UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 July 27, 2023, CTO Realty Growth, Inc., a Maryland corporation (the "Company"), issued an earnings press release, an investor presentation, and a supplemental disclosure package relating to the Company’s financial results for the quarter ended June 30, 2023. Copies of the press release, investor presentation, and supplemental disclosure package are attached hereto as Exhibits 99.1, 99.2 and 99.3, respectively, and are incorporated herein by reference.
The information in Item 2.02 of this Current Report, including Exhibits 99.1, 99.2 and 99.3, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless it is specifically incorporated by reference therein.
Item 7.01. Regulation FD Disclosure
On July 27, 2023, the Company issued an earnings press release, an investor presentation, and a supplemental disclosure package relating to the Company’s financial results for the quarter ended June 30, 2023. Copies of the earnings press release, investor presentation, and supplemental disclosure package are attached hereto as Exhibits 99.1, 99.2 and 99.3, respectively, and are incorporated herein by reference.
The furnishing of these materials is not intended to constitute a representation that such furnishing is required by Regulation FD or other securities laws, or that the materials include material investor information that is not otherwise publicly available. In addition, the Company does not assume any obligation to update such information in the future.
The information in Item 7.01 of this Current Report, including Exhibits 99.1, 99.2 and 99.3, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, unless it is specifically incorporated by reference therein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
104 Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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: July 27, 2023
CTO Realty Growth, Inc.
By: /s/ Matthew M. Partridge
Senior Vice President, Chief Financial Officer and Treasurer
(Principal Financial Officer)
Press Release
Contact:Matthew M. Partridge
Senior Vice President, Chief Financial Officer, and Treasurer
(407) 904-3324
mpartridge@ctoreit.com
FOR IMMEDIATE RELEASE | CTO Realty Growth Reports Second Quarter 2023 Operating Results |
WINTER PARK, FL – July 27, 2023 – CTO Realty Growth, Inc. (NYSE: CTO) (the “Company” or “CTO”) today announced its operating results and earnings for the quarter ended June 30, 2023.
Select Highlights
CEO Comments
“Building on our momentum from the first quarter, the quality of our properties, progress of our repositioning programs, and strength of our Sunbelt-focused markets continued to drive strong leasing activity during the second quarter,” said John P. Albright, President and Chief Executive Officer of CTO Realty Growth. “As we look towards the back half of the year and into 2024, we believe that our growing signed but not open pipeline, which now represents more than 3% of current in-place cash base rents, has us well-positioned to drive outsized growth for the benefit of our very attractive 8.5% common dividend.”
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Quarterly Financial Results Highlights
The table below provides a summary of the Company’s operating results for the three months ended June 30, 2023:
For the Three Months Ended June 30, 2023 |
| For the Three Months Ended June 30, 2022 | | Variance to Comparable Period in the Prior Year | ||||||||||
Net Income Attributable to the Company | $ | 1,800 | | $ | 1,218 | | $ | 582 | 47.8% | |||||
Net Income Attributable to Common Stockholders | $ | 605 | | $ | 22 | | $ | 583 | 2,650.0% | |||||
Net Income per Diluted Share Attributable to Common Stockholders (1) | $ | 0.03 | | $ | 0.00 | | $ | 0.03 | 100.0% | |||||
| | | | | | | | | | |||||
Core FFO Attributable to Common Stockholders (2) | $ | 9,608 | | $ | 8,485 | | $ | 1,123 | 13.2% | |||||
Core FFO per Common Share – Diluted (2) | $ | 0.43 | | $ | 0.47 | | $ | (0.04) | (8.5%) | |||||
| | | | | | | | | | |||||
AFFO Attributable to Common Stockholders (2) | $ | 10,781 | | $ | 8,890 | | $ | 1,891 | 21.3% | |||||
AFFO per Common Share – Diluted (2) | $ | 0.48 | | $ | 0.49 | | $ | (0.01) | (2.0%) | |||||
| | | | | | | | | | |||||
Dividends Declared and Paid, per Preferred Share | $ | 0.40 | $ | 0.40 | | $ | 0.00 | 0.00% | ||||||
Dividends Declared and Paid, per Common Share | $ | 0.38 | | $ | 0.37 | | $ | 0.01 | 1.8% | |||||
(1) | The denominator for this measure excludes the impact of 3.3 million and 3.1 million shares for the three months ended June 30, 2023 and 2022, respectively, related to the Company’s adoption of ASU 2020-06, effective January 1, 2022, which requires presentation on an if-converted basis for its 2025 Convertible Senior Notes, as the impact would be anti-dilutive. |
(2) | See the “Non-GAAP Financial Measures” section and tables at the end of this press release for a discussion and reconciliation of Net Income Attributable to the Company to non-GAAP financial measures, including FFO Attributable to Common Stockholders, FFO per Common Share - Diluted, Core FFO Attributable to Common Stockholders, Core FFO per Common Share – Diluted, AFFO Attributable to Common Stockholders and AFFO per Common Share - Diluted. |
Year-to-Date Financial Results Highlights
The tables below provide a summary of the Company’s operating results for the six months ended June 30, 2023:
(in thousands, except per share data) | For the Six Months Ended June 30, 2023 |
| For the Six Months Ended June 30, 2022 | | Variance to Comparable Period in the Prior Year | |||||||||
Net Income (Loss) Attributable to the Company | $ | (4,193) | | $ | 1,420 | | $ | (5,613) | (395.3%) | |||||
Net Loss Attributable to Common Stockholders | $ | (6,583) | | $ | (971) | | $ | (5,612) | (578.0%) | |||||
Net Loss per Diluted Share Attributable to Common Stockholders (1) | $ | (0.29) | | $ | (0.05) | | $ | (0.24) | (480.0%) | |||||
| | | | | | | | | | |||||
Core FFO Attributable to Common Stockholders (2) | $ | 18,475 | | $ | 16,712 | | $ | 1,763 | 10.5% | |||||
Core FFO per Common Share – Diluted (2) | $ | 0.82 | | $ | 0.94 | | $ | (0.12) | (12.8%) | |||||
| | | | | | | | | | |||||
AFFO Attributable to Common Stockholders (2) | $ | 20,644 | | $ | 17,607 | | $ | 3,037 | 17.2% | |||||
AFFO per Common Share – Diluted (2) | $ | 0.91 | | $ | 0.99 | | $ | (0.08) | (8.1%) | |||||
| | | | | | | | | | |||||
Dividends Declared and Paid, per Preferred Share | $ | 0.80 | $ | 0.80 | | $ | 0.00 | 0.0% | ||||||
Dividends Declared and Paid, per Common Share | $ | 0.76 | | $ | 0.73 | | $ | 0.03 | 3.6% | |||||
(1) | The denominator for this measure excludes the impact of 3.3 million and 3.0 million shares for the six months ended June 30, 2023 and 2022, respectively, related to the Company’s adoption of ASU 2020-06, effective January 1, 2022, which requires presentation on an if-converted basis for its 2025 Convertible Senior Notes, as the impact would be anti-dilutive. |
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(2) | See the “Non-GAAP Financial Measures” section and tables at the end of this press release for a discussion and reconciliation of Net Income (Loss) Attributable to the Company to non-GAAP financial measures, including FFO Attributable to Common Stockholders, FFO per Common Share - Diluted, Core FFO Attributable to Common Stockholders, Core FFO per Common Share – Diluted, AFFO Attributable to Common Stockholders and AFFO per Common Share - Diluted. |
Investments
During the three months ended June 30, 2023, the Company invested $72.5 million into three multi-tenant retail property acquisitions totaling 464,600 square feet at a weighted average going-in cash cap rate of 8.0%. The Company’s second quarter 2023 investments included the following:
| ◾ | Purchased Plaza at Rockwall, a 446,500 square foot multi-tenant retail power center in the Rockwall submarket of Dallas, Texas for a purchase price of $61.2 million. The property is situated on 42 acres along I-30 just over 20 miles northeast of downtown Dallas, Texas and is anchored by Best Buy, Ulta Beauty, Dick’s Sporting Goods, JCPenney, Belk, Five Below, and HomeGoods. |
| ◾ | Acquired three buildings in the 28,100 square foot retail portion of Phase II of The Exchange at Gwinnett in Buford, Georgia for a purchase price of $11.3 million. The Company is under contract to acquire the final remaining property that makes up the retail portion of Phase II of The Exchange at Gwinnett for a purchase price of $2.3 million. The Company previously purchased the Sprouts-anchored Phase I portion of The Exchange at Gwinnett in December 2021 and currently holds the development loan for the unfinished retail portion of Phase II of The Exchange at Gwinnett. |
During the six months ended June 30, 2023, the Company invested $75.8 million into four retail property acquisitions totaling 470,600 square feet and originated one structured investment to provide a $15.0 million first mortgage. These investments represent a blended weighted average going-in cash yield of 8.1%.
Dispositions
During the three and six months ended June 30, 2023, the Company sold one retail property for $2.1 million at a weighted average exit cap rate of 4.8%, generating a gain of $0.8 million.
Portfolio Summary
The Company’s income property portfolio consisted of the following as of June 30, 2023:
Asset Type |
| # of Properties |
| Square Feet |
| Weighted Average Remaining Lease Term |
Single Tenant |
| 8 |
| 436 |
| 5.6 years |
Multi-Tenant |
| 16 |
| 3,749 |
| 4.4 years |
Total / Weighted Average Lease Term |
| 24 |
| 4,185 |
| 5.3 years |
Square feet in thousands.
Property Type |
| # of Properties |
| Square Feet |
| % of Cash Base Rent |
Retail |
| 16 |
| 2,434 |
| 54.6% |
Office | | 3 | | 395 | | 9.3% |
Mixed-Use | | 5 | | 1,356 | | 36.1% |
Total / Weighted Average Lease Term |
| 24 |
| 4,185 |
| 100% |
Square feet in thousands.
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Leased Occupancy | 93.4% | | |
Occupancy | 91.4% | | |
Same Property Net Operating Income
During the second quarter of 2023, the Company’s Same-Property NOI totaled $10.9 million, a decrease of 2.5% over the comparable prior year period, as presented in the following table.
For the Three Months Ended June 30, 2023 |
| For the Three Months Ended June 30, 2022 | | Variance to Comparable Period in the Prior Year | |||||
Single Tenant | $ | 2,147 | | $ | 2,036 | | $ | 111 | 5.5% |
Multi-Tenant | | 8,703 | | | 9,097 | | | (394) | (4.3%) |
Total | $ | 10,850 | | $ | 11,133 | | $ | (283) | (2.5%) |
$ in thousands.
Year-to-date, the Company’s Same-Property NOI totaled $20.2 million, a decrease of 2.4% over the comparable prior year period, as presented in the following table.
For the Six Months Ended June 30, 2023 |
| For the Six Months Ended June 30, 2022 | | Variance to Comparable Period in the Prior Year | |||||
Single Tenant | $ | 4,048 | | $ | 3,892 | | $ | 156 | 4.0% |
Multi-Tenant | | 16,182 | | | 16,835 | | | (653) | (3.9%) |
Total | $ | 20,230 | | $ | 20,727 | | $ | (497) | (2.4%) |
$ in thousands.
Leasing Activity
During the quarter ended June 30, 2023, the Company signed 24 leases totaling 106,938 square feet. On a comparable basis, which excludes vacancy existing at the time of acquisition, CTO signed 17 leases totaling 60,528 square feet at an average cash base rent of $32.10 per square foot compared to a previous average cash base rent of $29.57 per square foot, representing 8.6% comparable growth.
A summary of the Company’s overall leasing activity for the quarter ended June 30, 2023, is as follows:
|
| Square Feet | Weighted Average Lease Term | Cash Rent Per Square Foot | | Tenant Improvements | | Leasing Commissions | ||||
New Leases | | 59 | | 9.4 years | | $22.68 | | $ | 734 | | $ | 676 |
Renewals & Extensions |
| 48 | | 3.9 years | | $31.37 | | | 13 | | | 6 |
Total / Weighted Average |
| 107 | | 6.5 years | | $26.58 | | $ | 747 | | $ | 682 |
In thousands, except for per square foot and weighted average lease term data.
Comparable leases compare leases signed on a space for which there was previously a tenant.
Overall leasing activity does not include lease termination agreements or lease amendments related to tenant bankruptcy proceedings.
Year-to-date, the Company signed 49 leases totaling 267,362 square feet. On a comparable basis, which excludes vacancy existing at the time of acquisition, CTO signed 31 leases totaling 161,111 square feet at an average cash base
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rent of $26.38 per square foot compared to a previous average cash base rent of $24.42 per square foot, representing 8.0% comparable growth.
A summary of the Company’s overall leasing activity for year-to-date 2023, is as follows:
|
| Square Feet | Weighted Average Lease Term | Cash Rent Per Square Foot | | Tenant Improvements | | Leasing Commissions | ||||
New Leases | | 125 | | 9.3 years | | $22.24 | | $ | 2,930 | | $ | 1,307 |
Renewals & Extensions |
| 142 | | 4.3 years | | $25.62 | | | 53 | | | 73 |
Total / Weighted Average |
| 267 | | 6.4 years | | $24.05 | | $ | 2,983 | | $ | 1,380 |
In thousands, except for per square foot and weighted average lease term data.
Comparable leases compare leases signed on a space for which there was previously a tenant.
Overall leasing activity does not include lease termination agreements or lease amendments related to tenant bankruptcy proceedings.
Subsurface Interests and Mitigation Credits
During the three months ended June 30, 2023, the Company sold approximately 604 acres of subsurface oil, gas, and mineral rights for $0.1 million, resulting in a gain of $0.1 million.
During the six months ended June 30, 2023, the Company sold approximately 3,016 acres of subsurface oil, gas, and mineral rights for $0.4 million, resulting in a gain of $0.4 million.
During the three months ended June 30, 2023, the Company sold approximately 7.7 mitigation credits for $0.9 million, resulting in a gain of $0.3 million.
During the six months ended June 30, 2023, the Company sold approximately 8.4 mitigation credits for $1.0 million, resulting in a gain of $0.3 million.
Capital Markets and Balance Sheet
During the quarter ended June 30, 2023, the Company completed the following capital markets activities:
| ◾ | Repurchased 3,931 shares of common stock at an average price of $15.73 per share. |
| ◾ | Repurchased 746 shares of Series A Preferred stock at an average price of $18.82 per share. |
The following table provides a summary of the Company’s long-term debt, at face value, as of June 30, 2023:
| Principal |
| Interest Rate |
| Maturity Date | |
2025 Convertible Senior Notes |
| $51.0 million |
| 3.875% |
| April 2025 |
2026 Term Loan (1) |
| 65.0 million |
| SOFR + 10 bps + [1.25% – 2.20%] |
| March 2026 |
Mortgage Note (2) |
| 17.8 million |
| 4.06% |
| August 2026 |
Revolving Credit Facility (3) |
| 209.7 million |
| SOFR + 10 bps + [1.25% – 2.20%] |
| January 2027 |
2027 Term Loan (4) |
| 100.0 million |
| SOFR + 10 bps + [1.25% – 2.20%] |
| January 2027 |
2028 Term Loan (5) | 100.0 million |
| SOFR + 10 bps + [1.20% – 2.15%] |
| January 2028 | |
Total Debt / Weighted Average Interest Rate |
| $543.5 million |
| 4.35% |
|
(1) | The Company utilized interest rate swaps on the $65.0 million 2026 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 0.26% plus the 10 bps SOFR adjustment plus the applicable spread. |
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(2) | Mortgage note assumed in connection with the acquisition of Price Plaza Shopping Center located in Katy, Texas. |
(3) | The Company utilized interest rate swaps on $100.0 million of the Credit Facility balance to fix SOFR and achieve a weighted average fixed swap rate of 3.28% plus the 10 bps SOFR adjustment plus the applicable spread. |
(4) | The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 0.64% plus the 10 bps SOFR adjustment plus the applicable spread. |
(5) | The Company utilized interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. |
As of June 30, 2023, the Company’s net debt to Pro Forma EBITDA was 7.9 times, and as defined in the Company’s credit agreement, the Company’s fixed charge coverage ratio was 2.8 times. As of June 30, 2023, the Company’s net debt to total enterprise value was 53.5%. The Company calculates total enterprise value as the sum of net debt, par value of its 6.375% Series A preferred equity, and the market value of the Company's outstanding common shares.
Dividends
On May 22, 2023, the Company announced cash dividends on its common stock and Series A Preferred stock for the second quarter of 2023 of $0.38 per share and $0.40 per share, respectively, payable on June 30, 2023 to stockholders of record as of the close of business on June 8, 2023. The second quarter 2023 common stock cash dividend represents a 1.8% increase over the comparable prior year period quarterly dividend and a payout ratio of 88.4% and 79.2% of the Company’s second quarter 2023 Core FFO per diluted share and AFFO per diluted share, respectively.
The Company has maintained its Core FFO and AFFO outlook for 2023 and has revised certain assumptions to take into account the Company’s year-to-date performance and revised expectations regarding the Company’s operational and investment activities and forecasted capital markets transactions. The Company’s outlook for 2023 assumes continued stability in economic activity, stable or positive business trends related to each of our tenants and other significant assumptions.
The Company’s maintained outlook for 2023 is as follows:
| 2023 Guidance Range | ||
| Low | | High |
Core FFO Per Diluted Share | $1.50 | to | $1.55 |
AFFO Per Diluted Share | $1.64 | to | $1.69 |
The Company’s 2023 guidance includes, but is not limited to the following assumptions:
| ◾ | Same-Property NOI growth of 1% to 4%, including the impact of elevated bad debt expense, occupancy loss and costs associated with tenants in bankruptcy and/or tenant lease defaults |
| ◾ | General and administrative expense within a range of $14 million to $15 million |
| ◾ | Weighted average diluted shares outstanding of approximately 22.5 million shares |
| ◾ | Year-end 2023 leased occupancy projected to be within a range of 94% to 95% before any adjustments related to 2023 income property acquisitions and dispositions |
| ◾ | Investment in income producing assets, including structured investments, between $95 million and $150 million at a weighted average initial cash yield between 8.00% and 8.25% |
| ◾ | Disposition of assets between $15 million and $75 million at a weighted average exit cash yield between 6.00% and 7.50% |
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Earnings Conference Call & Webcast
The Company will host a conference call to present its operating results for the quarter ended June 30, 2023 on Friday, July 28, 2023, at 9:00 AM ET.
A live webcast of the call will be available on the Investor Relations page of the Company’s website at www.ctoreit.com or at the link provided in the event details below. To access the call by phone, please go to the link provided in the event details below and you will be provided with dial-in details.
Webcast: https://edge.media-server.com/mmc/p/tsys29qf
Dial-In: https://register.vevent.com/register/BI86da6ac5057b4126a261aa3a647686aa
We encourage participants to dial into the conference call at least fifteen minutes ahead of the scheduled start time. A replay of the earnings call will be archived and available online through the Investor Relations section of the Company’s website at www.ctoreit.com.
About CTO Realty Growth, Inc.
CTO Realty Growth, Inc. is a publicly traded real estate investment trust that owns and operates a portfolio of high-quality, retail-based properties located primarily in higher growth markets in the United States. CTO also externally manages and owns a meaningful interest in Alpine Income Property Trust, Inc. (NYSE: PINE), a publicly traded net lease REIT.
We encourage you to review our most recent investor presentation and supplemental financial information, which is available on our website at www.ctoreit.com.
Safe Harbor
Certain statements contained in this press release (other than statements of historical fact) are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can typically be identified by words such as “believe,” “estimate,” “expect,” “intend,” “anticipate,” “will,” “could,” “may,” “should,” “plan,” “potential,” “predict,” “forecast,” “project,” and similar expressions, as well as variations or negatives of these words.
Although forward-looking statements are made based upon management’s present expectations and reasonable beliefs concerning future developments and their potential effect upon the Company, a number of factors could cause the Company’s actual results to differ materially from those set forth in the forward-looking statements. Such factors may include, but are not limited to: the Company’s ability to remain qualified as a REIT; the Company’s exposure to U.S. federal and state income tax law changes, including changes to the REIT requirements; general adverse economic and real estate conditions; macroeconomic and geopolitical factors, including but not limited to inflationary pressures, interest rate volatility, distress in the banking sector, global supply chain disruptions, and ongoing geopolitical war; the ultimate geographic spread, severity and duration of pandemics such as the COVID-19 Pandemic and its variants, actions that may be taken by governmental authorities to contain or address the impact of such pandemics, and the potential negative impacts of such pandemics on the global economy and the Company’s financial condition and results of operations; the inability of major tenants to continue paying their rent or obligations due to bankruptcy, insolvency or a general downturn in their business; the loss or failure, or decline in the business or assets of PINE; the completion of 1031 exchange transactions; the availability of investment properties that meet the Company’s investment goals and criteria; the uncertainties associated with obtaining required governmental permits and satisfying other closing conditions for planned acquisitions and sales; and the uncertainties and risk factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and other risks and uncertainties discussed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission.
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There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances.
Non-GAAP Financial Measures
Our reported results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We also disclose Funds From Operations (“FFO”), Core Funds From Operations (“Core FFO”), Adjusted Funds From Operations (“AFFO”), Pro Forma Earnings Before Interest, Taxes, Depreciation and Amortization (“Pro Forma EBITDA”), and Same-Property Net Operating Income (“Same-Property NOI”), each of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs.
FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operating activities as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures.
We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries. The Company also excludes the gains or losses from sales of assets incidental to the primary business of the REIT which specifically include the sales of mitigation credits, impact fee credits, subsurface sales, and land sales, in addition to the mark-to-market of the Company’s investment securities and interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. To derive Core FFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to gains and losses recognized on the extinguishment of debt, amortization of above- and below-market lease related intangibles, and other unforecastable market- or transaction-driven non-cash items. To derive AFFO, we further modify the NAREIT computation of FFO and Core FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, non-cash compensation, and other non-cash amortization, as well as adding back the interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals.
To derive Pro Forma EBITDA, GAAP net income or loss attributable to the Company is adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, above- and below-market lease related intangibles, non-cash compensation, and other non-cash income or expense. Cash interest expense is also excluded from Pro Forma EBITDA, and GAAP net income or loss is adjusted for the annualized impact of acquisitions, dispositions and other similar activities.
To derive Same-Property NOI, GAAP net income or loss attributable to the Company is adjusted to exclude extraordinary items (as defined by GAAP), gain or loss on disposition of assets, gain or loss on extinguishment of debt, impairment charges, and depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, if any, non-cash revenues and expenses such as above- and below-market lease related
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intangibles, straight-line rental revenue, and other non-cash income or expense. Interest expense, general and administrative expenses, investment and other income or loss, income tax benefit or expense, real estate operations revenues and direct cost of revenues, management fee income, and interest income from commercial loans and investments are also excluded from Same-Property NOI. GAAP net income or loss is further adjusted to remove the impact of properties that were not owned for the full current and prior year reporting periods presented. Cash rental income received under the leases pertaining to the Company’s assets that are presented as commercial loans and investments in accordance with GAAP is also used in lieu of the interest income equivalent.
FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains or losses on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that Core FFO and AFFO are additional useful supplemental measures for investors to consider because they will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. We also believe that Pro Forma EBITDA is an additional useful supplemental measure for investors to consider as it allows for a better assessment of our operating performance without the distortions created by other non-cash revenues, expenses or certain effects of the Company’s capital structure on our operating performance. We use Same-Property NOI to compare the operating performance of our assets between periods. It is an accepted and important measurement used by management, investors and analysts because it includes all property-level revenues from the Company’s properties, less operating and maintenance expenses, real estate taxes and other property-specific expenses (“Net Operating Income” or “NOI”) of properties that have been owned and stabilized for the entire current and prior year reporting periods. Same-Property NOI attempts to eliminate differences due to the acquisition or disposition of properties during the particular period presented, and therefore provides a more comparable and consistent performance measure for the comparison of the Company's properties. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI may not be comparable to similarly titled measures employed by other companies.
Page 9
CTO Realty Growth, Inc.
Consolidated Balance Sheets
(In thousands, except share and per share data)
| | As of | ||||
|
| (Unaudited) June 30, 2023 |
| December 31, 2022 | ||
ASSETS | | | | | | |
Real Estate: | | | | | | |
Land, at Cost | | $ | 249,607 | | $ | 233,930 |
Building and Improvements, at Cost | | | 600,249 | | | 530,029 |
Other Furnishings and Equipment, at Cost | | | 847 | | | 748 |
Construction in Process, at Cost | | | 3,557 | | | 6,052 |
Total Real Estate, at Cost | | | 854,260 | | | 770,759 |
Less, Accumulated Depreciation | | | (48,198) | | | (36,038) |
Real Estate—Net | | | 806,062 | | | 734,721 |
Land and Development Costs | | | 682 | | | 685 |
Intangible Lease Assets—Net | | | 113,083 | | | 115,984 |
Assets Held for Sale | | | 1,115 | | | — |
Investment in Alpine Income Property Trust, Inc. | | | 37,906 | | | 42,041 |
Mitigation Credits | | | 1,950 | | | 1,856 |
Mitigation Credit Rights | | | — | | | 725 |
Commercial Loans and Investments | | | 46,483 | | | 31,908 |
Cash and Cash Equivalents | | | 7,312 | | | 19,333 |
Restricted Cash | | | 2,755 | | | 1,861 |
Refundable Income Taxes | | | 145 | | | 448 |
Deferred Income Taxes—Net | | | 2,423 | | | 2,530 |
Other Assets | | | 41,596 | | | 34,453 |
Total Assets | | $ | 1,061,512 | | $ | 986,545 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | |
Liabilities: | | | | | | |
Accounts Payable | | $ | 3,980 | | $ | 2,544 |
Accrued and Other Liabilities | | | 18,347 | | | 18,028 |
Deferred Revenue | | | 6,890 | | | 5,735 |
Intangible Lease Liabilities—Net | | | 11,960 | | | 9,885 |
Long-Term Debt | | | 541,768 | | | 445,583 |
Total Liabilities | | | 582,945 | | | 481,775 |
Commitments and Contingencies | | | | | | |
Stockholders’ Equity: | | | | | | |
Preferred Stock – 100,000,000 shares authorized; $0.01 par value, 6.375% Series A Cumulative Redeemable Preferred Stock, $25.00 Per Share Liquidation Preference, 2,999,254 shares issued and outstanding at June 30, 2023 and 3,000,000 shares issued and outstanding at December 31, 2022 | | | 30 | | | 30 |
Common Stock – 500,000,000 shares authorized; $0.01 par value, 22,691,598 shares issued and outstanding at June 30, 2023; and 22,854,775 shares issued and outstanding at December 31, 2022 | | | 227 | | | 229 |
Additional Paid-In Capital | | | 168,103 | | | 172,471 |
Retained Earnings | | | 291,958 | | | 316,279 |
Accumulated Other Comprehensive Income | | | 18,249 | | | 15,761 |
Total Stockholders’ Equity | | | 478,567 | | | 504,770 |
Total Liabilities and Stockholders’ Equity | | $ | 1,061,512 | | $ | 986,545 |
Page 10
CTO Realty Growth, Inc.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except share, per share and dividend data)
| | Three Months Ended | | Six Months Ended | ||||||||
| | June 30, | | June 30, | | June 30, | | June 30, | ||||
|
| 2023 |
| 2022 |
| 2023 |
| 2022 | ||||
Revenues | | | | | | | | | | | | |
Income Properties | | $ | 22,758 | | $ | 16,367 | | $ | 45,190 | | $ | 31,535 |
Management Fee Income | | | 1,102 | | | 948 | | | 2,200 | | | 1,884 |
Interest Income From Commercial Loans and Investments | | | 1,056 | | | 1,290 | | | 1,851 | | | 2,008 |
Real Estate Operations | | | 1,131 | | | 858 | | | 1,523 | | | 1,246 |
Total Revenues | | | 26,047 | | | 19,463 | | | 50,764 | | | 36,673 |
Direct Cost of Revenues | | | | | | | | | | | | |
Income Properties | | | (6,670) | | | (4,812) | | | (13,823) | | | (8,828) |
Real Estate Operations | | | (639) | | | (228) | | | (724) | | | (279) |
Total Direct Cost of Revenues | | | (7,309) | | | (5,040) | | | (14,547) | | | (9,107) |
General and Administrative Expenses | | | (3,327) | | | (2,676) | | | (7,054) | | | (5,719) |
Provision for Impairment | | | — | | | — | | | (479) | | | — |
Depreciation and Amortization | | | (10,829) | | | (6,727) | | | (21,145) | | | (13,096) |
Total Operating Expenses | | | (21,465) | | | (14,443) | | | (43,225) | | | (27,922) |
Gain (Loss) on Disposition of Assets | | | 1,101 | | | — | | | 1,101 | | | (245) |
Other Gains and Income (Loss) | | | 1,101 | | | — | | | 1,101 | | | (245) |
Total Operating Income | | | 5,683 | | | 5,020 | | | 8,640 | | | 8,506 |
Investment and Other Income (Loss) | | | 1,811 | | | (1,311) | | | (2,480) | | | (3,205) |
Interest Expense | | | (5,211) | | | (2,277) | | | (9,843) | | | (4,179) |
Income (Loss) Before Income Tax Benefit (Expense) | | | 2,283 | | | 1,432 | | | (3,683) | | | 1,122 |
Income Tax Benefit (Expense) | | | (483) | | | (214) | | | (510) | | | 298 |
Net Income (Loss) Attributable to the Company | | | 1,800 | | | 1,218 | | | (4,193) | | | 1,420 |
Distributions to Preferred Stockholders | | | (1,195) | | | (1,196) | | | (2,390) | | | (2,391) |
Net Income (Loss) Attributable to Common Stockholders | | $ | 605 | | $ | 22 | | $ | (6,583) | | $ | (971) |
| | | | | | | | | | | | |
Per Share Information: | | | | | | | | | | | | |
Basic and Diluted Net Income (Loss) Attributable to Common Stockholders | | $ | 0.03 | | $ | 0.00 | | $ | (0.29) | | $ | (0.05) |
| | | | | | | | | | | | |
Weighted Average Number of Common Shares | | | | | | | | | | | | |
Basic and Diluted | | | 22,482,957 | | | 18,012,534 | | | 22,593,280 | | | 17,870,394 |
| | | | | | | | | | | | |
Dividends Declared and Paid – Preferred Stock | | $ | 0.40 | | $ | 0.40 | | $ | 0.80 | | $ | 0.80 |
Dividends Declared and Paid – Common Stock | | $ | 0.38 | | $ | 0.37 | | $ | 0.76 | | $ | 0.73 |
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CTO Realty Growth, Inc.
Non-GAAP Financial Measures
Same-Property NOI Reconciliation
(Unaudited)
| Three Months Ended | | Six Months Ended | ||||||||||
Net Income (Loss) Attributable to the Company | $ | 1,800 |
| $ | 1,218 | | $ | (4,193) | | $ | 1,420 | ||
Loss (Gain) on Disposition of Assets | | (1,101) | | | — | | | (1,101) | | | 245 | ||
Provision for Impairment | | — | | | — | | | 479 | | | — | ||
Depreciation and Amortization | | 10,829 | | | 6,727 | | | 21,145 | | | 13,096 | ||
Amortization of Intangibles to Lease Income | | (627) | | | (497) | | | (1,306) | | | (978) | ||
Straight-Line Rent Adjustment | | (122) | | | 507 | | | 129 | | | 1,045 | ||
COVID-19 Rent Repayments | | (17) | | | (26) | | | (43) | | | (53) | ||
Accretion of Tenant Contribution | | 38 | | | 38 | | | 76 | | | 76 | ||
Interest Expense | | 5,211 | | | 2,277 | | | 9,843 | | | 4,179 | ||
General and Administrative Expenses | | 3,327 | | | 2,676 | | | 7,054 | | | 5,719 | ||
Investment and Other Income (Loss) | | (1,811) | | | 1,311 | | | 2,480 | | | 3,205 | ||
Income Tax (Benefit) Expense | | 483 | | | 214 | | | 510 | | | (298) | ||
Real Estate Operations Revenues | | (1,131) | | | (858) | | | (1,523) | | | (1,246) | ||
Real Estate Operations Direct Cost of Revenues | | 639 | | | 228 | | | 724 | | | 279 | ||
Management Fee Income | | (1,102) | | | (948) | | | (2,200) | | | (1,884) | ||
Interest Income from Commercial Loans and Investments | | (1,056) | | | (1,290) | | | (1,851) | | | (2,008) | ||
Less: Impact of Properties Not Owned for the Full Reporting Period | | (4,510) | | | (808) | | | (9,993) | | | (2,070) | ||
Cash Rental Income Received from Properties Presented as | | — | | | 364 | | | — | | | — | ||
Same-Property NOI | $ | 10,850 |
| $ | 11,133 | | $ | 20,230 | | $ | 20,727 | ||
Page 12
CTO Realty Growth, Inc.
Non-GAAP Financial Measures
(Unaudited)
(In thousands, except per share data)
| | Three Months Ended | | Six Months Ended | ||||||||
| | June 30, 2023 | | June 30, 2022 | | June 30, 2023 | | June 30, 2022 | ||||
Net Income (Loss) Attributable to the Company | | $ | 1,800 | | $ | 1,218 | | $ | (4,193) | | $ | 1,420 |
Add Back: Effect of Dilutive Interest Related to 2025 Notes (1) | | | — | | | — | | | — | | | — |
Net Income (Loss) Attributable to the Company, If-Converted | | $ | 1,800 | | $ | 1,218 | | $ | (4,193) | | $ | 1,420 |
Depreciation and Amortization of Real Estate | | | 10,816 | | | 6,707 | | | 21,118 | | | 13,076 |
Losses (Gains) on Disposition of Assets, Net of Tax | | | (824) | | | — | | | (824) | | | 245 |
Gains on Disposition of Other Assets | | | (490) | | | (632) | | | (813) | | | (964) |
Provision for Impairment | | | — | | | — | | | 479 | | | — |
Unrealized Loss on Investment Securities | | | 1,174 | | | 1,891 | | | 6,092 | | | 4,348 |
Extinguishment of Contingent Obligation | | | (2,300) | | | — | | | (2,300) | | | — |
Funds from Operations | | $ | 10,176 | | $ | 9,184 | | $ | 19,559 | | $ | 18,125 |
Distributions to Preferred Stockholders | | | (1,195) | | | (1,196) | | | (2,390) | | | (2,391) |
Funds From Operations Attributable to Common Stockholders | | $ | 8,981 | | $ | 7,988 | | $ | 17,169 | | $ | 15,734 |
Amortization of Intangibles to Lease Income | | | 627 | | | 497 | | | 1,306 | | | 978 |
Less: Effect of Dilutive Interest Related to 2025 Notes (1) | | | — | | | — | | | — | | | — |
Core Funds From Operations Attributable to Common Stockholders | | $ | 9,608 | | $ | 8,485 | | $ | 18,475 | | $ | 16,712 |
Adjustments: | | | | | | | | | | | | |
Straight-Line Rent Adjustment | | | 122 | | | (507) | | | (129) | | | (1,045) |
COVID-19 Rent Repayments | | | 17 | | | 26 | | | 43 | | | 53 |
Other Depreciation and Amortization | | | (57) | | | (31) | | | (116) | | | (170) |
Amortization of Loan Costs and Discount on Convertible Debt | | | 229 | | | 212 | | | 437 | | | 446 |
Non-Cash Compensation | | | 862 | | | 705 | | | 1,934 | | | 1,611 |
Adjusted Funds From Operations Attributable to Common Stockholders | | $ | 10,781 | | $ | 8,890 | | $ | 20,644 | | $ | 17,607 |
| | | | | | | | | | | | |
FFO Attributable to Common Stockholders per Common Share – Diluted | | $ | 0.40 | | $ | 0.44 | | $ | 0.76 | | $ | 0.88 |
Core FFO Attributable to Common Stockholders per Common Share – Diluted | | $ | 0.43 | | $ | 0.47 | | $ | 0.82 | | $ | 0.94 |
AFFO Attributable to Common Stockholders per Common Share – Diluted | | $ | 0.48 | | $ | 0.49 | | $ | 0.91 | | $ | 0.99 |
(1) | Interest related to the 2025 Convertible Senior Notes excluded from net income (loss) attributable to the Company to derive FFO effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis, as the impact to net income (loss) attributable to common stockholders would be anti-dilutive. |
Page 13
CTO Realty Growth, Inc.
Non-GAAP Financial Measures
Reconciliation of Net Debt to Pro Forma EBITDA
(Unaudited)
(In thousands)
|
| |
Net Income Attributable to the Company | $ | 1,800 |
Depreciation and Amortization of Real Estate | 10,816 | |
Gain on Disposition of Assets, Net of Tax | | (824) |
Gains on the Disposition of Other Assets |
| (490) |
Unrealized Loss on Investment Securities |
| 1,174 |
Extinguishment of Contingent Obligation | | (2,300) |
Distributions to Preferred Stockholders | | (1,195) |
Straight-Line Rent Adjustment |
| 122 |
Amortization of Intangibles to Lease Income | 627 | |
Other Non-Cash Amortization |
| (57) |
Amortization of Loan Costs and Discount on Convertible Debt |
| 229 |
Non-Cash Compensation |
| 862 |
Interest Expense, Net of Amortization of Loan Costs and Discount on Convertible Debt |
| 4,982 |
EBITDA | $ | 15,746 |
| | |
Annualized EBITDA | $ | 62,984 |
Pro Forma Annualized Impact of Current Quarter Investments and Dispositions, Net (1) | | 4,136 |
Pro Forma EBITDA | $ | 67,120 |
| | |
Total Long-Term Debt | $ | 541,768 |
Financing Costs, Net of Accumulated Amortization | | 1,431 |
Unamortized Convertible Debt Discount | | 285 |
Cash & Cash Equivalents | | (7,312) |
Restricted Cash | | (2,755) |
Net Debt | $ | 533,417 |
| | |
Net Debt to Pro Forma EBITDA | 7.9x | |
| | |
(1) | Reflects the pro forma annualized impact on Annualized EBITDA of the Company’s investments and disposition activity during the three months ended June 30, 2023. |
Page 14
| Investor Presentation REALTY GROWTH July 2023 The Collection at Forsyth Cumming, GA |
| © CTO Realty Growth, Inc. | ctoreit.com CTO Realty Growth Company Profile 2 As of June 30, 2023, unless otherwise noted. 1. As of July 21, 2023. 2. Based on $17.71 per share common stock price as of July 21, 2023. The Collection at Forsyth Cumming, GA 24 4.2M 8.0% PROPERTIES SQUARE FEET IMPLIED CAP RATE1 8.4% IMPLIED INVESTMENT YIELD1 $402M $543M $1.0B EQUITY MARKET CAP2 OUTSTANDING DEBT ENTERPRISE VALUE (NET OF CASH) SERIES A PREFERRED $75M Q2 2023 ANNUALIZED DIVIDEND $1.52/share 8.6% CURRENT ANNUALIZED DIVIDEND YIELD2 $39M INVESTMENT IN ALPINE INCOME PROPERTY TRUST1 $1.64 – $1.69 AFFO PER SHARE GUIDANCE RANGE |
| © CTO Realty Growth, Inc. | ctoreit.com CTO Realty Growth Overview 3 Differentiated Investment Strategy Focusing on Asset Recycling and Value-Add Acquisitions Southeast and Southwest Retail & Mixed-Use Multi-tenant portfolio in attractive business-friendly markets with strong demographics and outsized long-term growth potential Stable and Flexible Balance Sheet Ample Liquidity and No Upcoming Debt Maturities Active Asset Management Emphasizing Operational Upside Experienced Leadership Team With Deep Real Estate and REIT Experience West Broad Village Glen Allen, VA West Broad Village Glen Allen, VA Jordan Landing West Jordan, UT The Shops at Legacy Plano, TX The Collection at Forsyth Cumming, GA Madison Yards Atlanta, GA Madison Yards Atlanta, GA Daytona Beachside Restaurants Daytona Beach, FL The Strand at St. John’s Town Center Jacksonville, FL |
| © CTO Realty Growth, Inc. | ctoreit.com CTO Realty Growth Key Takeaways 4 Absolute and Relative Valuation Upside CTO currently trades at a meaningful discount to net asset value (NAV) and a relative discount to its retail-focused peer group, as CTO is faster growing with a comparable 2023E FFO multiple to the slower growing peers. Track Record of Portfolio Repositioning and Earnings Growth Through Capital Recycling Strong, long-term track record of monetizing assets at favorable net investment spreads to drive accretive earnings growth and attractive risk-adjusted returns, including outperforming the FTSE NAREIT Equity REIT index and retail-focused peer group average in each of the past three years. Differentiated Investment Strategy Retail-based investment strategy focused on grocery-anchored, traditional retail and mixed-use properties with value-add or long-term residual value opportunities that leverage strong real estate fundamentals in growing markets that can be acquired at meaningful discounts to replacement cost. Diversified, Resilient Income Streams In addition to its retail-focused portfolio, CTO externally manages Alpine Income Property Trust, Inc. (NYSE: PINE), a publicly traded, single tenant net lease REIT, which provides excellent in-place cash flow and significant valuation upside through the CTO’s 15% ownership position. High-Quality Portfolio in Faster Growing, Business Friendly Locations with Operational Upside Recently constructed portfolio located in faster growing, business friendly markets such as Atlanta, Dallas, Jacksonville, Phoenix, Raleigh, Las Vegas, Tampa, Houston, and Salt Lake City, with acquired vacancy and/or repositioning upside, and no higher tax, higher cost of living MSA exposure. Attractive Dividend and Improved Payout Ratio CTO has declared and paid a $0.38 second quarter common stock cash dividend, representing an 8.6% in-place annualized yield1 .. Stable and Flexible Balance Sheet Reasonably levered balance sheet with ample liquidity, no near-term debt maturities, limited floating interest rate exposure, and a demonstrated access to multiple capital sources provides financial stability and flexibility. As of June 30, 2023, unless otherwise noted. 1. As of July 21, 2023. |
| © CTO Realty Growth, Inc. | ctoreit.com Peer Comparisons 15.9x 14.5x 13.4x 12.7x 12.5x 11.8x 11.6x 11.5x 11.1x 10.2x 9.7x 4.2% 3.8% 4.4% 4.6% 3.6% 4.1% 8.6% 4.5% 5.1% 4.8% 6.0% 3.00% 4.00% 5.00% 6.00% 7.00% 8.00% 9.00% 7.0x 8.0x 9.0x 10.0x 11.0x 12.0x 13.0x 14.0x 15.0x 16.0x FRT UE KIM AKR SITC KRG CTO BRX RPT WSR AAT 1. All dividend yields and 2023E FFO multiples are based on the closing stock price on July 21, 2023, using current annualized dividends and 2023E FFO per share estimates for the peer companies from the KeyBank The Leaderboard report dated July 23, 2023. 2023E FFO per share for CTO reflects the midpoint of Core FFO guidance provided on July 27, 2023. CTO has an outsized dividend yield and attractive absolute valuation relative to many in its retail-focused peer group and its long-term growth opportunities 2023E FFO Multiple and Annualized Dividend Yield1 5 CTO is trading at an implied 8.0% cap rate on its income producing property 2023 projected NOI |
| © CTO Realty Growth, Inc. | ctoreit.com Differentiated Investment Strategy 6 CTO has a retail-oriented real estate strategy that focuses on owning, operating and investing in high-quality properties through direct investment and management structures Multi-Tenant Asset Strategy ▪ Focused on retail-based, multi-tenanted assets that have a grocery, lifestyle or community-oriented retail component and a complimentary mixed-use component, located in higher growth MSAs within the continental United States ▪ Acquisition targets are in higher growth markets and exhibit strong current in-place yields with a future potential for increased returns through a combination of vacancy lease-up, redevelopment or rolling in-place leases to higher market rental rates Monetization of Legacy Assets ▪ CTO has a number of legacy assets, that when monetized, will unlock meaningful equity to be redeployed into core strategy assets that may drive higher cash flow, Core FFO and AFFO per share Alpine Income Property Trust and Retained Net Lease Assets ▪ CTO seeded and externally manages Alpine Income Property Trust (NYSE: PINE), a pure play net lease REIT, which is a meaningful and attractive source of management fee income and dividend income through its direct investment of REIT shares and OP unit holdings Targeting Multi-Tenant, Retail-Based, Value-Add Income Property Acquisitions Monetize Legacy Mineral Rights and Other Assets Manage and Retain Ownership in Alpine REIT (NYSE:PINE) Monetize the Retained Net Lease & Office Properties at Opportunistic Valuations Focused Execution |
| © CTO Realty Growth, Inc. | ctoreit.com Real Estate and Investment Focus CTO’s investment strategy is focused on generating relative outsized returns for our shareholders by acquiring and owning well-located properties in markets and states that are business and tax friendly, where the long-term cash flows and underlying real estate values are supported by significant population and job growth. ▪ Focused on markets/states projected to have outsized job and population growth with favorable business climates ▪ Geographic emphasis set to benefit from strong retailer demand to serve increasing populations ▪ Differentiated asset investment strategy prioritizes value-add retail and mixed-use properties with strong real estate fundamentals ▪ Track record of acquiring at meaningful discounts to replacement cost and below market leases where real estate fundamentals will drive outsized rental rate growth ▪ Seek properties with leasing or repositioning upside or highly stable assets with an identifiable opportunity to Miami drive long-term, outsized risk-adjusted returns Orlando Jacksonville Tampa Atlanta Nashville Charlotte Raleigh-Durham Washington, DC Dallas Houston Austin Denver Boulder Salt Lake City Las Vegas Reno Phoenix 7 CTO Target Market |
| © CTO Realty Growth, Inc. | ctoreit.com Growth into a Leading Multi-Tenant, Retail-Focused Portfolio 8 20191 Number of Properties 34 27 22 23 24 Total Portfolio Square Feet 1.8M 2.5M 2.7M 3.7M 4.2M Occupancy 95% 93% 89% 90% 91% Annualized Cash Base Rent (Cash ABR) $27.6M $38.2M $49.6M $72.6M $81.3M % of Cash ABR from Multi-Tenant 28% Multi-Tenant 48% Multi-Tenant 79% Multi-Tenant 88% Multi-Tenant 89% Multi-Tenant % of Cash ABR from Retail & Mixed-Use 60% Retail & Mixed-Use 65% Retail & Mixed-Use 78% Retail & Mixed-Use 90% Retail & Mixed-Use 91% Retail & Mixed-Use Top Tenant as a % of ABR 12% Fidelity (S&P: A+) 9% Fidelity (S&P: A+) 7% Fidelity (S&P: A+) 5% Fidelity (S&P: A+) 4% Fidelity (S&P: A+) Top Market as a % of ABR 31% Jacksonville 22% Jacksonville 16% Atlanta 33% Atlanta 32% Atlanta Acres of Vacant Land Owned 5,306 acres 1,606 acres − − − Value of PINE Shares & Units at Quarter-End $32.4M $30.6M $41.0M $42.0M $37.9M 2020 Today2 2021 All values are as of year-end or quarter-end for their respective years, unless otherwise noted. 1. 2019 represents the year Alpine income Property Trust, Inc. (PINE) completed it’s IPO with a portfolio contributed from CTO. It also signifies the year CTO changed its investment strategy to focus on multi-tenant, retail-focused properties largely located in CTO’s newly defined target markets. 2. As of June 30, 2023. 2022 |
| © CTO Realty Growth, Inc. | ctoreit.com Durable Portfolio with Meaningful Growth Opportunities Recently constructed retail and mixed-use portfolio with a combination of value-add lease up, redevelopment and stable, in-place cash flows in some of the strongest markets in the United States. 9 Repositioning Upside Essential Retail Stable Cash Flow The Shops at Legacy Plano, TX The Collection at Forsyth Cumming, GA Madison Yards Atlanta, GA The Exchange at Gwinnett Buford, GA The Strand at St. John’s Town Center Jacksonville, FL Crossroads Towne Center Chandler, AZ Beaver Creek Crossings Apex, NC West Broad Village Glen Allen, VA Ashford Lane Atlanta, GA |
| © CTO Realty Growth, Inc. | ctoreit.com Strong Demographic-Driven Portfolio 10 Percentages listed based on Annualized Cash Base Rent for the Company’s portfolio as of June 30, 2023. Differences are a result of rounding. 1. Source: Esri; Portfolio average weighted by the Annualized Cash Base Rent of each property. 2. As ranked by Urban Land Institute & PWC in the ‘2023 Emerging Trends in Real Estate’ publication. Income Producing Property Atlanta, GA 32% Dallas, TX 18% Richmond, VA 10% Jacksonville, FL 6% Phoenix, AZ 6% Raleigh, NC 5% Albuquerque, NM 4% Houston, TX 4% Santa Fe, NM 3% Tampa, FL 3% Daytona Beach, FL 2% Salt Lake City, UT 2% Washington, DC 2% Las Vegas, NV 2% Orlando, FL <1% Denotes an MSA with over one million people; Bold denotes a Top 25 ULI Market2 % of Annualized Rent By State 209,350 Portfolio Average 5-Mile Population1 $135,600 Portfolio Average 5-Mile Household Income1 84% Percentage of Portfolio ABR from ULI’s Top 30 Markets1 > 20% 10% - 20% 5% - 10% < 5% ▪ 23% of Cash ABR from Grocery-Anchored Properties ▪ 30% of Cash ABR from Retail Power Centers ▪ 36% of Cash ABR from Retail-Focused Lifestyle & Mixed-Use Properties |
| © CTO Realty Growth, Inc. | ctoreit.com Repositioning – Ashford Lane, Atlanta 11 Ashford Lane has been repositioned as the premier lifestyle, shopping and dining center within the infill Perimeter submarket of Atlanta ▪ Opportunity to deliver increased rental rates with higher-end tenants supported by new multi-family and office development ▪ Additional green space, outdoor seating and eating areas are driving increased foot traffic and are complimentary restaurant-related amenities ▪ Signed new leases with the following notable tenants: (Not Owned) (Not Owned) (Not Owned) Ashford Lane Atlanta, GA |
| © CTO Realty Growth, Inc. | ctoreit.com Repositioning – Ashford Lane (Atlanta) 12 Ashford Lane and its new vibrant, street-level greenspace called The Lawn incorporates outdoor seating, eating areas, and more than a dozen new dining, service and shopping options to drive a community-focused experience Hawkers Hob Nob Neighborhood Tavern Yonder Yoga CAMP fab’rik Jeni’s Ice Cream |
| © CTO Realty Growth, Inc. | ctoreit.com Recent Acquisition – Plaza at Rockwall (Dallas-Fort Worth) 13 Recently acquired 446,500 square foot multi-tenant, retail power center with strong in-place cash yield and future cash flow growth through re-leasing and repositioning opportunities ▪ Attractive going-in cash yield in one of the most affluent counties in all of Texas ▪ Increases the Company’s geographic and tenant diversity, including increasing exposure to high-performing tenants such as Best Buy, Dick’s Sporting Goods, Ulta Beauty, Five Below and TJX ▪ Acquired for $137 per square foot, meaningfully below replacement cost ▪ More than half of the property’s leasable area has significantly below market rents, representing long-term re-leasing and repositioning upside ▪ Average 5-mile household incomes of more than $142,000 ▪ Projected five-mile population growth of 1.25% annually over the next five years Plaza at Rockwall Rockwall, TX Plaza at Rockwall Rockwall, TX Plaza at Rockwall Rockwall, TX |
| © CTO Realty Growth, Inc. | ctoreit.com Recent Acquisition – Exchange at Gwinnett (Atlanta) 14 Newly built, multi-phase 93,350 square foot grocery-anchored property within a larger 106-acre mixed-use development; acquired direct from the developer ▪ Grocery-anchored property within the first walkable, mixed-use development near the super-regional Mall of Georgia owned by Simon Property Group ▪ Surrounded by more than 1,000 new apartments, townhomes, and senior living units ▪ All leases have base term rent increases ▪ Multi-faceted investment execution, including providing a phase II development loan that was converted to fee simple ownership following completion of the phase II construction ▪ One of the fastest growing suburbs of Atlanta with a population over 169,400 in a 5-mile radius and average household incomes of nearly $123,000 Exchange at Gwinnett Buford, GA Exchange at Gwinnett Buford, GA Exchange at Gwinnett Buford, GA |
| © CTO Realty Growth, Inc. | ctoreit.com Recent Acquisition – The Collection at Forsyth (Atlanta) 15 560,000 square foot lifestyle property with significant repositioning upside in one of the fastest growing submarkets of Atlanta; acquired in December 2022 ▪ Built in 2006 on 59 acres, the property serves Atlanta’s fastest growing and most affluent county ▪ High-quality property acquired for $171 per square foot, meaningfully below replacement cost ▪ Utilizing the Ashford Lane leasing team to drive tenant leasing and operational synergies ▪ In the first 6 months of ownership, signed new leases, renewals, options and extensions on nearly 10% of property square feet, driving comparable rent growth of +7.8% ▪ Population over 146,200 and average household income of The Collection at Forsyth $172,000 in 5-mile radius Cumming, GA The Collection at Forsyth Cumming, GA The Collection at Forsyth The Collection at Forsyth Cumming, GA Future Hospital Site Future Spa Site THE COLLECTION AT FORSYTH |
| © CTO Realty Growth, Inc. | ctoreit.com Recent Acquisition – West Broad Village (Richmond) 16 392,000 square foot grocery- anchored, mixed-use lifestyle center with attractive long-term upside from value-add leasing acquired in October 2022 ▪ Region’s premier mixed-use destination property anchored by Whole Foods (S&P: AA- ) ▪ Built between 2007 and 2014 and prominently situated on 32.6 acres within Richmond’s affluent Short Pump submarket ▪ National and local tenant lineup concentrated in grocery, food & beverage, education, childcare, entertainment, home décor, and medical sectors ▪ Amplified trade area allowing the property to benefit from five-mile average household incomes of more than $140,000 and a five-mile population of nearly 175,000 ▪ Acquired for $239 per square foot, significantly below replacement cost ▪ More than 68,000 square feet of acquired vacancy to drive future cash flow West Broad Village Glen Allen, VA West Broad Village Glen Allen, VA West Broad Village Glen Allen, VA West Broad Village West Broad Village Glen Allen, VA |
| © CTO Realty Growth, Inc. | ctoreit.com Meaningful Property Cash Flow & Leasing Momentum 17 1% 9% 8% 16% 12% 21% 8% 5% 4% 16% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 8.0% 9.0% 10.0% 11.0% 12.0% 13.0% 14.0% 15.0% 16.0% 17.0% 18.0% 19.0% 20.0% 21.0% 22.0% 23.0% Lease Rollover Schedule % of ABR Expiring Recently Signed Leases ▪ 2023 Forecasted Same-Property NOI Growth 1.0% - 4.0% ▪ YTD 2023 Comparable Leasing Spreads1 8.0% o 17% new lease spreads (excluding acquired vacancy) o 7% options & renewal spreads ▪ Current Occupancy 91% Leased Occupancy 93% o More than 200 bps of future occupancy pickup based on current spread between Occupancy and Leased Occupancy ▪ Signed Not Open (SNO) Pipeline represents more than 3% of Cash ABR As of June 30, 2023, unless otherwise noted. 1. Excludes newly leased units that were acquired as vacant. |
| © CTO Realty Growth, Inc. | ctoreit.com Consistent Dividend Growth 18 $0.01 $0.01 $0.02 $0.02 $0.02 $0.03 $0.05 $0.07 $0.12 $0.91 $1.33 $1.49 $1.52 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 ▪ 47 consecutive years of paying a common dividend ▪ Under current management (beginning in 2011), the Company’s common stock cash dividend has grown in each of the last 12 years ▪ Company policy is to target a payout ratio of 100% of taxable income ▪ Dividend increases are driven by increasing taxable income and free cash flow ▪ 2022 AFFO per share common stock dividend payout ratio of 81% 1 CTO converted to a REIT in December of 2020, accelerating the required dividend payout Increasing cash flow and earnings have driven a more than 67% increase to CTO’s annualized common stock dividend since 2020 Cash Dividend Per Share Paid (Split Adjusted) Current Annualized Per Share Cash Dividend $1.52 1 Annualized Per Share Cash Dividend Yield 8.6% 1 As of June 30, 2023, unless otherwise noted. 1. Reflects Q2 2023 annualized per share common stock cash dividend. Annualized Per Share Cash Dividend Yield based on $17.71 per share common stock price as of July 21, 2023. |
| © CTO Realty Growth, Inc. | ctoreit.com Balance Sheet 19 $51 $83 $100 $310 2023 2024 2025 2026 2027 2028 2029 2030 Unsecured Secured Revolving Credit Facility As of June 30, 2023, unless otherwise noted. $ and shares outstanding in millions. 1. Reflects $209.7 million outstanding under the Company’s $300 million senior unsecured revolving credit facility; the Company’s senior unsecured revolving credit facility matures in January 2027 and includes a one-year extension option to January 2028, subject to satisfaction of certain conditions; the maturity date reflected assumes the Company exercises the one-year extension option. 2. The Company utilized interest rate swaps on the $65.0 million 2026 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 0.26% plus the 10 bps SOFR adjustment plus the applicable spread. 3. The Company utilized interest rate swaps on $100.0 million of the Credit Facility balance to fix SOFR and achieve a weighted average fixed swap rate of 3.28% plus the 10 bps SOFR adjustment plus the applicable spread. 4. The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 0.64% plus the 10 bps SOFR adjustment plus the applicable spread. 5. The Company utilized interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. Debt Maturities ▪ Adequate liquidity for opportunistic growth ▪ No near-term debt maturities ▪ Well-staggered debt maturity schedule ▪ 53% net debt-to-total enterprise value (TEV) ▪ Q2 2023 quarter-end net debt-to-pro forma EBITDA of 7.9x 1 Component of Long-Term Debt Type Principal Interest Rate 2025 Convertible Senior Notes Fixed $51.0 million 3.88% 2026 Term Loan2 Fixed $65.0 million SOFR + 10 bps + [1.25% - 2.20%] Mortgage Note Fixed $17.8 million 4.06% Revolving Credit Facility Floating $109.6 million SOFR + 10 bps + [1.25% - 2.20%] Revolving Credit Facility3 Fixed $100.0 million SOFR + 10 bps + [1.25% - 2.20%] 2027 Term Loan4 Fixed $100.0 million SOFR + 10 bps + [1.25% - 2.20%] 2028 Term Loan5 Fixed $100.0 million SOFR + 10 bps + [1.20% - 2.15%] Total Debt $543.5 million |
| © CTO Realty Growth, Inc. | ctoreit.com 2023 Guidance 20 Low 2023 High 2023 Core FFO Per Diluted Share $1.50 − $1.55 AFFO Per Diluted Share $1.64 − $1.69 The Company’s estimated Core FFO per diluted share and AFFO per diluted share for 2023 is as follows: Same-Property NOI Growth1 1% − 4% General and Administrative Expense $14 − $15 Weighted Average Diluted Shares Outstanding 22.5 − 22.5 Year-end 2023 Leased Occupancy2 94% − 95% Investments in Income Producing Properties $95 − $150 Target Initial Investment Cash Yield 8.00% − 8.25% Dispositions $15 − $75 Target Disposition Cash Yield 6.00% − 7.50% The Company’s 2023 guidance includes but is not limited to the following assumptions: $ and shares outstanding in millions, except per share data. 1. Includes the effects of bad debt expense, occupancy loss and costs associated with tenants in bankruptcy and/or tenant lease defaults. 2. Before potential impact from income producing acquisitions and dispositions. |
| © CTO Realty Growth, Inc. | ctoreit.com Experienced Management Team CTO Realty Growth is led by an experienced management team with meaningful shareholder alignment, deep industry relationships and a strong long-term track record. 21 John P. Albright President & Chief Executive Officer ▪ Former Co-Head and Managing Director of Archon Capital, a Goldman Sachs Company; Executive Director of Merchant Banking – Investment Management at Morgan Stanley; and Managing Director of Crescent Real Estate (NYSE: CEI) Matthew M. Partridge Senior Vice President, Chief Financial Officer & Treasurer ▪ Former Chief Operating Officer and Chief Financial Officer of Hutton; Executive Vice President, Chief Financial Officer and Secretary of Agree Realty Corporation (NYSE: ADC); and Vice President of Finance for Pebblebrook Hotel Trust (NYSE: PEB) Daniel E. Smith Senior Vice President, General Counsel & Corporate Secretary ▪ Former Vice President and Associate General Counsel of Goldman Sachs & Co. and Senior Vice President and General Counsel of Crescent Real Estate (NYSE: CEI) Lisa M. Vorakoun Vice President & Chief Accounting Officer ▪ Former Assistant Finance Director for the City of DeLand, Florida and Audit Manager for James Moore & Company, an Accounting and Consulting Firm Steven R. Greathouse Senior Vice President & Chief Investment Officer ▪ Former Director of Finance for N3 Real Estate; Senior Associate of Merchant Banking – Investment Management at Morgan Stanley; and Senior Associate at Crescent Real Estate (NYSE: CEI) |
| © CTO Realty Growth, Inc. | ctoreit.com Board of Directors 22 Laura M. Franklin, Chairman of the Board, Independent Director Retired. Former Executive Vice President, Accounting and Administration and Corporate Secretary of Washington Real Estate Investment Trust (Washington REIT) and a member of the Board of Directors of The Chevy Chase Land Company. Graduate of University of Maryland with a B.S. in Accounting and is a Certified Public Accountant. Member of the American Institute of Certified Public Accountants (AICPA). Chairman of the Board. George R. Brokaw, Vice Chairman of the Board, Independent Director Currently a private investor through his family office and related investment vehicles, Director at DISH Network Corporation (NYSE: DISH) and Alico, Inc. (NASDAQ: ALCO). Former Managing Director of the Highbridge Growth Equity Fund at Highbridge Principal Strategies, LLC; Managing Director and Head of Private Equity at Perry Capital, L.L.C.; and Managing Director (Mergers & Acquisitions) of Lazard Freres & Co. LLC. Received a B.A. degree from Yale University and J.D. and M.B.A. degrees from the University of Virginia. Member of the New York Bar. Vice Chairman of the Board, Chairman of the Audit Committee and member of the Compensation Committee. R. Blakeslee Gable, Independent Director Currently Chief Executive Officer of Barron Collier Companies. Former Legislative Director of United States Representative Ed Pastor (AZ) in Washington, D.C. Served in various leadership roles, including project manager during the establishment of the new hometown, Ave Maria, Florida; and vice president of mineral management and real estate. Received a B.A from Tulane University and an M.B.A from Florida Gulf Coast University. Chairman of the Governance Committee and member of the Audit Committee. Christopher W. Haga, Independent Director Currently serves as an Operating Partner with MGG Investment Group, a direct lending and private equity investment firm. Previously served as Head of Strategic Investments with Carlson Capital, L.P.; Director for Fortress Value Acquisition Corp. III (NYSE: FVT) and SWK Holdings Corporation (OTC: SWKH); Principal Investor at RBC Capital Markets; and part of the structured finance department at Lehman Brothers in London. Graduate of the University of North Carolina at Chapel Hill with a B.S. in Business Administration and received an M.B.A. from the Darden School at the University of Virginia. Chairman of the Compensation Committee and member of the Audit and Governance Committees. Christopher J. Drew, Independent Director Currently Senior Managing Director, JLL Capital Markets (NYSE: JLL). Former senior associate in the Capital Markets Group at Cushman and Wakefield PLC (NYSE: CWK). Held positions at Pro Access, Inc. and the New York Mets Baseball Organization. Received BBA and MBA degrees from the University of Miami Herbert Business School. Member of the Compensation and Governance Committees John P. Albright, President & CEO Former Co-Head and Managing Director of Archon Capital, a Goldman Sachs Company; Executive Director of Merchant Banking – Investment Management at Morgan Stanley; and Managing Director of Crescent Real Estate (NYSE: CEI) |
| © CTO Realty Growth, Inc. | ctoreit.com ESG – Corporate Responsibility CTO Realty Growth is committed to sustainability, strong corporate governance, and meaningful corporate social responsibility programs. 23 Social Responsibility Inclusive and Supportive Company Culture ▪ Dedicated to an inclusive and supportive office environment filled with diverse backgrounds and perspectives, with a demonstrated commitment to financial, mental and physical wellness Notable Community Outreach ▪ Numerous and diverse community outreach programs, supporting environmental, artistic, civil and social organizations in the community Corporate Governance ▪ Independent Chairman of the Board and 5 of 6 Directors classified as independent ▪ Annual election of all Directors ▪ Annual Board of Director evaluations ▪ Board oversees risk assessment/management, with oversight for specific areas of risk delegated to Board committees ▪ Stock ownership requirements for all Executive Management and Directors ▪ Prohibition against hedging and pledging CTO Realty Growth stock ▪ Robust policies and procedures for approval of related party transactions ▪ All team members adhere to a comprehensive Code of Business Conduct and Ethics policy |
| © CTO Realty Growth, Inc. | ctoreit.com ESG – Environmental Responsibility 24 Over the past nine years, CTO has planted approximately 170,000 pine trees in Florida and has restored over 700 acres of former industrial timberland. These 170,000 trees absorb more than 1,000 tons of carbon each year. Environmental Responsibility Committed Focus & Targeted Investment ▪ Committed to maintaining an environmentally conscious culture, the utilization of environmentally friendly & renewable products, and the promotion of sustainable business practices. Notable achievements: o Formed a conservation mitigation bank on approximately 2,500 acres of land, resulting in the land being barred from development permanently preserved o Invested in LED lighting, recycling and waste reduction strategies, programmable thermostats, energy management systems in our office and/or at our owned properties o Conveyed over 11,000 acres of land to the State of Florida to significantly enlarge the neighboring Tiger Bay State Forest Tenant Alignment ▪ Alignment with environmentally aware tenants who have strong sustainability programs and initiatives embedded into their corporate culture and business practices |
| NYSE: CTO Appendix The Shops at Legacy Plano, TX |
| © CTO Realty Growth, Inc. | ctoreit.com NAV Components As of June 30, 2023, unless otherwise noted. $ in millions. Note: 22,698,072 shares outstanding as of July 27, 2023. 1. Based on estimated 2023 net operating income of the existing income property portfolio assets as of July 27, 2023. 2. Calculated using the trailing 24-month average management fee paid to CTO by PINE as of June 30, 2023, annualized by multiplying by twelve, and then multiplying by three to account for a termination fee multiple. 26 Net Operating Income of Income Property Portfolio1 $72 $72 $72 $72 $72 ÷ Capitalization Rate 6.25% 6.50% 6.75% 7.00% 7.25% Income Portfolio Value $1,157 $1,113 $1,071 $1,033 $998 Other Assets: + Estimated Value for Subsurface Interests, Mitigation Credits and Other Assets $9 $9 $9 $9 $9 + Par Value Outstanding Balance of Structured Investments Portfolio 47 47 47 47 47 + Cash, Cash Equivalents & Restricted Cash 10 10 10 10 10 + Value of Shares & Units in Alpine Income Property Trust (PINE) 38 38 38 38 38 + Value of PINE Management Agreement2 12 12 12 12 12 Other Assets Value $116 $116 $116 $116 $116 Total Implied Asset Value $1,273 $1,229 $1,187 $1,149 $1,114 - Total Debt Outstanding $543 $543 $543 $543 $543 - Series A Preferred Equity $75 $75 $75 $75 $75 |
| © CTO Realty Growth, Inc. | ctoreit.com Schedule of Properties 27 Property Market Asset Type Property Type Square Feet Occupancy Leased Occupancy % of Cash ABR The Collection at Forsyth Cumming, GA Atlanta, GA Mixed-Use Lifestyle 560,434 85% 88% 13% West Broad Village Glen Allen, VA Richmond, VA Mixed-Use Grocery-Anchored 392,419 83% 88% 10% The Shops at Legacy Plano, TX Dallas, TX Mixed-Use Lifestyle 237,572 90% 90% 10% Ashford Lane Atlanta, GA Atlanta, GA Retail Lifestyle 277,408 83% 87% 9% Plaza at Rockwall Rockwall, TX Dallas, TX Retail Power Center 446,526 95% 95% 7% Madison Yards Atlanta, GA Atlanta, GA Retail Grocery-Anchored 162,521 100% 100% 6% The Strand Jacksonville, FL Jacksonville, FL Retail Power Center 210,973 92% 95% 6% Crossroads Towne Center Chandler, AZ Phoenix, AZ Retail Power Center 244,072 98% 100% 6% Beaver Creek Crossings Apex, NC Raleigh, NC Retail Power Center 321,977 92% 94% 5% Fidelity Albuquerque, NM Albuquerque, NM Office Single Tenant Office 210,067 100% 100% 4% Price Plaza Shopping Center Katy, TX Houston, TX Retail Power Center 200,576 97% 100% 4% As of June 30, 2023. |
| © CTO Realty Growth, Inc. | ctoreit.com Schedule of Properties 28 Property Market Asset Type Property Type Square Feet Occupancy Leased Occupancy % of Cash ABR 125 Lincoln & 150 Washington Santa Fe, NM Santa Fe, NM Mixed Use Mixed-Use 137,177 75% 78% 3% The Exchange at Gwinnett Buford, GA Atlanta, GA Retail Grocery-Anchored 93,366 98% 100% 4% Sabal Pavilion Tampa, FL Tampa, FL Office Single Tenant Office 120,500 100% 100% 3% Jordan Landing West Jordan, UT Salt Lake City, UT Retail Power Center 170,996 100% 100% 2% General Dynamics Reston, VA Washington, DC Office Single Tenant Office 64,319 100% 100% 2% Eastern Commons Henderson, NV Las Vegas, NV Retail Grocery-Anchored 129,606 100% 100% 2% Daytona Beach Restaurant Portfolio Daytona Beach, FL Daytona Beach, FL Retail Single Tenant Retail 41,427 100% 100% 2% Westcliff Shopping Center Fort Worth, TX Dallas, TX Retail Grocery-Anchored 134,750 76% 86% < 1% 369 N. New York Ave Winter Park, FL Orlando, FL Mixed-Use Mixed-Use 27,948 100% 100% < 1% As of June 30, 2023. |
| © CTO Realty Growth, Inc. | ctoreit.com Forward Looking Statements & Non-GAAP Financial Measures 29 Forward Looking Statements Certain statements contained in this presentation (other than statements of historical fact) are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can typically be identified by words such as “believe,” “estimate,” “expect,” “intend,” “anticipate,” “will,” “could,” “may,” “should,” “plan,” “potential,” “predict,” “forecast,” “project,” and similar expressions, as well as variations or negatives of these words. Although forward-looking statements are made based upon management’s present expectations and reasonable beliefs concerning future developments and their potential effect upon the Company, a number of factors could cause the Company’s actual results to differ materially from those set forth in the forward-looking statements. Such factors may include, but are not limited to: the Company’s ability to remain qualified as a REIT; the Company’s exposure to U.S. federal and state income tax law changes, including changes to the REIT requirements; general adverse economic and real estate conditions; macroeconomic and geopolitical factors, including but not limited to inflationary pressures, interest rate volatility, distress in the banking sector, global supply chain disruptions, and ongoing geopolitical war; the ultimate geographic spread, severity and duration of pandemics such as the COVID-19 Pandemic and its variants, actions that may be taken by governmental authorities to contain or address the impact of such pandemics, and the potential negative impacts of such pandemics on the global economy and the Company’s financial condition and results of operations; the inability of major tenants to continue paying their rent or obligations due to bankruptcy, insolvency or a general downturn in their business; the loss or failure, or decline in the business or assets of PINE; the completion of 1031 exchange transactions; the availability of investment properties that meet the Company’s investment goals and criteria; the uncertainties associated with obtaining required governmental permits and satisfying other closing conditions for planned acquisitions and sales; and the uncertainties and risk factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and other risks and uncertainties discussed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission. There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. The Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances. Non-GAAP Financial Measures Our reported results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We also disclose Funds From Operations (“FFO”), Core Funds From Operations (“Core FFO”), Adjusted Funds From Operations (“AFFO”), Pro Forma Earnings Before Interest, Taxes, Depreciation and Amortization (“Pro Forma EBITDA”), and Same-Property Net Operating Income (“Same-Property NOI”), each of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operating activities as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures. |
| © CTO Realty Growth, Inc. | ctoreit.com Non-GAAP Financial Measures 30 Non-GAAP Financial Measures (continued) We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries. The Company also excludes the gains or losses from sales of assets incidental to the primary business of the REIT which specifically include the sales of mitigation credits, impact fee credits, subsurface sales, and land sales, in addition to the mark-to-market of the Company’s investment securities and interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. To derive Core FFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to gains and losses recognized on the extinguishment of debt, amortization of above- and below-market lease related intangibles, and other unforecastable market- or transaction-driven non-cash items. To derive AFFO, we further modify the NAREIT computation of FFO and Core FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, non-cash compensation, and other non-cash amortization, as well as adding back the interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals. To derive Pro Forma EBITDA, GAAP net income or loss is adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, above- and below-market lease related intangibles, non-cash compensation, and other non-cash income or expense. Cash interest expense is also excluded from Pro Forma EBITDA, and GAAP net income or loss is adjusted for the annualized impact of acquisitions, dispositions and other similar activities. To derive Same-Property NOI, GAAP net income or loss attributable to the Company is adjusted to exclude extraordinary items (as defined by GAAP), gain or loss on disposition of assets, gain or loss on extinguishment of debt, impairment charges, and depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, if any, non-cash revenues and expenses such as above-and below-market lease related intangibles, straight-line rental revenue, and other non-cash income or expense. Interest expense, general and administrative expenses, investment and other income or loss, income tax benefit or expense, real estate operations revenues and direct cost of revenues, management fee income, and interest income from commercial loan and master lease investments are also excluded from Same-Property NOI. GAAP net income or loss is further adjusted to remove the impact of properties that were not owned for the full current and prior year reporting periods presented. Cash rental income received under the leases pertaining to the Company’s assets that are presented as commercial loan and master lease investments in accordance with GAAP is also used in lieu of the interest income equivalent. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains or losses on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that Core FFO and AFFO are additional useful supplemental measures for investors to consider because they will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. We also believe that Pro Forma EBITDA is an additional useful supplemental measure for investors to consider as it allows for a better assessment of our operating performance without the distortions created by other non-cash revenues, expenses or certain effects of the Company’s capital structure on our operating performance. We use Same-Property NOI to compare the operating performance of our assets between periods. It is an accepted and important measurement used by management, investors and analysts because it includes all property-level revenues from of the Company’s rental properties, less operating and maintenance expenses, real estate taxes and other property-specific expenses (“Net Operating Income” or “NOI”) of properties that have been owned and stabilized for the entire current and prior year reporting periods. Same-Property NOI attempts to eliminate differences due to the acquisition or disposition of properties during the particular period presented, and therefore provides a more comparable and consistent performance measure for the comparison of the Company's properties. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI may not be comparable to similarly titled measures employed by other companies. |
| © CTO Realty Growth, Inc. | ctoreit.com References & Contacts 31 References and terms used in this presentation that are in addition to terms defined in the Non-GAAP Financial Measures include: ▪ This presentation has been published on July 27, 2023. ▪ All information is as of June 30, 2023, unless otherwise noted. ▪ Any calculation differences are assumed to be a result of rounding. ▪ “2023 Guidance” is based on the 2023 Guidance provided in the Company’s Second Quarter 2023 Operating Results press release filed on July 27, 2023. ▪ “Alpine” or “PINE” refers to Alpine Income Property Trust, a publicly traded net lease REIT traded on the New York Stock Exchange under the ticker symbol PINE. ▪ “Annualized Straight-line Base Rent”, “ABR” or “Rent” and the statistics based on ABR are calculated based on our current portfolio and represent straight-line rent calculated in accordance with GAAP. ▪ “Annualized Cash Base Rent”, “Cash ABR” and the statistics based on Cash ABR are calculated based on our current portfolio and represent the annualized cash base rent calculated in accordance with GAAP due from the tenants at a specific point in time. ▪ “Credit Rated” is a tenant or the parent of a tenant with a credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings or the National Association of Insurance Commissioners (NAIC) (together, the “Major Rating Agencies”). An “Investment Grade Rated Tenant” or “IG” references a Credit Rated tenant or the parent of a tenant, or credit rating thereof with a rating of BBB-, Baa3 or NAIC-2 or higher from one or more of the Major Rating Agencies. ▪ “Dividend” or “Dividends”, subject to the required dividends to maintain our qualification as a REIT, are set by the Board of Directors and declared on a quarterly basis and there can be no assurances as to the likelihood or number of dividends in the future. ▪ “Investment in Alpine Income Property Trust” or “Alpine Investment” or “PINE Ownership” is calculated based on the 2,332,668 common shares and partnership units CTO owns in PINE and is based on PINE’s closing stock price. ▪ “Leased Occupancy” refers to space that is currently leased but for which rent payments have not yet commenced. ▪ “MSA” or “Metropolitan Statistical Area” is a region that consists of a city and surrounding communities that are linked by social and economic factors, as established by the U.S. Office of Management and Budget. The names of the MSA have been shortened for ease of reference. ▪ “Net Debt” is calculated as our total long-term debt as presented on the face of our balance sheet; plus financing costs, net of accumulated amortization and unamortized convertible debt discount; less cash, restricted cash and cash equivalents. ▪ “Net Operating Income” or “NOI” is revenues from all income properties less operating expense, maintenance expense, real estate taxes and rent expense. ▪ “Total Enterprise Value” is calculated as the Company’s Total Common Shares Outstanding multiplied by the common stock price; plus the par value of the Series A perpetual preferred equity outstanding and Net Debt. |
| © CTO Realty Growth, Inc. | ctoreit.com Consolidated Statements of Operations 32 CTO Realty Growth, Inc. Consolidated Statements of Operations (Unaudited, in thousands, except share, per share and dividend data) Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Revenues Income Properties $ 22,758 $ 16,367 $ 45,190 $ 31,535 Management Fee Income 1,102 948 2,200 1,884 Interest Income From Commercial Loans and Investments 1,056 1,290 1,851 2,008 Real Estate Operations 1,131 858 1,523 1,246 Total Revenues 26,047 19,463 50,764 36,673 Direct Cost of Revenues Income Properties (6,670) (4,812) (13,823) (8,828) Real Estate Operations (639) (228) (724) (279) Total Direct Cost of Revenues (7,309) (5,040) (14,547) (9,107) General and Administrative Expenses (3,327) (2,676) (7,054) (5,719) Provision for Impairment — — (479) — Depreciation and Amortization (10,829) (6,727) (21,145) (13,096) Total Operating Expenses (21,465) (14,443) (43,225) (27,922) Gain (Loss) on Disposition of Assets 1,101 — 1,101 (245) Other Gains and Income (Loss) 1,101 — 1,101 (245) Total Operating Income 5,683 5,020 8,640 8,506 Investment and Other Income (Loss) 1,811 (1,311) (2,480) (3,205) Interest Expense (5,211) (2,277) (9,843) (4,179) Income (Loss) Before Income Tax Benefit (Expense) 2,283 1,432 (3,683) 1,122 Income Tax Benefit (Expense) (483) (214) (510) 298 Net Income (Loss) Attributable to the Company 1,800 1,218 (4,193) 1,420 Distributions to Preferred Stockholders (1,195) (1,196) (2,390) (2,391) Net Income (Loss) Attributable to Common Stockholders $ 605 $ 22 $ (6,583) $ (971) Earnings Per Share: Basic $ 0.03 $ 0.00 $ (0.29) $ (0.05) Diluted $ 0.03 $ 0.00 $ (0.29) $ (0.05) Weighted Average Number of Common Shares Basic 22,482,957 18,012,534 22,593,280 17,870,394 Diluted 22,482,957 18,012,534 22,593,280 17,870,394 |
| © CTO Realty Growth, Inc. | ctoreit.com Non-GAAP Financial Measures 33 CTO Realty Growth, Inc. Non-GAAP Financial Measures (Unaudited, in thousands, except per share data) 1. Interest related to the 2025 Convertible Senior Notes excluded from net income attributable to the Company to derive FFO effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis, as the impact to net income attributable to common stockholders would be anti-dilutive. Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net Income (Loss) Attributable to the Company $ 1,800 $ 1,218 $ (4,193) $ 1,420 Add Back: Effect of Dilutive Interest Related to 2025 Convertible Senior Notes (1) — — — — Net Income (Loss) Attributable to the Company, If-Converted $ 1,800 $ 1,218 $ (4,193) $ 1,420 Depreciation and Amortization of Real Estate 10,816 6,707 21,118 13,076 Losses (Gains) on Disposition of Assets, Net of Tax (824) — (824) 245 Gain on Disposition of Other Assets (490) (632) (813) (964) Provision for Impairment — — 479 — Unrealized Loss on Investment Securities 1,174 1,891 6,092 4,348 Extinguishment of Contingent Obligation (2,300) — (2,300) — Funds from Operations $ 10,176 $ 9,184 $ 19,559 $ 18,125 Distributions to Preferred Stockholders (1,195) (1,196) (2,390) (2,391) Funds from Operations Attributable to Common Stockholders $ 8,981 $ 7,988 $ 17,169 $ 15,734 Amortization of Intangibles to Lease Income 627 497 1,306 978 Less: Effect of Dilutive Interest Related to 2025 Convertible Senior Notes (1) — — — — Core Funds from Operations Attributable to Common Stockholders $ 9,608 $ 8,485 $ 18,475 $ 16,712 Adjustments: Straight-Line Rent Adjustment 122 (507) (129) (1,045) COVID-19 Rent Repayments 17 26 43 53 Other Depreciation and Amortization (57) (31) (116) (170) Amortization of Loan Costs and Discount on Convertible Debt 229 212 437 446 Non-Cash Compensation 862 705 1,934 1,611 Adjusted Funds from Operations Attributable to Common Stockholders $ 10,781 $ 8,890 $ 20,644 $ 17,607 FFO Attributable to Common Stockholders per Common Share – Diluted $ 0.40 $ 0.44 $ 0.76 $ 0.88 Core FFO Attributable to Common Stockholders per Common Share – Diluted $ 0.43 $ 0.47 $ 0.82 $ 0.94 AFFO Attributable to Common Stockholders per Common Share – Diluted $ 0.48 $ 0.49 $ 0.91 $ 0.99 |
| © CTO Realty Growth, Inc. | ctoreit.com Same-Property NOI 34 CTO Realty Growth, Inc. Same-Property NOI Reconciliation (Unaudited, in thousands) Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net Income (Loss) Attributable to the Company $ 1,800 $ 1,218 $ (4,193) $ 1,420 Loss (Gain) on Disposition of Assets, Net of Tax (1,101) — (1,101) 245 Provision for Impairment — — 479 — Depreciation and Amortization 10,829 6,727 21,145 13,096 Amortization of Intangibles to Lease Income (627) (497) (1,306) (978) Straight-Line Rent Adjustment (122) 507 129 1,045 COVID-19 Rent Repayments (17) (26) (43) (53) Accretion of Tenant Contribution 38 38 76 76 Interest Expense 5,211 2,277 9,843 4,179 General and Administrative Expenses 3,327 2,676 7,054 5,719 Investment and Other Income (Loss) (1,811) 1,311 2,480 3,205 Income Tax (Benefit) Expense 483 214 510 (298) Real Estate Operations Revenues (1,131) (858) (1,523) (1,246) Real Estate Operations Direct Cost of Revenues 639 228 724 279 Management Fee Income (1,102) (948) (2,200) (1,884) Interest Income from Commercial Loans and Investments (1,056) (1,290) (1,851) (2,008) Less: Impact of Properties Not Owned for the Full Reporting Period (4,510) (808) (9,993) (2,070) Cash Rental Income Received from Properties Presented as Commercial Loans and Investments — 364 — — Same-Property NOI $ 10,850 $ 11,133 $ 20,230 $ 20,727 |
| © CTO Realty Growth, Inc. | ctoreit.com Net Debt to Pro Forma EBITDA 35 CTO Realty Growth, Inc. Reconciliation of Net Debt to Pro Forma EBITDA (Unaudited, in thousands) 1. Reflects the pro forma annualized impact on Annualized EBITDA of the Company’s investments and disposition activity during the three months ended June 30, 2023. Three Months Ended June 30, 2023 Net Income Attributable to the Company $ 1,800 Depreciation and Amortization of Real Estate 10,816 Gain on Disposition of Assets, Net of Tax (824) Gains on Disposition of Other Assets (490) Unrealized Loss on Investment Securities 1,174 Extinguishment of Contingent Obligation (2,300) Distributions to Preferred Stockholders (1,195) Straight-Line Rent Adjustment 122 Amortization of Intangibles to Lease Income 627 Other Non-Cash Amortization (57) Amortization of Loan Costs and Discount on Convertible Debt 229 Non-Cash Compensation 862 Interest Expense, Net of Amortization of Loan Costs and Discount on Convertible Debt 4,982 EBITDA $ 15,746 Annualized EBITDA $ 62,984 Pro Forma Annualized Impact of Current Quarter Investments and Dispositions, Net1 4,136 Pro Forma EBITDA $ 67,120 Total Long-Term Debt 541,768 Financing Costs, Net of Accumulated Amortization 1,431 Unamortized Convertible Debt Discount 285 Cash & Cash Equivalents (7,312) Restricted Cash (2,755) Net Debt $ 533,417 Net Debt to Pro Forma EBITDA 7.9x |
| REALTY GROWTH Investor Inquiries: Matthew M. Partridge, Chief Financial Officer, (407) 904-3324, mpartridge@ctoreit.com |
| © CTO Realty Growth, Inc. | ctoreit.com REALTY GROWTH Supplemental Reporting Information Q2 2023 Ashford Lane Atlanta, GA |
| © CTO Realty Growth, Inc. | ctoreit.com Second Quarter 2023 Earnings Release 4 Key Financial Information ▪ Consolidated Balance Sheets 13 ▪ Consolidated Statements of Operations 14 ▪ Non-GAAP Financial Measures 15 Capitalization & Dividends 18 Summary of Debt 19 Debt Maturities 20 Investments 21 Dispositions 22 Operating Portfolio Capital Investments 23 Portfolio Summary 24 Portfolio Detail 25 Leasing Summary 28 Comparable Leasing Summary 29 Same-Property NOI 30 Table of Contents |
| © CTO Realty Growth, Inc. | ctoreit.com Lease Expirations 31 Top Tenant Summary 33 Geographic Diversification 34 Other Assets 35 2023 Guidance 36 Contact Information & Research Coverage 37 Safe Harbor, Non-GAAP Financial Measures, and Definitions and Terms 38 Table of Contents |
| © CTO Realty Growth, Inc. | ctoreit.com 4 Press Release Contact: Matthew M. Partridge Senior Vice President, Chief Financial Officer, and Treasurer (407) 904-3324 mpartridge@ctoreit.com FOR IMMEDIATE RELEASE CTO REALTY GROWTH REPORTS SECOND QUARTER 2023 OPERATING RESULTS WINTER PARK, FL – July 27, 2023 – CTO Realty Growth, Inc. (NYSE: CTO) (the “Company” or “CTO”) today announced its operating results and earnings for the quarter ended June 30, 2023. Select Highlights ▪ Reported Net Income per diluted share attributable to common stockholders of $0.03 for the quarter ended June 30, 2023. ▪ Reported Core FFO per diluted share attributable to common stockholders of $0.43 for the quarter ended June 30, 2023. ▪ Reported AFFO per diluted share attributable to common stockholders of $0.48 for the quarter ended June 30, 2023. ▪ Invested $72.5 million into three multi-tenant retail property acquisitions totaling 464,600 square feet at a weighted average going-in cash cap rate of 8.0%. ▪ Sold one property for $2.1 million at a weighted average exit cap rate of 4.8%, generating a gain of $0.8 million. ▪ Reported a decrease in Same-Property NOI of (2.5%) as compared to the comparable prior year period. ▪ Signed 17 leases totaling 60,528 comparable square feet at an average cash rent of $32.10 per square foot, representing 8.6% comparable growth. ▪ Repurchased 3,931 shares of common stock at an average price of $15.73 per share. ▪ Paid a common stock cash dividend of $0.38 per share, representing a 1.8% increase over the second quarter 2022 quarterly common stock cash dividend. CEO Comments “Building on our momentum from the first quarter, the quality of our properties, progress of our repositioning programs, and strength of our Sunbelt-focused markets continued to drive strong leasing activity during the second quarter,” said John P. Albright, President and Chief Executive Officer of CTO Realty Growth. “As we look towards the back half of the year and into 2024, we believe that our growing signed but not open pipeline, which now represents more than 3% of current in-place cash base rents, has us well-positioned to drive outsized growth for the benefit of our very attractive 8.5% common dividend.” |
| © CTO Realty Growth, Inc. | ctoreit.com 5 Quarterly Financial Results Highlights The table below provides a summary of the Company’s operating results for the three months ended June 30, 2023: (in thousands, except per share data) For the Three Months Ended June 30, 2023 For the Three Months Ended June 30, 2022 Variance to Comparable Period in the Prior Year Net Income Attributable to the Company $ 1,800 $ 1,218 $ 582 47.8% Net Income Attributable to Common Stockholders $ 605 $ 22 $ 583 2,650.0% Net Income per Diluted Share Attributable to Common Stockholders(1) $ 0.03 $ 0.00 $ 0.03 100.0% Core FFO Attributable to Common Stockholders (2) $ 9,608 $ 8,485 $ 1,123 13.2% Core FFO per Common Share – Diluted (2) $ 0.43 $ 0.47 $ (0.04) (8.5%) AFFO Attributable to Common Stockholders (2) $ 10,781 $ 8,890 $ 1,891 21.3% AFFO per Common Share – Diluted (2) $ 0.48 $ 0.49 $ (0.01) (2.0%) Dividends Declared and Paid, per Preferred Share $ 0.40 $ 0.40 $ 0.00 0.00% Dividends Declared and Paid, per Common Share $ 0.38 $ 0.37 $ 0.01 1.8% (1) The denominator for this measure excludes the impact of 3.3 million and 3.1 million shares for the three months ended June 30, 2023 and 2022, respectively, related to the Company’s adoption of ASU 2020-06, effective January 1, 2022, which requires presentation on an if-converted basis for its 2025 Convertible Senior Notes, as the impact would be anti-dilutive. (2) See the “Non-GAAP Financial Measures” section and tables at the end of this press release for a discussion and reconciliation of Net Income Attributable to the Company to non-GAAP financial measures, including FFO Attributable to Common Stockholders, FFO per Common Share - Diluted, Core FFO Attributable to Common Stockholders, Core FFO per Common Share – Diluted, AFFO Attributable to Common Stockholders and AFFO per Common Share - Diluted. Year-to-Date Financial Results Highlights The tables below provide a summary of the Company’s operating results for the six months ended June 30, 2023: (in thousands, except per share data) For the Six Months Ended June 30, 2023 For the Six Months Ended June 30, 2022 Variance to Comparable Period in the Prior Year Net Income (Loss) Attributable to the Company $ (4,193) $ 1,420 $ (5,613) (395.3%) Net Loss Attributable to Common Stockholders $ (6,583) $ (971) $ (5,612) (578.0%) Net Loss per Diluted Share Attributable to Common Stockholders(1) $ (0.29) $ (0.05) $ (0.24) (480.0%) Core FFO Attributable to Common Stockholders (2) $ 18,475 $ 16,712 $ 1,763 10.5% Core FFO per Common Share – Diluted (2) $ 0.82 $ 0.94 $ (0.12) (12.8%) AFFO Attributable to Common Stockholders (2) $ 20,644 $ 17,607 $ 3,037 17.2% AFFO per Common Share – Diluted (2) $ 0.91 $ 0.99 $ (0.08) (8.1%) Dividends Declared and Paid, per Preferred Share $ 0.80 $ 0.80 $ 0.00 0.0% Dividends Declared and Paid, per Common Share $ 0.76 $ 0.73 $ 0.03 3.6% (1) The denominator for this measure excludes the impact of 3.3 million and 3.0 million shares for the six months ended June 30, 2023 and 2022, respectively, related to the Company’s adoption of ASU 2020-06, effective January 1, 2022, which requires presentation on an if-converted basis for its 2025 Convertible Senior Notes, as the impact would be anti-dilutive. |
| © CTO Realty Growth, Inc. | ctoreit.com 6 (2) See the “Non-GAAP Financial Measures” section and tables at the end of this press release for a discussion and reconciliation of Net Income (Loss) Attributable to the Company to non-GAAP financial measures, including FFO Attributable to Common Stockholders, FFO per Common Share - Diluted, Core FFO Attributable to Common Stockholders, Core FFO per Common Share – Diluted, AFFO Attributable to Common Stockholders and AFFO per Common Share - Diluted. Investments During the three months ended June 30, 2023, the Company invested $72.5 million into three multi-tenant retail property acquisitions totaling 464,600 square feet at a weighted average going-in cash cap rate of 8.0%. The Company’s second quarter 2023 investments included the following: ▪ Purchased Plaza at Rockwall, a 446,500 square foot multi-tenant retail power center in the Rockwall submarket of Dallas, Texas for a purchase price of $61.2 million. The property is situated on 42 acres along I-30 just over 20 miles northeast of downtown Dallas, Texas and is anchored by Best Buy, Ulta Beauty, Dick’s Sporting Goods, JCPenney, Belk, Five Below, and HomeGoods. ▪ Acquired three buildings in the 28,100 square foot retail portion of Phase II of The Exchange at Gwinnett in Buford, Georgia for a purchase price of $11.3 million. The Company is under contract to acquire the final remaining property that makes up the retail portion of Phase II of The Exchange at Gwinnett for a purchase price of $2.3 million. The Company previously purchased the Sprouts-anchored Phase I portion of The Exchange at Gwinnett in December 2021 and currently holds the development loan for the unfinished retail portion of Phase II of The Exchange at Gwinnett. During the six months ended June 30, 2023, the Company invested $75.8 million into four retail property acquisitions totaling 470,600 square feet and originated one structured investment to provide a $15.0 million first mortgage. These investments represent a blended weighted average going-in cash yield of 8.1%. Dispositions During the three and six months ended June 30, 2023, the Company sold one retail property for $2.1 million at a weighted average exit cap rate of 4.8%, generating a gain of $0.8 million. Portfolio Summary The Company’s income property portfolio consisted of the following as of June 30, 2023: Asset Type # of Properties Square Feet Weighted Average Remaining Lease Term Single Tenant 8 436 5.6 years Multi-Tenant 16 3,749 4.4 years Total / Weighted Average Lease Term 24 4,185 5.3 years Square feet in thousands. Property Type # of Properties Square Feet % of Cash Base Rent Retail 16 2,434 54.6% Office 3 395 9.3% Mixed-Use 5 1,356 36.1% Total / Weighted Average Lease Term 24 4,185 100% |
| © CTO Realty Growth, Inc. | ctoreit.com 7 Leased Occupancy 93.4% Occupancy 91.4% Same Property Net Operating Income During the second quarter of 2023, the Company’s Same-Property NOI totaled $10.9 million, a decrease of 2.5% over the comparable prior year period, as presented in the following table. For the Three Months Ended June 30, 2023 For the Three Months Ended June 30, 2022 Variance to Comparable Period in the Prior Year Single Tenant $ 2,147 $ 2,036 $ 111 5.5% Multi-Tenant 8,703 9,097 (394) (4.3%) Total $ 10,850 $ 11,133 $ (283) (2.5%) $ in thousands. Year-to-date, the Company’s Same-Property NOI totaled $20.2 million, a decrease of 2.4% over the comparable prior year period, as presented in the following table. For the Six Months Ended June 30, 2023 For the Six Months Ended June 30, 2022 Variance to Comparable Period in the Prior Year Single Tenant $ 4,048 $ 3,892 $ 156 4.0% Multi-Tenant 16,182 16,835 (653) (3.9%) Total $ 20,230 $ 20,727 $ (497) (2.4%) $ in thousands. Leasing Activity During the quarter ended June 30, 2023, the Company signed 24 leases totaling 106,938 square feet. On a comparable basis, which excludes vacancy existing at the time of acquisition, CTO signed 17 leases totaling 60,528 square feet at an average cash base rent of $32.10 per square foot compared to a previous average cash base rent of $29.57 per square foot, representing 8.6% comparable growth. A summary of the Company’s overall leasing activity for the quarter ended June 30, 2023, is as follows: Square Feet Weighted Average Lease Term Cash Rent Per Square Foot Tenant Improvements Leasing Commissions New Leases 59 9.4 years $22.68 $ 734 $ 676 Renewals & Extensions 48 3.9 years $31.37 13 6 Total / Weighted Average 107 6.5 years $26.58 $ 747 $ 682 In thousands, except for per square foot and weighted average lease term data. Comparable leases compare leases signed on a space for which there was previously a tenant. Overall leasing activity does not include lease termination agreements or lease amendments related to tenant bankruptcy proceedings. Year-to-date, the Company signed 49 leases totaling 267,362 square feet. On a comparable basis, which excludes vacancy existing at the time of acquisition, CTO signed 31 leases totaling 161,111 square feet at an average cash base |
| © CTO Realty Growth, Inc. | ctoreit.com 8 rent of $26.38 per square foot compared to a previous average cash base rent of $24.42 per square foot, representing 8.0% comparable growth. A summary of the Company’s overall leasing activity for year-to-date 2023, is as follows: Square Feet Weighted Average Lease Term Cash Rent Per Square Foot Tenant Improvements Leasing Commissions New Leases 125 9.3 years $22.24 $ 2,930 $ 1,307 Renewals & Extensions 142 4.3 years $25.62 53 73 Total / Weighted Average 267 6.4 years $24.05 $ 2,983 $ 1,380 In thousands, except for per square foot and weighted average lease term data. Comparable leases compare leases signed on a space for which there was previously a tenant. Overall leasing activity does not include lease termination agreements or lease amendments related to tenant bankruptcy proceedings. Subsurface Interests and Mitigation Credits During the three months ended June 30, 2023, the Company sold approximately 604 acres of subsurface oil, gas, and mineral rights for $0.1 million, resulting in a gain of $0.1 million. During the six months ended June 30, 2023, the Company sold approximately 3,016 acres of subsurface oil, gas, and mineral rights for $0.4 million, resulting in a gain of $0.4 million. During the three months ended June 30, 2023, the Company sold approximately 7.7 mitigation credits for $0.9 million, resulting in a gain of $0.3 million. During the six months ended June 30, 2023, the Company sold approximately 8.4 mitigation credits for $1.0 million, resulting in a gain of $0.3 million. Capital Markets and Balance Sheet During the quarter ended June 30, 2023, the Company completed the following capital markets activities: ▪ Repurchased 3,931 shares of common stock at an average price of $15.73 per share. ▪ Repurchased 746 shares of Series A Preferred stock at an average price of $18.82 per share. The following table provides a summary of the Company’s long-term debt, at face value, as of June 30, 2023: Component of Long-Term Debt Principal Interest Rate Maturity Date 2025 Convertible Senior Notes $ 51.0 million 3.875% April 2025 2026 Term Loan (1) 65.0 million SOFR + 10 bps + [1.25% – 2.20%] March 2026 Mortgage Note (2) 17.8 million 4.06% August 2026 Revolving Credit Facility (3) 209.7 million SOFR + 10 bps + [1.25% – 2.20%] January 2027 2027 Term Loan (4) 100.0 million SOFR + 10 bps + [1.25% – 2.20%] January 2027 2028 Term Loan (5) 100.0 million SOFR + 10 bps + [1.20% – 2.15%] January 2028 Total Debt / Weighted Average Interest Rate $ 543.5 million 4.35% (1) The Company utilized interest rate swaps on the $65.0 million 2026 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 0.26% plus the 10 bps SOFR adjustment plus the applicable spread. |
| © CTO Realty Growth, Inc. | ctoreit.com 9 (2) Mortgage note assumed in connection with the acquisition of Price Plaza Shopping Center located in Katy, Texas. (3) The Company utilized interest rate swaps on $100.0 million of the Credit Facility balance to fix SOFR and achieve a weighted average fixed swap rate of 3.28% plus the 10 bps SOFR adjustment plus the applicable spread. (4) The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 0.64% plus the 10 bps SOFR adjustment plus the applicable spread. (5) The Company utilized interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. As of June 30, 2023, the Company’s net debt to Pro Forma EBITDA was 7.9 times, and as defined in the Company’s credit agreement, the Company’s fixed charge coverage ratio was 2.8 times. As of June 30, 2023, the Company’s net debt to total enterprise value was 53.5%. The Company calculates total enterprise value as the sum of net debt, par value of its 6.375% Series A preferred equity, and the market value of the Company's outstanding common shares. Dividends On May 22, 2023, the Company announced cash dividends on its common stock and Series A Preferred stock for the second quarter of 2023 of $0.38 per share and $0.40 per share, respectively, payable on June 30, 2023 to stockholders of record as of the close of business on June 8, 2023. The second quarter 2023 common stock cash dividend represents a 1.8% increase over the comparable prior year period quarterly dividend and a payout ratio of 88.4% and 79.2% of the Company’s second quarter 2023 Core FFO per diluted share and AFFO per diluted share, respectively. 2023 Outlook The Company has maintained its Core FFO and AFFO outlook for 2023 and has revised certain assumptions to take into account the Company’s year-to-date performance and revised expectations regarding the Company’s operational and investment activities and forecasted capital markets transactions. The Company’s outlook for 2023 assumes continued stability in economic activity, stable or positive business trends related to each of our tenants and other significant assumptions. The Company’s maintained outlook for 2023 is as follows: 2023 Guidance Range Low High Core FFO Per Diluted Share $1.50 to $1.55 AFFO Per Diluted Share $1.64 to $1.69 The Company’s 2023 guidance includes, but is not limited to the following assumptions: ▪ Same-Property NOI growth of 1% to 4%, including the impact of elevated bad debt expense, occupancy loss and costs associated with tenants in bankruptcy and/or tenant lease defaults ▪ General and administrative expense within a range of $14 million to $15 million ▪ Weighted average diluted shares outstanding of approximately 22.5 million shares ▪ Year-end 2023 leased occupancy projected to be within a range of 94% to 95% before any adjustments related to 2023 income property acquisitions and dispositions ▪ Investment in income producing assets, including structured investments, between $95 million and $150 million at a weighted average initial cash yield between 8.00% and 8.25% ▪ Disposition of assets between $15 million and $75 million at a weighted average exit cash yield between 6.00% and 7.50% |
| © CTO Realty Growth, Inc. | ctoreit.com 10 Earnings Conference Call & Webcast The Company will host a conference call to present its operating results for the quarter ended June 30, 2023 on Friday, July 28, 2023, at 9:00 AM ET. A live webcast of the call will be available on the Investor Relations page of the Company’s website at www.ctoreit.com or at the link provided in the event details below. To access the call by phone, please go to the link provided in the event details below and you will be provided with dial-in details. Webcast: https://edge.media-server.com/mmc/p/tsys29qf Dial-In: https://register.vevent.com/register/BI86da6ac5057b4126a261aa3a647686aa We encourage participants to dial into the conference call at least fifteen minutes ahead of the scheduled start time. A replay of the earnings call will be archived and available online through the Investor Relations section of the Company’s website at www.ctoreit.com. About CTO Realty Growth, Inc. CTO Realty Growth, Inc. is a publicly traded real estate investment trust that owns and operates a portfolio of high-quality, retail-based properties located primarily in higher growth markets in the United States. CTO also externally manages and owns a meaningful interest in Alpine Income Property Trust, Inc. (NYSE: PINE), a publicly traded net lease REIT. We encourage you to review our most recent investor presentation and supplemental financial information, which is available on our website at www.ctoreit.com. Safe Harbor Certain statements contained in this press release (other than statements of historical fact) are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can typically be identified by words such as “believe,” “estimate,” “expect,” “intend,” “anticipate,” “will,” “could,” “may,” “should,” “plan,” “potential,” “predict,” “forecast,” “project,” and similar expressions, as well as variations or negatives of these words. Although forward-looking statements are made based upon management’s present expectations and reasonable beliefs concerning future developments and their potential effect upon the Company, a number of factors could cause the Company’s actual results to differ materially from those set forth in the forward-looking statements. Such factors may include, but are not limited to: the Company’s ability to remain qualified as a REIT; the Company’s exposure to U.S. federal and state income tax law changes, including changes to the REIT requirements; general adverse economic and real estate conditions; macroeconomic and geopolitical factors, including but not limited to inflationary pressures, interest rate volatility, distress in the banking sector, global supply chain disruptions, and ongoing geopolitical war; the ultimate geographic spread, severity and duration of pandemics such as the COVID-19 Pandemic and its variants, actions that may be taken by governmental authorities to contain or address the impact of such pandemics, and the potential negative impacts of such pandemics on the global economy and the Company’s financial condition and results of operations; the inability of major tenants to continue paying their rent or obligations due to bankruptcy, insolvency or a general downturn in their business; the loss or failure, or decline in the business or assets of PINE; the completion of 1031 exchange transactions; the availability of investment properties that meet the Company’s investment goals and criteria; the uncertainties associated with obtaining required governmental permits and satisfying other closing conditions for planned acquisitions and sales; and the uncertainties and risk factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and other risks and |
| © CTO Realty Growth, Inc. | ctoreit.com 11 There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances. Non-GAAP Financial Measures Our reported results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We also disclose Funds From Operations (“FFO”), Core Funds From Operations (“Core FFO”), Adjusted Funds From Operations (“AFFO”), Pro Forma Earnings Before Interest, Taxes, Depreciation and Amortization (“Pro Forma EBITDA”), and Same-Property Net Operating Income (“Same-Property NOI”), each of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operating activities as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures. We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries. The Company also excludes the gains or losses from sales of assets incidental to the primary business of the REIT which specifically include the sales of mitigation credits, impact fee credits, subsurface sales, and land sales, in addition to the mark-to-market of the Company’s investment securities and interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. To derive Core FFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to gains and losses recognized on the extinguishment of debt, amortization of above- and below-market lease related intangibles, and other unforecastable market- or transaction-driven non-cash items. To derive AFFO, we further modify the NAREIT computation of FFO and Core FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, non-cash compensation, and other non-cash amortization, as well as adding back the interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals. To derive Pro Forma EBITDA, GAAP net income or loss attributable to the Company is adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, above- and below-market lease related intangibles, non-cash compensation, and other non-cash income or expense. Cash interest expense is also excluded from Pro Forma EBITDA, and GAAP net income or loss is adjusted for the annualized impact of acquisitions, dispositions and other similar activities. To derive Same-Property NOI, GAAP net income or loss attributable to the Company is adjusted to exclude extraordinary items (as defined by GAAP), gain or loss on disposition of assets, gain or loss on extinguishment of debt, impairment charges, and depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, if any, non-cash revenues and expenses such as above- and below-market lease related |
| © CTO Realty Growth, Inc. | ctoreit.com 12 intangibles, straight-line rental revenue, and other non-cash income or expense. Interest expense, general and administrative expenses, investment and other income or loss, income tax benefit or expense, real estate operations revenues and direct cost of revenues, management fee income, and interest income from commercial loans and investments are also excluded from Same-Property NOI. GAAP net income or loss is further adjusted to remove the impact of properties that were not owned for the full current and prior year reporting periods presented. Cash rental income received under the leases pertaining to the Company’s assets that are presented as commercial loans and investments in accordance with GAAP is also used in lieu of the interest income equivalent. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains or losses on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that Core FFO and AFFO are additional useful supplemental measures for investors to consider because they will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. We also believe that Pro Forma EBITDA is an additional useful supplemental measure for investors to consider as it allows for a better assessment of our operating performance without the distortions created by other non-cash revenues, expenses or certain effects of the Company’s capital structure on our operating performance. We use Same-Property NOI to compare the operating performance of our assets between periods. It is an accepted and important measurement used by management, investors and analysts because it includes all property-level revenues from the Company’s properties, less operating and maintenance expenses, real estate taxes and other property-specific expenses (“Net Operating Income” or “NOI”) of properties that have been owned and stabilized for the entire current and prior year reporting periods. Same-Property NOI attempts to eliminate differences due to the acquisition or disposition of properties during the particular period presented, and therefore provides a more comparable and consistent performance measure for the comparison of the Company's properties. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI may not be comparable to similarly titled measures employed by other companies. |
| © CTO Realty Growth, Inc. | ctoreit.com 13 Consolidated Balance Sheet CTO Realty Growth, Inc. Consolidated Balance Sheets (In thousands, except share and per share data) As of (Unaudited) June 30, 2023 December 31, 2022 ASSETS Real Estate: Land, at Cost $ 249,607 $ 233,930 Building and Improvements, at Cost 600,249 530,029 Other Furnishings and Equipment, at Cost 847 748 Construction in Process, at Cost 3,557 6,052 Total Real Estate, at Cost 854,260 770,759 Less, Accumulated Depreciation (48,198) (36,038) Real Estate—Net 806,062 734,721 Land and Development Costs 682 685 Intangible Lease Assets—Net 113,083 115,984 Assets Held for Sale 1,115 — Investment in Alpine Income Property Trust, Inc. 37,906 42,041 Mitigation Credits 1,950 1,856 Mitigation Credit Rights — 725 Commercial Loans and Investments 46,483 31,908 Cash and Cash Equivalents 7,312 19,333 Restricted Cash 2,755 1,861 Refundable Income Taxes 145 448 Deferred Income Taxes—Net 2,423 2,530 Other Assets 41,596 34,453 Total Assets $ 1,061,512 $ 986,545 LIABILITIES AND STOCKHOLDERS’ EQUITY Liabilities: Accounts Payable $ 3,980 $ 2,544 Accrued and Other Liabilities 18,347 18,028 Deferred Revenue 6,890 5,735 Intangible Lease Liabilities—Net 11,960 9,885 Long-Term Debt 541,768 445,583 Total Liabilities 582,945 481,775 Commitments and Contingencies Stockholders’ Equity: Preferred Stock – 100,000,000 shares authorized; $0.01 par value, 6.375% Series A Cumulative Redeemable Preferred Stock, $25.00 Per Share Liquidation Preference, 2,999,254 shares issued and outstanding at June 30, 2023 and 3,000,000 shares issued and outstanding at December 31, 2022 30 30 Common Stock – 500,000,000 shares authorized; $0.01 par value, 22,691,598 shares issued and outstanding at June 30, 2023; and 22,854,775 shares issued and outstanding at December 31, 2022 227 229 Additional Paid-In Capital 168,103 172,471 Retained Earnings 291,958 316,279 Accumulated Other Comprehensive Income 18,249 15,761 Total Stockholders’ Equity 478,567 504,770 Total Liabilities and Stockholders’ Equity $ 1,061,512 $ 986,545 |
| © CTO Realty Growth, Inc. | ctoreit.com 14 Consolidated P&L CTO Realty Growth, Inc. Consolidated Statements of Operations (Unaudited) (In thousands, except share, per share and dividend data) Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2023 2022 2023 2022 Revenues Income Properties $ 22,758 $ 16,367 $ 45,190 $ 31,535 Management Fee Income 1,102 948 2,200 1,884 Interest Income From Commercial Loans and Investments 1,056 1,290 1,851 2,008 Real Estate Operations 1,131 858 1,523 1,246 Total Revenues 26,047 19,463 50,764 36,673 Direct Cost of Revenues Income Properties (6,670) (4,812) (13,823) (8,828) Real Estate Operations (639) (228) (724) (279) Total Direct Cost of Revenues (7,309) (5,040) (14,547) (9,107) General and Administrative Expenses (3,327) (2,676) (7,054) (5,719) Provision for Impairment — — (479) — Depreciation and Amortization (10,829) (6,727) (21,145) (13,096) Total Operating Expenses (21,465) (14,443) (43,225) (27,922) Gain (Loss) on Disposition of Assets 1,101 — 1,101 (245) Other Gains and Income (Loss) 1,101 — 1,101 (245) Total Operating Income 5,683 5,020 8,640 8,506 Investment and Other Income (Loss) 1,811 (1,311) (2,480) (3,205) Interest Expense (5,211) (2,277) (9,843) (4,179) Income (Loss) Before Income Tax Benefit (Expense) 2,283 1,432 (3,683) 1,122 Income Tax Benefit (Expense) (483) (214) (510) 298 Net Income (Loss) Attributable to the Company 1,800 1,218 (4,193) 1,420 Distributions to Preferred Stockholders (1,195) (1,196) (2,390) (2,391) Net Income (Loss) Attributable to Common Stockholders $ 605 $ 22 $ (6,583) $ (971) Per Share Information: Basic and Diluted Net Income (Loss) Attributable to Common Stockholders $ 0.03 $ 0.00 $ (0.29) $ (0.05) Weighted Average Number of Common Shares Basic and Diluted 22,482,957 18,012,534 22,593,280 17,870,394 Dividends Declared and Paid – Preferred Stock $ 0.40 $ 0.40 $ 0.80 $ 0.80 Dividends Declared and Paid – Common Stock $ 0.38 $ 0.37 $ 0.76 $ 0.73 |
| © CTO Realty Growth, Inc. | ctoreit.com 15 Non-GAAP Financial Measures CTO Realty Growth, Inc. Non-GAAP Financial Measures Same-Property NOI Reconciliation (Unaudited) (In thousands) Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net Income (Loss) Attributable to the Company $ 1,800 $ 1,218 $ (4,193) $ 1,420 Loss (Gain) on Disposition of Assets (1,101) — (1,101) 245 Provision for Impairment — — 479 — Depreciation and Amortization 10,829 6,727 21,145 13,096 Amortization of Intangibles to Lease Income (627) (497) (1,306) (978) Straight-Line Rent Adjustment (122) 507 129 1,045 COVID-19 Rent Repayments (17) (26) (43) (53) Accretion of Tenant Contribution 38 38 76 76 Interest Expense 5,211 2,277 9,843 4,179 General and Administrative Expenses 3,327 2,676 7,054 5,719 Investment and Other Income (Loss) (1,811) 1,311 2,480 3,205 Income Tax (Benefit) Expense 483 214 510 (298) Real Estate Operations Revenues (1,131) (858) (1,523) (1,246) Real Estate Operations Direct Cost of Revenues 639 228 724 279 Management Fee Income (1,102) (948) (2,200) (1,884) Interest Income from Commercial Loans and Investments (1,056) (1,290) (1,851) (2,008) Less: Impact of Properties Not Owned for the Full Reporting Period (4,510) (808) (9,993) (2,070) Cash Rental Income Received from Properties Presented as Commercial Loans and Investments — 364 — — Same-Property NOI $ 10,850 $ 11,133 $ 20,230 $ 20,727 |
| © CTO Realty Growth, Inc. | ctoreit.com 16 Non-GAAP Financial Measures CTO Realty Growth, Inc. Non-GAAP Financial Measures (Unaudited) (In thousands, except per share data) Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net Income (Loss) Attributable to the Company $ 1,800 $ 1,218 $ (4,193) $ 1,420 Add Back: Effect of Dilutive Interest Related to 2025 Notes(1) — — — — Net Income (Loss) Attributable to the Company, If-Converted $ 1,800 $ 1,218 $ (4,193) $ 1,420 Depreciation and Amortization of Real Estate 10,816 6,707 21,118 13,076 Losses (Gains) on Disposition of Assets, Net of Tax (824) — (824) 245 Gains on Disposition of Other Assets (490) (632) (813) (964) Provision for Impairment — — 479 — Unrealized Loss on Investment Securities 1,174 1,891 6,092 4,348 Extinguishment of Contingent Obligation (2,300) — (2,300) — Funds from Operations $ 10,176 $ 9,184 $ 19,559 $ 18,125 Distributions to Preferred Stockholders (1,195) (1,196) (2,390) (2,391) Funds From Operations Attributable to Common Stockholders $ 8,981 $ 7,988 $ 17,169 $ 15,734 Amortization of Intangibles to Lease Income 627 497 1,306 978 Less: Effect of Dilutive Interest Related to 2025 Notes(1) — — — — Core Funds From Operations Attributable to Common Stockholders $ 9,608 $ 8,485 $ 18,475 $ 16,712 Adjustments: Straight-Line Rent Adjustment 122 (507) (129) (1,045) COVID-19 Rent Repayments 17 26 43 53 Other Depreciation and Amortization (57) (31) (116) (170) Amortization of Loan Costs and Discount on Convertible Debt 229 212 437 446 Non-Cash Compensation 862 705 1,934 1,611 Adjusted Funds From Operations Attributable to Common Stockholders $ 10,781 $ 8,890 $ 20,644 $ 17,607 FFO Attributable to Common Stockholders per Common Share – Diluted $ 0.40 $ 0.44 $ 0.76 $ 0.88 Core FFO Attributable to Common Stockholders per Common Share – Diluted $ 0.43 $ 0.47 $ 0.82 $ 0.94 AFFO Attributable to Common Stockholders per Common Share – Diluted $ 0.48 $ 0.49 $ 0.91 $ 0.99 (1) Interest related to the 2025 Convertible Senior Notes excluded from net income (loss) attributable to the Company to derive FFO effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis, as the impact to net income (loss) attributable to common stockholders would be anti-dilutive. |
| © CTO Realty Growth, Inc. | ctoreit.com 17 Non-GAAP Financial Measures CTO Realty Growth, Inc. Non-GAAP Financial Measures Reconciliation of Net Debt to Pro Forma EBITDA (Unaudited) (In thousands) Three Months Ended June 30, 2023 Net Income Attributable to the Company $ 1,800 Depreciation and Amortization of Real Estate 10,816 Gain on Disposition of Assets, Net of Tax (824) Gains on the Disposition of Other Assets (490) Unrealized Loss on Investment Securities 1,174 Extinguishment of Contingent Obligation (2,300) Distributions to Preferred Stockholders (1,195) Straight-Line Rent Adjustment 122 Amortization of Intangibles to Lease Income 627 Other Non-Cash Amortization (57) Amortization of Loan Costs and Discount on Convertible Debt 229 Non-Cash Compensation 862 Interest Expense, Net of Amortization of Loan Costs and Discount on Convertible Debt 4,982 EBITDA $ 15,746 Annualized EBITDA $ 62,984 Pro Forma Annualized Impact of Current Quarter Investments and Dispositions, Net (1) 4,136 Pro Forma EBITDA $ 67,120 Total Long-Term Debt $ 541,768 Financing Costs, Net of Accumulated Amortization 1,431 Unamortized Convertible Debt Discount 285 Cash & Cash Equivalents (7,312) Restricted Cash (2,755) Net Debt $ 533,417 Net Debt to Pro Forma EBITDA 7.9x (1) Reflects the pro forma annualized impact on Annualized EBITDA of the Company’s investments and disposition activity during the three months ended June 30, 2023. |
| © CTO Realty Growth, Inc. | ctoreit.com Capitalization & Dividends $ and shares outstanding in thousands, except per share data. Any differences are a result of rounding. Equity Capitalization Common Shares Outstanding 22,692 Common Share Price $17.14 Total Common Equity Market Capitalization $388,934 Series A Preferred Shares Outstanding 2,999 Series A Preferred Par Value Per Share $25.00 Series A Preferred Par Value $74,981 Total Equity Capitalization $463,915 Debt Capitalization Total Debt Outstanding $543,484 Total Capitalization $1,007,399 Cash, Restricted Cash & Cash Equivalents $10,067 Total Enterprise Value $997,332 Dividends Paid Common Preferred Q3 2022 $0.38 $0.40 Q4 2022 $0.38 $0.40 Q1 2023 $0.38 $0.40 Q2 2023 $0.38 $0.40 Trailing Twelve Months Q2 2023 $1.52 $1.59 Q2 2023 Core FFO Per Diluted Share $0.43 Q2 2023 AFFO Per Diluted Share $0.48 Q2 2023 Core FFO Payout Ratio 88.4% Q2 2023 AFFO Payout Ratio 79.2% Dividend Yield Q2 2023 $0.38 $0.40 Annualized Q2 2023 Dividend $1.52 $1.59 Price Per Share as of June 30, 2023 $17.14 $19.75 Implied Dividend Yield 8.9% 8.1% 18 |
| © CTO Realty Growth, Inc. | ctoreit.com Debt Summary $ in thousands. Any differences are a result of rounding. (1) See reconciliation as part of Non-GAAP Financial Measures in the Company’s Second Quarter 2023 Earnings Release. Indebtedness Outstanding Face Value Interest Rate Maturity Date Type 2025 Convertible Senior Notes $51,034 3.88% April 2025 Fixed 2026 Term Loan 65,000 SOFR + 10 bps + [1.25% – 2.20%] March 2026 Fixed Mortgage Note 17,800 4.06% August 2026 Fixed Revolving Credit Facility 109,650 SOFR + 10 bps + [1.25% – 2.20%] January 2027 Variable Revolving Credit Facility 100,000 SOFR + 10 bps + [1.25% – 2.20%] January 2027 Fixed 2027 Term Loan 100,000 SOFR + 10 bps + [1.25% – 2.20%] January 2027 Fixed 2028 Term Loan 100,000 SOFR + 10 bps + [1.20% – 2.15%] January 2028 Fixed Total / Wtd. Avg. $543,484 4.35% Fixed vs. Variable Face Value Interest Rate % of Total Debt Total Fixed Rate Debt 433,834 3.77% 80% Total Variable Rate Debt 109,650 SOFR + 10 bps + [1.25% – 2.20%] 20% Total / Wtd. Avg. $543,484 4.35% 100% Leverage Metrics Face Value of Debt $543,484 Cash, Restricted Cash & Cash Equivalents ($10,067) Net Debt $533,417 Total Enterprise Value $997,332 Net Debt to Total Enterprise Value 53% Net Debt to Pro Forma EBITDA(1) 7.9x 19 |
| © CTO Realty Growth, Inc. | ctoreit.com Debt Maturities $ in thousands. Any differences are a result of rounding. Year Outstanding % of Debt Maturing Cumulative % of Debt Maturing Weighted Average Rate 2023 $ − − % − % − % 2024 − − % − % − % 2025 51,034 9% 9% 3.88% 2026 82,800 15% 25% 2.21% 2027 309,650 57% 82% 4.65% 2028 100,000 18% 100% 5.33% Total $543,484 100% 4.35% 20 |
| © CTO Realty Growth, Inc. | ctoreit.com Year-to-Date Investments $ in thousands. Any differences are a result of rounding. Property Acquisitions Market Type Date Acquired Square Feet Price Occupancy At Acq. Phase II of The Exchange at Gwinnett (4 of 5 parcels) Buford, GA Atlanta, GA Retail Parcels Feb, May & June 2023 24,100 $14,554 100% Plaza at Rockwall Rockwall, TX Dallas, TX Multi-Tenant Retail June 2023 446,526 $61,200 95% Total Acquisitions 470,626 $75,754 21 Structured Investments Market Type Date Originated Capital Commitment Structure Founders Square Dallas, TX Dallas, TX Creative Office March 2023 $15,000 First Mortgage Total Structured Investments $15,000 |
| © CTO Realty Growth, Inc. | ctoreit.com Property Market Type Date Sold Square Feet Price Gain (Loss) Jollibee – Eastern Commons Henderson, NV Las Vegas, NV Single Tenant Retail Outparcel June 2023 3,698 $2,080 $824 Total Dispositions 3,698 $2,080 $824 Year-to-Date Dispositions 22 $ in thousands. Any differences are a result of rounding. |
| © CTO Realty Growth, Inc. | ctoreit.com Operating Portfolio Capital Investments $ in thousands. Any differences are a result of rounding. 23 Investment in Previously Occupied Space Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Capital Expenditures $ - $ - $ - Tenant Improvement Allowances 47 1 48 Leasing Commissions 11 72 83 Total Investment in Previously Occupied Space $58 $73 $131 New Investment in Acquired Vacancy Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Capital Expenditures $551 $556 $1,107 Tenant Improvement Allowances 2,915 5,686 8,601 Leasing Commissions 220 675 895 Total New Investment in Acquired Vacancy $3,686 $6,916 $10,602 Other Capital Investments Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Property Improvement Costs $398 $1,147 $1,545 Investment in Property Repositioning 667 1,335 2,002 Total Other Capital Investments $1,065 $2,483 $3,548 Total Capital Investments Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Capital Expenditures and Other Capital Investments $1,616 $3,038 $4,654 Tenant Improvement Allowances 2,962 5,687 8,649 Leasing Commissions 231 747 978 Total New Investment in Acquired Vacancy $4,809 $9,472 $14,281 |
| © CTO Realty Growth, Inc. | ctoreit.com Portfolio Summary $ and square feet in thousands, except per square foot data. Any differences are a result of rounding. 24 Total Portfolio as of June 30, 2023 Asset Type Number of Properties Square Feet Cash ABR PSF Occupancy Leased Occupancy Single Tenant 8 436 $21.30 100.0% 100.0% Multi-Tenant 16 3,748 $19.21 90.4% 92.7% Total Portfolio 24 4,185 $19.43 91.4% 93.4% Property Type Number of Properties Square Feet Cash ABR PSF Occupancy Leased Occupancy Retail 16 2,434 $18.24 93.7% 95.8% Office 3 395 $19.18 100.0% 100.0% Mixed Use 5 1,356 $21.63 84.7% 87.4% Total Portfolio 24 4,185 $19.43 91.4% 93.4% Total Portfolio as of June 30, 2022 Asset Type Number of Properties Square Feet Cash ABR PSF Occupancy Leased Occupancy Single Tenant 7 422 $21.26 100.0% 100.0% Multi-Tenant 14 2,418 $18.31 89.8% 92.3% Total Portfolio 21 2,840 $18.75 91.3% 93.5% Property Type Number of Properties Square Feet Cash ABR PSF Occupancy Leased Occupancy Retail 14 1,905 $17.18 90.5% 92.5% Office 4 532 $19.53 97.8% 97.8% Mixed Use 3 403 $25.12 86.6% 92.6% Total Portfolio 21 2,840 $18.75 91.3% 93.5% |
| © CTO Realty Growth, Inc. | ctoreit.com Portfolio Detail 25 Property Type Year Acquired/ Developed Year Built Acreage Square Feet In-Place Occupancy Leased Occupancy Cash ABR PSF Atlanta, GA The Collection at Forsyth Lifestyle 2022 2006 58.9 560,434 85% 88% $18.55 Ashford Lane Lifestyle 2020 2005 43.7 277,408 83% 87% $26.41 Madison Yards Grocery-Anchored 2022 2019 10.3 162,521 100% 100% $30.85 The Exchange at Gwinnett Grocery-Anchored 2021/2023 2021/2023 16.4 93,366 98% 100% $35.62 Total Atlanta, GA 129.2 1,093,729 88% 90% $23.83 Dallas, TX Plaza at Rockwall Retail Power Center 2023 2007 42.0 446,526 95% 95% $12.52 The Shops at Legacy Lifestyle 2021 2007 12.7 237,572 90% 90% $33.72 Westcliff Shopping Center Grocery-Anchored 2017 1955 10.3 134,750 76% 86% $5.41 Total Dallas, TX 65.0 818,848 91% 92% $17.50 Richmond, VA West Broad Village Grocery-Anchored 2022 2007 32.6 392,419 83% 88% $19.72 Jacksonville, FL The Strand at St. Johns Town Center Retail Power Center 2019 2017 52.0 210,973 92% 95% $23.43 Phoenix, AZ Crossroads Town Center Retail Power Center 2020 2005 31.1 244,072 98% 100% $20.39 Raleigh, NC Beaver Creek Crossings Retail Power Center 2021 2005 51.6 321,977 92% 94% $13.63 $ in thousands, except per square foot data. Any differences are a result of rounding. |
| © CTO Realty Growth, Inc. | ctoreit.com Portfolio Detail 26 Property Type Year Acquired/ Developed Year Built Acreage Square Feet In-Place Occupancy Leased Occupancy Cash ABR PSF Albuquerque, NM Fidelity Single Tenant Office 2018 2009 25.3 210,067 100% 100% $17.23 Houston, TX Price Plaza Shopping Center Retail Power Center 2022 1999 23.2 200,576 97% 100% $15.86 Santa Fe, NM 125 Lincoln & 150 Washington Mixed Use 2021 1983 1.5 137,177 75% 78% $20.47 Tampa, FL Sabal Pavilion Single Tenant Office 2020 1998 11.5 120,500 100% 100% $19.36 Daytona Beach, FL Daytona Beach Restaurant Portfolio Single Tenant (5) 2018 / 2022 1915 - 2018 8.3 41,427 100% 100% $41.49 Salt Lake City, UT Jordan Landing Retail Power Center 2021 2003 16.1 170,996 100% 100% $9.90 Washington, DC General Dynamics Single Tenant Office 2019 1984 3.0 64,319 100% 100% $25.24 Las Vegas, NV Eastern Commons Grocery-Anchored 2021 2001 11.4 129,606 100% 100% $11.71 $ in thousands, except per square foot data. Any differences are a result of rounding. |
| © CTO Realty Growth, Inc. | ctoreit.com Portfolio Detail 27 Property Type Year Acquired/ Developed Year Built Acreage Square Feet In-Place Occupancy Leased Occupancy Cash ABR PSF Orlando, FL Winter Park Office Mixed Use 2021 1982 2.3 27,948 100% 100% $12.81 Total Portfolio 464.1 4,184,634 91% 93% $19.43 $ in thousands, except per square foot data. Any differences are a result of rounding. |
| © CTO Realty Growth, Inc. | ctoreit.com Leasing Summary $ and square feet in thousands, except per square foot data. Any differences are a result of rounding. Overall leasing activity does not include lease termination agreements or lease amendments related to tenant bankruptcy proceedings. 28 Renewals and Extensions Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Leases 11 11 22 Square Feet 95 48 143 New Cash Rent PSF $22.71 $31.37 $25.62 Tenant Improvements $40 $13 $53 Leasing Commissions $68 $6 $74 Weighted Average Term 4.5 years 3.9 years 4.3 years New Leases Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Leases 14 13 27 Square Feet 66 59 125 New Cash Rent PSF $21.85 $22.68 $22.24 Tenant Improvements $2,197 $734 $2,931 Leasing Commissions $630 $676 $1,306 Weighted Average Term 9.2 years 9.4 years 9.3 years All Leases Summary Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Leases 25 24 49 Square Feet 161 107 268 New Cash Rent PSF $22.36 $26.58 $24.05 Tenant Improvements $2,237 $747 $2,984 Leasing Commissions $698 $682 $1,380 Weighted Average Term 6.4 years 6.5 years 6.4 years |
| © CTO Realty Growth, Inc. | ctoreit.com Comparable Leasing Summary $ and square feet in thousands, except per square foot data. Any differences are a result of rounding. Comparable leases compare leases signed on a space for which there was previously a tenant. 29 Renewals and Extensions - Comparable Number of Leases Signed GLA Signed New Cash Rent PSF Expiring Cash Rent PSF % Increase Over Expiring Rent Weighted Average Lease Term Tenant Improvements Lease Commissions 1st Quarter 2023 11 95 $22.71 $20.95 8.4% 4.5 $40 $68 2nd Quarter 2023 11 48 $31.37 $30.02 4.5% 3.9 $13 $6 3rd Quarter 2023 4th Quarter 2023 Total 22 143 $25.62 $24.00 6.8% 4.3 $53 $74 New Leases – Comparable Number of Leases Signed GLA Signed New Cash Rent PSF Expiring Cash Rent PSF % Increase Over Expiring Rent Weighted Average Lease Term Tenant Improvements Lease Commissions 1st Quarter 2023 3 6 $26.56 $27.22 (2.4%) 5.0 $95 $42 2nd Quarter 2023 6 13 $34.90 $27.86 25.2% 9.2 $413 $263 3rd Quarter 2023 4th Quarter 2023 Total 9 18 $32.24 $27.66 16.6% 8.0 $508 $305 All Comparable Leases Summary Number of Leases Signed GLA Signed New Cash Rent PSF Expiring Cash Rent PSF % Increase Over Expiring Rent Weighted Average Lease Term Tenant Improvements Lease Commissions 1st Quarter 2023 14 100 $22.94 $21.32 7.6% 4.5 $135 $110 2nd Quarter 2023 17 61 $32.10 $29.57 8.6% 5.1 $426 $269 3rd Quarter 2023 4th Quarter 2023 Total 31 161 $26.38 $24.42 8.0% 4.8 $561 $379 |
| © CTO Realty Growth, Inc. | ctoreit.com Same-Property NOI $ and square feet in thousands, except per square foot data. Any differences are a result of rounding. 30 Multi-Tenant Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Number of Comparable Properties 11 11 11 Same-Property NOI – 2023 $8,402 $8,703 $16,182 Same Property NOI – 2022 $8,576 $9,097 $16,835 $ Variance ($174) ($394) ($653) % Variance (2.0%) (4.3%) (3.9%) Single-Tenant Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Number of Comparable Properties 5 5 5 Same-Property NOI – 2023 $1,901 $2,147 $4,048 Same Property NOI – 2022 $1,856 $2,036 $3,892 $ Variance $45 $111 $156 % Variance 2.4% 5.5% 4.0% All Properties Q1 2023 Q2 2023 Q3 2023 Q4 2023 2023 Number of Comparable Properties 16 16 16 Same-Property NOI – 2023 $10,303 $10,850 $20,230 Same Property NOI – 2022 $10,432 $11,133 $20,727 $ Variance ($129) ($283) ($497) % Variance (1.2%) (2.5%) (2.4%) |
| © CTO Realty Growth, Inc. | ctoreit.com Lease Expiration Schedule $ and square feet in thousands, except per square foot data. Any differences are a result of rounding. 31 Anchor Tenants Year Leases Expiring Expiring SF % of Total Cash ABR % of Total ABR PSF 2023 1 11 0.3% 175 0.2% $16.00 2024 5 164 4.3% 3,695 4.5% 21.51 2025 6 121 3.2% 2,877 3.5% 23.95 2026 11 439 11.5% 7,755 9.5% 17.74 2027 11 459 12.0% 4,907 6.0% 10.74 2028 14 727 19.0% 11,703 14.4% 16.32 2029 3 182 4.8% 2,639 3.2% 14.15 2030 2 67 1.8% 784 1.0% 11.99 2031 3 48 1.2% 854 1.1% 19.02 Thereafter 15 344 9.0% 6,782 8.3% 19.72 Total 71 2,563 67.0% 42,171 51.9% $16.85 Small Shop Tenants Year Leases Expiring Expiring SF % of Total Cash ABR % of Total ABR PSF 2023 12 44 1.2% 806 1.0% $18.06 2024 50 156 4.1% 3,840 4.7% 24.58 2025 33 103 2.7% 3,458 4.3% 33.49 2026 51 187 4.9% 5,350 6.6% 28.71 2027 57 177 4.6% 4,860 6.0% 27.70 2028 43 168 4.4% 5,385 6.6% 33.25 2029 32 108 2.8% 3,774 4.6% 36.52 2030 31 96 2.5% 3,090 3.8% 39.69 2031 26 65 1.7% 2,340 2.9% 38.77 Thereafter 45 157 4.1% 6,218 7.6% 39.61 Total 380 1,262 33.0% 39,122 48.1% $32.58 |
| © CTO Realty Growth, Inc. | ctoreit.com Lease Expiration Schedule $ and square feet in thousands, except per square foot data. Any differences are a result of rounding. 32 Total Year Leases Expiring Expiring SF % of Total Cash ABR % of Total ABR PSF 2023 13 55 1.4% 981 1.2% $17.70 2024 55 321 8.4% 7,535 9.3% 23.50 2025 39 224 5.9% 6,336 7.8% 28.25 2026 62 626 16.4% 13,105 16.1% 20.94 2027 68 636 16.6% 9,767 12.0% 15.36 2028 57 895 23.4% 17,089 21.0% 19.10 2029 35 290 7.6% 6,413 7.9% 22.11 2030 33 164 4.3% 3,874 4.8% 23.64 2031 29 113 2.9% 3,194 3.9% 28.39 Thereafter 60 501 13.1% 13,000 16.0% 25.95 Total 451 3,824 100.0% 81,293 100.0% $21.26 |
| © CTO Realty Growth, Inc. | ctoreit.com Top Tenant Summary 33 Tenant/Concept Credit Rating(1) Leases Leased Square Feet % of Total Cash ABR % of Total Fidelity A+ 1 210 5.0% 3,619 4.5% WeWork CCC+ 1 59 1.4% 2,759 3.4% Ford Motor Credit BB+ 1 121 2.9% 2,333 2.9% AMC CCC+ 2 90 2.2% 2,189 2.7% Best Buy BBB+ 3 112 2.7% 1,749 2.2% General Dynamics A- 1 64 1.5% 1,623 2.0% At Home CCC 2 192 4.6% 1,576 1.9% Southern University N/A 1 60 1.4% 1,569 1.9% Whole Foods Market AA- 1 60 1.4% 1,485 1.8% Darden Restaurants BBB 4 33 0.8% 1,361 1.7% Ross/dd’s Discount BBB+ 4 106 2.5% 1,334 1.6% Dick’s Sporting Goods BBB 2 95 2.3% 1,244 1.5% TJ Maxx/HomeGoods/Marshalls A 3 100 2.4% 1,109 1.4% Publix Not Rated 1 54 1.3% 1,076 1.3% Harkins Theatres Not Rated 1 56 1.3% 1,066 1.3% The Hall at Ashford Lane Not Rated 1 17 0.4% 877 1.1% Other 422 2,396 57.3% 54,324 66.8% Total Occupied 451 3,825 91.4% 81,293 100.0% Vacant − 360 8.6% Total 451 4,185 100.0% $ and square feet in thousands. (1) A credit rated, or investment grade rated tenant (rating of BBB-, NAIC-2 or Baa3 or higher) is a tenant or the parent of a tenant with a credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings or the National Association of Insurance Commissioners (NAIC). |
| © CTO Realty Growth, Inc. | ctoreit.com Geographic Diversification 34 Markets Properties Square Feet % of Total Cash ABR % of Total 5-Mile 2022 Average Household Income 5-Mile 2022 Total Population 2022-2027 Projected Population Annual Growth Atlanta, GA 4 1,094 26% $26,062 32% $154,736 221,906 1.1% Dallas, TX 3 819 20% 14,331 18% 144,243 233,572 1.2% Richmond, VA 1 392 9% 7,739 10% 141,700 174,567 0.3% Jacksonville, FL 1 211 5% 4,942 6% 96,386 200,927 0.5% Phoenix, AZ 1 244 6% 4,976 6% 134,759 308,674 0.8% Raleigh, NC 1 322 8% 4,390 5% 168,535 131,885 1.0% Albuquerque, NM 1 210 5% 3,619 4% 63,148 50,506 3.9% Houston, TX 1 201 5% 3,182 4% 124,283 275,061 0.9% Santa Fe, NM 1 137 3% 2,808 3% 106,492 64,342 (0.2%) Tampa, FL 1 121 3% 2,333 3% 76,699 184,603 0.8% Daytona Beach, FL 5 41 1% 1,719 2% 63,348 108,630 0.3% Salt Lake City, UT 1 171 4% 1,693 2% 106,412 364,557 0.8% Washington, DC 1 64 2% 1,623 2% 204,805 234,546 0.5% Las Vegas, NV 1 130 3% 1,518 2% 120,743 313,541 0.9% Orlando, FL 1 28 1% 358 <1% 103,034 278,379 0.5% Total 24 4,185 100% $81,293 100% $135,643 209,354 1.0% States Properties Square Feet % of Total Cash ABR % of Total 5-Mile 2022 Average Household Income 5-Mile 2022 Total Population 2022-2027 Projected Population Annual Growth Georgia 4 1,094 26% $26,062 32% $154,736 221,906 1.1% Texas 4 1,019 24% 17,512 22% 140,617 241,109 1.1% Virginia 2 457 11% 9,362 12% 152,640 184,966 0.4% Florida 8 401 10% 9,352 12% 85,658 182,859 0.6% New Mexico 2 347 8% 6,428 8% 82,086 56,551 2.1% Arizona 1 244 6% 4,976 6% 134,759 308,674 0.8% North Carolina 1 322 8% 4,390 5% 168,535 131,885 1.0% Utah 1 171 4% 1,693 2% 106,412 364,557 0.8% Nevada 1 130 3% 1,518 2% 120,743 313,541 0.9% Total 24 4,185 100% $81,293 100% $135,643 209,354 1.0% $ and square feet in thousands, except for average household income demographic information. Any differences are a result of rounding. Demographic information sourced from Esri. Market, state and portfolio averages weighted by the Annualized Cash Base Rent of each property. |
| © CTO Realty Growth, Inc. | ctoreit.com Other Assets $ and shares outstanding in thousands, except per share data. Any differences are a result of rounding. 35 Investment Securities Shares & Operating Partnership Units Owned Value Per Share June 30, 2023 Estimated Value Annualized Dividend Per Share In-Place Annualized Dividend Income Alpine Income Property Trust 2,333 $16.25 $37,906 $1.10 $2,566 Structured Investments Type Origination Date Maturity Date Original Loan Amount Amount Outstanding Interest Rate Phase II of The Exchange at Gwinnett Construction Loan January 2022 January 2024 $8,700 $1,857 7.25% Watters Creek at Montgomery Farm Preferred Investment April 2022 April 2025 30,000 30,000 8.75% Founders Square First Mortgage March 2023 March 2026 15,000 15,000 8.75% Total Structured Investments $53,700 $46,900 8.69% Subsurface Interests Acreage Estimated Value Acres Available for Sale 352,000 acres $4,000 Mitigation Credits and Rights State Credits Federal Credits Total Book Value Mitigation Credits 28.3 1.8 $1,950 |
| © CTO Realty Growth, Inc. | ctoreit.com 2023 Guidance 36 Low High Core FFO Per Diluted Share $1.50 − $1.55 AFFO Per Diluted Share $1.64 − $1.69 The Company’s estimated Core FFO per diluted share and AFFO per diluted share for 2023 is as follows: $ and shares outstanding in millions, except per share data. (1) Includes the effects of bad debt expense, occupancy loss and costs associated with tenants in bankruptcy and/or tenant lease defaults. (2) Before potential impact from income producing acquisitions and dispositions. The Company’s 2023 guidance includes but is not limited to the following assumptions: Low High Same-Property NOI Growth(1) 1% − 4% General and Administrative Expense $14 − $15 Weighted Average Diluted Shares Outstanding 22.5 − 22.5 Year-end 2023 Leased Occupancy(2) 94% − 95% Investments in Income Producing Properties $95 − $150 Target Initial Investment Cash Yield 8.00% − 8.25% Dispositions $15 − $75 Target Disposition Cash Yield 6.00% − 7.50% |
| © CTO Realty Growth, Inc. | ctoreit.com Contact Information & Research Coverage Contact Information Corporate Office Locations Investor Relations Transfer Agent New York Stock Exchange 369 N. New York Ave., Suite 201 Winter Park, FL 32789 1140 N. Williamson Blvd., Suite 140 Daytona Beach, FL 32114 Matt Partridge SVP, CFO & Treasurer (407) 904-3324 mpartridge@ctoreit.com Computershare Trust Company, N.A. (800) 368-5948 www.computershare.com Ticker Symbol: CTO Series A Preferred Ticker Symbol: CTO-PA www.ctoreit.com Research Analyst Coverage Institution Coverage Analyst Email Phone B. Riley Craig Kucera craigkucera@brileyfin.com (703) 312-1635 BTIG Michael Gorman mgorman@btig.com (212) 738-6138 Compass Point Floris van Dijkum fvandijkum@compasspointllc.com (646) 757-2621 EF Hutton Edward Najarian enajarian@efhuttongroup.com (929) 615-2558 Janney Rob Stevenson robstevenson@janney.com (646) 840-3217 Jones Research Matthew Erdner merdner@jonestrading.com (843) 414-9430 Raymond James RJ Milligan rjmilligan@raymondjames.com (727) 567-2585 37 |
| © CTO Realty Growth, Inc. | ctoreit.com Safe Harbor 38 Certain statements contained in this presentation (other than statements of historical fact) are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can typically be identified by words such as “believe,” “estimate,” “expect,” “intend,” “anticipate,” “will,” “could,” “may,” “should,” “plan,” “potential,” “predict,” “forecast,” “project,” and similar expressions, as well as variations or negatives of these words. Although forward-looking statements are made based upon management’s present expectations and reasonable beliefs concerning future developments and their potential effect upon the Company, a number of factors could cause the Company’s actual results to differ materially from those set forth in the forward-looking statements. Such factors may include, but are not limited to: the Company’s ability to remain qualified as a REIT; the Company’s exposure to U.S. federal and state income tax law changes, including changes to the REIT requirements; general adverse economic and real estate conditions; macroeconomic and geopolitical factors, including but not limited to inflationary pressures, interest rate volatility, distress in the banking sector, global supply chain disruptions, and ongoing geopolitical war; the ultimate geographic spread, severity and duration of pandemics such as the COVID-19 Pandemic and its variants, actions that may be taken by governmental authorities to contain or address the impact of such pandemics, and the potential negative impacts of such pandemics on the global economy and the Company’s financial condition and results of operations; the inability of major tenants to continue paying their rent or obligations due to bankruptcy, insolvency or a general downturn in their business; the loss or failure, or decline in the business or assets of PINE; the completion of 1031 exchange transactions; the availability of investment properties that meet the Company’s investment goals and criteria; the uncertainties associated with obtaining required governmental permits and satisfying other closing conditions for planned acquisitions and sales; and the uncertainties and risk factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and other risks and uncertainties discussed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission. There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. The Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances. |
| © CTO Realty Growth, Inc. | ctoreit.com Non-GAAP Financial Measures 39 Our reported results are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We also disclose Funds From Operations (“FFO”), Core Funds From Operations (“Core FFO”), Adjusted Funds From Operations (“AFFO”), Pro Forma Earnings Before Interest, Taxes, Depreciation and Amortization (“Pro Forma EBITDA”), and Same-Property Net Operating Income (“Same-Property NOI”), each of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors because they are widely accepted industry measures used by analysts and investors to compare the operating performance of REITs. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements; accordingly, they should not be considered alternatives to net income as a performance measure or cash flows from operating activities as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures. We compute FFO in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as GAAP net income or loss adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries. The Company also excludes the gains or losses from sales of assets incidental to the primary business of the REIT which specifically include the sales of mitigation credits, impact fee credits, subsurface sales, and land sales, in addition to the mark-to-market of the Company’s investment securities and interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. To derive Core FFO, we modify the NAREIT computation of FFO to include other adjustments to GAAP net income related to gains and losses recognized on the extinguishment of debt, amortization of above- and below-market lease related intangibles, and other unforecastable market- or transaction-driven non-cash items. To derive AFFO, we further modify the NAREIT computation of FFO and Core FFO to include other adjustments to GAAP net income related to non-cash revenues and expenses such as straight-line rental revenue, non-cash compensation, and other non-cash amortization, as well as adding back the interest related to the 2025 Convertible Senior Notes, if the effect is dilutive. Such items may cause short-term fluctuations in net income but have no impact on operating cash flows or long-term operating performance. We use AFFO as one measure of our performance when we formulate corporate goals. To derive Pro Forma EBITDA, GAAP net income or loss is adjusted to exclude extraordinary items (as defined by GAAP), net gain or loss from sales of depreciable real estate assets, impairment write-downs associated with depreciable real estate assets and real estate related depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, non-cash revenues and expenses such as straight-line rental revenue, amortization of deferred financing costs, above- and below-market lease related intangibles, non-cash compensation, and other non-cash income or expense. Cash interest expense is also excluded from Pro Forma EBITDA, and GAAP net income or loss is adjusted for the annualized impact of acquisitions, dispositions and other similar activities. |
| © CTO Realty Growth, Inc. | ctoreit.com Non-GAAP Financial Measures 40 To derive Same-Property NOI, GAAP net income or loss attributable to the Company is adjusted to exclude extraordinary items (as defined by GAAP), gain or loss on disposition of assets, gain or loss on extinguishment of debt, impairment charges, and depreciation and amortization, including the pro rata share of such adjustments of unconsolidated subsidiaries, if any, non-cash revenues and expenses such as above- and below-market lease related intangibles, straight-line rental revenue, and other non-cash income or expense. Interest expense, general and administrative expenses, investment and other income or loss, income tax benefit or expense, real estate operations revenues and direct cost of revenues, management fee income, and interest income from commercial loans and investments are also excluded from Same-Property NOI. GAAP net income or loss is further adjusted to remove the impact of properties that were not owned for the full current and prior year reporting periods presented. Cash rental income received under the leases pertaining to the Company’s assets that are presented as commercial loans and investments in accordance with GAAP is also used in lieu of the interest income equivalent. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers primarily because it excludes the effect of real estate depreciation and amortization and net gains or losses on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. We believe that Core FFO and AFFO are additional useful supplemental measures for investors to consider because they will help them to better assess our operating performance without the distortions created by other non-cash revenues or expenses. We also believe that Pro Forma EBITDA is an additional useful supplemental measure for investors to consider as it allows for a better assessment of our operating performance without the distortions created by other non-cash revenues, expenses or certain effects of the Company’s capital structure on our operating performance. We use Same-Property NOI to compare the operating performance of our assets between periods. It is an accepted and important measurement used by management, investors and analysts because it includes all property-level revenues from of the Company’s rental properties, less operating and maintenance expenses, real estate taxes and other property-specific expenses (“Net Operating Income” or “NOI”) of properties that have been owned and stabilized for the entire current and prior year reporting periods. Same-Property NOI attempts to eliminate differences due to the acquisition or disposition of properties during the particular period presented, and therefore provides a more comparable and consistent performance measure for the comparison of the Company's properties. FFO, Core FFO, AFFO, Pro Forma EBITDA, and Same-Property NOI may not be comparable to similarly titled measures employed by other companies. |
| © CTO Realty Growth, Inc. | ctoreit.com Definitions & Terms 41 References and terms used in this presentation that are in addition to terms defined in the Non-GAAP Financial Measures include: ▪ This presentation has been published on July 27, 2023. ▪ All information is as of June 30, 2023, unless otherwise noted. ▪ Any calculation differences are assumed to be a result of rounding. ▪ “2023 Guidance” is based on the 2023 Guidance provided in the Second Quarter 2023 Operating Results press release filed on July 27, 2023. ▪ “Alpine” or “PINE” refers to Alpine Income Property Trust, a publicly traded net lease REIT traded on the New York Stock Exchange under the ticker symbol PINE. ▪ “Annualized Straight-line Base Rent”, “ABR” or “Rent” and the statistics based on ABR are calculated based on our current portfolio and represent straight-line rent calculated in accordance with GAAP. ▪ “Annualized Cash Base Rent”, “Cash ABR” and the statistics based on Cash ABR are calculated based on our current portfolio and represent the annualized cash base rent calculated in accordance with GAAP due from the tenants at a specific point in time. ▪ “Credit Rated” is a tenant or the parent of a tenant with a credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings or the National Association of Insurance Commissioners (NAIC) (together, the “Major Rating Agencies”). An “Investment Grade Rated Tenant” or “IG” references a Credit Rated tenant or the parent of a tenant, or credit rating thereof with a rating of BBB-, Baa3 or NAIC-2 or higher from one or more of the Major Rating Agencies. ▪ “Dividend” or “Dividends”, subject to the required dividends to maintain our qualification as a REIT, are set by the Board of Directors and declared on a quarterly basis and there can be no assurances as to the likelihood or number of dividends in the future. ▪ “Investment in Alpine Income Property Trust” or “Alpine Investment” or “PINE Ownership” is calculated based on the 2,332,668 common shares and partnership units CTO owns in PINE and is based on PINE’s closing stock price. ▪ “Leased Occupancy” refers to space that is currently leased but for which rent payments have not yet commenced. ▪ “MSA” or “Metropolitan Statistical Area” is a region that consists of a city and surrounding communities that are linked by social and economic factors, as established by the U.S. Office of Management and Budget. The names of the MSA have been shortened for ease of reference. ▪ “Net Debt” is calculated as our total long-term debt as presented on the face of our balance sheet; plus financing costs, net of accumulated amortization and unamortized convertible debt discount; less cash, restricted cash and cash equivalents. ▪ “Net Operating Income” or “NOI” is revenues from all income properties less operating expense, maintenance expense, real estate taxes and rent expense. ▪ “Total Enterprise Value” is calculated as the Company’s Total Common Shares Outstanding multiplied by the common stock price; plus the par value of the Series A perpetual preferred equity outstanding and Net Debt. |
