com or 500 North Broadway, Suite 201, Jericho, N.Y. 11753, telephone: (866) 831-4297, and documents filed with the SEC by Weingarten will be available free of charge by accessing Weingarten’s’ website at www.weingarten.com under the heading Investors or, alternatively, by directing a request to Weingarten at ir@weingarten.com or 2600 Citadel Plaza Drive, Suite 125, Houston, TX 77008, telephone: (800) 298-9974.

Participants in the Solicitation

Kimco and Weingarten and certain of their respective directors, trust managers and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the common stockholders of Kimco and the shareholders of Weingarten in respect of the proposed transaction under the rules of the SEC.  Information about Kimco’s directors and executive officers is available in Kimco’s proxy statement dated March 17, 2021 for its 2021 Annual Meeting of Stockholders.  Information about Weingarten’s trust managers and executive officers is available in Weingarten’s proxy statement dated March 15, 2021 for its 2021 Annual Meeting of Shareholders.  Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the merger when they become available.  Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.  You may obtain free copies of these documents from Kimco or Weingarten using the sources indicated above.

No Offer or Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.  No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Page iv


Weingarten Realty Investors

(in thousands, except per share amounts)

Financial Statements

    

Three Months Ended

March 31, 

    

2021

    

2020

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

Revenues:

 

  

 

  

Rentals, net

$

118,321

$

108,050

Other

3,050

3,302

Total Revenues

 

121,371

 

111,352

Operating Expenses:

 

  

 

  

Depreciation and amortization

38,556

36,656

Operating

23,287

23,160

Real estate taxes, net

16,735

15,008

Impairment loss

325

44

General and administrative

10,604

2,307

Total Operating Expenses

89,507

77,175

Other Income (Expense):

  

  

Interest expense, net

(16,619)

(14,602)

Interest and other income (expense), net

1,654

(5,828)

Gain on sale of property

9,131

13,576

Total Other Expense

(5,834)

(6,854)

Income Before Income Taxes and Equity in Earnings of Real Estate Joint Ventures and Partnerships

26,030

27,323

Provision for Income Taxes

(238)

(172)

Equity in Earnings of Real Estate Joint Ventures and Partnerships, net

4,087

27,097

Net Income

29,879

54,248

Less: Net Income Attributable to Noncontrolling Interests

(1,842)

(1,626)

Net Income Attributable to Common Shareholders -- Basic

$

28,037

$

52,622

Net Income Attributable to Common Shareholders -- Diluted

$

28,037

$

53,150

Earnings Per Common Share -- Basic

$

0.22

$

0.41

Earnings Per Common Share -- Diluted

$

0.22

$

0.41

Page v


Weingarten Realty Investors

(in thousands)

Financial Statements

March 31, 

December 31, 

2021

2020

    

(Unaudited)

(Audited)

CONDENSED CONSOLIDATED BALANCE SHEETS

 

  

  

ASSETS

 

  

 

  

Property

$

4,188,362

$

4,246,334

Accumulated Depreciation

 

(1,166,357)

 

(1,161,970)

Investment in Real Estate Joint Ventures and Partnerships, net

 

366,944

 

369,038

Unamortized Lease Costs, net

 

167,348

 

174,152

Accrued Rent, Accrued Contract Receivables and Accounts Receivable, net

 

67,697

 

81,016

Cash and Cash Equivalents

 

52,078

 

35,418

Restricted Deposits and Escrows

 

12,427

 

12,338

Other, net

 

204,036

 

205,074

Total Assets

$

3,892,535

$

3,961,400

LIABILITIES AND EQUITY

 

  

 

  

Debt, net

$

1,797,237

$

1,838,419

Accounts Payable and Accrued Expenses

 

83,580

 

104,990

Other, net

 

216,297

 

217,489

Total Liabilities

 

2,097,114

 

2,160,898

Commitments and Contingencies

 

 

EQUITY

 

  

 

  

Common Shares of Beneficial Interest

 

3,876

 

3,866

Additional Paid-In Capital

 

1,761,831

 

1,755,770

Net Income Less Than Accumulated Dividends

 

(139,064)

 

(128,813)

Accumulated Other Comprehensive Loss

 

(12,008)

 

(12,050)

Shareholders' Equity

 

1,614,635

 

1,618,773

Noncontrolling Interests

 

180,786

 

181,729

Total Liabilities and Equity

$

3,892,535

$

3,961,400

Page vi


Non-GAAP Financial Measures

Certain aspects of our key performance indicators are considered non-GAAP financial measures. Management uses these measures along with our Generally Accepted Accounting Principles ("GAAP") financial statements in order to evaluate our operating results.  Management believes these additional measures provide users of our financial information additional comparable indicators of our industry, as well as, our performance.

Funds from Operations Attributable to Common Shareholders

The National Association of Real Estate Investment Trusts ("NAREIT") defines NAREIT FFO as net income (loss) attributable to common shareholders computed in accordance with GAAP, excluding gains or losses from sales of certain real estate assets (including: depreciable real estate with land, land, development property and securities), changes in control of real estate equity investments, and interests in real estate equity investments and their applicable taxes, plus depreciation and amortization related to real estate and impairment of certain real estate assets and in substance real estate equity investments, including our share of unconsolidated real estate joint ventures and partnerships.  The Company calculates NAREIT FFO in a manner consistent with the NAREIT definition.

Management believes NAREIT FFO is a widely recognized measure of REIT operating performance, which provides our shareholders with a relevant basis for comparison among other REITs.  Management uses NAREIT FFO as a supplemental internal measure to conduct and evaluate our business because there are certain limitations associated with using GAAP net income by itself as the primary measure of our operating performance.  Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time.  Since real estate values instead have historically risen or fallen with market conditions, management believes that the presentation of operating results for real estate companies that uses historical cost accounting is insufficient by itself.  There can be no assurance that NAREIT FFO presented by the Company is comparable to similarly titled measures of other REITs.

The Company also presents Core FFO as an additional supplemental measure as it is more reflective of the core operating performance of our portfolio of properties.  Core FFO is defined as NAREIT FFO excluding charges and gains related to non-cash, non-operating assets and other transactions or events that hinder the comparability of operating results.  Specific examples of items excluded from Core FFO include, but are not limited to, gains or losses associated with the extinguishment of debt or other liabilities and transactional costs associated with unsuccessful development activities.  

NAREIT FFO and Core FFO should not be considered as alternatives to net income or other measurements under GAAP as indicators of operating performance or to cash flows from operating, investing or financing activities as measures of liquidity.  NAREIT FFO and Core FFO do not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

Page vii


NAREIT FFO and Core FFO is calculated as follows (in thousands):

    

Three Months Ended

March 31, 

    

2021

    

2020

(Unaudited)

Net income attributable to common shareholders

$

28,037

$

52,622

Depreciation and amortization of real estate

 

38,415

 

36,475

Depreciation and amortization of real estate of unconsolidated real estate joint ventures and partnerships

 

4,161

 

3,797

Impairment of properties and real estate equity investments

 

325

 

44

(Gain) on sale of property, investment securities and interests in real estate equity investments

 

(9,097)

 

(13,574)

(Gain) on dispositions of unconsolidated real estate joint ventures and partnerships

 

(24)

 

(22,372)

Provision for income taxes (1)

 

20

 

Noncontrolling interests and other (2)

 

(556)

 

(575)

NAREIT FFO – basic

 

61,281

 

56,417

Income attributable to operating partnership units

 

401

 

528

NAREIT FFO – diluted

 

61,682

 

56,945

Adjustments for Core FFO:

Contract terminations

 

 

340

Core FFO – diluted

$

61,682

$

57,285

FFO weighted average shares outstanding – basic

 

126,518

 

127,862

Effect of dilutive securities:

Share options and awards

 

1,153

 

943

Operating partnership units

 

1,429

 

1,432

FFO weighted average shares outstanding – diluted

 

129,100

 

130,237

NAREIT FFO per common share – basic

$

0.48

$

0.44

NAREIT FFO per common share – diluted

$

0.48

$

0.44

Core FFO per common share – diluted

$

0.48

$

0.44


(1)The applicable taxes related to gains and impairments of operating and non-operating real estate assets.
(2)Related to gains, impairments and depreciation on operating properties and unconsolidated real estate joint ventures, where applicable.

Page viii


Same Property Net Operating Income

Management considers SPNOI an important additional financial measure because it reflects only those income and expense items that are incurred at the property level and when compared across periods, reflects the impact on operations from trends in occupancy rates, rental rates and operating costs.  The Company calculates this most useful measurement by determining its proportional share of SPNOI from all owned properties, including the Company’s share of SPNOI from unconsolidated joint ventures and partnerships, which cannot be readily determined under GAAP measurements and presentation.  Although SPNOI (see page 1 of the supplemental disclosure regarding this presentation and limitations thereof) is a widely used measure among REITs, there can be no assurance that SPNOI presented by the Company is comparable to similarly titled measures of other REITs.  Additionally, the Company does not control these unconsolidated joint ventures and partnerships, and the assets, liabilities, revenues or expenses of these joint ventures and partnerships, as presented, do not represent its legal claim to such items.

Properties are included in the SPNOI calculation if they are owned and operated for the entirety of the most recent two fiscal year periods, except for properties for which significant redevelopment or expansion occurred during either of the periods presented, and properties that have been sold.  While there is judgment surrounding changes in designations, management moves new development and redevelopment properties once they have stabilized, which is typically upon attainment of 90% occupancy.  A rollforward of the properties included in the Company’s same property designation is as follows:

    

Three Months Ended

March 31, 2021

Beginning of the period

 

142

Properties added:

  

Acquisitions

6

Properties removed:

  

Dispositions

 

(3)

End of the period

 

145

Page ix


The Company calculates SPNOI using net income attributable to common shareholders excluding net income attributable to noncontrolling interests, other income (expense), income taxes and equity in earnings of real estate joint ventures and partnerships. Additionally to reconcile to SPNOI, the Company excludes the effects of property management fees, certain non-cash revenues and expenses such as straight-line rental revenue and the related reversal of such amounts upon early lease termination, depreciation and amortization, impairment losses, general and administrative expenses and other items such as lease cancellation income, environmental abatement costs, demolition expenses and lease termination fees. Consistent with the capital treatment of such costs under GAAP, tenant improvements, leasing commissions and other direct leasing costs are excluded from SPNOI. A reconciliation of net income attributable to common shareholders to SPNOI is as follows (in thousands):

Three Months Ended

March 31, 

    

2021

    

2020

(Unaudited)

Net income attributable to common shareholders

$

28,037

$

52,622

Add:

 

  

 

  

Net income attributable to noncontrolling interests

 

1,842

 

1,626

Provision for income taxes

 

238

 

172

Interest expense, net

 

16,619

 

14,602

Property management fees

 

1,181

 

1,078

Depreciation and amortization

 

38,556

 

36,656

Impairment loss

 

325

 

44

General and administrative

 

10,604

 

2,307

Other (1)

 

51

 

88

Less:

 

  

 

  

Gain on sale of property

 

(9,131)

 

(13,576)

Equity in earnings of real estate joint ventures and partnership interests, net

 

(4,087)

 

(27,097)

Interest and other (income) expense, net

 

(1,654)

 

5,828

Other (2)

 

(5,343)

 

3,125

Adjusted income

 

77,238

 

77,475

Less: Adjusted income related to consolidated entities not defined as same property and noncontrolling interests

 

(6,294)

 

(6,081)

Add: Pro rata share of unconsolidated entities defined as same property

 

6,386

 

6,411

Same Property Net Operating Income

$

77,330

$

77,805


(1)    Other includes items such as environmental abatement costs, demolition expenses and lease termination fees.

(2)    Other consists primarily of straight-line rentals, lease cancellation income and fee income primarily from real estate joint ventures and partnerships.

Page x


Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate

NAREIT defines EBITDAre as net income computed in accordance with GAAP, plus interest expense, income tax expense (benefit), depreciation and amortization and impairment of depreciable real estate and in substance real estate equity investments; plus or minus gains or losses from sales of certain real estate assets and interests in real estate equity investments; and adjustments to reflect our share of unconsolidated real estate joint ventures and partnerships for these items.  The Company calculates EBITDAre in a manner consistent with the NAREIT definition.

As mentioned above, NAREIT FFO is a widely recognized measure of REIT operating performance which provides our shareholders with a relevant basis for comparing earnings performance among other REITs based upon the unique capital structure of each REIT.  However as a basis of comparability that is independent of a company's capital structure, management believes that since EBITDA is a widely known and understood measure of performance, EBITDAre will represent an additional supplemental non-GAAP performance measure that will provide investors with a relevant basis for comparing REITs.  There can be no assurance that EBITDAre as presented by the Company is comparable to similarly titled measures of other REITs.

The Company also presents Core EBITDAre as an additional supplemental measure as it is more reflective of the core operating performance of our portfolio of properties.  Core EBITDAre is defined as NAREIT EBITDAre excluding charges and gains related to non-cash and non-operating transactions and other events that hinder the comparability of operating results.  Specific examples of items excluded from Core EBITDAre include, but are not limited to, gains or losses associated with the extinguishment of debt or other liabilities, and transactional costs associated with unsuccessful development activities.  EBITDAre and Core EBITDAre should not be considered as alternatives to net income or other measurements under GAAP as indicators of operating performance or to cash flows from operating, investing or financing activities as measures of liquidity.  EBITDAre and Core EBITDAre do not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

EBITDAre and Core EBITDAre is calculated as follows (in thousands):

    

Three Months Ended

March 31, 

    

2021

    

2020

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre):

Net income

$

29,879

$

54,248

Interest expense, net

 

16,619

 

14,602

Provision for income taxes

 

238

 

172

Depreciation and amortization of real estate

 

38,556

 

36,656

Impairment loss on operating properties and real estate equity investments

 

325

 

44

Gain on sale of property and investment securities (1)

 

(9,133)

 

(13,574)

EBITDAre adjustments of unconsolidated real estate joint ventures and partnerships, net (2)

 

4,635

 

(17,637)

Total EBITDAre

 

81,119

 

74,511

Adjustments for Core EBITDAre:

Contract terminations

 

 

340

Total Core EBITDAre

$

81,119

$

74,851


(1)    Includes a $.1 million gain on sale of non-operating assets for the three months ended March 31, 2021.

(2)    Includes a $22.4 million gain on sale of property for the three months ended March 31, 2020.

Page xi


Weingarten Realty Investors

Company Information

Corporate Office

2600 Citadel Plaza Drive

P. O. Box 924133

Houston, TX 77292-4133

713-866-6000

www.weingarten.com

Stock Listings

New York Stock Exchange: Common Shares                            WRI

Forward-Looking Statements

This supplement, together with other statements and information publicly disseminated by us, contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and include this statement for purposes of complying with these safe harbor provisions. These forward-looking statements relate to the company’s intentions, beliefs, expectations or projections of the future. It is important to note that the company’s actual results could differ materially from those projected in such forward-looking statements. Factors which may cause actual results to differ materially from current expectations include, but are not limited to, (i) disruptions in financial markets; (ii) general and regional economic and real estate conditions; (iii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or general downturn in their business; (iv) changes in consumer retail shopping patterns; (v) financing risks, such as the inability to obtain equity, debt, or other sources of financing on favorable terms and changes in LIBOR availability; (vi) changes in governmental laws and regulations; (vii) the level and volatility of interest rates; (viii) the availability of suitable acquisition opportunities; (ix) the ability to dispose of properties; (x) changes in expected development activity; (xi) increases in operating costs; (xii) tax matters, including the effect of changes in tax laws and the failure to qualify as a real estate investment trust; (xiii) technology system failures, disruptions or cybersecurity attacks; (xiv)  investments through real estate joint ventures and partnerships, which involve risks not present in investments in which we are the sole investor; (xv) the impact of public health issues, such as the current COVID-19 pandemic, natural disasters or severe weather conditions; and (xvi) risks associated with the Merger, including our ability to consummate the Merger on the proposed terms or on the anticipated timeline, or at all, including risks and uncertainties related to securing the necessary shareholder approvals and satisfaction of other closing conditions to consummate the Merger and the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement. Accordingly, there is no assurance that our expectations will be realized.

For a more complete description of the Merger and related agreements, refer to our Current Report on Form 8-K and related exhibits that were filed with the Securities and Exchange Commission on April 15, 2021 and other documents that we file with the SEC in connection with the proposed Merger. Please also review Part II, Item 1A of the Quarterly Report on Form 10-Q for a discussion of certain risks relating to the Merger.

Pro rata Financial Information

Included herein is certain financial information presented on a pro rata share basis as we believe this information assists users of our financial information in understanding our proportionate economic interest in the operating results of our portfolio of properties.  Such amounts include WRI’s proportional share of each financial line item or operational metric for both our consolidated and unconsolidated joint ventures and partnerships.  Multiplying a financial statement line item or operational metric of an investee and adding it to WRI’s totals may not accurately depict the legal and economic implications of holding a non-controlling interest in the investee, nor does WRI control any of the investees presented under the equity method of accounting.  Pro rata financial information is not, and is not intended to be, a presentation in accordance with generally accepted accounting principles.

Corporate Profile

Weingarten Realty Investors is a real estate investment trust organized under the Texas Business Organizations Code that, through its predecessor entity, began the ownership and development of shopping centers and other commercial real estate in 1948.  As of March 31, 2021, we owned or operated under long-term leases, interests in 156 properties which are located in 15 states that span the United States from coast to coast.  These properties represent approximately 29.8 million square feet of which our interests in these properties aggregated approximately 20.4 million square feet of leasable area. Our properties were 93.0% leased as of March 31, 2021 and historically our portfolio occupancy rate has never been below 90%.

Page 1


Financial Summary


Weingarten Realty Investors

Condensed Consolidated Statements of Income

(in thousands, except per share amounts)

Three Months Ended

 

March 31, 

Twelve Months Ended December 31,

    

2021

2020

    

2020

2019

2018

 

2017

Revenues:

 

  

 

  

 

  

 

  

  

Rentals, net

$

118,321

$

108,050

$

422,339

$

472,446

$

517,836

$

563,183

Other

 

3,050

 

3,302

 

11,578

 

14,179

 

13,311

 

9,980

Total Revenues

 

121,371

 

111,352

 

433,917

 

486,625

531,147

573,163

Operating Expenses:

 

  

 

  

 

  

 

  

  

Depreciation and amortization

 

38,556

 

36,656

 

149,930

 

135,674

 

161,838

 

167,101

Operating

 

23,287

 

23,160

 

91,075

 

94,620

 

90,554

 

109,310

Real estate taxes, net

 

16,735

 

15,008

 

62,564

 

60,813

 

69,268

 

75,636

Impairment loss

 

325

 

44

 

24,153

 

74

 

10,120

 

15,257

General and administrative

 

10,604

 

2,307

 

37,388

 

35,914

 

25,040

 

28,052

Total Operating Expenses

 

89,507

 

77,175

 

365,110

 

327,095

356,820

395,356

Other Income (Expense):

 

  

 

  

 

  

 

  

  

Interest expense, net

 

(16,619)

 

(14,602)

 

(61,148)

 

(57,601)

 

(63,348)

 

(80,326)

Interest and other income (expense), net

 

1,654

 

(5,828)

 

7,143

 

11,003

 

2,807

 

7,532

Gain on sale of property

 

9,131

 

13,576

 

65,402

 

189,914

 

207,865

 

218,611

Total Other (Expense) Income

 

(5,834)

 

(6,854)

 

11,397

 

143,316

147,324

145,817

Income Before Income Taxes and Equity in Earnings of Real Estate Joint Ventures and Partnerships

 

26,030

 

27,323

 

80,204

 

302,846

 

321,651

 

323,624

(Provision) Benefit for Income Taxes

 

(238)

 

(172)

 

(451)

 

(1,040)

 

(1,378)

 

17

Equity in Earnings of Real Estate Joint Ventures and Partnerships, net (1)

 

4,087

 

27,097

 

39,206

 

20,769

 

25,070

 

27,074

Net Income

 

29,879

 

54,248

 

118,959

 

322,575

345,343

350,715

Less: Net Income Attributable to Noncontrolling Interests

 

(1,842)

 

(1,626)

 

(6,810)

 

(7,140)

 

(17,742)

 

(15,441)

Net Income Attributable to Common Shareholders

$

28,037

$

52,622

$

112,149

$

315,435

$

327,601

$

335,274

Earnings Per Common Share - Basic

$

0.22

$

0.41

$

0.88

$

2.47

$

2.57

$

2.62

Earnings Per Common Share - Diluted

$

0.22

$

0.41

$

0.88

$

2.44

$

2.55

$

2.60


(1)See page 23 for the Company’s pro rata share of the operating results of its unconsolidated real estate joint ventures and partnerships.

Page 3


Weingarten Realty Investors

Condensed Consolidated Balance Sheets

(in thousands, except per share amounts)

March 31, 

December 31, 

    

2021

    

2020

ASSETS

 

  

 

  

Property

$

4,188,362

$

4,246,334

Accumulated Depreciation

 

(1,166,357)

 

(1,161,970)

Property, net

 

3,022,005

 

3,084,364

Investment in Real Estate Joint Ventures and Partnerships, net (1)

 

366,944

 

369,038

Total

 

3,388,949

 

3,453,402

Unamortized Lease Costs, net

 

167,348

 

174,152

Accrued Rent, Accrued Contract Receivables and Accounts Receivable, net

 

67,697

 

81,016

Cash and Cash Equivalents

 

52,078

 

35,418

Restricted Deposits and Escrows

 

12,427

 

12,338

Other, net

 

204,036

 

205,074

Total Assets

$

3,892,535

$

3,961,400

LIABILITIES AND EQUITY

 

  

 

  

Debt, net

$

1,797,237

$

1,838,419

Accounts Payable and Accrued Expenses

 

83,580

 

104,990

Other, net

 

216,297

 

217,489

Total Liabilities

 

2,097,114

 

2,160,898

Commitments and Contingencies

 

 

Equity:

 

  

 

  

Shareholders' Equity:

 

  

 

  

Common Shares of Beneficial Interest - par value, $.03 per share; shares authorized: 275,000; shares issued and outstanding:127,627 in 2021 and 127,313 in 2020

 

3,876

 

3,866

Additional Paid-In Capital

 

1,761,831

 

1,755,770

Net Income Less Than Accumulated Dividends

 

(139,064)

 

(128,813)

Accumulated Other Comprehensive Loss

 

(12,008)

 

(12,050)

Total Shareholders' Equity

 

1,614,635

 

1,618,773

Noncontrolling Interests

 

180,786

 

181,729

Total Equity

 

1,795,421

 

1,800,502

Total Liabilities and Equity

$

3,892,535

$

3,961,400


(1)

This represents the Company’s investment of its unconsolidated real estate joint ventures and partnerships. See page 23 for additional information.

Page 4


Weingarten Realty Investors

Funds From Operations Attributable to Common Shareholders

(in thousands, except per share amounts)

Three Months Ended

March 31, 

    

2021

    

2020

Funds From Operations Attributable to Common Shareholders (FFO)

Numerator:

 

  

 

  

Net income attributable to common shareholders

$

28,037

$

52,622

Depreciation and amortization of real estate

 

38,415

 

36,475

Depreciation and amortization of real estate of unconsolidated real estate joint ventures and partnerships

 

4,161

 

3,797

Impairment of properties and real estate equity investments

 

325

 

44

(Gain) on sale of property, investment securities and interests in real estate equity investments

 

(9,097)

 

(13,574)

(Gain) on dispositions of unconsolidated real estate joint ventures and partnerships

 

(24)

 

(22,372)

Provision for income taxes (1)

 

20

 

Noncontrolling interests and other (2)

 

(556)

 

(575)

NAREIT FFO - Basic

 

61,281

 

56,417

Income attributable to operating partnership units

 

401

 

528

NAREIT FFO - Diluted

 

61,682

 

56,945

Adjustments for Core FFO:

 

  

 

  

Contract terminations

 

 

340

Core FFO - Diluted

$

61,682

$

57,285

Denominator:

 

  

 

  

FFO weighted average number of common shares outstanding - Basic

 

126,518

 

127,862

Effect of dilutive securities:

Share options and awards

 

1,153

 

943

Operating partnership units

 

1,429

 

1,432

FFO weighted average number of common shares outstanding - Diluted

 

129,100

 

130,237

NAREIT FFO Per Common Share - Basic

$

0.48

$

0.44

NAREIT FFO Per Common Share - Diluted

$

0.48

$

0.44

Core FFO Per Common Share - Diluted

$

0.48

$

0.44


(1)The applicable taxes related to gains and impairments of operating and non-operating real estate assets.
(2)Related to gains, impairments and depreciation on operating properties and unconsolidated real estate joint ventures, where applicable.

Page 5


Weingarten Realty Investors

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate and Net Debt to Core EBITDAre

(in thousands)

Three Months Ended

 

Three Months Ended

March 31, 

 

December 31,

    

2021

    

2020

 

2020

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre):

 

  

 

  

  

Net income

$

29,879

$

54,248

$

24,873

Interest expense, net

 

16,619

 

14,602

 

15,726

Provision (benefit) for income taxes

 

238

 

172

 

(259)

Depreciation and amortization of real estate

 

38,556

 

36,656

 

37,701

Impairment loss on operating properties and real estate equity investments

 

325

 

44

 

24,109

Gain on sale of property and investment securities (1)

 

(9,133)

 

(13,574)

 

(33,661)

EBITDAre adjustments of unconsolidated real estate joint ventures and partnerships, net (2)

 

4,635

 

(17,637)

 

5,661

Total EBITDAre

 

81,119

 

74,511

 

74,150

Adjustments for Core EBITDAre:

 

  

 

  

 

  

Contract terminations

 

 

340

 

Total Core EBITDAre

$

81,119

$

74,851

$

74,150

Net Debt to Core EBITDAre:

 

  

 

  

 

  

Debt

$

1,797,237

$

2,229,193

$

1,838,419

Less: Cash and cash equivalents

 

(52,078)

 

(484,697)

 

(35,418)

Add: Proportional share of net debt of unconsolidated real estate joint ventures and partnerships

 

44,955

 

86,483

 

45,353

Total Net Debt

$

1,790,114

$

1,830,979

$

1,848,354

Annualized Core EBITDAre

$

324,476

$

299,404

$

296,600

Net Debt to Core EBITDAre

 

5.52

 

6.12

 

6.23


(1)Includes a $.1 million gain on sale of non-operating assets for the three months ended March 31, 2021.
(2)Includes a $22.4 million gain on sale of property for the three months ended March 31, 2020.

Page 6


Weingarten Realty Investors

Supplemental Income Statement Detail

(in thousands)

Three Months Ended

 

March 31, 

 

    

2021

    

2020

 

Revenues:

  

 

  

Rentals, net (1)

  

 

  

Base minimum rent, net

$

86,097

$

86,203

Straight line rent, net

 

2,025

 

(6,756)

Over/under market rental, net

 

1,250

 

1,773

Percentage rent, net

 

715

 

288

Tenant reimbursements, net

 

27,473

 

26,100

Other rental revenues

 

287

 

223

Lease cancellation revenue

 

474

 

219

Rentals, net

118,321

108,050

Other Revenues

 

  

 

  

Customer contract revenue

2,529

2,587

Miscellaneous revenue

 

521

 

715

Other Revenues

3,050

3,302

Total Revenue

$

121,371

$

111,352

Operating Expenses:

Depreciation and Amortization

$

38,556

$

36,656

Operating

23,287

23,160

Real Estate Taxes, net

16,735

15,008

Impairment Loss

325

44

General and administrative expense

General and administrative expense

9,474

8,477

Deferred Compensation (2)

1,130

(6,170)

General and administrative expense, net

10,604

2,307

Total Operating Expenses

$

89,507

$

77,175

Other Income (Expense):

Interest Expense, net

Interest paid or accrued

$

(17,073)

$

(16,556)

Amortization of debt deferred costs

(819)

(796)

Over/under market adjustment of acquired properties, net

207

87

Capitalized interest

1,066

2,663

Interest Expense, net

(16,619)

(14,602)

Interest and Other Income (Expense), net

Interest and Other Income

524

342

Deferred Compensation (2)

1,130

(6,170)

Interest and Other Income (Expense), net

1,654

(5,828)

Gain on Sale of Property

9,131

13,576

Total Other Expense

$

(5,834)

$

(6,854)

Income Before Income Taxes and Equity in Earnings of Real Estate Joint Ventures and Partnerships

$

26,030

$

27,323

Provision for Income Taxes

(238)

(172)

Equity in Earnings of Real Estate Joint Ventures and Partnerships, net

Net income from unconsolidated joint ventures and partnerships

3,244

26,273

Intercompany fee income reclass

639

712

Other adjustments

204

112

Equity in Earnings of Real Estate Joint Ventures and Partnerships, net

4,087

27,097

Net Income

$

29,879

$

54,248

Less: Net Income Attributable to Noncontrolling Interests

(1,842)

(1,626)

Net Income Attributable to Common Shareholders -- Basic

$

28,037

$

52,622

Net Income Attributable to Common Shareholders -- Diluted

$

28,037

$

53,150

Dividends

 

  

 

  

Common Dividends per Share

$

0.300

$

0.395

Common Dividends Paid as a % of Core Funds from Operations - Basic

 

62.5

%  

 

89.7

%

General and Administrative Expense

 

  

 

  

Gross General and Administrative Expense/Total Revenue

 

7.8

%  

 

7.6

%

Additional Disclosure for Revenues and Operating Expenses

 

  

 

  

Minority Interests Share of Revenues and Operating Expenses and Other Adjustments

$

(1,302)

$

(1,083)


(1)Rental revenues are net of lease related reserves and write-offs.  See breakout on p.41.
(2)Eligible associates of the Company may contribute a portion of their earnings to a Deferred Compensation plan for income tax deferral purposes.  The Company does not match or contribute funds to the plan, as it is all the associates' earnings.  The asset and corresponding liability along with the related earnings are recorded in the Company financial statements on behalf of the participants.

Page 7


Weingarten Realty Investors

Supplemental Balance Sheet Detail

(in thousands)

March 31, 

December 31, 

    

2021

    

2020

Property

 

  

 

  

Land

$

937,998

$

948,622

Land held for development

 

39,746

 

39,936

Land under development

 

16,637

 

19,830

Buildings and improvements

 

3,089,154

 

3,082,509

Construction in-progress

 

104,827

 

155,437

Total

$

4,188,362

$

4,246,334

Straight Line Rent Receivable, net

 

  

 

  

$

49,016

$

47,622

Other Assets, net

 

  

 

  

Notes receivable and mortgage bonds, net

$

38,827

$

38,841

Debt service guaranty asset

 

53,650

 

53,650

Non-qualified benefit plan assets

 

44,548

 

43,415

Out-of-market leases, net

 

10,527

 

11,326

Deferred income tax asset

 

3,778

 

3,761

Unamortized debt costs, net

 

2,494

 

2,693

Right of use assets, net

 

42,559

 

42,850

Other

 

7,653

 

8,538

Total

$

204,036

$

205,074

Other Liabilities, net

 

  

 

  

Deferred revenue

$

15,121

$

14,711

Non-qualified benefit plan liabilities

 

82,884

 

81,811

Deferred income tax payable

 

1,765

 

1,761

Out-of-market leases, net

 

56,426

 

58,208

Operating lease liabilities, net

 

42,385

 

42,888

Other

 

17,716

 

18,110

Total

$

216,297

$

217,489

Identified Intangible Assets and Liabilities

 

  

 

  

Identified Intangible Assets:

 

  

 

  

Above-market leases (included in Other Assets, net)

$

22,065

$

23,877

Above-market leases - Accumulated Amortization

 

(11,538)

 

(12,551)

In place leases (included in Unamortized Lease Costs, net)

 

232,373

 

235,082

In place leases - Accumulated Amortization

 

(105,995)

 

(102,772)

Total

$

136,905

$

143,636

Identified Intangible Liabilities:

 

  

 

  

Below-market leases (included in Other Liabilities, net)

$

92,099

$

92,855

Below-market leases - Accumulated Amortization

 

(35,673)

 

(34,647)

Above-market assumed mortgages (included in Debt, net)

 

7,694

 

7,694

Above-market assumed mortgages - Accumulated Amortization

 

(2,615)

 

(2,408)

Total

$

61,505

$

63,494

Page 8


Weingarten Realty Investors

Capitalization and Debt Coverage Ratios

(in thousands, except common share data and percentages)

March 31, 

December 31,

    

    

2021

    

2020

Common Share Data

 

  

 

  

Closing Market Price

$

26.91

$

21.67

Capitalization

 

  

 

  

Debt

$

1,797,237

$

1,838,419

Common Shares at Market

 

3,434,443

 

2,758,873

Operating Partnership Units at Market

 

37,916

 

31,031

Total Market Capitalization (As reported)

$

5,269,596

$

4,628,323

Debt to Total Market Capitalization (As reported)

 

34.1

%  

 

39.7

%

Debt to Total Market Capitalization (As reported at a constant share price of $31.24)

 

39.1

%  

 

39.7

%

Debt to Total Market Capitalization (Pro rata)

 

34.2

%  

 

39.8

%

Capital Availability

 

  

 

  

Revolving Credit Facility

$

500,000

$

500,000

Less:

 

 

  

Balance Outstanding Under Revolving Credit Facility

 

 

40,000

Outstanding Letters of Credit Under Revolving Facility

 

1,932

 

1,932

Unused Portion of Credit Facility

$

498,068

$

458,068

Significant Covenant Ratios

 

  

 

  

 

Restrictions

Debt to Asset Ratio (Public)

 

Less than 60.0%

 

37.2

%  

 

37.7

%

Secured Debt to Asset Ratio (Public)

 

Less than 40.0%

 

7.2

%  

 

7.1

%

Unencumbered Asset Test (Public)

 

Greater than 150%

 

288.4

%  

 

283.7

%

Fixed Charge Coverage (Revolver) (Pro rata EBITDA/ (interest expense + scheduled principal payments))

 

Greater than 1.5x

 

3.6x

 

3.5x

Credit Ratings

 

  

 

  

 

  

S&P

Moody's

Senior Debt

BBB

Baa1

Outlook

Stable

Stable

Note:

Pro rata financial information is not, and is not intended to be, a presentation in accordance with generally accepted accounting principles. See page 1 for information regarding this presentation and the limitations thereof.

Page 9


Weingarten Realty Investors

Guidance

2021 Guidance

In light of the Company’s proposed merger with Kimco announced on April 15, 2021, the Company will no longer provide guidance nor is it affirming past guidance.

Page 10


Investment Activity


Weingarten Realty Investors

Capital Expenditures

(at pro rata share)

(in thousands)

    

Three Months Ended

    

Twelve Months Ended

    

March 31, 2021

December 31, 2020

Acquisitions

$

$

166,627

New Development

 

5,010

 

76,011

Redevelopment

 

546

 

9,608

Building and Site Improvements

 

3,086

 

19,653

Tenant Finish

 

5,736

 

29,091

External Leasing Commissions

 

1,091

 

3,664

Capital Expenditures

$

15,469

$

304,654

Note:

Pro rata financial information is not, and is not intended to be, a presentation in accordance with generally accepted accounting principles. See page 1 for information regarding this presentation and the limitations thereof.

Page 12


Weingarten Realty Investors

Development and Redevelopment Projects

As of March 31, 2021

(at pro rata share, except multi-family units)

(in thousands, except percentages and multi-family units)

Project Description /

Total Cost at

Costs

Estimated/Actual

Stabilized

Percentage

Property