BuildingINVESTOR Community DAY 2019 Driving Growth
INVESTOR DAY November 7, 2019 Forward Looking Statements
Certain statements contained in this presentation constitute forward-looking statements as such term is defined in 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 are not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximates,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “would,” “may” or other similar expressions in this Presentation. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. These factors include, among others, our ability to promptly re-lease our vacant anchor boxes; the impact of e-commerce; the loss of or bankruptcy of major tenants; general economic conditions and changes in the real estate market in particular; adverse economic conditions in the areas in which our properties are located; natural disasters; development risks which include potentially higher costs related to our development, redevelopment and anchor repositioning projects; our ability to obtain relevant consents, permits and entitlements; and our ability to lease these projects at projected rates; competition for acquisitions; the loss of key personnel; the availability of financing and changes in, and compliance with, tax law and REIT qualifications. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2018, and the other documents filed by the Company with the Securities and Exchange Commission. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this presentation. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this presentation.
INVESTOR DAY 2019 2 Highlights
• Creative, Experienced and Entrepreneurial Team
• High-Quality, Irreplaceable Portfolio
• Strip Centers Are Not Malls
• Anchor Leasing Should Drive Occupancy from 93% to 97%
• $1 Billion of Redevelopment Opportunities
• ~$200 Million of Acquisitions Closed or Under Contract
• Strong Balance Sheet
• 5–6% Compounded Annual FFO Growth over Next Three Years
• UE Stock Is Undervalued on a Relative Basis
INVESTOR DAY 2019 3 Executive Team
Chris Weilminster Donald Briggs Chief Operating O cer President Development
Mark Langer Jerey Olson Herbert Eilberg Chief Financial O cer Chairman and Chief Executive O cer Chief Investment O cer
INVESTOR DAY 2019 4 High-Quality, Irreplaceable Portfolio
• Concentrated in the NY metropolitan area, the most densely-populated, supply-constrained market in the country - Average of 210,000 people living within a 3-mile radius - Northern New Jersey, our largest market, is one of the most supply-constrained regions of the country with only 11 square feet of retail gross leasable area per capita • Impossible to replicate as assets of comparable quality rarely trade • Anchored by high-volume, value and necessity retailers - Average supermarket generates $740 PSF in sales(1) - Top tenants: Home Depot, TJX, Best Buy, Lowe’s and Walmart(2) • Portfolio ripe with significant redevelopment opportunities
(1) Based on supermarkets reporting with at least one full year of operations as of September 30, 2019 (2) Based on annualized base rent as of September 30, 2019
INVESTOR DAY 2019 5 Bruckner Commons Bronx, NY
Density Creates Opportunity INVESTOR DAY 2019 6 Portfolio Concentrated in DC to Boston Corridor
• 62 of the company’s 73 properties are situated in the DC to Boston corridor, representing ~88% of Net Operating Income (NOI) • Most heavily urbanized region in the US • Contains 50 million people • 931 people per square mile, over 10x higher than the US average 7 New York Metro: 48 Properties, ~80% of Total Value
INVESTOR DAY 2019 8 Portfolio Composition
Flagship Value-Add Core Non-Core Total
Number of Assets 4 23 20 26 73
Gross Leasable Area 2.9M sf 5.4M sf 4.2M sf 2.5M sf 15M sf
Estimated Gross Value $1.3B $1.5B $1.0B $0.2B $4.0B
Occupancy Rate 94% 86% 98% 98% 93%
Weighted Average Base Rent PSF $26 $20 $16 $13 $19
Weighted Average 3-Mile Population 280,000 200,000 150,000 150,000 210,000
Weighted Average 3-Mile Income $111,000 $108,000 $106,000 $83,000 $107,000
Estimated 3-Yr NOI CAGR 2019–2022 3–4% 7–8% 2–3% 3–4%(1) 3–5%
Note: the table reflects the pro forma impact of acquisitions and dispositions under contract as of October 31, 2019.
(1) The growth rate includes the impact of two anchor leases that were recently executed that have not yet commenced rent as of September 30, 2019. Excluding the impact of these two leases, the three-year NOI Compound Annual Growth Rate (CAGR) for the non-core portfolio would be ~2%.
INVESTOR DAY 2019 9 Strip Centers Are Not Malls
Strip centers oer compelling investment advantages over malls: • Flexible Format • Retailer Performance • Liquidity - Most shopping centers are one-level - Stock performance of UE’s top five - In the last 12 months, 400 asset rectangular buildings that only cover tenants (Home Depot, TJX, Best Buy, sales transactions have been completed 25% of the land with parking lots Lowe’s and Walmart) is +34% YTD with in the shopping center space, accounting taking up the remaining 75% an average market cap of $154B for $14B - Stock performance of top five mall tenants (Gap, - Little to no activity in the mall space L Brands, Ascena, PVH and Signet) is –35% YTD with an average market cap of only $4B Three-Year Growth Plan: 2020–2022
FFO Per Share SP NOI Increase Acquisitions CAGR CAGR Occupancy from Per Year 5–6% 3–5% 93% to 97% $150M– $200M
Development Dispositions Maintain Cash Net Debt Spend Per Year Per Year Balance to EBITDAre $100M– $50M $200M– <6.0x $125M $300M accelerates to $200M–$300M/year starting in 2023 depending on residential funding
INVESTOR DAY 2019 11 Our Stock Is Undervalued on a Relative Basis 3-Mile Pop. 3-Mile 3 Year Implied Density Median Income FFO Growth Cap Rate Federal Realty 172,000 $102,000 4.2% 5.0% UE has historically traded Acadia Realty Trust 365,000 92,000 3.1% 5.2% in line with these peers ROIC 118,000 92,000 2.5% 5.3% } UE Stock would trade at Regency Centers 146,000 94,000 2.1% 5.6% Average 200,250 $95,000 2.9% 5.3% $28 per share at a 5.3% cap rate Kimco Realty 124,000 $84,000 2.2% 6.4% Weingarten Realty 122,000 76,000 0.9% 6.5% Site Centers 110,000 83,000 -3.0% 7. 1% RPAI 145,000 87,000 2.6% 7.3% Brixmor Property Group 86,000 72,000 0.0% 7.3% Average 117,400 $80,400 0.5% 6.9%
UE – Green Street Est. 2.3% 6.2% UE – Internal Projection 210,000 $89,000 5–6%
Data is per latest available Green Street estimates, which have valued UE’s Puerto Rico assets at its debt. Implied cap rates reflect share prices as of November 4, 2019.
INVESTOR DAY 2019 12 RETAIL LANDSCAPE
INVESTOR DAY 2019 13 Evolution of Retail Real Estate
THEN NOW
Quantity vs. Quality
Inflexibility vs. Flexibility
Brick & Mortar vs. Harmonized Retail Picture of Sears
INVESTOR DAY 2019 14 Diversified Tenant Concentration Retail Categories – Top 50 Tenants (comprise ~2/3 total company ABR)
Pet Store 5% Apparel 5% Discounter 19% Other (O¦ce, Education, Beauty) 10%
Consumer Electronics 8% Home Improvement / Furnishings 19% Fitness / Restaurant / Entertainment 8%
Leading Grocer / Department Store Warehouse Club 11% 15%
INVESTOR DAY 2019 15 Tenant Concentration Top 20 Tenants by Annualized Base Rent (ABR) Total Square Feet ABR Tenant in thousands in millions % of Total ABR The Home Depot, Inc. 920 $16.5 6.5% The TJX Companies, Inc. 615 11.2 4.4 Best Buy Co., Inc. 404 9.0 3.5 Lowe’s Companies, Inc. 976 8.6 3.4 Walmart Inc. 727 7.7 3.0 Ahold Delhaize 590 7.2 2.8 Burlington Stores, Inc. 405 7.0 2.8 PetSmart, Inc. 287 6.9 2.7 Kohl’s Corporation 633 6.4 2.5 BJ’s Wholesale Club 454 5.7 2.2 Wakefern (ShopRite) 296 5.2 2.1 Staples, Inc. 186 4.0 1.6 Whole Foods Market, Inc. 101 3.7 1.4 The Gap, Inc. 124 3.6 1.4 Target Corporation 298 3.5 1.4 Century 21 157 3.4 1.3 Sears Holdings Corporation 322 3.3 1.3 LA Fitness International LLC 181 3.3 1.3 Bob’s Discount Furniture 171 3.2 1.3 24 Hour Fitness 54 2.6 1.0 Total 7,901 $121.8 48% INVESTOR DAY 2019 16 Anchor Lease-Up Projections
Annual Status Property Gross Rent Estimated Stabilization
Open Amherst Commons, $2M 3Q19 West Branch Commons
Executed Salem, $2M 2Q20; 2Q22 Shops at Bruckner
Negotiating Briarcli§ Commons, $11M 1Q21–2Q22 Huntington Commons, Las Catalinas Mall, Plaza at Woodbridge, Lodi, Hudson Mall, Wilkes-Barre Commons
Subtotal $15M
Held for Development Bruckner Commons $3M TBD
Total $18M
INVESTOR DAY 2019 17 Large Anchor Leasing Drives ~40% of Three-Year NOI Growth
Anchor Lease-Up
$15M
$10M
Gross Rent
$5M
0 2019 2020 2021 2022
Year Ending
Note: Total capital including tenant improvements, development and construction costs related to these leases is expected to be approximately $100M which is included in the three-year development pipeline. The estimated unleveraged yield is projected to be 9% based on incremental NOI which measures rents in excess of the amount received during the prior 12 months.
INVESTOR DAY 2019 18 Recent Openings
Amherst Commons West Branch Commons Amherst, NY Union, NJ Open: 3Q19 Open: 3Q19
INVESTOR DAY 2019 19 Executed
Salem Shops at Bruckner Salem, NH Bronx, NY Est. Opening: 2Q20 Est. Opening: 2Q22
INVESTOR DAY 2019 20 Negotiating
Grocer & Discounter
Grocer
Huntington Commons Briarcli Commons Huntington, NY Morris Plains, NJ Est. Opening: 1Q22 Est. Opening: 2Q22
INVESTOR DAY 2019 21 Negotiating
Discounter
Discounter
Plaza at Woodbridge Wilkes-Barre Commons Woodbridge, NJ Wilkes-Barre, PA Est. Opening: 1Q21 Est. Opening: 2Q21
INVESTOR DAY 2019 22 Negotiating
Beauty & Discounter Industrial/Retail
Entertainment
Las Catalinas Hudson Mall Lodi Caguas, PR Jersey City, NJ Lodi, NJ Est. Opening: 2Q21 Est. Opening: 2Q21 Est. Opening: 4Q21
INVESTOR DAY 2019 23 Other Leasing Activity
Old Navy opened at Las Catalinas Creative leasing to improve Creating alternative uses and Montehiedra in Fall 2019 mix and value with halo e§ect long-term
INVESTOR DAY 2019 24 BUILDING INVESTOR DAY 2019 COMMUNITY 25 Our Approach to Real Estate
• Deliver the right product that serves the community • Leverage the unique strengths of each property • Merchandise with a diverse retail mix to drive dwell time • Add new uses where appropriate • Create an experience
Results in a tiered development pipeline creating a spectrum of opportunity
INVESTOR DAY 2019 26 Three-Year Development Pipeline
Status Property Capital Stabilization
Flagship Next Steps Bruckner Commons, Hudson Mall, $110M–$125M 3Q20–4Q24 Yonkers Gateway Center, Bergen Town Center
Retail Dierentiation Briarcli§ Commons, Huntington Commons, $130M–$140M 2Q20–2Q24 Plaza at Cherry Hill, Marlton Commons
Use Diversification Lodi $20M–$25M 4Q21
Anchor Vacancies Plaza at Woodbridge, Salem, $15M–$20M 2Q20–2Q21 Las Catalinas Mall
Pad Sites Wilkes-Barre Commons, Outlets at Montehiedra, $15M–$20M 4Q20–4Q21 Brunswick Commons, Brick Commons
Total $290M–$330M
Projects are expected to generate a 7–8% unleveraged yield
INVESTOR DAY 2019 27 Hudson Mall Jersey City, NJ
Acquired in 2017 for $44M at an ~8% Cap Rate INVESTOR DAY 2019 28 Hudson Mall Jersey City, NJ
T H E HEI G H T S
In the Path of Transformation (CBD) NOHO
W E S T SIDE JOURNAL • Auence has risen by XX% since 2010 SQUARE Hudson Mall • $XX of private investment in Jersey City MCGINLEY THE VIL L AGE SQUARE H I S T O RIC T HE D O WNT OWN W A T E R F RONT • City invested $XX in Bayfront to acquire Jersey C ity a XX-acre Brownfield site for redevelopment H A C K E N S A C K P AUL U S HOOK RIVER W A T E RFRONT C O L G A T E C E N T E R NJCU COM MU NIP AW
JACKSON-HILL Mature Development Corridor Cornerstone Historic Districts, HudsonHudson Mall Mall Neighborhood Arts Districts Jersey JerseyCity, NJ City, NJ
G R EENV ILL E Emerging Markets T H E HEI G H T S T H E HEI G H T S Developing Markets CURRI E S W O O DS Trending Hot
Journal Square Halo University Place (Rivet) Halo INVESTOR DAY 2019 29
(CBD) NOHO
W E S T SIDE JOURNAL In the Path of Transformation SQUARE (CBD) NOHO
MCGINLEWY E S T SIDE THE VIL L AGE JOURNAL SQUARE • Auence has risen by XX% since 2010 H I S T O RIC T HESQUARE D O WNT OWN W A T E R F RONT Hudson Mall Jersey C ity • $XX of private investment in Jersey City MCGINLEY THE VIL L AGE H A C K E N S A C K SQUAP AUREL U S HOOK In the Path of Transformation RIVER H I S T O RIC T HE W A T E RFRONT C O L G A T E C E N T E R D O WNT OWN W A T E R F RONT NJCU COM MU NIP AW • City invested $XX in Bayfront to acquire • Since 2010, population has grown by 7% JACKSON-HILL Jersey C ity a XX-acre Brownfield site for redevelopment H A C K E N S A C K P AUL U S HOOK while average household income has grown RIVER W A T E RFRONT C O L G A T E C E N T E R NJCU COM MU NIP AW by 28% G R EENV ILL E
JACKSON-HILL
CURRI E S W O O DS • MultipleMature sub-markets Development Corridor experiencing significantCornerstone investment Historic Districts, Neighborhood Arts Districts
G R EENV ILL E • JerseyEmerging City is Markets investing $170M in the
T H E HEI G H T S acquisitionDeveloping and Markets improvement of Bayfront CURRI E S W O O DS immediatelyTrending Hot adjacent to Hudson Mall
Journal Square Halo Credit: GRID Real Estate Releases Development Trend Map for INVESTOR DAY 2019 Jersey City by Darrell Simmons – October 18, 2016 University Place (Rivet) Halo 29 INVESTOR DAY 2019 29
(CBD) NOHO
W E S T SIDE JOURNAL SQUARE
MCGINLEY THE VIL L AGE SQUARE H I S T O RIC T HE D O WNT OWN W A T E R F RONT
Jersey C ity
H A C K E N S A C K P AUL U S HOOK RIVER W A T E RFRONT C O L G A T E C E N T E R NJCU COM MU NIP AW
JACKSON-HILL
G R EENV ILL E
CURRI E S W O O DS Hudson Mall Jersey City, NJ
Hudson Mall Retail
9
• Limited Competition Serving a Dense Population Bayfront • Superior Regional Retail Access • Proximate to Transit • Long-Term Densification
78 30 Data source: Placer.ai Tru Trade Area representing 40% and 70% of visits Hudson Mall Phased Approach to Value Creation Jersey City, NJ
Lease Toys “R” Us De-Mall Box
INVESTOR DAY 2019 “PHASED APPROACH TO JollibeeVALUE 31 CREATION” ANDI – WORD-SMITHING? Lease Hudson Mall Jollibee Toys “R” Us Box De-Mall Total Jersey City, NJ Existing NOI $0.04M $0 $0.7M $0.7M New NOI $0.3M $1.0M $3.2M $4.5M Capital $0.1M $4.8M $37.2M $42.1M Target Stabilization 2Q20 2Q21 3Q22
Lease Toys “R” Us De-Mall Box
INVESTOR DAY 2019 Jollibee 32 Hudson Mall Jersey City, NJ
Opportunity to create a transit-oriented mixed-use neighborhood over the long-term
INVESTOR DAY 2019 33 Briarcli Commons Morris Plains, NJ
Legacy Asset with Untapped Potential INVESTOR DAY 2019 34 Briarcli Commons Morris Plains, NJ
Acme
Shop Rite
80 • Well located to serve Briarcliff Commons the community • Strong daytime Office 280 population Wegmans • Grocery competition Stop N Shop largely located in Shop Rite stand-alone buildings
287 • Over 365K population 10 with average household income of ~$90K
35 Data source: Placer.ai Tru Trade Area representing 40% and 70% of visits Briarcli Commons Creating the Right Mousetrap Morris Plains, NJ
New Front Door Before
Grocery
After
New Outdoor Dining
INVESTOR DAY 2019 36 Plaza at Woodbridge Woodbridge, NJ
Acquired in 2017, Asset Has Been Historically Capital Starved INVESTOR DAY 2019 37 Plaza at Woodbridge Woodbridge, NJ
Plaza at Woodbridge Shop Rite
Bed Bath & Beyond, Marshalls, DSW Residential Burlington, Big Lots, Party City Target • Super-regional 95 shopping destination
Woodbridge Center between two malls 1 Menlo Park Mall • Positioned to be the
9 aggregator of best-in- class box tenants Lowe’s, Wegmans, • Adjacent to multi-family Home Goods, Bob’s Furniture Walmart, Home Depot
38 Data source: Placer.ai Tru Trade Area representing 40% and 70% of visits Plaza at Woodbridge Consolidating Best-in-Class Woodbridge, NJ Tenants in the Market
Anchor / Medical Office Opportunity Before
After
Anchor Re-Tenanting
39 Plaza at Woodbridge Superior Location Creates Opportunities Woodbridge, NJ for Diversification and Densification
Future Residential Opportunity
New Self-Storage Open 4Q19
INVESTOR DAY 2019 40 LONG-TERM
INVESTOR DAY 2019 PIPELINE 41 Yonkers Gateway Center Yonkers, NY
Acquired in 2017 with Immediate Redevelopment Opportunity INVESTOR DAY 2019 42 Yonkers Gateway Center Superior Location With Great Potential Yonkers, NY to Create Community
INVESTOR DAY 2019 43 Bruckner Commons Bronx, NY
First Phase of Redevelopment Completed in 2019 INVESTOR DAY 2019 44 Bruckner Commons Densely Populated Urban Infill Bronx, NY Location with Flexible Mixed-Use Redevelopment Potential
INVESTOR DAY 2019 45
PROPERTY FACT / STATEMENT Bergen Town Center Paramus, NJ
Positioned with Innovative Value Proposition INVESTOR DAY 2019 46 Bergen Town Center Paramus, NJ
Paramus Park
• Paramus produces the Bergen Town Center highest retail sales in
Westfield Garden State Plaza the country • Located between three Shops at Riverside 17 regional mall properties 4 • Super-regional access and connectivity to New York City • Uniquely positioned to satisfy multiple consumer needs
47 Data source: Placer.ai Tru Trade Area representing 40% and 70% of visits Bergen Town Center Existing Merchandising Components Paramus, NJ
Anchor Retail Food and Entertainment Mixed-Use Opportunity
Concentration of best- in-class value fashion anchors
Daily-need anchors generate $225M in sales annually
Collection of outlet tenants creates super- regional draw INVESTOR DAY 2019 48 Bergen Town Center Creating Places for People Paramus, NJ
Existing
INVESTOR DAY 2019 49 Bergen Town Center Finding Value within Paramus, NJ the Existing Four Walls
Existing
INVESTOR DAY 2019 50 Bergen Town Center Turning Parking Lots Paramus, NJ into Neighborhoods
Existing
INVESTOR DAY 2019 51 $1B Development Pipeline
• ~$100M–$125M annual investment beginning in 2020 • Annual development spend is projected to increase to $200M–$300M starting in 2023 - Residential development represents approximately 50% of capital investment. Funding sources will be evaluated after approvals are obtained.
INVESTOR DAY 2019 52 INVESTOR DAY 2019 ACQUISITIONS AND DISPOSITIONS53 Investment Landscape
Port Chester Shopping Center, Port Chester, NY Home Depot, Lodi, NJ February 2019 August 2019 $191M, 4.5% cap rate $53M, 5.0% cap rate
Meadow Glen Mall, Medford, MA Vernon Hills, Eastchester, NY MayINVESTOR 2019 DAY 2019 November 2019 54 $86M, 5.3% cap rate $125M+ Acquisitions and Dispositions Since 2015
INVESTOR DAY 2019 55 2019 – Upgrading the Portfolio
Dispositions Acquisitions
Assets 12 5
Value $186M $204M
Markets Secondary New York / Boston
Yield ~7.4% ~5.5%
ABR $14 PSF $35 PSF
3-Mile Population 128K 832K
3-Mile Average Household Income $82K $82K
INVESTOR DAY 2019 56 Acquisition Criteria • D.C. to Boston with focus on New York City metro
• High-quality demographics in growing infill submarkets • Strong competitive position and limited future supply • Top quartile tenant sales and sustainable health ratios • Below market rents • NOI growth via contractual bumps, lease-up or mark-to-market • Transit-oriented • Potential for redevelopment including mixed-use • Attractive risk-adjusted returns • Prefer off-market, relationship-driven transactions
INVESTOR DAY 2019 57 Under Contract – Wonderland Marketplace
INVESTOR DAY 2019 58 Competitive Advantage
Local Knowledge
Relationships
Focus
$
Ability to Move Quickly with Conviction
INVESTOR DAY 2019 59 BALANCE SHEET Mark Langer
NEED BETTER TITLE SLIDE w/ Graphic image
INVESTOR DAY 2019 FINANCIAL OUTLOOK60 Conservative Leverage and Well-Laddered Debt Maturities Key Leverage Metrics Net Debt to Adjusted EBITDAre 4.8x Net Debt to Total Market Capitalization 25% Weighted Average Term to Maturity 5.9 years Weighted Average Cost of Debt 4.1%
Maturity Profile (balloon payments only, $ in Millions)
$400 $329 $300 $261 $260 $199 $200 $113 $115 $87 $100 $38 $23 $34 $0 $0 $0 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 Thereafter
Weighted avg. rate 4.7% 3.8% 3.7% 4.2% 4.1% 3.9% 4.3% 4.2% 4.1% 4.5% at maturity
Notes: All metrics based on reported information as of September 30, 2019 Weighted average rate at maturity on variable rate debt reflects the rate in eect as of September 30, 2019
INVESTOR DAY 2019 61 Net Debt/EBITDA
8 7.3x 7.2x
7 6.7x 6.2x 6 5.8x 5.5x 5.5x 5.5x 5.6x 5.0x 4.8x Net Debt/ 5 EBITDA
4
3
2
1
Company
Source-Data as of September 30, 2019, per company filings including preferred
INVESTOR DAY 2019 62 Balance Sheet Is Positioned for Growth
Substantial Liquidity to Fund Acquisitions and Development and to Withstand Economic Uncertainty
• Cash Position $536M • Line of Credit Capacity $600M • Unencumbered Asset Value $1.2B
INVESTOR DAY 2019 63 Three-Year Growth Plan
2020–2022
FFO Growth 5–6% avg annual growth
SP NOI w/Redevelopment 3–5% avg annual growth
Acquisitions $150M–$200M per year(1)
Dispositions $50M per year
Dev/Redevelopment Spend $100M–$125M per year
Net Debt to Forward EBITDA < 6.0x(2)
Cash Position $200M–$300M
(1) In addition to activity already announced/under contract, acquisitions assume 5.5–6.5% cap rate, dispositions assume 7.5–8.25% cap rate. (2) Assumes a ~$150 million equity capital raise in 2022.
INVESTOR DAY 2019 64 Components of Three-Year NOI CAGR
2020–2022
Anchor Lease-Up 1.6–2.3%
Contractual Rent Steps 1.1–1.3%
Development/Expansion/Pads 0.8–1.3%
Occupancy and Rent Spreads 0.5–1.1%
Three-Year NOI CAGR: 4–6% Additional Contingency: (1%) Projected Three-Year NOI CAGR: 3–5%
INVESTOR DAY 2019 65 Track Record of Prudent Capital Allocation
• Seasoned executive team has a track record of using conservative leverage and maintaining comprehensive risk assessment policies related to investing activities • Business plan is funded with appropriate blend of cash, debt and equity
Cash Non-core Free Cash Debt & SOURCES on Hand Dispositions Flow Equity
USES Acquisitions / Development / Capital Maintenance
INVESTOR DAY 2019 66 SUMMARY67 Key Takeaways
• Creative, Experienced and Entrepreneurial Team
• High-Quality, Irreplaceable Portfolio
• Strip Centers Are Not Malls
• Anchor Leasing Should Drive Occupancy from 93% to 97%
• $1 Billion of Redevelopment Opportunities
• ~$200 Million of Acquisitions Closed or Under Contract
• Strong Balance Sheet
• 5–6% Compounded Annual FFO Growth over Next Three Years
• UE Stock Is Undervalued on a Relative Basis
INVESTOR DAY 2019 68 We Have the Right Formula to Drive Growth
LONG-TERM TALENT ASSETS CAPITAL SUSTAINABLE GROWTH
INVESTOR DAY 2019 69 Follow Us On
INVESTOR DAY 2019 70 Non-GAAP Financial Measures & Operating Metrics
Non-GAAP Financial Measures The Company uses certain non-GAAP performance measures, in addition to the primary GAAP presentations, as we believe these measures improve the understanding of the Company’s operational results. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the investing public, and thus such reported measures are subject to change. The Company’s non-GAAP performance measures have limitations as they do not include all items of income and expense that affect operations, and accordingly, should always be considered as supplemental financial results. The following non-GAAP measures are commonly used by the Company and investing public to understand and evaluate our operating results and performance:
• FFO: The Company believes Funds From Operations (FFO) is a useful, supplemental measure of its operating performance that is a recognized metric used extensively by the real estate industry and, in particular real estate investment trusts (REITs). FFO, as defined by the National Association of Real Estate Investment Trusts (Nareit) and the Company, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciable real estate and land when connected to the main business of a REIT, impairments on depreciable real estate or land related to a REIT’s main business and rental property depreciation and amortization expense. The Company believes that financial analysts, investors and shareholders are better served by the presentation of comparable period operating results generated from FFO primarily because it excludes the assumption that the value of real estate assets diminish predictably. FFO does not represent cash flows from operating activities in accordance with GAAP, should not be considered an alternative to net income as an indication of our performance, and is not indicative of cash flow as a measure of liquidity or our ability to make cash distributions.
• FF O as Adjusted: The Company provides disclosure of FFO as Adjusted because it believes it is a useful supplemental measure of its core operating performance that facilitates comparability of historical financial periods. FFO as Adjusted is calculated by making certain adjustments to FFO to account for items the Company does not believe are representative of ongoing core operating results, including non- comparable revenues and expenses. The Company’s method of calculating FFO as Adjusted may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
• Cash NOI: The Company uses cash Net Operating Income (NOI) internally to make investment and capital allocation decisions and to compare the unlevered performance of our properties to our peers. The Company believes cash NOI is useful to investors as a performance measure because, when compared across periods, cash NOI reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and disposition activity on an unleveraged basis, providing perspective not immediately apparent from net income. The Company calculates cash NOI using net income as defined by GAAP reflecting only those income and expense items that are incurred at the property level, adjusted for non-cash rental income and expense, and income or expenses that we do not believe are representative of ongoing operating results, if any. In addition, the Company uses cash NOI margin, calculated as cash NOI divided by total revenue, which the Company believes is useful to investors for similar reasons.
• S ame-property Cash NOI: The Company provides disclosure of cash NOI on a same-property basis, which includes the results of properties that were owned and operated for the entirety of the reporting periods being compared. Information provided on a same-property basis excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the gross leasable area (GLA) is taken out of service and also excludes properties acquired or sold during the periods being compared. As such, same-property cash NOI assists in eliminating disparities in net income due to the development, redevelopment, acquisition or disposition of properties during the periods presented, and thus provides a more consistent performance measure for the comparison of the operating performance of the Company’s properties. While there is judgment surrounding changes in designations, a property is removed from the same-property pool when it is designated as a redevelopment property because it is undergoing significant renovation or retenanting pursuant to a formal plan that is expected to have a significant impact on its operating income. A development or redevelopment property is moved back to the same-property pool once a substantial portion of the NOI growth expected from the development or redevelopment is reflected in both the current and comparable prior year period, generally one year after at least 80% of the expected NOI from the project is realized on a cash basis. Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. The Company also provides disclosure of cash NOI on a same-property basis adjusted to include redevelopment properties. Same-property cash NOI may include other adjustments.
INVESTOR DAY 2019 71 Non-GAAP Financial Measures & Operating Metrics (cont)
• EBITDAre and Adjusted EBITDAre: Earnings Before Interest, Tax, Depreciation and Amoritization (EBITDAre) and Adjusted EBITDAre are supplemental, non-GAAP measures utilized by us in various financial ratios. The White Paper on EBITDAre, approved by Nareit’s Board of Governors in September 2017, defines EBITDAre as net income (computed in accordance with GAAP), adjusted for interest expense, income tax expense, depreciation and amortization, losses and gains on the disposition of depreciated property, impairment write-downs of depreciated property and investments in unconsolidated joint ventures, and adjustments to reflect the entity’s share of EBITDAre of unconsolidated joint ventures. EBITDAre and Adjusted EBITDAre are presented to assist investors in the evaluation of REITs, as a measure of the Company’s operational performance as they exclude various items that do not relate to or are not indicative of our operating performance and because they approximate key performance measures in our debt covenants. Accordingly, the Company believes that the use of EBITDAre and Adjusted EBITDAre, as opposed to income before income taxes, in various ratios provides meaningful performance measures related to the Company’s ability to meet various coverage tests for the stated periods. Adjusted EBITDAre may include other adjustments not indicative of ongoing operating results as detailed in the Reconciliation of Net Income to EBITDAre and Adjusted EBITDAre included herein. The Company also presents the ratio of net debt (net of cash) to annualized Adjusted EBITDAre as of September 30, 2019, and net debt (net of cash) to total market capitalization, which it believes is useful to investors as a supplemental measure in evaluating the Company’s balance sheet leverage.
The Company believes net income is the most directly comparable GAAP financial measure to the non-GAAP performance measures outlined above. Reconciliations of these measures to net income have been provided in the Company’s most recently available public filings at http://investors.uedge.com/news, and a reconciliation of net income to EBITDAre and Adjusted EBITDAre is provided herein.
Operating Metrics The Company presents certain operating metrics related to our properties, including occupancy, leasing activity and rental rates. Operating metrics are used by the Company and are useful to investors in facilitating an understanding of the operational performance for our properties.
Occupancy metrics represent the percentage of occupied gross leasable area based on executed leases (including properties in development and redevelopment) and includes leases signed, but for which rent has not yet commenced. Same-property portfolio occupancy includes properties that have been owned and operated for the entirety of the relevant periods being compared. Occupancy metrics presented for the Company’s same-property portfolio excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the gross leasable area is taken out of service and also excludes properties acquired within the past 12 months or properties sold during the periods being compared.
INVESTOR DAY 2019 72 Reconciliation of Net Income to EBITDAre and Adjusted EBITDAre and Calculation of Net Debt to Annualized Adjusted EBITDAre
Three Months Ended (Amounts in thousands) September 30, 2019 Net income $56,700 Depreciation and amortization 21,496 Interest and debt expense 16,861 Income tax expense 53 Gain on sale of real estate (39,716) EBITDAre $55,394 Adjustments for Adjusted EBITDAre: Gain on sale of lease (1,849) Tenant bankruptcy settlement income (63) Transaction, severance and other expenses 167 Adjusted EBITDAre $53,649 Annualized Adjusted EBITDAre $214,596
September 30, 2019 Total consolidated debt(1) $1,558,003 Cash and cash equivalents including restricted cash (536,346) Net debt $1,021,657
Net Debt to Annualized Adjusted EBITDAre 4.8x
(1) Total consolidated debt excludes unamortized debt issuance costs of $10.5 million.
INVESTOR DAY 2019 73