Prepared remarks
Hello, and welcome to the CTO Realty Growth Q2 2026 Earnings Conference Call. After the speakers' presentation, there will be a question and answer session. To ask a question during the session, you will need to press *11 on your telephone. You will then hear an automated message advising that your hand has been raised. To withdraw your question, please press *11 again. Please be advised that today's conference is being recorded. I would now like to hand the conference over to Jenna McKinney, director of finance. Please go ahead.
Good morning, everyone, and thank you for joining us today for the CTO Realty Growth Second Quarter 2026 Operating Results Conference Call. Participating on the call this morning are John Albright, President and Chief Executive Officer; Philip R. Mays, Chief Financial Officer; and other members of the executive team that will be available to answer questions during the call. I would like to remind everyone that many of our comments today are considered forward-looking statements under federal securities laws. The company's actual future results may differ significantly from the matters discussed in these forward-looking statements, and we undertake no duty to update these statements. Factors and risks that could cause actual results to differ materially from expectations are discussed from time to time in greater detail in the company's Form 10-Ks, Form 10-Qs, and other SEC filings. You can find our SEC reports, earnings release, supplemental, and most recent investor presentation on our website at ctoreit.com. With that, I will turn the call over to John.
Thanks, Jenna, and good morning, everyone. Our strategy of owning and operating high-quality shopping centers in high-growth markets complemented by our structured investments continues to produce results across all areas of our business. For the quarter, we again delivered strong results driven by robust same property NOI growth, healthy leasing, and $153 million of investments at a weighted average initial yield of 10.2%. Starting with leasing, during the quarter, we executed 25 new leases, renewals, and extensions totaling 213 thousand square feet, including 184 thousand square feet of comparable leases at a positive cash rent spread of 6%. Year to date, we have now completed 366 thousand square feet of leasing, including 330 thousand square feet of comparable leases at a cash rent spread of 10%. Leases signed during the quarter include Cooper's Hawk, an outparcel development at Ashley Park, and Party Barn Kids at Millenia Crossing, which is in front of the mall, Millenia in Orlando. Reflecting this leasing momentum, at quarter end, our total portfolio was 95.4% leased, up 150 basis points from a year ago. The current spread between leased and occupied rates is 400 basis points, and our signed-not-open pipeline is $6.3 million representing approximately 5.8% of in-place annual cash-based rent. We believe this provides a meaningful and visible earnings tailwind as these tenants are expected to take possession and commence paying rent through the balance of 2026 and into 2027. One final leasing note: The Cheesecake Factory recently opened its nearly 7 thousand-square-foot restaurant space at The Collection at Forsyth in Georgia on July 21. The opening was highly successful, and the shopping center continues to strengthen its position as a vibrant focal point in Atlanta's most affluent suburb. In addition, demand for the center's 10-acre outparcel remains strong, and we are in active lease negotiations with an anchor tenant to take possession. Also reflecting the strength of our operating performance, same property NOI for our shopping centers increased 10.1% for the quarter compared to the prior year period. This growth continues to be driven by leasing activity across our portfolio, including the anchor backfills that have commenced paying rent. Philip will provide additional details on same property NOI shortly. Moving to investment activity, during the quarter, we acquired Gallery on the Parkway, a 152 thousand square foot open-air retail power center in Dallas, for $53.3 million. The center is fully occupied and anchored by Dick's House of Sport, Nordstrom Rack, Cost Plus World Market, and Portillo's. Situated on 12 acres along the Dallas North Tollway, with over 121 thousand vehicles passing daily, this property serves a dense trade area with a population of approximately 368 thousand residents within a 5-mile radius. It is also just 2 miles from the proposed site of the Dallas Mavericks' new arena and entertainment district. On a year-to-date basis, we have now completed $234.2 million of investments at a weighted average yield of 9.5%. On the recycling front, during the quarter, we completed $90.7 million of property dispositions at a weighted average exit cap rate of 6.7%. These sales included Mass and Yards, a 163 thousand square foot shopping center in Atlanta, Georgia, and Granada Plaza, a 74 thousand square foot shopping center in Tampa, Florida. These dispositions allow us to continue recycling capital out of low cap rate stabilized assets and into higher-yielding investment opportunities. Further, the state of New Mexico is expected to take possession of 98 thousand square feet at our Albuquerque, New Mexico office property this fall, bringing the property back to full occupancy. Accordingly, we are now preparing to take this property to market. This will represent our last noncore asset to sell. In addition, we are under contract to sell, subject to customary closing conditions, a 76.5 thousand square foot portion of Carolina Pavilion in Charlotte, North Carolina to a national retailer. This square footage consists of two adjacent vacant anchor boxes formerly leased to Value City Furniture and JOANN. Assuming this sale closes, we will have resolved all but one of the vacant anchor boxes we have been discussing on prior calls. Based on the eight completed anchor leases and current lease negotiations for the one remaining vacant box, we anticipate a positive lease spread of approximately 75% for these nine anchor spaces combined. Notably, beyond the favorable earnings impact driven by these new anchors, we believe that they will also drive more foot traffic and create vibrancy for our shopping centers. Turning to our structured investment platform, which continues to be an attractive complement to our investment strategy, during the quarter, we originated two preferred equity investments totaling $96.4 million. The first was a previously announced $75 million preferred-equity investment in a Class A premier retail property located in the Southwest, which generates a 12% initial cash yield and has a two-year term. The second was a $21.4 million preferred equity investment in a grocery-anchored development located in the Northeast which generates a 12% initial yield, including 3% accrued paid-in-kind interest, and has an 18-month term. After the quarter end, we originated a $37 million first mortgage investment secured by a leasehold interest in a mixed-use property located in Austin, Texas, of which $29.8 million was funded at closing. This investment generates a 9.75% initial cash yield and has a two-year term. Including this investment, our pro forma structured investment portfolio stands at $222 million or approximately 15% of undepreciated assets, which is our target. The pro forma structured investment portfolio generates a weighted average yield of approximately 11.5%. Just a brief update on our six identified outparcel opportunities. As previously discussed last quarter, we signed a lease with Swig for a drive-through customized beverage store at Marketplace at Seminole Town Center located in the Orlando market. In this quarter, we signed a lease with Cooper's Hawk at Ashley Park located in the Atlanta market. We remain active in lease negotiations for the remaining four outparcels, which are located at Beaver Creek, West Broad Village, Plaza at Rockwall, and Collection at Forsyth. We continue to expect these six outparcels combined to generate a low double-digit unlevered yield on approximately $30 million of investment with capital being deployed over late 2026 and into 2027, beginning to contribute to earnings in 2027 with the full benefit expected to be recognized in 2028. We look forward to providing updates related to this initiative as additional leasing is completed. Looking forward, we have built a robust pipeline of acquisition opportunities and are actively underwriting shopping centers that align with our growth strategy. We expect to close at least one additional acquisition before year end, further strengthening our portfolio. Together with our year-to-date activity, this leads us to raise our investment volume guidance by over $100 million to a new range of $300 million to $400 million. In summary, we are very pleased with our performance through the first half of 2026 and we remain excited about the embedded growth drivers across our portfolio, including our below-market in-place rents, our signed-but-not-open pipeline, our outparcel development opportunities, and our disciplined capital recycling. We believe these initiatives position the company to deliver meaningful earnings growth for years to come. And with that, I will hand the call over to Philip.
Thanks, John. On this call, I will briefly highlight our quarterly results, provide an update on our same property NOI growth and balance sheet, and discuss our updated 2026 outlook. The second quarter core FFO was $18.4 million, a $3.8 million increase compared to $14.7 million reported in the comparable quarter of the prior year. On a per diluted share basis, core FFO was $0.53 per share, versus $0.45 per share, an increase of nearly 18%. AFFO was $19.1 million for the quarter, an increase of $3.9 million compared to $15.3 million reported in the comparable quarter of the prior year, and on a per diluted share basis was $0.55 per share, versus $0.47 per share. The growth in both core FFO and AFFO was primarily driven by leases over the past year that have commenced paying rent along with earnings contributions from our recent acquisitions and structured investments. Regarding same property NOI, as John mentioned, same property NOI for our shopping centers increased 10.1% in the quarter compared to the prior year period. On a year-to-date basis, shopping center same property NOI increased 8.2%, or 7% excluding certain nonrecurring recovery benefits recorded during the first quarter of the year. Total same property NOI, including our few noncore properties, increased 6.7% for the second quarter and 4.5% for the six months ended June 30. Year-to-date growth, including noncore properties, was impacted by one tenant vacating 98 thousand square feet of the 212 thousand square feet at our Albuquerque, New Mexico property at the beginning of December 2025. As John discussed earlier, the space has been fully leased to the state of New Mexico, which is expected to commence paying rent in late 2026. Strong same property NOI growth for our shopping centers in the first half of the year was driven by new anchor tenant openings including a Life Fitness at Beaver Creek, Barnes & Noble at The Plaza at Rockwall, and the Pickler Pickleball facility at The Collection at Forsyth. All of which opened in late 2025 and are now contributing to cash rent against the prior year period. That excluded them. As we move into the back half of the year, these new tenants, along with certain anchor backfills that took possession and began paying cash rent late in 2025, begin to roll into the prior year comparable period. In addition, the third quarter of 2025 had unusually low bad debt expense. Accordingly, while we still expect healthy same-store growth going forward, we expect it to moderate from the beginning of the year pace. Moving to the balance sheet. At June 30, we had total debt of $660.8 million consisting of $643 million of unsecured borrowings and $17.8 million mortgage note payable with a weighted average interest rate of 4.6%. We ended the quarter with total liquidity of $131.8 million consisting of $107 million of undrawn commitments under our revolving credit facility and $24.8 million of cash on hand. The only remaining debt maturity in 2026 is the $17.8 million mortgage note payable which matures in August and carries an interest rate of 4.06%. At maturity, we intend to repay this mortgage using our revolving credit facility. During the quarter, we issued approximately 4.2 million common shares under our common stock ATM program at a weighted average gross price of $20.29 per share for total net proceeds of $83.6 million. For the six months ended June 30, we issued approximately 4.9 million common shares at a weighted average gross price of $20.18 per share for total net proceeds of $97.8 million. These proceeds, together with our disposition and structured investment repayment activity, funded our investment volume while allowing us to reduce leverage. As a result, we ended the quarter with net debt to pro forma adjusted EBITDA of 5.8x, a decrease of 0.6x from the end of the first quarter. We expect to continue to delever as our signed-not-yet-open pipeline commences paying rent, although leverage can vary quarter by quarter depending on investment and disposition activity and how it is funded. Regarding our investment and management of Alpine Income Property Trust, income from Pine for the quarter was $2.1 million consisting of $1.4 million in management fees and $700 thousand in dividend income. Reflecting Pine's recent earnings and dividend growth, our new annualized run rate is $8.9 million consisting of $5.7 million in management fees and $3.2 million in dividend income, representing a $400 thousand increase from the annualized second quarter results. One unusual item that I would like to note: income tax expense was elevated at $1.1 million. Of this amount, approximately $800 thousand is related to deferred taxes on unrealized gains on securities such as Pine held in our taxable REIT subsidiary, or TRS, and does not affect our non-GAAP measures because such unrealized gains are excluded net of income taxes. Accordingly, only approximately $300 thousand of income tax expense impacted our non-GAAP measures this quarter. Now turning to guidance. Reflecting our strong first half results and our completed and pending investment activity, we are raising our full-year 2026 outlook. We are increasing core FFO guidance to a new range of $2.09 to $2.13 per diluted share from our prior range of $2.06 to $2.11, and we are increasing our AFFO guidance to a new range of $2.21 to $2.25 per diluted share up from our prior range of $2.19 to $2.24. At the midpoint, our revised core FFO guidance represents approximately 13% growth compared to actual results for 2025. Key assumptions reflected in our revised guidance include investment volume, including commercial loans and structured investments, of $300 million to $400 million, up from our prior range of $175 million to $250 million; same property NOI growth for shopping centers of 5% to 6%, up from our prior range of 3.5% to 4.5%; and general and administrative expenses of $20 million to $20.2 million. And with that, operator, please open the line for questions.
Questions and answers
Thank you. At this time, we will conduct the question and answer session. As a reminder, to ask a question, you will need to press *11 on your telephone and wait for your name to be announced. To withdraw your question, please press *11 again. Our first question comes from the line of Matthew Erdner from Raymond James. Your line is now open.
Hey, good morning, guys. Thanks for taking the question. I would like to touch on the signed-not-open pipeline. So, kind of, the recognition of that across 2027, is that going to be kind of balanced throughout the year? Is it more loaded into, kind of, the first or second half?
Yeah. Hey, Matthew. It is Philip. Over 2027, it will be pretty even. For the remainder of this year, there is probably $400 thousand or so that is picked up in the third quarter, then that probably doubles to about $800 thousand or so in the fourth quarter. And then pretty much everything is almost online. Over 90% online after that, and it is pretty even going forward. A $1.3 million, $1.4 million a quarter going forward. And that is just base rent.
Got it. That is helpful. And then, kind of, looking ahead to 2027, 2028, you know, you have 27% of the ABR rolling over. Have you had any preliminary discussions there? And then, I guess, what opportunity do you think that gives you on top of the current signed-not-open pipeline and then the outparcel development?
Yeah. So in no particular order, I mean, we have very robust lease negotiations and LOI stages and discussions with almost all of the remaining vacancies. So if all that kind of comes through, you are going to be in the high 98% sort of level. But basically, the tenants that are expiring, the one hole we will have that is kind of meaningful would be in West Broad where we are having a tenant downsize. But everything else is pretty much on track and what I think we mentioned before that our theater in Phoenix, we are working on a tenant to take over that box, so that will be good. But we really do not have any issues that cause concern. We have good renewals and a lot of interest for the boxes.
And you will start to see even in our next quarter the 2027 expirations come down. I think we have already had a couple people getting close to 100 thousand square feet already renew. So you will start to see those just kind of come down as we get close to year end as is typical.
Perfect. Awesome. Thank you, guys.
Thanks.
Thank you. Our next question comes from the line of Craig Kucera from B. Riley Securities. Your line is now open.
Yeah. Hey. Good morning. John, you sold out of Atlanta this quarter. Was that more of a portfolio decision to reduce exposure there or did you just think the asset had reached full value since I think it was about 99% occupied?
Yeah. A little bit of all of the above. You know, obviously, Atlanta was our largest market, so lightening up that market probably was prudent. But AMC sort of was something that investors and analysts brought up quite a bit. So knocking out an AMC was good. And, obviously, the cap rate was low where we can recycle into an accretive acquisition, like the one we did in Dallas on the Dallas North Tollway.
And I would like to talk about that transaction, which appears to be a little different than your typical acquisition. I think about a 100% occupied, but it sounds like in a great location. Is there any value-add opportunity there, maybe outparcel development or below-market rents? Or I guess, what was the rationale—was it just a higher cap rate and a very attractive market?
Yeah. You are right, Craig. It is a very attractive location, right by north of The Galleria mall, and close to where the Dallas Mavericks are going to build their arena. Basically, the cap rate was higher than you would normally think for a stabilized asset. Dick's had just taken over and opened a new box, and Portillo's had just opened. And the ability to sell off a pad site, if we wanted to—for instance, the Portillo's—would make it even more accretive on the cap rate. We do not intend to, but that is a potential value-enhancing opportunity we have.
Okay. Great. Changing gears still, you had some interest rate swaps expiring over at Pine. Can you give us some color on your thoughts on the January 20, 2027 expirations? Are you expecting to swap them again? What are your thoughts there?
Yeah. I mean, we will keep all of our term loans swapped. I believe there is a roll up in rate on the 2027. I do not want to call right off the top of my head what it is, but that will run up closer to a market rate. Most of our term loans, if we were to do new swaps now, Craig, would be around 5%. And just thinking about new term loans going forward, that is probably a decent rate to model.
Just one more for me, John. I think the Whole Foods loan you did was the first investment you made outside of the South or Southwest. Was that more of a one-off, or do you think CTO might grow and deploy more capital maybe outside of the South or the Southwest going forward?
I think more of a one-off. The developer we did that with is super talented and has a big pipeline of Whole Foods developments. So we may be able to do some more with him in the future, but yes, this is more of a one-off.
Thank you.
Thanks.
Thank you. Our next question comes from the line of Jay Kornreich from Cantor Fitzgerald. Your line is now open.
Thanks. Good morning. If I could just ask a bigger picture question to start, can you just talk a little bit about the general supply-demand fundamentals you are seeing across the portfolio? Is it correct to say that even the power centers have become more of a landlord's market where you have more pricing power than say, a year ago, and is that what led to the increase in same store NOI and guidance or are there other dynamics pushing that higher?
Sure. I will take the first part of that question and let Philip answer the second part. Definitely the power center market has been very strong of late, and there is a lot more investor interest and more diverse tenant interest because these large formats are in locations where you cannot find the land and you cannot build it for the cost that we are able to buy these things for. So tenants are able to get into good locations for the boxes they need. These power centers are sort of morphing into community centers. For instance, at Carolina Pavilion, we mentioned that we are under contract to sell a vacant JOANN to a tenant that usually does not go into a power center. So it will be great for the center, create more and diverse traffic, and bring down the cap rate of the property by a fair amount in our opinion.
Yeah. And then on the same-store, Jay, it is really kind of three different things moving it. One, the same-store pool is relatively small. A couple hundred thousand in a quarter is 100 basis points of growth. So early in the year, we tend to be a little conservative. Beyond that, on the revenue side, tenants are just moving in at a slightly quicker pace and getting open a little quicker. On the expense side, we really had expenses down year over year. It is really three things: management expense is a little less as we have internalized management at a couple properties; we had a favorable insurance renewal and insurance cost came down; and timing of repair and maintenance was a little lighter in the quarter. It is really all of those things that led to the bump-up in same-store guidance.
Okay. I appreciate that. And then, I guess, maybe just following up on the reference to the Carolina Pavilion and the two vacant anchor boxes that you are under contract to sell there. You know, over the past year and a half, there has been a lot of discussion around the 10 or 11 vacant big-box assets. Finding tenants to lease those up. So just curious to hear more about what made selling these assets the more compelling opportunity. And then assuming the sale does close, how do you want to utilize those proceeds?
When it really came down to it, it was not our intention to sell, but the user really wanted to buy it, not lease. And so given that the use the tenant would have is very accretive to the whole center, it made an easy choice for us. Obviously, it lessens the CapEx for us; we do not have to do a lot of TI that a normal tenant would require. On the other box that we have there, we are in the final throes of lease negotiations and hope to get that announced in 30 days or less and get them going, which would be great to fill out that property.
On the proceeds, initially, we will just take the proceeds and pay down the line, Jay.
Okay. Great. And if I could just squeeze in one last one on the reference to the office property in New Mexico. It sounds like you are about to go to market with that asset. Is that likely to be a second-half 2026 event? What do you think about the timeline to get that asset sold?
It will probably be the end of the year or early next year given the tenant, the state of New Mexico. Most likely, we will get occupancy before October. Certainly a buyer is going to want to have that and see how the property looks before executing on something. We are out in the market now, but do not anticipate something happening until the very end of the year or next year.
Okay. Great. Thank you very much.
Thanks.
Thank you. Our next question comes from the line of RJ Milligan from Raymond James. Your line is now open.
Yeah. Hey. Good morning, guys. John, just to follow-up on the last question. Can you give us any indication on the expected pricing on that sale?
Yeah. No. We have not come out with that. With the State of New Mexico as far as where we internally had the property at NAV and so forth, it is higher than it was a year ago, but there are costs associated with putting the State of New Mexico in. It is at a cap rate that we feel like it is going to trade and we will be able to move that capital into a retail property with not as big a frictional decrease in yield—maybe a little bit, but not a big one.
Okay. And then as we think about property dispositions going forward, portfolio recycling, do you still view that there is a lot more to do, or is this pretty much, after the office asset sale, that there is not a lot left to do on the disposition side?
There are a couple that are small properties, more stabilized, lower cap rate that we may recycle. On the acquisition side, we have something that we are working on. If that works out and we close on it, then we may want to push out another property.
And then bigger picture, John, on the structured investment side, I am just curious if the changing rate outlook has impacted your view on investment risk or reinvestment risk as some of those investments are paid back?
I think actually the interest rate environment is going to help us as far as deal flow when we want to replace some of the structured investments. A lot of borrowers and developers were banking on lower rates to refinance, and when that is not going to happen, we may be in a situation where we can provide some solutions there. So I think it is going to be more of an opportunity for us in the future rather than less.
Great. That is it for me. Thanks, guys.
Thank you. Our next question comes from the line of Gaurav Mehta from Alliance Global Partnerships. Your line is now open.
Yeah. Thank you. Good morning. I wanted to ask you on your same property NOI guidance of 5% to 6%. Is that number adjusted for nonrecurring items?
Is that number comparable to 7% where we take out lease-term fees and unusual items like that? The first quarter did have some CAM true-ups and nonrecurring items that we include and we leave in because it can happen from time to time. Those are in there. But as far as term fees and one-off items like that, we always back those out of same property NOI.
Understood. In your prepared remarks, you talked something about the bad debt expense. It seemed like it was lower in the comparable period for last year, and so the expectation is that expense should be normalized for the second half of this year? That goes into same property NOI?
Yeah. So we have generally been running around 100 basis points for bad debt, and it is generally fairly consistent. We did have just in Q3 of last year a couple of tenants that were basically fully reserved who got current. We collected that and it pushed bad debt in the third quarter down close to zero. I was just highlighting that because it makes the third quarter a little tougher of a comp going forward on same store growth. So if you see same store growth moderate a little in the third quarter, you will know why.
Understood. On the balance sheet, your leverage is 5.8x. In the remarks, you mentioned that there could be further deleveraging of the balance sheet. How should we expect that number to evolve over this year or next year?
In the remarks, I was really referring to as our signed-not-open pipeline comes online and we get some rent bumps on renewals and some new leasing, just organically, with the signed-not-open pipeline and some leasing that we are working on, it should take net debt to pro forma adjusted EBITDA down by about half a turn. I was referring to that.
Understood. Thank you. That is all I had.
Thank you. Our next question comes from the line of John Massocca from B. Riley Securities.
Good morning. Morning, John. So maybe speaking with the same-store theme in the back half of the year, you mentioned the favorable insurance renewal and property management efficiencies as being tailwinds. Will you lap those at some point here in 2H, or is it really going to be a tailwind for the remainder of the year?
Those two items will be a tailwind for the remainder of the year. The comp gets tougher in the second half for a couple of reasons. One, bad debt was basically zero in the third quarter last year, and then the anchor leasing we have been doing is starting to come online. So early in the year there really was not any of those rents in the prior-year comparable period. As we move toward the latter part of the year, you have some of those rents that had come online in the prior year comparable period that will make the comp a little tougher. But we still fully expect healthy same store growth for the remainder of the year.
Okay. And then you mentioned the anchor boxes coming out at around a 75% positive lease spread. I know when you originally talked about repositioning those assets or re-tenanting those assets, a higher lease spread was going to translate to higher CapEx spend. Is that what ended up happening, and how does that outlook change the outlook for your CapEx spend in 2H and maybe into 2027?
So with two being sold, that leaves nine; eight of them are leased and we have one left. Those blended we expect to be 75%, maybe even a little higher. We are just on the high end of the CapEx range we originally gave. That has not increased. I think the high end was around $15 million in total, and we will be inside of that. So the CapEx is still generally coming in line with the higher end of where we thought it would be. The spreads have just come in better. I think we will be at 75% or potentially even 80% once we finish the last box.
Okay. And then, if I think about the remaining investments—the difference between what you have done year-to-date and the guidance—how much of that is really tangible in the pipeline and how much is more theoretical as you look into late Q3, Q4?
We feel pretty confident that we have identified opportunities that are very realistic. Pretty much what we have is identifiable.
And that is it for me. Thank you very much.
Thanks.
This concludes the question and answer session and our call for today. Thank you for your participation in today's conference. This does conclude the program. You may now disconnect.