2024
ANNUAL REPORT
CORPORATE PROFILE
First Capital Realty Inc. (TSX: FCR) is one of the largest owners, developers and
operators of necessity-based real estate located in Canada’s most densely populated
urban centres. As at December 31, 2019, the Company owned interests in XXX
properties, totaling approximately XX.X million square feet of gross leasable area.
At December 31, 2019, First Capital Realty had an enterprise value of $X.X billion.
The common shares of the Company trade on the Toronto Stock Exchange.
COMPANY PROFILE
First Capital owns, operates and develops grocery-anchored, open-air centres in neighbourhoods with the strongest
demographics in Canada.
Message from the
President & CEO
Executing well against our
three-year plan
Dear fellow unitholder,
2024 was another year in which our business delivered
strong operational and nancial performance.
Early in the year at our Investor Day, we presented a
three-year strategic plan for FCR. At the heart of the
plan is a re-shaping of the REIT’s real estate portfolio
and balance sheet. We intend to achieve this by reducing
the weighting and dollar amount of non-strategic, low
yielding properties as well as properties with no income
at all, which are assets held in our property development
pipeline.
The monetization of these assets and the redeployment
of the proceeds are speci cally aimed at contributing to
the key objectives we are focused on delivering to our
investors. These key objectives are:
1. Growth in FFO per unit
2. Growth in Net Asset Value per unit, and
3. Reliability and growth in monthly cash distributions
In initiating this plan, which spans the calendar years
2024 through to the end of 2026, we cited the following
key expectations and objectives:
• OFFO per unit growth averaging at least 3% per annum
• Net Debt to Adjusted EBITDA in the low-8x range by year
end 2026
• Average annual same-property NOI growth of at least 3%
• Property dispositions totaling approximately $1 billion on
a cumulative basis, with an average expected in-place
yield of less than 3%.
• An aggregate investment of approximately $500 million
into property development and redevelopment
• Development completions of approximately $200 million
• Acquisitions of $100 million to $150 million
We have now reported results for the rst year of
the three-year plan. Normalized OFFO per unit grew
by approximately 6%, while normalized Net Debt
to Adjusted EBITDA improved by 0.7x, to 9.2x. I am
pleased to state that we are tracking very well towards
the key objectives that we laid out for our investors.
Very solid property-level fundamentals amidst macro-
economic cross currents
Over the course of 2024 there were several macro-
economic and/or policy-related cross currents impacting
the Canadian economy.
On a positive note, the rate of in ation continued to ease
in Canada. Importantly for our business, this allowed
interest rates to move lower and the yield curve to
return to an upward slope – albeit one that is gradual.
Set against these positives were policy- and politically
related developments that have introduced a higher than
usual degree of uncertainty to the economic outlook.
Most notably, these include late 2024 reductions in
Federal immigration targets, and at the time of writing
this letter, an economic outlook that is notably clouded
by the threats of tariffs and a cross-border trade dispute
spurred by the new U.S. Federal Administration.
In contrast to some of the macro-economic cross
currents, the truly good news is that at the property
level, the fundamentals in our business are very solid.
Across key merchandise and service categories in our
portfolio, tenants are in expansion mode with their
physical store footprints. This is because many are still
playing “catch-up” to Canada’s signi cant population
growth over the past several years. While we are
expecting to see a near-term slow down in population
growth, the reality is that most of our tenants remain
in expansion mode as they typically make long-term
investment decisions when they are committing to
space. In this regard, they see an environment in
which there has been almost no new supply of grocery
anchored centres for many years, and there remains
barriers to new supply. The primary barrier is a scarcity
of sites, particularly within urban neighbourhoods
where FCR’s portfolio is focused. The second barrier is
economic, as replacement costs often exceed current
market values for grocery anchored centres. Combined,
these factors make it highly unlikely there will be notable
new supply in the foreseeable future. Therefore, most
tenants seeking to expand their store networks will have
to achieve this within the context of existing properties –
where availability is already low.
These are the strong and indeed strengthening
fundamentals underpinnings of our business. And we do
not expect these conditions to change anytime soon.
Continued solid operating performance
During 2024 we leased 3.7 million square feet of space
on a platform-wide basis. This not only continued the
strong leasing cadence from the prior year, but it was
the highest volume of leasing since 2018. With this
constructive fundamental backdrop, FCR’s year-end
portfolio occupancy of 96.8% improved by 60 basis
points, which is approaching our all-time high of 96.9%
set in 2019. Our leasing team achieved an average
increase in our net rental rate on lease renewals of
12.5% (at FCR’s share) during the year. Our renewal
spreads have a long history of leading our peers. Last
year’s result was a continuation of FCR’s increasing
renewal spreads over each the past four years.
Moreover, what is not captured in this “lift” statistic is
that 2024 renewal leases, on average, included larger
contractual rental steps throughout the renewal term
than prior years’ activity. This bodes well for future
NOI growth. With the strong leasing performance,
our average net rental rate per occupied square foot,
reached an all-time high of $24.00 at year-end, which
leads all of our peers.
Good progress on capital allocation initiatives
While we remained focused on the leasing and operating
aspects of our business, we were also highly focused
upon executing the capital allocation elements of our
three-year strategic plan.
During 2024, First Capital completed or went rm
on $317 million of property disposition and related
transactions that were consistent with our strategy.
FCR’s highly disciplined approach to property sales
combined with the quality nature of these assets
resulted in premium pricing on these transactions,
notwithstanding a property transaction market that
has remained dif cult. Collectively, they had an in-place
income yield that is less than 3% and were sold at an
average premium to IFRS carrying value of more than
50%. The monetization of these typically low- and no-
yielding assets in which our value-enhancing objectives
have been achieved, allowed for the redeployment of the
capital in ways aimed at growing our FFO per unit and
strengthening the REIT’s balance sheet even further.
On the capital allocation front, we invested $223 million
into the business in 2024. This included $117 million
into property and residential development, $33.5 million
into acquisitions, and the balance into operating capital,
primarily related to leasing and maintenance.
Development activities included construction progress
at Yonge and Roselawn, where we are a 50% owner, and
the commencement of construction at 1071 King Street
West, where we are a 25% owner. Looking ahead several
years, these projects will collectively deliver more than
900 high quality purpose-built residential rental units
and high-quality street-front retail space in two of
Toronto’s most desirable neighbourhoods.
On the redevelopment front, we completed Phase 1
of our Humbertown Shopping Centre redevelopment.
Phase II of the project commenced in early 2025, and
when the third and nal phase is complete, this property
will be fully rejuvenated. With the look and feel of a new
shopping centre, it will offer improved retail formats for
key incumbent retailers such as Loblaws, Royal Bank, and
Shoppers Drug Mart and feature several new retailers,
with the entire redevelopment offering attractive return
on investment metrics for First Capital.
Early in the year we also purchased the remaining
50% interest in Seton Gateway, a high-quality grocery
anchored shopping centre in a growing part of Calgary
for $33.5 million. Completed on very favourable terms,
the off-market transaction consolidated First Capital’s
ownership in the property to 100%. Anchored by a Save-
On Foods grocery store and Shoppers Drug Mart, this
128,000-sf shopping centre is 100% occupied with more
tenant demand than we can accommodate.
Further strengthening our nancial position and credit
pro le
Collectively, the strength of our operating and leasing
results, combined with the successful execution of
our capital allocation priorities of the three-year plan,
allowed us to achieve our nancial and balance sheet
objectives for the year.
At year-end 2024 we achieved our objective of a low-9x
Net Debt to Adjusted EBITDA, exclusive of two non-
recurring revenue items which favourably impacted
the “headline” gure, which was 8.7x. The result was an
improvement from a 9.9x multiple at the outset of the
year.
Through the year, FCR’s longer-duration senior
unsecured debenture spreads narrowed by
approximately 120 basis points. The improvement was
twice the average of our peers, and therefore, our credit
outperformed materially. This enabled First Capital to
successfully access the bond market on three occasions,
raising a total of $800 million of xed rate unsecured
debentures for a weighted-average term of 7 years at
a weighted-average interest rate of 5.26%. Our 2024
nancing efforts added duration to the REIT’s overall
debt ladder, reduced exposure to 2025-2026 debt
maturities by more than $400 million, and mitigated
First Capital’s interest rate “roll-up”’ risk.
Delivering Growth in FFO and Distributions Per Unit
With respect to our “bottom-line” objectives for
unitholders, FCR’s 2024 Operating FFO per unit reached
$1.36 in 2024. Excluding non-recurring revenue items,
2024 OFFO per unit was $1.26 – which was an all-time
high. Relative to $1.18 per unit in 2023, the plan’s year-
one OFFO per unit growth nicely exceeded the multi-
year target of “at least 3%” on average.
With the solid 2024 operating results, balance sheet
strength and the positive outlook, the Board approved
a 3% increase to the REIT’s monthly distributions that
became effective in January 2025. Stability and growth
in distributions is one of First Capital’s key long term
objectives, so this increase represents an important
milestone.
A Culture of Excellence, Sustainability, and Positive
Impact
Throughout 2024, First Capital continued to build upon
our strong culture of excellence, collaboration, and
purpose, driving meaningful progress in key areas that
de ne who we are.
Building on our commitment to ambitious, science-
based greenhouse gas (GHG) reduction targets of 46%
by 2030 and net zero by 2050, we continued to make
steady progress in 2024. Since our 2019 base year,
we have achieved a 19% absolute reduction in Scope
1 and 2 emissions, underscoring our commitment to
climate action. Collaboration remains central to our
decarbonization strategy, and in November 2024,
we hosted our second Collaboration for Climate
Action Forum, convening major retail tenants and
property owners for solutions-focused discussions on
decarbonizing retail buildings in Canada.
Through 2024, our leadership in sustainable real
estate was recognized in multiple ways. We were the
only REIT listed among Canada’s top 30 companies
in Sustainalytics’ “Road to Net Zero” Ranking.
We also received the “Gold 2024 Green Lease
Leader Recognition” from the Institute for Market
Transformation (IMT) and the U.S. Department of
Energy’s Better Building Alliance.
We remain committed to integrating sustainability into
all aspects of our operations in ways that make sense for
our business.
In addition to environmental sustainability, employee
engagement and maintaining a winning culture are
critical enablers to sustained business outperformance.
We take pride in fostering a culture where our team
members feel that they have an equal opportunity to
thrive, love what they do, and grow their careers. In
2024, we were honoured to be recognized once again
as one of “Greater Toronto’s Top Employers”, one of
“Canada’s Top Small and Medium Employers”, and
included in the 2024 Report on Business “Women Lead
Here” list by the Globe and Mail. We were also selected
as one of Canada’s Best Employers for recent graduates
in “The Career Directory” reinforcing our commitment
to attracting and developing top talent.
Our team’s dedication to making a difference
extends beyond the workplace, as we came together
in remarkable ways to volunteer and support the
communities in which we live and operate. The FCR
Thriving Neighbourhoods Foundation, a cornerstone of
our culture since 2020, continued to make a profound
impact, raising over $400,000 in 2024 alone for
Community Food Centres Canada. In addition, over 96%
of FCR staff volunteered a day to support a charity in the
neighbourhoods in which we operate. Since its inception,
the Foundation has raised approximately $1.4 million
and contributed over 4,900 volunteer hours, supporting
organizations such as Second Harvest, Kids Help Phone,
and many others.
For many years, public art has played an important
role in differentiating our assets. In 2024, we proudly
unveiled “JASPER” by local artist Michel Archambault,
at our Centre Wilderton in Montreal. This expanded
our long-running art program to 33 public installations
across our portfolio, enriching our neighbourhoods and
enhancing the communities we serve.
Finally, our corporate governance remains best-in-class,
as evidenced by our ranking as the highest-rated public
REIT in the Globe and Mail’s comprehensive review of
Canada’s corporate boards.
I want to extend my gratitude to our employees, Board
members, tenants, and community partners who make
our progress possible. We look forward to continuing
this important work together in the years ahead.
Concluding
In concluding, First Capital REIT had a very solid 2024 on
many fronts.
Our strong execution, with high standards for property
operations and leasing continue to be a constant across
our platform. In combination with favourable supply/
demand dynamics for grocery-anchored retail centres,
our business is poised to continue delivering solid
growth in net operating income.
Moreover, the efforts to re-shape First Capital’s balance
sheet and portfolio are working. Over the course of
2024 we achieved our key objectives of driving growth in
Operating FFO per unit while further strengthening the
REIT’s nancial position.
I look back with pride at what we accomplished last
year. The achievements are the product of talent and
hard work by many individuals who form a cohesive
First Capital team. I sincerely thank each and every one
of you. As is the case every year, I see a lot of hard work
ahead – but equally I look forward with con dence in our
ability to deliver upon our goals for our investors.
I want to thank our Trustees for their counsel and
guidance, our executive team for its continued
leadership and partnership, and our investors for your
continued support.
Respectfully,
Adam Paul
President & Chief Executive Of cer
Our purpose
Through the expertise and collaboration of our team, we create thriving properties
which generate value for tenants, investors and our neighbourhoods. Thriving
properties…Thriving neighbourhoods.
Our open-air grocery-anchored shopping centres are designed to be vibrant places that meet the
needs of everyday life- they bring together people, retail shops and services, as well as public art,
with the bene t of close proximity to public transit.
Our business
First Capital Real Estate Investment Trust, with $9.2 billion in
assets acquires, develops, owns and operates open-air grocery-
anchored shopping centres in neighbourhoods with the
strongest demographics in Canada.
Business and Strategy Overview
22.1M
SQ. FT. OF GLA
FCR.UN
LISTED ON TSX
YYZ
TORONTO
HEADQUARTERS
>2,400
TENANTS
138
NEIGHBOURHOODS
372
EMPLOYEES
Our operations
DISCIPLINE | STABILITY | GROWTH
Our investment strategy
Creating thriving properties in neighbourhoods with the
strongest demographics that drive sustainable growth in cash
ow and capital appreciation of our best in class portfolio.
Investing in high-quality,
grocery-anchored shopping
centres in targeted urban
and top-tier suburban
neighbourhoods
Fully integrating retail
with other uses to
create thriving urban
properties
Optimizing the portfolio
through active asset
management
Surfacing substantial value
in our incremental density
pipeline through the rezoning
and development process
Focusing our capital allocation
on crystallizing created value in
certain development and
density sites and select income
properties that are not
expected to contribute to our
key objectives
Actively managing and
strengthening our balance
sheet to maintain nancial
strength and exibility and a
competitive cost of capital with
the key objectives to drive FFO,
NAV and distribution per unit
growth
We achieve this by:
DISCIPLINE | STABILITY | GROWTH
Urban Markets
Greater Toronto Area
Greater Toronto Area
Gre
40
40%
Greater Montreal Area
Greater Montreal Area
4%
14
eater Calgary A
Greater Calgary Area
14%
Greater Vancouver Area
Greater Vancouver Area
10%
0%
eater E
ater Edmonton Area
Greater
9%
Greater Ottawa Area
Greater O
5%
r/Waterloo/Guelph Area
r/Waterloo/
Kitchener
5%
Other
Other
Other
3%
Total
100%
ecember 31, 2024
*As at Decem
47%
47
12%
12
2%
12%
11%
11%
7%
4%
4
4%
3%
100%
% of Annual Minimum Rent*
nnual Minimum Rent*
% of An
% of Por olio Value*
Our target markets
We target speci c urban and top-tier suburban neighbourhoods
within Canada’s largest and fastest growing cities.
These neighbourhoods are located in Toronto, Montreal, Vancouver, Edmonton, Calgary and Ottawa. We have
achieved critical mass in each of our target markets, which helps generate economies of scale and operating
synergies, as well as deep local knowledge of our properties, tenants, neighbourhoods and markets in which we
operate.
Within each of these markets, we own some of the best located properties in neighbourhoods with strong
demographics that we expect will continue to get even stronger over time, thereby attracting the most desirable
tenants with the highest rent growth potential and the most compelling opportunities for value creation.
DISCIPLINE | STABILITY | GROWTH
Creating thriving properties for everyday life
Currently, over 90% of our revenues come from retail tenants who provide the essential products and services
consumers need everyday, including grocery stores, pharmacies, liquor stores, banks, restaurants, cafés, tness
centres, medical services, childcare facilities and other professional and personal services. In each of our
properties, we strive to assemble the right mix of complementary uses to best serve the local community and
contribute to thriving urban and top-tier suburban neighbourhoods.
As at December 31, 2024
DISCIPLINE | STABILITY | GROWTH
# of Locations
% of AMR
Grocery Stores
123
17.0
Medical, Professional
& Personal Services
1,260
15.0
QSR, Chains & Cafes
926
13.2
Other Necessity-
Based Retailers
379
12.5
Pharmacies
115
9.0
Banks & Credit Unions
187
8.5
Other Tenants
456
7.9
Value-Based Retailers
88
5.6
Fitness Facilities
88
4.6
Liquor Stores
86
3.1
Other Restaurants
77
1.9
Daycare &
Learning Centres
104
1.7
Strategic and Diversi ed Retail Tenant Mix – 3,889 locations
Our high quality portfolio
Core Properties
Stable, grocery-anchored assets with strong growth pro les
~$7.2B
VALUE
176
PROPERTIES
~82%
REAL ESTATE INVESTMENTS
~5.7%
RUN-RATE NOI YIELD
Category
Value (billions)
Core Properties
$7.2
Other Properties(1)
$1.6
Total Real Estate Investments
$8.8
DISCIPLINE | STABILITY | GROWTH
York Mills Gardens
Place Michelet
Seton Gateway
Edmonton Brewery District
Strandherd Crossing
Cranston Market
(1) Includes residential development inventory
Actively managing our assets
Proactive management of our portfolio is a core competency
and an important part of our strategy.
Proactive management means we continually invest in our properties to ensure they retain their market leading
position. We strive to maintain the highest standards in design, appearance and customer amenities in our
properties including the addition of public art installations and enhancing connectivity to transit and the local
community. We are highly focused on maximizing the value and competitive position of our properties, by
proactively evolving our tenant mix to attract the right tenants with the highest rent growth potential.
Our executive leadership team is centralized at our head of ce in Toronto, which ensures that best practices,
procedures and standards are applied consistently across our operating markets through local teams.
33 public art
installations
across our portfolio
DISCIPLINE | STABILITY | GROWTH
Corporate Responsibility and Sustainability
(“sustainability’) at First Capital encompasses
all aspects of our environmental, social and
governance (ESG) practices.
Sustainability has always been integral to the
responsible management of every aspect of our
business and the mitigation of various risks. By taking
a holistic approach to ESG, we are focused on reducing
our environmental impact while creating thriving
and dynamic urban neighbourhoods and at the same
time, delivering long-term value for our stakeholders.
Simply put, it makes good business sense.
To support our commitment to sustainability
leadership, we have in place robust capabilities to
measure and report on our progress and to continually
assess and improve our environmental programs
each year. We recognize that our leadership in
sustainability practices is important to our tenants
and investors, as well as our employees and the
communities in which we operate. We are committed
to transparency and ensuring that our sustainability
reporting is accurate, meaningful and accessible to
all stakeholder groups. We employ a full-time Vice
President of ESG who is responsible for leading
sustainability reporting initiatives and driving
continuous ESG engagement and improvement across
our organization, including through co-chairing our
ESG Taskforce with our Chief Operating Of cer.
First Capital published its rst corporate responsibility
and sustainability report in 2009. Since 2010, we have
had a third-party conduct assurance on selected
sustainability performance indicators, including
greenhouse gas emissions and energy use. We have
used the Global Reporting Initiative (GRI) framework
for corporate responsibility reporting since 2011.
In addition to GRI, we include disclosures aligned with
the Sustainability Accounting Standards Board (SASB),
the United Nations Sustainable Development Goals
(UNSDGs), and the Task Force on Climate-related
Financial Disclosures (TCFD). We also respond
annually to the Global Real Estate Sustainability
Benchmark (GRESB) survey and the Carbon
Disclosure Project’s (CDP) Climate Change
questionnaire.
We recognize that our employees are at the core of
our success and have well-developed programs
promoting career development and supporting
continuing education, including through tuition
subsidies. First Capital encourages employee
engagement and innovation through a value awards
program, among other initiatives and also encourages
employees to become unitholders through a unit
purchase plan. First Capital is committed to the
highest ethical standards, upholding a strict Anti-
Corruption Compliance Policy and Code of Conduct
and Ethics. As an entity with a social conscience, we
are committed to giving back to communities in which
we operate by participating in charitable initiatives
that support vulnerable parts of the population through
our FCR Thriving Neighbourhoods Foundation and by
promoting environmental improvements that help
neighbourhoods thrive.
We believe that sound and effective governance
is essential to our performance and have adopted
a governance framework that re ects our values,
ensures that effective governance practices are
followed and that the Board of Trustees (the “Board”)
functions independently of Management. First Capital
endorses the principle that the Board should have a
balance of skills, experience and diversity. We believe
that diverse Boards have enhanced decision-making
abilities that lead to improved oversight and promote
better overall governance.
Corporate Responsibility
And Sustainability
Our strength in ESG standards and disclosure is validated through numerous
ratings, including achieving:
Ranked 2nd in the 2024 GRESB Development Benchmark with a score of 92
Ranked 5th in the 2024 GRESB Standing Investments Benchmark with a score of 79
‘AA’ rating in the Morgan Stanley Capital International (MSCI)
ESG Ratings assessment in 2024
Awarded Gold 2024 Green Lease Leader Recognition by the Institute
for Market Transformation (IMT) and the U.S. Department of Energy’s
Better Building Alliance
Awarded Prime status for Corporate ESG Performance
by Institutional Shareholder Services in 2024
Environmental
Reduce our carbon emissions and energy use
Promote sustainable transportation
Effectively manage climate change risk and resilience
Achieve green building certi cations
Greenhouse gas (GHG) emissions reduction
target approved by Science Based Initiative
(SBTi): 46% reduction in Scope 1 & 2 emissions
by 2030 (2019 base year) with a long term goal
of reaching net-zero by 2050, or sooner
19% reduction in Scope 1 & 2 GHG emissions
since 2019 base year (2019-2023)
Only REIT listed as a top 30 Canadian company
in Sustainalytics ‘Road to Net Zero’ Ranking
99% of our portfolio is located within a 5-minute
walk of public transit
Average Walk Score of 84 (very walkable)
80% of our portfolio is BOMA BEST certi ed, as
of December 31, 2024
20% of our portfolio is certi ed to LEED, as of
December 31, 2024
First Canadian REIT to be a signatory in support
of the Task Force on Climate-Related Financial
Disclosures (TCFD)
Formed an FCR TCFD Task Force comprised of
senior leaders from across business functions.
The Task Force performed a climate scenario
analysis to assess the magnitude of the nancial
impacts associated with climate-related risks
and opportunities
Certify all new construction projects to
Leadership in Energy and Environmental Design
(LEED) standards (subject to tenant acceptance)
First Canadian Retail REIT to achieve the WELL
Health-Safety Rating for Facility Operations &
Management, totalling 7.1 million square feet
Over 300 electric vehicle charging stations
installed across our portfolio; FCR supports the
expansion of EV infrastructure in Canada and we
continue to annually increase our network of EV
charging stations at our properties
Hosted our second Collaboration for Climate
Action Forum in November 2024, bringing
together major retail tenants and peer landlords
for a solutions focused discussion around the
decarbonization of retail buildings in Canada
First Capital REIT scored a “B” for its 2023 CDP
Climate Change Disclosure, which is higher than
the North American average of “C”
56% of management positions are held by
females; We have strong gender diversity
metrics through all levels of the organization
Employee led Everyone Belongs Council
published its rst Impact Report and launched its
2024-2026 Action Plan
Social
Foster an engaged and diverse workforce
Be one of the best places to work
Improving the communities in which we operate
Recognized by the Globe and Mail as one of the
Greater Toronto’s Top Employers for the fourth
time in ve years (2020 - 2022, 2024)
Selected for inclusion in “The Career Directory”
for 2021 - 2024 as one of Canada’s Best
Employers for Recent Graduates
Named one of Canada’s Top Small and Medium
Employers for the fourth time in ve years
(2020 - 2022, 2024)
Launched the FCR Thriving Neighbourhoods
Foundation in 2020 and have since raised $1.3
million in donations through employee-led
charitable giving to ght food insecurity and
mental health initiatives
Raised over $270,000 for Community Food
Centres Canada at FCR Thriving
Neighbourhoods Foundation’s third annual
Commercial Real Estate Softball Classic
tournament
1 of 96 companies to be included in the Globe
and Mail’s 2024 Report on Business Women
Lead Here list
Named one of Canada’s 2022 Greenest
Employers by Mediacorp Canada and the Globe
and Mail
80% employee engagement score in 2024
In 2024, 97% of FCR staff volunteered to
support local charities in our communities
Long-standing support of public arts, now with
33 installations across our portfolio
Re ects our values
Adheres to effective governance practices
Ensures the Board functions independently of
management
Promotes diversity in considering op mal board
composi on
Continuously adopt new and improved
governance practices
Follow recommendations as governance
standards evolve
Reviewing our annual governance scores from
ISS, the Globe and Mail Board Games and other
similar rankings with our Board
Providing opportunities for our unitholders to
communicate directly with our Board
Governance
Maintain a strong governance framework
Strive to be a governance leader
At First Capital, we aspire to uphold our position as an industry leader in ESG. We strive for
performance excellence at our properties and new developments, creating thriving, healthy,
sustainable urban neighbourhoods. We foster a vibrant corporate culture that ensures equal
opportunity and well-being for all employees. Through our actions we will continue to create
long-term value for all of our stakeholders. For more information on the Company’s ESG practices,
please refer to the latest ESG report on the Company’s website at www.fcr.ca/esg.
MD&A
MANAGEMENT’S DISCUSSION AND ANALYSIS
Table of Contents
1
Introduction
34
Net Income (Loss) Attributable to Unitholders
1
Current Business Environment and Outlook
34
Capital Structure and Liquidity
4
Non-IFRS Financial Measures
34
Total Capital Employed
7
Operating Metrics
36
Credit Ratings
8
Summary Consolidated Information and Highlights
36
Outstanding Debt and Principal Maturity Profile
10
Business and Operations Review
37
Mortgages
10
Real Estate Investments
38
Credit Facilities
12
Investment Properties
39
Senior Unsecured Debentures
13
2024 Acquisitions
39
Unitholders' Equity
13
2023 Acquisitions
40
Liquidity
13
2024 Dispositions
40
Cash Flows
14
2023 Dispositions
41
Contractual Obligations
14
Impact of Acquisitions and Dispositions
41
Contingencies
14
Capital Expenditures
42
Non-IFRS Reconciliations and Financial Measures
15
Valuation of Investment Properties
42
Reconciliation of Consolidated Balance Sheets
17
Property Development Activities
to First Capital’s Proportionate Interest
23
Leasing and Occupancy
43
Reconciliation of Consolidated Statements
26
Top Forty Tenants
of Income (Loss) to First Capital's Proportionate Interest
27
Lease Maturity Profile
45
FFO, OFFO, AFFO and ACFO
27
Investment in Joint Ventures
47
NAV per unit
28
Loans, Mortgages and Other Assets
47
Distributions
29
Results of Operations
48
Summary of Financial Results of Long-term Debt
29
Net Operating Income
Guarantors
31
Interest and Other Income
49
Related Party Transactions
31
Interest Expense
49
Quarterly Financial Information
32
Corporate Expenses
50
Critical Accounting Estimates
33
Other Gains (Losses) and (Expenses)
52
Controls and Procedures
34
Income Taxes
53
Risks and Uncertainties
INTRODUCTION
This Management’s Discussion and Analysis (“MD&A”) of the financial position and results of operations of First Capital
Real Estate Investment Trust (“First Capital”, “FCR” or the “Trust”) is intended to provide readers with an assessment of
performance and summarize the financial position and results of operations for the three months and years ended
December 31, 2024 and 2023. It should be read in conjunction with the Trust’s audited annual consolidated financial
statements for the years ended December 31, 2024 and 2023. Additional information, including First Capital's current
Annual Information Form, is available on the SEDAR+ website at www.sedarplus.ca and on the FCR website at
www.fcr.ca.
All dollar amounts are in thousands of Canadian dollars, unless otherwise noted. Historical results and percentage
relationships contained in First Capital’s unaudited interim and audited annual consolidated financial statements and
MD&A, including trends which might appear, should not be taken as indicative of its future operations. The information
contained in this MD&A is based on information available to Management and is dated as of February 11, 2025.
CURRENT BUSINESS ENVIRONMENT AND OUTLOOK
Throughout 2024 inflation continued to ease, both globally and in Canada, from the multi-decade highs reached in many
countries during the past two years. In the latter half of 2024, Canada's inflation rate fell to a low of 1.6% in September but
has since leveled off at the Bank of Canada's targeted range of +/-2%. However, over the last several months there have
been a number of developments – both policy-related and political, that introduce a higher than usual degree of
uncertainty to the current economic outlook, including economic growth and the rate of inflation. Late 2024 reductions in
Federal immigration targets, on a standalone basis, should have the result of slowing 2025 GDP growth relative to what it
otherwise would have been, and they could also have some impact on inflation. Other Federal and Provincial policies –
including a temporary suspension of the GST on some consumer products, one-time payments to individuals, and changes
to mortgage rules—are also likely to impact domestic demand and inflation. And seemingly the most significant source of
near-term economic uncertainty relates to the threat of a protracted dispute with respect to cross-border trade spurred by
the new U.S. Federal Administration, including U.S. tariffs and reciprocal measures from Canada.
In the United States, the economy continues to be strong with robust consumption and a solid labour market. While
unemployment remains low, the rate of inflation in the US remains somewhat elevated with the Federal Reserve stating
that it doesn’t believe it will meet its desired 2% inflation target until 2026. The US central bank delivered three rate cuts in
2024 bringing its target rate to 4.25%-4.5%, and it projects just two rate cuts in 2025 as it strives to bring inflation back to
the target of 2%.
In responding to easing inflation and slowing economic growth, the Bank of Canada commenced its rate cut cycle in June
2024. Cumulatively the Bank has reduced the policy rate by 200 basis points, including two back-to-back cuts of 50 basis
points in October and December 2024, and a further 25 basis points in late January 2025. While Canada’s labour market has
been soft (December unemployment was 6.7%) and wage pressures are showing some easing signs, there are signs via
strengthening Canadian consumption and housing activity that interest rate cuts have started to stimulate the economy.
With respect to 2025 economic growth, the Bank of Canada has only provided a “baseline” forecast which assumes an
absence of new tariffs. In its January 2025 outlook, the Bank cited expectations for GDP growth of 1.8% in 2025 and 2026
(down from its October 2024 forecast of 2.1%-2.3%), which are improvements from 2024 growth expectations of 1.3%.
First Capital’s high-quality grocery-anchored and mixed-use portfolio continues to be resilient and has a demonstrated track
record of high and steady occupancy, and producing strong cash collections, solid leasing volumes, and growth in its
average net rental rate over the longer term.
Property Portfolio, Core Competencies and Competitive Advantages
First Capital is a leader in acquiring, developing, owning, and operating open-air grocery-anchored centres as well as
securing the right to develop significant additional density through rezoning. With these two foundational Core
Competencies, First Capital is further differentiated from its peers by several competitive advantages which include its Core
Portfolio of multi-tenant, grocery-anchored shopping centres and its sizable density pipeline.
Management’s Discussion and Analysis of
Financial Position and Results of Operations
1
FIRST CAPITAL REIT ANNUAL REPORT 2024
FCR’s Core Portfolio of grocery-anchored shopping centres has a value of approximately $7.2 billion and comprises
approximately 82% of First Capital’s total real estate investments. The Core Portfolio has the highest in place rents, the
highest average historical lease renewal lifts, the highest population density and is the most connected to public transit
relative to its publicly listed Canadian peers. The Core Portfolio is primarily located in urban and top-tier suburban
neighbourhoods within Canada’s largest and fastest growing cities, and its curated tenant mix typically includes pharmacy,
liquor, banks, medical services, and an array of other complementary providers of daily necessity goods and services. FCR’s
Real Estate Services Team continues to focus on property improvements, customer amenities, and merchandising mix or
tenant uses that are most in demand to serve the communities and neighbourhoods in which the Trust operates.
First Capital’s portfolio of future development sites is comprised of a density pipeline of approximately 23 million square
feet which exceeds the gross leasable area of FCR’s current property portfolio. The density pipeline is primarily located in
high growth neighbourhoods with exceptional demographics within Toronto, Montreal and Vancouver.
Three-year Strategic Roadmap: Discipline|Stability|Growth
In February 2024, the Trust announced its three-year Strategic Roadmap centered around financial growth and leverage
reduction objectives. The Roadmap is focused on the key objectives of stability and growth in FFO, Net Asset Value and
distributions per unit, coupled with a continued strengthening of key credit metrics.
First Capital’s operating activities are focused upon managing its Core Portfolio of multi-tenant grocery-anchored centres to
their maximum potential as it relates to growth in same-property net operating income and long-term value appreciation.
First Capital’s investment activities are focused on retail development and redevelopment of core grocery-anchored
shopping centres, select tuck-in and multi-tenant grocery-anchored shopping centre acquisitions, its entitlements program,
and the development of strategic mixed-use properties where the REIT will typically have an ownership interest within the
25% to 50% range.
Asset divestitures will continue to be focused on FCR’s density and development properties and other non-grocery-
anchored properties. Collectively, these assets are classified as ´Other properties´ and ´Residential development inventory´
in FCR’s MD&A. This pool of assets currently comprises approximately 18% of FCR’s total real estate investments and has a
value of approximately $1.6 billion.
During the fourth quarter of 2024, First Capital continued to execute on its strategy, with $105 million of dispositions
completed or under firm agreement, including (i) 1629-1633 The Queensway, Etobicoke (ii) its 50% interest in 200 West
Esplanade, North Vancouver and (iii) Sheridan Plaza, Toronto which is an all cash transaction and scheduled to close by the
end of the first quarter of 2025.
These asset sales were consistent with the REIT’s capital allocation objectives of crystallizing created value in certain
development and density sites, as well as select income properties that are not multi-tenant grocery-anchored shopping
centres.
As of December 31, 2024, the Trust has classified $196.6 million, at First Capital's share, of its assets as held for sale.
Three-year Business Plan and Key Objectives
First Capital’s business plan through to year-end 2026, includes the following key expectations and objectives:
•
Average annual same-property NOI growth of at least 3%
•
Property dispositions totaling approximately $1 billion on a cumulative basis, with an average expected yield of less
than 3%. The dispositions will continue to be focused on a mix of development sites and select low-yielding income
properties
•
An aggregate investment of approximately $500 million into property development and redevelopment
•
Development completions of approximately $200 million
•
Acquisitions of $100 million to $150 million, with a focus on multi-tenant, core grocery-anchored shopping centres
as well as small, but strategic tuck-ins that are expected to be important to long-term value creation
•
A Net Debt to Adjusted EBITDA ratio that is in the low-8x range by year-end 2026; and,
•
OFFO per unit growth averaging at least 3%
FIRST CAPITAL REIT ANNUAL REPORT 2024
2
Managing the balance sheet
Consistent with the Trust’s Roadmap, First Capital is well positioned to continue to strengthen its financial position through
debt reduction and an improving cost of capital over the long-term, with a targeted net debt to EBITDA ratio in the low-9x
range by the end of 2024. As at December 31, 2024, First Capital's net debt to EBITDA ratio was 8.7x.
As of February 11, 2025, the Trust's liquidity position included approximately $0.9 billion of cash and undrawn credit
facilities with debt maturities for 2025 totaling $532 million on a proportionate basis. As at December 31, 2024, the Trust
had unencumbered properties with an IFRS value of approximately $6.2 billion and a net debt to asset ratio of 44.5% as well
as a net debt to Adjusted EBITDA ratio that improved to 8.7x from 9.9x year over year.
Normal Course Issuer Bid ("NCIB")
Commencing on May 18, 2022, First Capital implemented an NCIB pursuant to which it may repurchase its trust units for
cancellation. The substantial disconnect that currently exists between the intrinsic value of the REIT’s units and their
publicly traded price presents a significant opportunity to generate value through the repurchase of trust units. Therefore,
from time to time, the purchase of FCR trust units at certain market prices below NAV presents an attractive use of the
REIT’s capital that should afford additional value and liquidity for the issued and outstanding units, while benefiting
remaining Unitholders by increasing their proportionate equity interest in the REIT. On May 16, 2024, First Capital received
TSX approval for the renewal of its NCIB pursuant to which it may repurchase and cancel up to 21,113,939 of its outstanding
units until May 20, 2025. Cumulatively from May 2022 to December 31, 2024, the REIT has repurchased 7.9 million Trust
units for approximately $120.1 million.
Lending activities
First Capital provides co-owner financing, priority mortgages and mezzanine loans to third parties in connection with certain
transactions and partnerships. These loans and mortgages receivable are secured and can provide FCR with the opportunity
to acquire full or partial interests in the underlying assets that are consistent with its investment strategy through rights,
options or negotiated transactions. Therefore, in addition to generating interest income and fees, these lending activities
provide an alternative means to obtaining purchase options and/or participation in projects which may otherwise have not
been accessible. Additionally, from time to time, FCR partners with experienced real estate lenders and investment
companies whose primary business is lending which helps to mitigate risk.
As of December 31, 2024, FCR’s loans and mortgages receivable totaling $95.8 million (December 31, 2023 - $131.2 million)
are secured primarily by interests in investment properties or shares of entities owning investment properties which helps
to mitigate the risk of non-payment.
Development initiatives
Management continually monitors economic and capital market forces and their potential impact on the portfolio, including
properties under development. As of December 31, 2024, FCR had approximately 0.7 million square feet under active
development, including residential inventory. First Capital believes that the strategy to develop, own and operate
properties that meet the needs of everyday urban life in Canada’s most densely populated neighbourhoods will provide
value over the long term in the assets in which it invests.
Outlook
The International Monetary Fund expects the global economy to continue growing at a rate of about 3.0% through 2025.
Although progress has remained uneven from month-to-month, inflation across most advanced economies appears to be
moving into central banks’ target ranges. In the face of a sharp and synchronized tightening of monetary policy around
the world over the last two years, the global economy has remained unusually resilient throughout the disinflationary
process, avoiding a global recession.
Economic growth in the United States has been stronger than expected, led by strong consumption and jobs. In Canada,
economic growth grew by about 1.3% in 2024 impacted by lower business investment, inventories, and exports. In its late
January Monetary Policy Report, Canada’s central bank forecasts GDP growth of 1.8% in 2025 and 2026.
With this as the backdrop, the Governing Council has reduced the policy interest rate substantially by 200 basis points
since June of 2024 and with inflation already within the target range. The current Canadian economic outlook is subject
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
3
FIRST CAPITAL REIT ANNUAL REPORT 2024
to a higher than usual degree of uncertainty, primarily due to the threat of a protracted trade dispute between Canada
and the new U.S. Federal administration.
Certain aspects of the Trust’s business and operations that could potentially be impacted include rental income,
occupancy, leasing terms and tenant improvements, future demand for space, and market rents, all of which impact the
underlying value of investment properties. In the current environment, the Trust continues to achieve strong leasing
metrics with a robust new and renewal lease pipeline coupled with upward trending market rental rates. First Capital
believes, based on its exceptionally high-quality portfolio which has always been focused on everyday essentials, that it
will continue to attract high tenant demand for its space.
First Capital will continue to be guided by its corporate responsibility and sustainability program, and values. The core
beliefs of collaboration, innovation, excellence, accountability, and passion continue to be demonstrated throughout all
areas of the organization.
NON-IFRS FINANCIAL MEASURES
In addition to measures determined in accordance with IFRS® Accounting Standards ("IFRS"), First Capital uses non-IFRS
financial measures to analyze its financial performance. In Management’s view, such non-IFRS financial measures are
commonly accepted and meaningful indicators of financial performance in the real estate industry and provide useful
supplemental information to both Management and investors. These measures do not have a standardized meaning
prescribed under IFRS and therefore may not be comparable to similar measures presented by other real estate entities,
and should not be construed as an alternative to other financial measures determined in accordance with IFRS.
The following describe the non-IFRS measures First Capital currently uses in evaluating its financial performance.
Proportionate Interest
"Proportionate interest" or "Proportionate share" is defined by Management as First Capital’s proportionate share of
revenues, expenses, assets and liabilities in all of its real estate investments. Under IFRS, FCR's seven equity accounted
joint ventures are presented on one line item in the consolidated balance sheets and the consolidated statements of
income (loss), in aggregate. In the "Non-IFRS Reconciliations and Financial Measures" section of this MD&A, Management
presents a consolidated balance sheet and income statement as if its joint ventures were proportionately consolidated. In
addition, Management presents certain tables relating to its portfolio by geographic region, enterprise value, and debt
metrics on a proportionate basis to enhance the relevance of the information presented. The presentation of financial
information at FCR's proportionate interest provides a useful and more detailed view of the operation and performance
of First Capital's business and how Management operates and manages the business. This presentation also depicts the
extent to which the underlying assets are leveraged, which are included in First Capital's debt metrics. In addition, FCR's
lenders require Management to calculate its debt metrics on a proportionate interest basis.
To achieve the proportionate presentation of its seven equity accounted joint ventures, Management allocates FCR's
proportionate share of revenues, expenses, assets, and liabilities to each relevant line item which replaces the one line
presentation found in the IFRS consolidated financial statements. In addition, under IFRS, FCR exercises control over two
partially owned ventures and consolidates 100% of the revenues, expenses, assets, and liabilities in the consolidated
financial statements. In the reconciliations, the partially owned ventures are also presented as if they were
proportionately consolidated. To achieve the proportionate presentation of its partially owned ventures, Management
subtracts the non-controlling interest's share (the portion FCR doesn't own) of revenue, expenses, assets, and liabilities
on each relevant line item. FCR does not independently control its joint ventures that are accounted for using the equity
method, and the proportionate presentation of these joint ventures does not necessarily represent FCR's legal claim to
such items.
Net Operating Income
Net Operating Income (“NOI”) is defined by Management as property rental revenue less property operating costs. NOI is
a commonly used metric for analyzing real estate performance in Canada by real estate industry analysts, investors and
Management. Management believes that NOI is useful in analyzing the operating performance of First Capital’s portfolio.
FIRST CAPITAL REIT ANNUAL REPORT 2024
4
Total Same Property NOI
Total Same Property NOI (“SP NOI”) is defined by Management as NOI from properties categorized as “Same Property —
stable” and “Same Property with redevelopment” (see definitions under “Real Estate Investments — Investment Property
Categories” section of this MD&A). NOI from properties that have been (i) acquired, (ii) disposed, (iii) included in major
redevelopment, ground-up development, properties under construction, and density and development land or (iv) held
for sale are excluded from the determination of SP NOI. SP NOI is presented at FCR's proportionate interest on a cash
basis, as it excludes straight-line rent. Management believes that SP NOI is a useful measure in understanding period over
period changes in cash NOI for its Same Property portfolio due to occupancy, rental rates, operating costs and realty
taxes. A reconciliation from SP NOI to total NOI can be found in the "Results of Operations - Net Operating Income"
section of this MD&A.
Same Property — Stable NOI
Same Property — stable NOI is defined by Management as NOI from stable properties where the only significant activities
are leasing and ongoing maintenance (see complete definition under “Real Estate Investments — Investment Property
Categories” section of this MD&A). Management believes that Same Property — stable NOI is a useful measure in
understanding period over period changes in cash NOI for its largest category of properties.
Funds from Operations
Funds from Operations ("FFO") is a recognized measure that is widely used by the real estate industry, particularly by
publicly traded entities that own and operate income-producing properties. First Capital calculates FFO in accordance
with the recommendations of the Real Property Association of Canada (“REALPAC”) as published in its most recent
guidance on "Funds from Operations and Adjusted Funds From Operations for IFRS" dated January 2022. Management
considers FFO a meaningful additional financial measure of operating performance, as it excludes fair value gains and
losses on investment properties as well as certain other items included in FCR's net income (loss) that may not be the
most appropriate determinants of the long-term operating performance of FCR, such as investment property selling
costs; tax on gains or losses on disposals of properties; deferred income taxes; distributions on Exchangeable Units; fair
value gains or losses on Exchangeable Units; fair value gains or losses on unit-based compensation; and any gains, losses
or transaction costs recognized in business combinations. FFO provides a perspective on the financial performance of FCR
that is not immediately apparent from net income (loss) determined in accordance with IFRS. A reconciliation from net
income (loss) to FFO can be found in the "Non-IFRS Reconciliations and Financial Measures — FFO, AFFO and ACFO"
section of this MD&A.
Operating Funds from Operations
In addition to REALPAC FFO described above, Management also discloses Operating Funds from Operations ("OFFO").
Management considers OFFO as its key operating performance measure that, when compared period over period,
reflects the impact of certain factors on its core operations, such as changes in net operating income, interest expense,
corporate expenses and interest and other income. OFFO excludes the impact of the items in other gains (losses) and
(expenses) that are not considered part of First Capital's on-going core operations.
Adjusted Funds from Operations
Adjusted Funds from Operations ("AFFO") is a supplementary measure that is widely used by the real estate industry,
particularly by publicly traded entities that own and operate income-producing properties. First Capital calculates AFFO in
accordance with the recommendations of the Real Property Association of Canada (“REALPAC”) as published in its most
recent guidance on "Funds from Operations and Adjusted Funds From Operations for IFRS" dated January 2022.
Management considers AFFO to be a meaningful financial measure of recurring economic earnings and relevant in
understanding First Capital's ability to service it's debt, fund capital expenditures and pay distributions to Unitholders.
AFFO is defined as FFO less amortization of straight-line rents, regular and recoverable maintenance capital expenditures,
and incremental leasing costs. A reconciliation from FFO to AFFO can be found in the "Non-IFRS Reconciliations and
Financial Measures — FFO, AFFO and ACFO" section of this MD&A.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
5
FIRST CAPITAL REIT ANNUAL REPORT 2024
Adjusted Cash Flow from Operations
Adjusted Cash Flow from Operations (“ACFO”) is a supplementary measure First Capital began using in 2017 to measure
operating cash flow generated from the business. FCR calculates ACFO in accordance with the recommendations of
REALPAC as published in its most recent guidance on "Adjusted Cashflow From Operations (ACFO) for IFRS" dated January
2023.
Management considers ACFO a meaningful metric to measure operating cash flows as it represents sustainable cash
available to pay distributions to Unitholders. ACFO includes a number of adjustments to cash flow from operations under
IFRS including, eliminating seasonal and non-recurring fluctuations in working capital, adding cash flows associated with
equity accounted joint ventures and deducting actual revenue sustaining capital expenditures and actual capital
expenditures recoverable from tenants. Lastly, ACFO includes an adjustment to exclude the non-controlling interest's
portion of cash flow from operations under IFRS, attributed to FCR's consolidated joint venture. A reconciliation of cash
flow from operations under IFRS to ACFO can be found in the "Non-IFRS Reconciliations and Financial Measures — FFO,
AFFO and ACFO" section of this MD&A.
Weighted average units outstanding for OFFO and FFO
For purposes of calculating per unit amounts for OFFO and FFO, the weighted average number of diluted units
outstanding includes the weighted average outstanding Trust Units and Exchangeable Units as at the end of the period;
and assumes conversion of all outstanding Deferred Units, Restricted Units, Performance Units and any dilutive Options
as at the end of the period.
OFFO, FFO, AFFO and ACFO Payout Ratios
OFFO, FFO, AFFO and ACFO payout ratios are supplementary non-IFRS measures used by Management to assess the
sustainability of First Capital's distribution payments. OFFO and FFO payout ratios are calculated using distributions
declared per unit divided by the OFFO and FFO per unit. The AFFO payout ratio is calculated using distributions declared
per unit divided by AFFO per unit. The ACFO payout ratio is calculated on a rolling four quarter basis by dividing total cash
distributions paid by ACFO over the same period. Management considers a rolling four quarter ACFO payout ratio more
relevant than a payout ratio in any given quarter due to the impact of seasonal fluctuations in ACFO period over period.
Enterprise Value
Enterprise value is the sum of the principal or par value amounts of First Capital's net debt on a proportionate basis and
the market value of FCR's Trust Units and Exchangeable Units outstanding at the respective quarter end date. This
measure is used by FCR to assess the total amount of capital employed in generating returns to Unitholders.
Net Debt
Net debt is a measure used by Management in the computation of certain debt metrics, providing information with
respect to certain financial ratios used in assessing First Capital's debt profile. Net debt is calculated as the sum of
principal amounts outstanding on credit facilities and mortgages, bank indebtedness and the par value of senior
unsecured debentures reduced by the cash balances at the end of the period on a proportionate basis.
Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization
Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization, ("Adjusted EBITDA") is a measure used by
Management in the computation of certain debt metrics. Adjusted EBITDA, is calculated as net income (loss), adding back
income tax expense, interest expense and amortization and excluding the increase or decrease in the fair value of
investment properties, fair value gains or losses on Exchangeable Units, fair value gains or losses on unit-based
compensation and other non-cash or non-recurring items on a proportionate basis. FCR also adjusts for incremental
leasing costs, which is a recognized adjustment to FFO, in accordance with the recommendations of REALPAC.
Management believes Adjusted EBITDA is useful in assessing the Trust's ability to service its debt, finance capital
expenditures and provide for distributions to its Unitholders.
FIRST CAPITAL REIT ANNUAL REPORT 2024
6
Unencumbered Aggregate Assets
Unencumbered aggregate assets represents the value of assets that have not been pledged as security under a credit
agreement or mortgage. The unencumbered aggregate asset value ratio is calculated as unencumbered aggregate assets
divided by the principal amount of unsecured debt, which consists of bank indebtedness, unsecured credit facilities and
senior unsecured debentures. This ratio is used by Management to assess the flexibility of First Capital to obtain various
forms of debt financing at a reasonable cost of capital.
Net Asset Value
Net Asset Value ("NAV") represents the proportionate share of First Capital's total assets less the proportionate share of
its total liabilities excluding deferred tax liabilities, and Exchangeable Units.
NAV per diluted unit represents NAV, as calculated above, adjusted for the exclusion of the unit-based compensation
plan liability and for the proceeds to be received upon the exercise of outstanding options divided by the number of
diluted units outstanding as at the end of the period. For purposes of calculating diluted per unit amounts for NAV, the
number of diluted units outstanding includes all outstanding Trust Units and Exchangeable Units as at the end of the
period and assumes conversion of outstanding Deferred Units, Restricted Units, Performance Units and Options as at the
end of the period. Management believes that NAV is useful to financial statement users who consider it a key measure of
the intrinsic value of the Trust.
OPERATING METRICS
First Capital presents certain operating metrics and portfolio statistics in the MD&A, which include neighbourhood count,
property category, GLA, occupancy, weighted average rate per occupied square foot, top 40 tenants, development
pipeline, and renewal activities. FCR uses these operating metrics to monitor and measure operational performance
period over period. To align FCR's GLA reporting with its ownership interest in its properties, unless otherwise noted, all
GLA is presented at FCR's ownership interest (19.3 million square feet at its ownership interest compared to 22.1 million
square feet at 100% as at December 31, 2024). First Capital's operating metrics and GLA excludes residential GLA totaling
125,000 square feet, at its ownership interest, as amounts are not significant at this time. In measuring performance or
allocating resources, the Trust does not distinguish or group its operations on a geographical or any other basis and,
accordingly, has a single reportable segment for disclosure purposes.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
7
FIRST CAPITAL REIT ANNUAL REPORT 2024
SUMMARY CONSOLIDATED INFORMATION AND HIGHLIGHTS
For the years ended December 31
2024
2023
2022
Revenues, Income and Cash Flows (1)
Revenues and other income
$
760,642 $
712,856
$
712,966
NOI (2)
$
447,288
$
425,257
$
425,499
Increase (decrease) in value of investment properties, net
$
(8,155)
$
(423,598)
$ (409,716)
Increase (decrease) in value of hotel property
$
—
$
3,646
$
6,908
Net income (loss) attributable to Unitholders
$
204,933
$
(134,056)
$ (159,997)
Net income (loss) per unit attributable to Unitholders (diluted)
$
0.96
$
(0.63)
$
(0.73)
Weighted average number of units - diluted (in thousands)
214,234
214,268
218,162
Cash provided by operating activities
$
233,790
$
227,734
$
251,221
Distributions
Distributions declared
$
183,397
$
183,561
$
124,191
Distributions declared per unit
$
0.864
$
0.864
$
0.576
Cash distributions paid
$
183,388
$
183,657
$
116,721
Cash distributions paid per unit
$
0.864
$
0.864
$
0.540
As at December 31
2024
2023
2022
Financial Information (1)
Investment properties (3)
$ 8,237,000
$
8,239,260
$ 8,627,788
Hotel property (3)
$
—
$
—
$
90,600
Total assets
$ 9,181,173
$
9,194,301
$ 9,581,938
Mortgages (3)
$ 1,243,786
$
1,338,041
$ 1,140,490
Credit facilities
$
723,335
$
1,153,907
$ 1,104,614
Senior unsecured debentures
$ 2,094,992
$
1,598,941
$ 1,898,824
Exchangeable Units
$
—
$
—
$
1,009
Unitholders' equity
$ 3,946,100
$
3,933,377
$ 4,279,373
Net Asset Value per unit (2)
$
22.05
$
21.95
$
23.48
Capitalization and Leverage
Trust Units outstanding (in thousands)
212,323
212,184
213,518
Exchangeable Units outstanding (in thousands)
—
—
60
Enterprise value (2)
$ 7,620,095
$
7,346,245
$ 7,786,007
Net debt to total assets (2) (4)
44.5%
45.0%
44.0%
Net debt to Adjusted EBITDA (2) (4)
8.7x
9.9x
10.2x
Weighted average term to maturity on mortgages, fixed rate unsecured term loans
and senior unsecured debentures (years)
3.7
3.3
3.4
FIRST CAPITAL REIT ANNUAL REPORT 2024
8
As at December 31
2024
2023
2022
Operational Information
Number of neighbourhoods
138
142
145
GLA (square feet) - at 100%
22,145,000
22,298,000
22,216,000
GLA (square feet) - at ownership interest
19,308,000
19,368,000
19,325,000
Occupancy - Same Property - stable (2)
96.9%
96.1%
95.7%
Total portfolio occupancy
96.8%
96.2%
95.8%
Development pipeline and adjacent land (GLA) (5)
Commercial pipeline (primarily retail)
668,000
1,063,000
1,742,000
Residential pipeline
22,732,000
22,654,000
22,388,000
Weighted average rate per occupied square foot
$
24.00
$
23.34
$
22.95
Commercial GLA developed and transferred online - at ownership interest (6)
91,000
142,000
15,000
Residential units developed and transferred online (6)
—
38
—
Cost of GLA developed and brought online – at FCR's share
$
42,617
$
88,323
$
6,714
Same Property - stable NOI - increase (decrease) over prior period (2) (7)
4.4%
1.2%
5.2%
Total Same Property NOI - increase (decrease) over prior period (2) (7)
4.4%
1.3%
5.1%
For the years ended December 31
2024
2023
2022
Funds from Operations (2) (4)
OFFO
$
290,964
$
253,286
$
260,733
OFFO per diluted unit
$
1.36
$
1.18
$
1.20
OFFO payout ratio
63.6%
73.1%
48.2 %
FFO
$
289,702
$
243,977
$
263,155
FFO per diluted unit
$
1.35
$
1.14
$
1.21
FFO payout ratio
63.9%
75.9%
47.8%
Weighted average number of units - diluted (in thousands)
214,234
214,268
218,162
Adjusted Funds from Operations (2) (4)
AFFO
$
230,598
$
202,654
$
226,217
AFFO per diluted unit
$
1.08
$
0.95
$
1.04
AFFO payout ratio
80.3%
91.4%
55.5%
Weighted average number of units - diluted (in thousands)
214,234
214,268
218,162
Adjusted Cash Flow from Operations (2) (4)
ACFO
$
220,732
$
233,363
$
235,452
ACFO payout ratio on a rolling four quarter basis
83.1%
78.7%
49.6%
(1) As presented in First Capital's IFRS consolidated financial statements, except for weighted average number of diluted units and per unit amounts.
(2) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(3) Includes properties and mortgages classified as held for sale.
(4) Reflects joint ventures proportionately consolidated. Total assets excludes cash balances. Refer to the "Non-IFRS Financial Measures – Proportionate Interest" section of
this MD&A.
(5) At First Capital's ownership interest.
(6) During the twelve months ended December 31.
(7) Calculated based on the year-to-date NOI. Prior period amounts not restated for current period property categories.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
9
FIRST CAPITAL REIT ANNUAL REPORT 2024
BUSINESS AND OPERATIONS REVIEW
Real Estate Investments
Investment Property Categories
First Capital categorizes its properties for the purposes of evaluating operating performance including Total Same
Property NOI. This enables FCR to better reflect its development, redevelopment and repositioning activities on its
properties, including density and land use intensification, and its completed and planned disposition activities. In
addition, FCR revises comparative information to reflect property categories consistent with current period status. The
property categories are as follows:
Total Same Property consisting of:
Same Property – stable – includes stable properties where the only significant activities are leasing and ongoing
maintenance. Properties that will be undergoing a redevelopment in a future period, including adjacent parcels of
land, and those having planning activities underway are also in this category until such development activities
commence. At that time, the property will be reclassified to either Same Property with redevelopment or to major
redevelopment.
Same Property with redevelopment – includes properties that are largely stable, including adjacent parcels of land,
but are undergoing incremental redevelopment or expansion activities (pads or building extensions) which intensify
the land use. Such redevelopment activities often include façade, parking, lighting and building upgrades.
Major redevelopment – includes properties in planning or recently completed multi-year redevelopment projects with
significant intensification, reconfiguration and building and tenant upgrades.
Ground-up development – consists of recently completed new construction, either on a vacant land parcel typically
situated in an urban area or on an urban land site with conversion of an existing vacant building to retail use.
Properties under construction – consists of properties under major redevelopment or ground-up development that are
under active construction.
Density and Development land – comprises land sites where there are no development activities underway, except for
those in the planning stage and certain zoned or unzoned sites where specific density value has been ascribed.
Acquisitions and dispositions – consists of properties acquired during the period including those in close proximity to
existing properties. Dispositions include information for properties disposed of in the period.
Assets classified as held for sale – consists of properties that meet the held for sale criteria under IFRS.
First Capital has applied the above property categorization to the fair value, capital expenditures as well as leasing and
occupancy activity on its portfolio, and to its Same Property NOI analysis to further assist in understanding FCR’s real
estate activities and its operating and financial performance.
Portfolio Overview
The Trust's Core Portfolio of grocery-anchored shopping centres had a value of approximately $7.2 billion as at
December 31, 2024 compared to $7.1 billion as at December 31, 2023.
As at and for the three and twelve months ended (millions of dollars)
December 31, 2024
Portfolio
Income-Producing
Properties
Properties Under
Construction
Density and
Development Land
Proportionate
Interest (1)
Net Operating
Income (1)
Core Portfolio
$
7,126 $
7 $
57 $
7,190 $
103 $
404
Other properties
894
122
319
1,335
12
51
Total Portfolio
$
8,020 $
129 $
376 $
8,525 $
115 $
455
Residential development inventory
267
Total real estate investments
$
8,792
(1) At First Capital's proportionate interest for the three and twelve months ended December 31, 2024. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
10
As at and for the three and twelve months ended (millions of dollars)
December 31, 2023
Portfolio
Income-Producing
Properties
Properties Under
Construction
Density and
Development Land
Proportionate
Interest (1)
Net Operating
Income (1)
Core Portfolio
$
6,998 $
38 $
47 $
7,083 $
99 $
389
Other properties
979
86
468
1,533
11
43
Total Portfolio
$
7,977 $
124 $
515 $
8,616 $
110 $
432
Residential development inventory
212
Total real estate investments
$
8,828
(1) At First Capital's proportionate interest for the three and twelve months ended December 31, 2023. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
As at December 31, 2024, First Capital had interests in 138 neighbourhoods, which were 96.8% occupied with a total GLA
of 19.3 million square feet at FCR's ownership interest (22.1 million square feet at 100%) and a fair value of $8.5 billion.
This compares to 142 neighbourhoods, which were 96.2% occupied with a total GLA of 19.4 million square feet at FCR's
ownership interest (22.3 million square feet at 100%) and a fair value of $8.6 billion as at December 31, 2023.
The Same Property portfolio includes properties sub-categorized in Same Property – stable and Same Property with
redevelopment. The Same Property portfolio is comprised of 126 neighbourhoods with a total GLA of 18.2 million square
feet at FCR's ownership interest (21.0 million square feet at 100%) and a fair value of $7.6 billion. These properties
represent 91% of FCR's neighbourhood count, 94% of its GLA at FCR's ownership interest and 89% of its fair value as at
December 31, 2024.
The balance of FCR’s real estate assets consists of properties which are in various stages of redevelopment, properties
acquired in 2024 or 2023 and properties in close proximity to them, as well as properties held for sale.
First Capital's portfolio based on property categorization is summarized as follows:
As at
December 31, 2024
December 31, 2023
Property Type (1)
% of Total
GLA
GLA
(000s
sq. ft.)
Fair
Value (2)
Occupancy
Weighted
Average
Rate per
Occupied
Square
Foot
% of Total
GLA
GLA
(000s
sq. ft.)
Fair
Value (2)
Occupancy
Weighted
Average
Rate per
Occupied
Square
Foot
Same Property – stable
91.6% 17,677 $ 7,405
96.9% $ 24.20
91.3% 17,690 $ 7,345
96.1% $ 23.61
Same Property with redevelopment
2.7%
522
163
99.1%
18.16
2.4%
461
141
98.7%
18.02
Total Same Property
94.3% 18,199
7,568
97.0%
24.02
93.7% 18,151
7,486
96.2%
23.46
Major redevelopment
2.7%
530
214
91.1%
23.36
2.5%
481
181
97.8%
22.30
Properties under construction (3)
—%
—
83
—%
—
—%
—
88
—%
—
Acquisitions (4)
1.0%
188
125
95.2%
34.29
0.6%
123
82
97.0%
30.35
Density and Development land (5) (6)
0.4%
85
338
95.3%
25.29
0.5%
90
399
95.3%
23.89
Investment properties classified as
held for sale
1.6%
306
197
97.2%
17.01
1.5%
298
174
94.9%
18.34
Dispositions (7) (8)
—%
—
—
—%
—
1.2%
225
206
92.0%
17.76
Total
100.0% 19,308 $ 8,525
96.8% $ 24.00 100.0% 19,368 $ 8,616
96.2% $ 23.34
(1) Prior periods restated to reflect current period property categories.
(2) At FCR's proportionate interest, including investment properties classified as held for sale as at December 31, 2024 and December 31, 2023, respectively.
(3) Approximately $46 million (December 31, 2023 - $36 million) of properties under construction is included in investment properties classified as held for sale as at
December 31, 2024.
(4) Includes current year and prior year acquisitions.
(5) Approximately $19 million (December 31, 2023 - $14 million) of density and development land is included in acquisitions as at December 31, 2024.
(6) Approximately $19 million (December 31, 2023 - $23 million) of density and development land is included in investment properties classified as held for sale as at
December 31, 2024.
(7) Comparative information presented relates to 2024 dispositions that have been completed and no longer form part of these metrics as at December 31, 2024.
(8) Approximately $Nil (December 31, 2023 - $79 million) of density and development land is included in dispositions as at December 31, 2024.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
11
FIRST CAPITAL REIT ANNUAL REPORT 2024
First Capital’s portfolio by major market is summarized as follows:
As at
December 31, 2024
December 31, 2023
(millions of dollars,
except other data)
Area
Number
of
Neighbour-
hoods
GLA
(000s
sq. ft.)
Fair
Value(1)
% of
Total
Fair
Value
Occupancy
Weighted
Average
Rate per
Occupied
Square
Foot
% of
Annual
Minimum
Rent
Number
of
Neighbour-
hoods
GLA
(000s
sq. ft.)
Fair
Value(1)
% of
Total
Fair
Value
Occupancy
Weighted
Average
Rate per
Occupied
Square
Foot
% of
Annual
Minimum
Rent
Greater Toronto
46 6,703 $ 4,006
47%
96.8% $
27.71
40%
50 6,865 $ 4,101
48%
96.6% $
26.60
40%
Greater Montreal
27 3,583 1,046
12%
94.9%
18.83
14%
27 3,582 1,046
12%
95.3%
18.50
14%
Greater Calgary
15 2,408
999
12%
96.9%
26.29
14%
15 2,352
949
11%
94.3%
25.72
13%
Greater Vancouver
14 1,583
954
11%
97.9%
29.00
10%
14 1,583
994
12%
96.0%
28.41
10%
Greater Edmonton
10 2,202
599
7%
96.1%
19.76
9%
10 2,219
621
7%
96.0%
19.43
10%
Greater Ottawa
12 1,021
339
4%
98.8%
20.76
5%
12 1,021
340
4%
98.2%
20.05
5%
KW/Guelph (2)
5 1,052
362
4%
98.7%
20.60
5%
5
990
352
4%
98.7%
20.52
5%
Other
9
756
220
3%
98.9%
18.87
3%
9
756
213
2%
97.3%
18.36
3%
Total
138 19,308 $ 8,525
100%
96.8% $
24.00
100%
142 19,368 $ 8,616
100%
96.2% $
23.34
100%
(1) At FCR's proportionate interest, including investment properties classified as held for sale as at December 31, 2024 and December 31, 2023, respectively.
(2) Includes Kitchener, Waterloo, and Guelph Area.
Investment Properties
A continuity of First Capital’s investment in its property acquisitions, dispositions, development and portfolio
improvement activities is as follows:
Year ended December 31, 2024
(millions of dollars)
Consolidated
Balance Sheet
Adjustments for
Proportionate Interest
Proportionate
Interest (2)
Balance at beginning of year
$
8,239 $
377 $
8,616
Acquisitions
Investment properties and additional adjacent spaces
33
—
33
Development activities and property improvements
124
11
135
Contribution of net assets from equity accounted joint venture
60
(60)
—
Increase (decrease) in value of investment properties, net
(8)
(42)
(50)
Dispositions
(218)
1
(217)
Other changes
7
1
8
Balance at end of year (1)
$
8,237 $
288 $
8,525
(1) Includes assets classified as held for sale as at December 31, 2024 totaling $197 million ($197 million at First Capital's share) of investment properties.
(2) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
Year ended December 31, 2023
(millions of dollars)
Consolidated
Balance Sheet
Adjustments for
Proportionate Interest
Proportionate
Interest (2)
Balance at beginning of year
$
8,628 $
324 $
8,952
Acquisitions
Investment properties and additional adjacent spaces
78
—
78
Development activities and property improvements
143
6
149
Increase (decrease) in value of investment properties, net
(424)
48
(376)
Dispositions
(186)
—
(186)
Other changes
—
(1)
(1)
Balance at end of year (1)
$
8,239 $
377 $
8,616
(1) Includes assets classified as held for sale as at December 31, 2023 totaling $168 million ($227 million at First Capital's share) of investment properties.
(2) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
12
2024 Acquisitions
Income-producing properties and other
During the year ended December 31, 2024, First Capital acquired the remaining 50% interest in it's Seton Gateway
property located in Calgary for $33.5 million, as summarized in the table below:
Count
Property Name
City/Province
Quarter
Acquired
Interest
Acquired
GLA
(sq. ft.)
Acreage
Acquisition Cost
(in millions)
1.
Seton Gateway
Calgary, AB
Q1
50%
63,879
6.3 $
33.5
Total
63,879
6.3 $
33.5
2023 Acquisitions
Income-producing properties and other
During the year ended December 31, 2023, First Capital acquired $78.1 million of income-producing properties including
a 0.3 acre parking lot located in Liberty Village, as summarized in the table below:
Count
Property Name
City/Province
Quarter
Acquired
Interest
Acquired
GLA
(sq. ft.)
Acreage
Acquisition Cost
(in millions)
1.
320 - 326 Bloor Street West
Toronto, ON
Q1
50%
8,979
0.2 $
15.7
2.
Centre Commercial Maisonneuve
Montreal, QC
Q2
100%
114,514
8.6
55.2
3.
Molson Building
Calgary, AB
Q3
25%
720
0.1
1.9
4.
30 Hanna Avenue (parking lot)
Toronto, ON
Q4
100%
—
0.3
5.3
Total
124,213
9.2 $
78.1
2024 Dispositions
During the year ended December 31, 2024, First Capital completed $217.1 million of dispositions, as summarized in the
table below:
Count
Property Name
City/Province
Quarter
Sold
Interest Sold
GLA
(sq. ft.)
Acreage
Gross Sales
Price
(in millions)
1.
1071 King St. W. (land)
Toronto, ON
Q1
41.7%
—
0.2
2.
71 King St. W. (Medical Arts Building)
Mississauga, ON
Q1
100%
43,788
1.0
3.
Royal Orchard
Markham, ON
Q1
50%
20,845
2.1
4.
Yonge-Davis Centre
Newmarket, ON
Q1
100%
50,747
4.6
5.
Broadmoor Residences
Richmond, BC
Q1
100%
55,253
—
6.
Yorkville Condo
Toronto, ON
Q2
100%
1,391
—
7.
1092 Kingston Rd. (retail at base of condo)
Scarborough, ON
Q2
42.5%
7,493
—
8.
1631-1633 The Queensway
Toronto, ON
Q4
100%
95,813
6.1
9.
Yorkville Condo
Toronto, ON
Q4
100%
1,392
—
10.
200 West Esplanade
Vancouver, BC
Q4
50%
28,902
0.2
Total
305,624
14.2 $
217.1
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
13
FIRST CAPITAL REIT ANNUAL REPORT 2024
2023 Dispositions
During the year ended December 31, 2023, First Capital completed $296.7 million of dispositions, as summarized in the
table below:
Count
Property Name
City/Province
Quarter
Sold
Interest Sold
GLA
(sq. ft.)
Acreage
Gross Sales
Price
(in millions)
1.
Yorkville Condo
Toronto, ON
Q1
100%
1,417
—
2.
Carre Queen-Mary
Montreal, QC
Q2
100%
35,863
0.3
3.
Yorkville Condo
Toronto, ON
Q2
100%
862
—
4.
Hazelton Hotel (Yorkville Village) (1)
Toronto, ON
Q2
100%/50%
60,766
—
5.
Yorkville Condo
Toronto, ON
Q3
100%
729
—
6.
30, 30A Hazelton Ave.
Toronto, ON
Q3
100%
11,783
0.1
7.
Wilderton Centre (land)
Montreal, QC
Q3
100%
—
1.5
8.
Place Panama (land)
Brossard, QC
Q3
100%
—
3.2
9.
5051-5061 Yonge St. (Hillcrest Plaza)
Toronto, ON
Q3
100%
37,307
0.7
10.
Yorkville Condo
Toronto, ON
Q4
100%
813
—
11.
Yonge & Roselawn (land)
Toronto, ON
Q4
25%
—
0.5
12.
6455 West Boulevard
Vancouver, BC
Q4
100%
30,395
—
Total
179,935
6.3 $
296.7
(1) First Capital sold its 100% and 50% interests in the Hazelton Hotel and ONE Restaurant, respectively.
Impact of Acquisitions and Dispositions
The annualized NOI of properties acquired and disposed, at the time of acquisition or disposition, during the years ended
December 31, 2024 and 2023 is summarized in the table below:
Acquired
Disposed
For the year ended December 31
2024
2023
2024
2023
Greater Toronto Area
$
—
$
204
$
3,536
$
6,140
Greater Montreal Area
—
3,634
—
372
Greater Calgary Area
2,531
—
—
—
Greater Vancouver Area
—
—
1,834
984
Total
$
2,531
$
3,838
$
5,370
$
7,496
Capital Expenditures
Capital expenditures are incurred by First Capital for maintaining and/or renovating its existing properties. In addition,
FCR also incurs expenditures for the purposes of expansion, redevelopment, ground-up development as well as
condominium and townhome development activities.
Revenue sustaining capital expenditures are required for maintaining First Capital’s property infrastructure and revenues
from leasing of existing space. Revenue sustaining capital expenditures are generally not recoverable from tenants.
However, certain leases provide the ability to recover from tenants, over time, a portion of capital expenditures to
maintain the physical aspects of FCR’s properties. Revenue sustaining capital expenditures generally include tenant
improvement costs related to new and renewal leasing, and capital expenditures required to maintain the physical
aspects of the properties, such as roof replacements and resurfacing of parking lots.
Revenue enhancing capital expenditures are those expenditures that increase the revenue generating ability of FCR’s
properties. Revenue enhancing capital expenditures are incurred in conjunction with or in contemplation of a
development or redevelopment strategy, a strategic repositioning after an acquisition, or in advance of a planned
disposition to maximize the potential sale price. First Capital owns and actively seeks to acquire older, well-located
FIRST CAPITAL REIT ANNUAL REPORT 2024
14
properties in urban locations, where expenditures tend to be higher when they are subsequently repaired or redeveloped
to meet FCR’s standards.
Capital expenditures incurred in development and redevelopment projects include pre-development costs, direct
construction costs, leasing costs, tenant improvements, borrowing costs, overhead including applicable salaries and direct
costs of internal staff directly attributable to the projects under active development.
Capital expenditures on investment properties and residential inventory by type are summarized in the table below:
Year ended December 31
2024
2023
Capital
Expenditures
Adjustments for
Proportionate
Interest
Proportionate
Interest (1)
Capital
Expenditures
Adjustments for
Proportionate
Interest
Proportionate
Interest (1)
Revenue sustaining
$
22,874 $
(5) $
22,869 $
24,340 $
17 $
24,357
Revenue enhancing
29,006
(12)
28,994
30,686
380
31,066
Expenditures recoverable from tenants
21,305
13
21,318
9,966
—
9,966
Development expenditures
50,583
10,783
61,366
78,031
5,407
83,438
Sub-total
$
123,768 $
10,779 $
134,547 $
143,023 $
5,804 $
148,827
Residential Inventory
$
35,179 $
20,019 $
55,198 $
34,242 $
11,854 $
46,096
Total
$
158,947 $
30,798 $
189,745 $
177,265 $
17,658 $
194,923
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
Capital expenditures for the year ended December 31, 2024 were $189.7 million, which was $5.2 million lower than the
prior year, in large part due to the completion of the Trust's 200 West Esplanade development project during the fourth
quarter of 2023, and both Cedarbrae Mall and Stanley Park Mall development projects during the first quarter of 2024.
Valuation of Investment Properties
The approach selected for valuing investment properties depends on the type of property and other factors such as stage of
development. The components of First Capital's investment properties for the purposes of calculating fair values were as
follows as at December 31, 2024 and December 31, 2023:
As at and for the three and twelve months ended (millions of dollars)
December 31, 2024
Property Type
Valuation Method
Fair Value
Adjustments for
Proportionate
Interest
Proportionate
Interest (1)
Net Operating
Income (1)
Same Property - stable
DCF (2)
$
7,256 $
149 $
7,405 $ 105 $ 419
Same Property with redevelopment
DCF (2)
163
—
163
2
9
Total Same Property
$
7,419 $
149 $
7,568 $ 107 $ 428
Major redevelopment
DCF (2), Cost (2)
214
—
214
3
11
Properties under construction (3)
DCF (2), Cost (2)
82
1
83
—
—
Acquisitions
DCF (2), Cost (2)
125
—
125
2
6
Density and Development Land (4) (5)
Cost (2), comparable land sales
200
138
338
1
2
Assets classified as held for sale
DCF (2), comparable land sales
197
—
197
1
5
Dispositions
N/A
—
—
—
1
3
Total investment properties
$
8,237 $
288 $
8,525 $ 115 $ 455
NOI related to other investments
—
—
Total NOI
$ 115 $ 455
(1) At First Capital's proportionate interest for the three and twelve months ended December 31, 2024. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(2) Discounted Cash Flow ("DCF") is a valuation method under the Income Approach. At cost where cost approximates fair value.
(3) Approximately $46 million ($46 million at First Capital's share) of properties under construction is included in assets classified as held for sale.
(4) Approximately $19 million ($19 million at First Capital's share) of density and development land is included in assets classified as held for sale.
(5) Approximately $19 million ($19 million at First Capital's share) of density and development land is included in acquisitions.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
15
FIRST CAPITAL REIT ANNUAL REPORT 2024
As at and for the three and twelve months ended (millions of dollars)
December 31, 2023
Property Type (1)
Valuation Method
Fair Value
Adjustments for
Proportionate
Interest
Proportionate
Interest (2)
Net Operating
Income (2)
Same Property - stable
DCF (3)
$
7,194 $
151 $
7,345 $ 100 $ 394
Same Property with redevelopment
DCF (3)
141
—
141
3
8
Total Same Property
$
7,335 $
151 $
7,486 $ 103 $ 402
Major redevelopment
DCF (3), Cost (3)
181
—
181
3
11
Properties under construction (4)
DCF (3), Cost (3)
87
1
88
—
—
Acquisitions
DCF (3), Cost (3)
82
—
82
1
3
Density and Development Land (5) (6) (7)
Cost (3), comparable land sales
233
166
399
1
2
Assets classified as held for sale
DCF (3), comparable land sales
174
—
174
1
5
Dispositions (7)
N/A
147
59
206
2
7
Total investment properties
$
8,239 $
377 $
8,616 $ 111 $ 430
NOI related to other investments
(1)
2
Total NOI
$ 110 $ 432
(1) Prior periods restated to reflect current period property categories.
(2) At First Capital's proportionate interest for the three and twelve months ended December 31, 2023. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(3) Discounted Cash Flow ("DCF") is a valuation method under the Income Approach. At cost where cost approximates fair value.
(4) Approximately $36 million ($36 million at First Capital's share) of properties under construction is included in assets classified as held for sale.
(5) Approximately $23 million ($23 million at First Capital's share) of density and development land is included in assets classified as held for sale.
(6) Approximately $14 million ($14 million at First Capital's share) of density and development land is included in acquisitions.
(7) Includes properties that were disposed of in 2024. Approximately $19 million ($79 million at First Capital's share) of density and development land is included in dispositions.
The majority of the Trust's portfolio is valued under the Income Approach using the discounted cash flow ("DCF") method.
As at December 31, 2024, the weighted average valuation yields (stabilized overall capitalization, terminal capitalization and
discount rates) used in valuing those investment properties under the Income Approach did not materially change from
December 31, 2023.
During the fourth quarter of 2024, as part of its normal course internal valuations, the Trust made revisions to the cash flow
models and yields on certain properties, and revalued certain development lands when considering comparable land sales
and market activity. As a result, an overall net increase in the value of investment properties was recorded in the amount of
$3.8 million ($3.6 million at FCR's share) for the three months ended December 31, 2024. For the year ended December 31,
2024, an overall net decrease in the value of investment properties was recorded in the amount of $8.2 million
($49.6 million at FCR's share).
The associated stabilized capitalization rates by major market for FCR's investment properties valued under the Income
Approach were as follows as at December 31, 2024 and December 31, 2023:
As at December 31, 2024
Stabilized Capitalization Rate
Area
Weighted
Average
Median
Range
Greater Toronto
5.2%
5.3%
4.0%-6.5%
Greater Montreal
6.1%
6.0%
5.3%-7.3%
Greater Calgary
5.9%
6.0%
5.5%-6.8%
Greater Vancouver
4.8%
4.8%
4.3%-5.8%
Greater Edmonton
6.6%
6.3%
5.5%-7.5%
Greater Ottawa
6.0%
6.0%
5.5%-6.5%
KW/Guelph (1)
5.6%
5.5%
5.3%-6.0%
Other
5.9%
5.9%
5.3%-6.8%
Weighted Average
5.5%
5.5%
4.0%-7.5%
(1) Includes Kitchener, Waterloo, and Guelph Area.
FIRST CAPITAL REIT ANNUAL REPORT 2024
16
As at December 31, 2023
Stabilized Capitalization Rate
Area
Weighted
Average
Median
Range
Greater Toronto
5.1%
5.0%
3.8%-7.3%
Greater Montreal
6.0%
6.0%
5.3%-7.3%
Greater Calgary
5.9%
6.0%
5.5%-6.8%
Greater Vancouver
4.7%
4.5%
3.5%-5.3%
Greater Edmonton
6.5%
6.0%
5.5%-7.5%
Greater Ottawa
5.8%
5.9%
5.3%-6.3%
KW/Guelph (1)
5.6%
5.5%
5.3%-6.0%
Other
5.9%
5.9%
5.3%-6.8%
Weighted Average
5.5%
5.5%
3.5%-7.5%
(1) Includes Kitchener, Waterloo, and Guelph Area.
Property Development Activities
As at December 31, 2024, the Trust's share of properties under construction, residential inventory and density and
development land totaled approximately $772 million. These non-income producing properties represent approximately 9%
of the Trust's total portfolio value and consists of development land, adjacent land parcels, properties slated for
redevelopment with limited income and properties in active development. As at December 31, 2024, the invested cost of
these non-income producing properties was $722 million as compared to a fair value of $772 million. Cumulative gains of
approximately $50 million have been recognized to date and are expected to grow over time as development projects are
entitled, advanced and completed.
Development and redevelopment activities are completed selectively, based on opportunities in First Capital’s properties
or in the markets where FCR operates. First Capital’s development activities include redevelopment of stable properties,
major redevelopment, and ground-up projects. Additionally, properties under development include land with future
development potential. All commercial development activities are strategically managed to reduce risk, and properties
are generally developed after obtaining anchor tenant lease commitments. Individual commercial buildings within a
development are generally constructed only after obtaining lease commitments on a substantial portion of the space.
Development Pipeline
As at December 31, 2024, First Capital's portfolio is comprised of 19.3 million square feet of GLA at FCR's ownership
interest. Substantially all of this GLA is located in Canada's six largest urban growth markets which are undergoing
significant land use intensification. As such, Management has identified meaningful incremental density available for
future development within its existing portfolio. As at December 31, 2024, Management had identified approximately
23.4 million square feet of incremental density which currently exceeds FCR's existing portfolio of 19.3 million square
feet.
Management undertakes a quarterly review of its entire portfolio and updates all of its future incremental density.
Management stratifies the density by expected project commencement time frame. Medium term includes project
commencement expected within the next 7 years, long term between 8 and 15 years and very long term beyond 15
years. First Capital’s incremental density is classified by type between commercial and residential. Commercial density
primarily consists of retail density.
As a substantial part of the portfolio is located in urban markets where significant land use intensification continues to
occur, Management expects future incremental density will continue to grow and provide First Capital with increased
opportunity to redevelop its generally low density properties.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
17
FIRST CAPITAL REIT ANNUAL REPORT 2024
A breakdown of the properties under construction, density and development land, and residential inventory within the
portfolio by component and type is as follows:
As at December 31, 2024
Square feet (in thousands)
Commercial
Residential
Total (1)
Recognized to date (2) Value recognized (1)(2)
(in millions)
Properties under construction
68
260
328
328 $
129
Density and development land
Medium term
800
11,300
12,100
Long term
(100)
3,000
2,900
Very long term
(100)
7,800
7,700
600
22,100
22,700
6,516 $
376
Residential inventory
—
372
372
372 $
267
Total development pipeline
668
22,732
23,400
7,216 $
772
(1) At First Capital's proportionate interest. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(2) Represents the density that has been valued and included as part of the fair value of investment properties and the cost of residential inventory on the proportionate
balance sheet.
First Capital determines its course of action with respect to its potential residential density on a case by case basis given the
specifics of each property. First Capital’s course of action for each property may include selling the property, selling the
residential density rights, entering into a joint venture with a partner to develop the property or undertaking the
development of the property on its own. Approximately 7.2 million or 31% of FCR's 23.4 million square feet of identified
incremental density has been at least partially included as part of the fair value of investment properties and the cost of
residential inventory on the proportionate balance sheet.
The value of the Trust's density and development land recognized in the Trust's proportionate balance sheet totaling $376
million, or $58 per buildable square foot, as presented below, consists of development land and adjacent land parcels,
future pad developments and properties slated for redevelopment with limited income. As of December 31, 2024, the
invested cost of the density and development land recognized in the Trust's proportionate balance sheet totaled
$346 million representing acquisition cost and pre-development costs to date.
As at December 31, 2024 (1)
(in millions)
Unencumbered
Encumbered
Fair Value
Development land
Unzoned
$
59 $
11 $
70
Zoned
165
—
165
Total
224
11
235
IPP with density
Unzoned
14
58
72
Zoned
69
—
69
Total
83
58
141
Value of density and development land
$
307 $
69 $
376
(1) At First Capital's proportionate interest. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
The remaining 16.2 million square feet of identified incremental density may be included in the value of the property in
the future, based on certain factors including the expiry or removal of tenant encumbrances and zoning approvals. The
majority of the incremental residential density is located above income-producing shopping centres or their parking area.
FIRST CAPITAL REIT ANNUAL REPORT 2024
18
Development Pipeline by Urban Market
A breakdown of FCR's properties under construction, density and development land, and residential inventory by urban
market is as follows:
As at December 31, 2024
(in thousands of square feet)
Incremental Density Pipeline
Total
% of Total
Greater Toronto Area
14,465
61.8%
Greater Montreal Area
4,630
19.8%
Greater Vancouver Area
2,358
10.1%
Greater Ottawa Area
1,290
5.5%
Greater Edmonton Area
569
2.4%
Greater Calgary Area
88
0.4%
Total development pipeline
23,400
100.0%
Entitlements Program
First Capital has a program in place to seek entitlements for the incremental density within its portfolio. Entitlement
applications are submitted based on gross floor area (“GFA”).
As of December 31, 2024, entitlement submissions to date total approximately 18.1 million square feet representing 77%
of FCR's 23.4 million incremental density pipeline. To date, 9.7 million square feet has been zoned and the Trust expects
up to 2.0 million square feet of existing entitlement submissions to be zoned throughout 2025.
Entitlement Applications (1)
000's of square feet submitted for (at FCR's share):
Residential
Commercial
Total
Existing Incremental
Zoned
1.
Pre-2019 Entitlement Applications (2)
2,986
707
3,693
175
3,518
3,583
2.
2019 Entitlement Applications
8,349
1,020
9,369
317
9,052
5,901
3.
2020 Entitlement Applications
2,903
197
3,100
143
2,957
1,571
4.
2021 Entitlement Applications
1,428
14
1,442
104
1,338
528
5.
2022 Entitlement Applications
1,655
37
1,692
78
1,614
652
6.
2023 Entitlement Applications
1,642
69
1,711
106
1,605
—
7.
2024 Entitlement Applications
1,556
59
1,615
27
1,588
—
Total Entitlement Applications Submitted
20,519
2,103
22,622
950
21,672
12,235
Dispositions (3)
(3,117)
(594)
(3,711)
(101)
(3,610)
(2,530)
Total Entitlement Applications Submitted - net
17,402
1,509
18,911
849
18,062
9,705
(1) Certain prior period entitlement application data has been updated to reflect subsequent resubmissions.
(2) As at December 31, 2024, all pre-2019 entitlement applications have been approved with final zoning as indicated above.
(3) Includes properties that have been fully or partially disposed of for which entitlements had been previously submitted.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
19
FIRST CAPITAL REIT ANNUAL REPORT 2024
First Capital has approximately 7.3 million square feet of additional incremental density primarily related to the
properties listed below, where entitlements have yet to be submitted.
Additional Incremental Density
Property
Neighbourhood
City, Province
Ownership
Interest %
1.
Cliffcrest Plaza
Cliffcrest
Toronto, ON
100%
2.
Pemberton Plaza
Pemberton
North Vancouver, BC
100%
3.
Olde Oakville (future phases)
South Oakville
Oakville, ON
100%
4.
Appleby Square
Appleby
Burlington, ON
100%
5.
1000 Wellington St.
Griffintown
Montreal, QC
100%
6.
Centre Commercial Domaine
Longue-Pointe
Montreal, QC
100%
7.
Galeries Normandie
Hwy. 15/Rue de Salaberry
Montreal, QC
100%
8.
College Square
Nepean
Ottawa, ON
50%
9.
Place Anjou (future phase)
Anjou
Anjou, QC
100%
10.
Cedarbrae Mall (future phases)
Cedarbrae
Toronto, ON
100%
11.
Le Campanile
Nun's Island
Montreal, QC
100%
12.
Place Michelet
Saint - Leonard
Montreal, QC
100%
13.
5500 Dundas West
Etobicoke
Toronto, ON
100%
14.
Plaza Baie d'Urfe
West Island
Montreal, QC
100%
15.
Westmount Shopping Centre (future phases)
Westmount
Edmonton, AB
100%
16.
Scott 72 Shopping Centre
120 St./72 Ave.
Delta, BC
100%
17.
Semiahmoo (future phases)
South Surrey
Surrey, BC
100%
18.
Gloucester City Centre (future phases)
Gloucester
Ottawa, ON
50%
FCR continues to review each of its properties and has identified meaningful incremental density in properties that have not
progressed to the point of inclusion in First Capital's incremental density pipeline, that Management expects may be
included in the future.
2024 Development and Redevelopment Coming Online and Space Going Offline
Development and redevelopment coming online includes both leased and unleased space transferred from development
to income-producing properties at completion of construction. Costs transferred to income-producing properties often
involves judgment in cost allocations related to the space transferred in the period relative to the total project. Therefore,
the cost per square foot transferred in any one period may not be indicative of the total project cost per square foot.
During the year ended December 31, 2024, First Capital completed the transfer of 91,000 square feet of new retail space
to the income-producing portfolio at a total value of $42.6 million. Approximately 83,000 square feet of the retail space
transferred became occupied at an average rental rate of $25.83 per square foot or approximately $2.1 million in annual
NOI.
For the year ended December 31, 2024, First Capital had tenant closures for redevelopment of 12,000 square feet at an
average rental rate of $34.48 per square foot, of which 4,000 square feet was demolished.
FIRST CAPITAL REIT ANNUAL REPORT 2024
20
Active Development and Redevelopment Activities
Consistent with its strategy of long-term ownership and value creation, First Capital’s developments are completed based
on the highest standards in architecture, construction, choice of materials, lighting, parking, vehicular access, pedestrian
amenities and accessibility, as well as development to Leadership in Energy and Environmental Design ("LEED") standards.
Prospectively, First Capital’s development program also strives to achieve net zero carbon certification, where feasible.
As construction on large projects occurs in phases, there continues to be ongoing lease negotiations in various stages
with retailers for the planned space. Leasing of residential apartments begins as the project is nearing completion.
Highlights of First Capital’s active projects as at December 31, 2024 are as follows:
As at December 31, 2024
Estimated GLA/GFA upon completion
(thousands of square feet) (2)
Project
Ownership
Interest %
Type
Target
Completion
Date (1)
Estimated Number
of Residential
Units (2)
Residential (2)
Commercial (2)
Total (2)
Edenbridge Condos, Toronto, ON
50%
Mixed-Use (condo)
H1 2026
105
123
—
123
Mixed-Use (retail)
H1 2026
—
—
4
4
400 King St. W., Toronto, ON
35%
Mixed-Use (condo)
H2 2026
219
151
—
151
Mixed-Use (retail)
H2 2026
—
—
12
12
Yonge & Roselawn, Toronto, ON
50% (3)
Mixed-Use (rental)
H2 2027
318
211
33
244
1071 King St. W., Toronto, ON
25%
Mixed-Use (retail)
H1 2028
75
49
1
50
138 Yorkville Ave., Toronto, ON
33%
Mixed-Use (condo)
H2 2028
22
98
—
98
Mixed-Use (retail)
H2 2028
—
—
18
18
Total at FCR's share (2)
739
632
68
700
(1) H1 and H2 refer to the first six months of the year and the last six months of the year, respectively.
(2) At First Capital's proportionate interest. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(3) As at December 31, 2024, 25% of this project is classified as held for sale.
As at December 31, 2024
Investment at cost (1)
(in millions)
Value recognized (1)
(in millions)
Project
Incurred
to Date (1)
Estimated to
Complete (1)
Total (1)
Properties
Under
Construction (1)
Income-
Producing
Properties (1)
Residential
Development
Inventory (1)
Total (1)
Edenbridge Condos, Toronto, ON (residential)
$
80 $
33 $
113 $
— $
— $
80 $
80
Edenbridge Condos, Toronto, ON (retail)
3
1
4
3
—
—
3
400 King St. W., Toronto, ON (residential)
81
63
144
—
—
100
100
400 King St. W., Toronto, ON (retail)
7
4
11
4
—
—
4
Yonge & Roselawn, Toronto, ON
97
209
306
92
—
—
92
1071 King St. W., Toronto, ON
6
40
46
15
—
—
15
Sub-total at FCR's share (1)
$
274 $
350 $
624 $
114 $
— $
180 $
294
138 Yorkville Ave., Toronto, ON (residential)
87
TBD
TBD
—
—
87
87
138 Yorkville Ave., Toronto, ON (retail)
15
TBD
TBD
15
—
—
15
Total at FCR's share (1)
$
376 $
350 $
726 $
129 $
— $
267 $
396
(1) At First Capital's proportionate interest. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
21
FIRST CAPITAL REIT ANNUAL REPORT 2024
Edenbridge Condominiums
Edenbridge on the Kingsway, Etobicoke, is a 9-storey condominium development that includes 209 luxury suites and
approximately 7,000 square feet of retail GLA at grade. The project is located on the southeast corner of the REIT’s
Humbertown Shopping Centre and 89% of the units have been pre-sold. The two tower cranes have been removed from
the site and interior finishing work is underway. The Trust’s 50% co-development partner in the project is Tridel.
400 King
400 King Street West, Toronto, is a 47-storey condominium development that includes 617 suites and approximately
34,000 square feet of street front retail GLA located over two levels. Structural forming of the 34th floor is underway and
exterior precast and window installation is underway. As of quarter end, 98% of the units have been pre-sold. The Trust’s
co-development partners in the project are Plazacorp and Main & Main.
Yonge & Roselawn
Yonge and Roselawn, Toronto, is a two-tower mixed-use development project located just north of the Yonge & Eglinton
intersection. The project includes 636 purpose-built rental residential units between the two buildings, reaching 24 and
30 storeys, respectively. A substantial 2-storey retail podium is included at grade, incorporating two existing heritage
facades along the Yonge streetfront. In addition to the inclusion of a new public park on the site, the project includes an
extensive geothermal heating and cooling system and is targeting Net Zero Carbon and LEED Gold certifications.
Construction of the underground structure is underway, with the P2 parking level nearing completion. The Trust’s co-
development partner in the project is Woodbourne.
1071 King Street West
1071 King Street West, Toronto, is a 17-storey mixed-use development project located at the gateway to Liberty Village.
The project includes 298 purpose-built rental units within an iconic flatiron building, along with streetfront retail, a new
neighbourhood park, and a future connection to the West Toronto Railpath. Excavation is complete and underground
waterproofing and formwork is underway. The Trust’s co-development partners in the project are Hullmark and
Woodbourne.
138 Yorkville
138 Yorkville Avenue, Toronto, is a 31-storey ultra-luxury condominium tower that includes approximately 67 large-size
suites and approximately 40,000 square feet of high-end retail at its base. Located on the northeast corner of Avenue
Road and Yorkville Avenue, the property is situated prominently at the “gateway” to Toronto’s prestigious Yorkville
neighbourhood, and it will be integrated into the REIT’s Yorkville Village shopping centre. The tower crane has been
installed on site, and construction of the underground structure is underway. The Trust’s co-development partner in the
project is Greybrook Realty Partners.
FIRST CAPITAL REIT ANNUAL REPORT 2024
22
Leasing and Occupancy
As at December 31, 2024, both total portfolio and Same Property occupancy increased 0.3% to 96.8% and 97.0%,
respectively, compared to September 30, 2024 occupancy rates primarily due to tenant openings, net of closures. Total
portfolio and Same Property occupancy increased 0.6% and 0.8%, respectively, compared to December 31, 2023
occupancy rates.
For the year ended December 31, 2024, the monthly average occupancy for the total portfolio was 96.2% compared to
95.9%, and the Same Property portfolio occupancy was 96.3% compared to 95.8% for the prior year, respectively.
Occupancy of First Capital's portfolio by property categorization was as follows:
As at
December 31, 2024
December 31, 2023
(square feet in thousands)
Total
Occupied
Square Feet
% Occupied
Weighted
Average Rate
per Occupied
Square Foot
Total
Occupied
Square Feet
% Occupied
Weighted
Average Rate
per Occupied
Square Foot
Same Property – stable
17,129
96.9% $
24.20
17,005
96.1% $
23.61
Same Property with redevelopment
517
99.1%
18.16
455
98.7%
18.02
Total Same Property
17,646
97.0%
24.02
17,460
96.2%
23.46
Major redevelopment
483
91.1%
23.36
471
97.8%
22.30
Assets classified as held for sale
297
97.2%
17.01
282
94.9%
18.34
Total portfolio before acquisitions and dispositions
18,426
96.8%
23.89
18,213
96.2%
23.35
Acquisitions (1)
179
95.2%
34.29
120
97.0%
30.35
Dispositions (2)
—
—%
—
207
92.0%
17.76
Density and Development land
81
95.3%
25.29
86
95.3%
23.89
Total (3)
18,686
96.8% $
24.00
18,626
96.2% $
23.34
(1) Includes current year and prior year acquisitions.
(2) Comparative information presented relates to 2024 dispositions that have been completed and no longer form part of these metrics as at December 31, 2024.
(3) At FCR's ownership interest.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
23
FIRST CAPITAL REIT ANNUAL REPORT 2024
During the three months ended December 31, 2024, First Capital completed 749,000 square feet of lease renewals across
the portfolio. First Capital achieved a 12.7% lease renewal rate increase when comparing the per square foot net rental
rate in the first year of the renewal term to the per square foot net rental rate of the last year of the expiring term. For
the three months ended December 31, 2024, First Capital achieved a 18.5% lease renewal rate increase when comparing
the average net rental rate over the renewal term to the net rental rate in the last year of the expiring term.
The average rental rate per occupied square foot for the total portfolio increased 0.6% from $23.85 as at September 30,
2024 to $24.00 as at December 31, 2024 primarily due to renewal lifts and rent escalations.
Changes in First Capital’s gross leasable area and occupancy for the total portfolio for the three months ended
December 31, 2024 are set out below:
Three months ended
December 31, 2024
Total Same Property
Major redevelopment, ground-up,
acquisitions, dispositions, density
& development land
Vacancy
Total Portfolio (1)
Occupied
Square Feet
(thousands)
%
Weighted
Average Rate
per Occupied
Square Foot
Occupied
Square Feet
(thousands)
%
Weighted
Average Rate
per Occupied
Square Foot
Under
Redevelop-
ment Square
Feet
(thousands)
%
Vacant
Square Feet
(thousands)
%
Total
Square Feet
(thousands)
Occupied
Square
Feet %
Weighted
Average Rate
per Occupied
Square Foot
September 30, 2024 (2) 17,594 96.7% $ 23.92
1,134
94.1% $ 22.78
2
—%
677 3.5% 19,407
96.5% $ 23.85
Tenant possession
150
21.18
7
17.94
—
(157)
—
21.03
Tenant closures
(90)
(25.43)
(2)
(42.85)
—
92
—
(25.73)
Tenant closures for
redevelopment
—
—
(6)
(49.93)
6
—
—
(49.93)
Developments – tenants
coming online (3)
—
—
5
40.08
—
(5)
—
40.08
Redevelopments – tenant
possession
—
—
—
—
—
—
—
—
Demolitions
—
—
—
—
—
—
—
—
Reclassification
(8)
—
1
—
2
6
1
—
Total portfolio before Q4
2024 acquisitions
and dispositions
17,646 97.0% $ 24.02
1,139
94.3% $ 22.74
10 0.1%
613 3.2% 19,408
96.8% $ 23.95
Acquisitions (at date of
acquisition)
—
—%
—
—
—%
—
—
—%
—
—
—%
—
Dispositions (at date of
disposition)
—
—%
—
(99) 99.2% (13.94)
—
—%
(1)
(100) 99.2% (13.94)
December 31, 2024
17,646 97.0% $ 24.02
1,040
93.8% $ 23.58
10 0.1%
612 3.2% 19,308
96.8% $ 24.00
Renewals
734
$ 28.21
15
$ 20.02
749
$ 28.05
Renewals – expired
(734)
$ (25.04)
(15)
$ (17.65)
(749)
$ (24.90)
Net change per square foot from renewals
$
3.17
$
2.37
$
3.15
% Increase on renewal of expiring rents
(first year of renewal term)
12.7%
13.4%
12.7%
% increase on renewal of expiring rents
(average rate in renewal term)
18.5%
(1) At FCR's ownership interest.
(2) Opening balances have been adjusted to reflect the current period presentation.
(3) For further discussion of development and redevelopment coming online and under development vacancy, refer to the “Property Development Activities – 2024
Development and Redevelopment Coming Online and Space Going Offline” section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
24
During the year ended December 31, 2024, First Capital completed 2,372,000 square feet of lease renewals across the
portfolio. First Capital achieved a 12.5% lease renewal rate increase when comparing the per square foot net rental rate
in the first year of the renewal term to the per square foot net rental rate of the last year in the expiring term. For the
year ended December 31, 2024, First Capital achieved a 17.3% lease renewal rate increase when comparing the average
net rental rate over the renewal term to the net rental rate in the last year of the expiring term.
The average rental rate per occupied square foot for the total portfolio increased 2.8% from $23.34 as at December 31,
2023 to $24.00 as at December 31, 2024 primarily due to rent escalations, renewal lifts, acquisitions and dispositions.
Changes in First Capital’s gross leasable area and occupancy for the total portfolio for the year ended December 31, 2024
are set out below:
Year ended December 31,
2024
Total Same Property
Major redevelopment, ground-up,
acquisitions, dispositions, density
& development land
Vacancy
Total Portfolio (1)
Occupied
Square Feet
(thousands)
%
Weighted
Average Rate
per Occupied
Square Foot
Occupied
Square Feet
(thousands)
%
Weighted
Average Rate
per Occupied
Square Foot
Under
Redevelop-
ment Square
Feet
(thousands)
%
Vacant
Square Feet
(thousands)
%
Total
Square Feet
(thousands)
Occupied
Square
Feet %
Weighted
Average Rate
per Occupied
Square Foot
December 31, 2023 (2)
17,460 96.2% $ 23.46
1,166
95.8% $ 21.48
—
— %
742 3.8% 19,368
96.2% $ 23.34
Tenant possession
593
25.27
49
9.24
—
(642)
—
24.04
Tenant closures
(460)
(21.98)
(43)
(22.48)
—
503
—
(22.02)
Tenant closures for
redevelopment
(4)
(25.07)
(8)
(39.18)
12
—
—
(34.48)
Developments – tenants
coming online (3)
61
17.00
22
50.66
—
8
91
25.83
Redevelopments – tenant
possession
—
—
—
—
—
—
—
—
Demolitions
—
—
—
—
(15)
—
(15)
—
Reclassification
(4)
—
(1)
—
13
15
23
—
Total portfolio before
2024 acquisitions
and dispositions
17,646 97.0% $ 24.02
1,185
93.5% $ 21.86
10 0.1%
626 3.2% 19,467
96.7% $ 23.89
Acquisitions (at date of
acquisition)
—
—%
—
63
98.2%
38.34
—
—%
1
64
98.2%
38.34
Dispositions (at date of
disposition)
—
—%
—
(208) 93.5% (18.23)
—
—%
(15)
(223) 93.5% (18.23)
December 31, 2024
17,646 97.0% $ 24.02
1,040
93.8% $ 23.58
10 0.1%
612 3.2% 19,308
96.8% $ 24.00
Renewals
2,334
$ 27.58
38
$ 30.65
2,372
$ 27.63
Renewals – expired
(2,334)
$ (24.53)
(38)
$ (26.81)
(2,372)
$ (24.57)
Net change per square foot from renewals
$
3.05
$
3.84
$
3.06
% Increase on renewal of expiring rents
(first year of renewal term)
12.4%
14.3%
12.5%
% increase on renewal of expiring rents
(average rate in renewal term)
17.3%
(1) At FCR's ownership interest.
(2) Opening balances have been adjusted to reflect the current period presentation.
(3) For further discussion of development and redevelopment coming online and under development vacancy, refer to the “Property Development Activities – 2024
Development and Redevelopment Coming Online and Space Going Offline” section of this MD&A.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
25
FIRST CAPITAL REIT ANNUAL REPORT 2024
Top Forty Tenants
As at December 31, 2024, 55.8% of First Capital's annualized minimum rent came from its top 40 tenants
(December 31, 2023 – 54.9%). Of these rents, 71.1% (December 31, 2023 – 73.0%) came from tenants that have
investment grade credit ratings and who represent many of Canada’s leading grocery stores, pharmacies, national and
discount retailers, financial institutions and other familiar retailers. The weighted average remaining lease term for First
Capital’s top 10 tenants was 5.8 years as at December 31, 2024, excluding contractual renewal options.
Rank
Tenant (1) (2)
Number
of Stores
Square Feet
(thousands)
Percent of Total
Gross Leasable
Area
Percent of Total
Annualized
Minimum Rent
DBRS Credit
Rating
S&P Credit
Rating
Moody’s
Credit Rating
1.
Loblaw Companies Limited ("Loblaw")
95
1,932
10.4%
10.6%
BBB (high)
BBB+
2.
Sobeys
49
1,383
7.4%
5.5%
BBB
BBB-
3.
Metro
34
875
4.7%
3.2%
BBB (high)
BBB
4.
Canadian Tire
19
693
3.7%
3.1%
BBB
BBB
5.
Walmart
10
1,018
5.5%
2.1%
AA
Aa2
6.
TD Canada Trust
43
196
1.1%
2.1%
AA (high)
A+
Aa2
7.
Dollarama
52
468
2.5%
1.9%
BBB
BBB
Baa2
8.
Save-On-Foods
8
316
1.7%
1.8%
9.
GoodLife Fitness
25
466
2.5%
1.7%
B2
10.
RBC Royal Bank
36
192
1.0%
1.7%
AA (high)
AA-
Aa1
Top 10 Tenants Total
371
7,539
40.5%
33.7%
11.
Scotiabank
29
134
0.7%
1.6%
AA
A+
Aa2
12.
RONA
4
361
1.9%
1.4%
13.
CIBC
33
168
0.9%
1.4%
AA
A+
Aa2
14.
LCBO
21
190
1.0%
1.3%
AA
AA-
Aa3
15.
Winners
13
306
1.6%
1.3%
A
A2
16.
Restaurant Brands International
54
120
0.6%
1.2%
BB
Ba3
17.
Rexall
17
139
0.7%
1.1%
18.
Longo's
5
196
1.1%
1.1%
19.
BMO
25
105
0.6%
1.1%
AA
A+
Aa2
20.
London Drugs
7
172
0.9%
0.9%
21.
Recipe Unlimited
27
104
0.6%
0.8%
22.
Petsmart
7
118
0.6%
0.7%
B+
B1
23.
Altea Active
1
32
0.2%
0.7%
24.
Staples
7
140
0.8%
0.7%
B-
B3
25.
Toys "R" Us
4
141
0.8%
0.6%
26.
Whole Foods Market
2
90
0.5%
0.6%
AA-
A1
27.
Starbucks
32
45
0.2%
0.6%
BBB+
Baa1
28.
McDonald's
19
70
0.4%
0.5%
BBB+
Baa1
29.
Pusateri's
1
35
0.2%
0.5%
30.
Subway
56
56
0.3%
0.5%
31.
The Beer Store
10
59
0.3%
0.5%
AA
AA-
Aa3
32.
Pet Valu
21
60
0.3%
0.4%
33.
The Home Depot
2
153
0.8%
0.4%
A
A
A2
34.
Williams-Sonoma
2
38
0.2%
0.4%
35.
Anytime Fitness
13
66
0.4%
0.3%
36.
Alcanna Inc.
13
40
0.2%
0.3%
37.
Bulk Barn
13
55
0.3%
0.3%
38.
CLSC (3)
1
73
0.4%
0.3%
AA (low)
AA-
Aa2
39.
Yum! Brands
21
33
0.2%
0.3%
BB+
Ba2
40.
Michaels
3
54
0.3%
0.3%
B-
B3
Top 40 Tenants Total
834
10,892
58.5%
55.8%
(1) The names noted above may be the names of the parent entities and are not necessarily the covenants under the leases.
(2) Tenants noted include all banners of the respective retailer.
(3) Centre local de services communautaires.
FIRST CAPITAL REIT ANNUAL REPORT 2024
26
Lease Maturity Profile
First Capital’s lease maturity profile for its portfolio as at December 31, 2024, excluding any contractual renewal options,
is as follows:
Maturity Date
Number of
Locations
Occupied Square
Feet (thousands)
Percent of Total
Square Feet
Annualized
Minimum Rent at
Expiration
(thousands)
Percent of Total
Annualized
Minimum Rent
Average Annual
Minimum Rent
per Square Foot
at Expiration
Month-to-month tenants (1)
68
176
0.9 %
$
3,855
0.8 %
$
21.87
2025
371
1,353
7.0 %
31,241
6.3 %
23.08
2026
533
1,834
9.5 %
48,309
9.8 %
26.34
2027
604
2,740
14.2 %
68,416
13.8 %
24.97
2028
581
3,093
16.0 %
73,902
14.9 %
23.89
2029
587
2,795
14.5 %
66,923
13.5 %
23.95
2030
356
1,536
8.0 %
43,596
8.8 %
28.39
2031
149
887
4.6 %
24,134
4.9 %
27.22
2032
150
895
4.6 %
22,799
4.6 %
25.48
2033
141
738
3.8 %
21,323
4.3 %
28.89
2034
160
806
4.2 %
28,564
5.8 %
35.44
2035
95
700
3.6 %
25,940
5.3 %
37.07
Thereafter
58
1,133
5.9 %
35,528
7.2 %
31.34
Total or Weighted Average
3,853
18,686
96.8 %
$
494,530
100.0 %
$
26.46
(1) Includes tenants on over hold including renewals and extensions under negotiation, month-to-month tenants and tenants in space at properties with future redevelopment.
The weighted average remaining lease term for the portfolio was 5.2 years as at December 31, 2024, excluding contractual
renewal options, but including month-to-month and other short-term leases.
Investment in Joint Ventures
As at December 31, 2024, First Capital had interests in seven joint ventures that it accounts for using the equity method.
First Capital's joint ventures are as follows:
Name of Entity
Name of Property/Business Activity
Location
Effective Ownership
December 31, 2024
December 31, 2023
Aukland and Main Developments LP
Station Place
Toronto, ON
35.4%
35.4%
College Square General Partnership
College Square
Ottawa, ON
50.0%
50.0%
Edenbridge Kingsway (Humbertown)
Humbertown Condos (Phase 1)
Toronto, ON
50.0%
50.0%
Fashion Media Group GP Ltd.
Toronto Fashion Week events
Toronto, ON
78.0%
78.0%
FC Urban Properties, LP
199 Avenue Rd.
Toronto, ON
20.0%
20.0%
Green Capital Limited Partnership (1)
Royal Orchard
Markham, ON
—%
50.0%
Lakeshore Development LP
2150 Lake Shore Blvd. W.
Toronto, ON
50.0%
50.0%
Stackt Properties LP
Shipping Container marketplace
Toronto, ON
94.0%
94.0%
(1) During the first quarter of 2024, Green Capital Limited Partnership was dissolved and the net assets distributed to its limited partners.
First Capital has determined that these investments are joint ventures as all decisions regarding their activities are made
unanimously between First Capital and its partners.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
27
FIRST CAPITAL REIT ANNUAL REPORT 2024
The following table reconciles the changes in First Capital's interests in its equity accounted joint ventures for the years
ended December 31, 2024 and 2023:
December 31, 2024
December 31, 2023
Balance at beginning of year
$
404,504 $
357,122
Contributions to equity accounted joint ventures
20,037
6,554
Distributions from equity accounted joint ventures
(5,533)
(4,599)
Disposition of equity accounted joint venture
—
(3,074)
Distribution of net assets from equity accounted joint venture
(60,028)
—
Share of profit (loss) from equity accounted joint ventures
(38,938)
48,501
Balance at end of year
$
320,042 $
404,504
On June 9, 2023, the Trust sold its 50% interest of the partnership units in the ONE Restaurant for $5.0 million. The sale was
subject to working capital and closing adjustments of $0.9 million with the Trust receiving net proceeds of $4.1 million. The
total gain on investment of $1.0 million was recognized in other gains (losses) and (expenses) during the second quarter of
2023.
On February 28, 2024, Green Capital Limited Partnership was dissolved and the net assets distributed to its limited partners.
The Trust held a 50% interest in the partnership and received net assets of $60.0 million. Concurrently with the dissolution,
the Trust sold its 50% interest in the Royal Orchard property for net proceeds of $59.7 million.
Loans, Mortgages and Other Assets
As at
December 31, 2024
December 31, 2023
Non-current
Loans and mortgages receivable classified as amortized cost (a)
$
14,178
$
57,509
Other investments
12,506
11,393
Due from co-owners (b)
62,044
41,944
Total non-current
88,728
110,846
Current
Loans and mortgages receivable classified as amortized cost (a)
81,657
73,718
FVTPL investments in securities (c)
3,246
2,801
Total current
84,903
76,519
Total
$
173,631
$
187,365
(a) Loans and mortgages receivable are secured by interests in investment properties or shares of entities owning
investment properties. As at December 31, 2024, these receivables bear interest at weighted average effective
interest rates of 8.9% (December 31, 2023 – 8.6%) and mature between 2025 and 2027.
(b) The Trust has contributed equity to one of its co-ownerships whereas its partners made draws on the co-ownership's
new credit facility to fund the co-ownership's development project. The due from co-owners in the principal amount
of $55.8 million equals the Trust's proportionate share of the co-ownership's credit facility draws. As there is no right
of offset for these two financial instruments they are presented on a gross basis on the consolidated balance sheets.
(c) From time to time, First Capital invests in publicly traded real estate and related securities. These securities are
recorded at market value. Realized and unrealized gains and losses on FVTPL securities are recorded in other gains
(losses) and (expenses).
FIRST CAPITAL REIT ANNUAL REPORT 2024
28
RESULTS OF OPERATIONS
Net Operating Income
First Capital’s net operating income for its portfolio is presented below:
Three months ended December 31
Year ended December 31
% change
2024
2023
% change
2024
2023
Property rental revenue
Base rent (1)
$ 111,097
$ 107,872
$ 440,372
$ 429,050
Operating cost recoveries
30,055
27,867
114,751
110,891
Realty tax recoveries
30,601
29,342
121,015
117,634
Lease termination fees
504
525
6,384
878
Percentage rent
825
670
2,947
3,079
Straight-line rent adjustment
2,365
13
7,168
(414)
Prior year operating cost and tax recovery adjustments
91
(333)
1,022
1,050
Temporary tenants, storage, parking and other (2)
4,834
5,228
19,865
25,813
Total Property rental revenue
5.4% 180,372
171,184
3.7% 713,524
687,981
Property operating costs
Recoverable operating expenses
31,844
30,736
125,804
123,606
Recoverable realty tax expense
34,591
32,882
137,288
133,208
Prior year realty tax expense (recovery)
(17)
(1,256)
(178)
(1,408)
Other operating costs and adjustments (3)
1,038
66
3,322
7,318
Total Property operating costs
67,456
62,428
266,236
262,724
NOI (4)
3.8% $ 112,916
$ 108,756
5.2% $ 447,288
$ 425,257
NOI margin
62.6%
63.5%
62.7%
61.8%
(1) Includes residential revenue.
(2) Includes hotel property revenue.
(3) Includes residential operating costs, hotel property operating costs and bad debt expense (recovery). For the three months and year ended December 31, 2024, bad debt
expense (recovery) totaled $Nil and ($0.7) million, respectively (three months and year ended December 31, 2023 - ($0.4) million and ($1.6) million, respectively).
(4) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
For the three months and year ended December 31, 2024, total NOI increased $4.2 million and $22.0 million,
respectively, compared to the same prior year periods. For the three months ended December 31, 2024, the increase was
primarily due to higher base rent and higher net operating cost and tax recoveries, partially offset by lower bad debt
recovery in the fourth quarter of 2024 relative to the fourth quarter of 2023. For the year ended December 31, 2024, the
increase was primarily due to significantly higher contributions from lease termination fees, higher base rent and lower
non-recoverable expenditures. Excluding bad debt expense (recovery) and lease termination fees, total NOI increased
$4.9 million and $17.8 million, respectively, compared to the same prior year periods.
For the three months and year ended December 31, 2024, property operating costs include $6.3 million and
$25.5 million, respectively (three months and year ended December 31, 2023 – $5.9 million and $24.5 million,
respectively) related to employee compensation.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
29
FIRST CAPITAL REIT ANNUAL REPORT 2024
Same Property NOI Growth
First Capital’s net operating income for its portfolio by property category is presented below:
Three months ended December 31
Year ended December 31
% change
2024
2023
% change
2024
2023
Property rental revenue
Base rent (1)
$ 106,367
$ 103,226
$ 421,362
$ 410,599
Operating cost recoveries
28,718
26,161
109,102
104,421
Realty tax recoveries
29,282
28,040
115,712
112,499
Lease termination fees
504
525
6,127
878
Percentage rent
749
664
2,688
2,517
Prior year operating cost and tax recovery adjustments
91
(329)
1,484
884
Temporary tenants, storage, parking and other (2)
4,496
4,387
18,003
17,093
Total Same Property rental revenue
170,207
162,674
674,478
648,891
Property operating costs
Recoverable operating expenses
30,166
28,905
118,859
115,720
Recoverable realty tax expense
32,775
31,280
130,080
126,281
Prior year realty tax expense
55
(1,211)
(63)
(1,208)
Other operating costs and adjustments (3)
1,412
651
4,449
4,643
Total Same Property operating costs
64,408
59,625
253,325
245,436
Total Same Property NOI (4)
2.7% $ 105,799
$ 103,049
4.4% $ 421,153
$ 403,455
Major redevelopment
2,661
2,706
10,482
10,240
Acquisitions – 2024
648
—
2,319
—
Acquisitions – 2023
855
887
3,547
2,990
Assets classified as held for sale
1,207
1,292
4,841
5,042
Dispositions – 2024
364
1,120
2,735
4,159
Dispositions – 2023
169
794
390
4,053
Straight-line rent adjustment
2,434
28
7,340
(366)
Development land
767
(92)
2,068
2,163
NOI at First Capital's proportionate interest (4)
4.7% $ 114,904
$ 109,784
5.4% $ 454,875
$ 431,736
NOI related to equity accounted joint ventures & NCI
(1,988)
(1,028)
(7,587)
(6,479)
NOI per consolidated statements of income (loss)
$ 112,916
$ 108,756
$ 447,288
$ 425,257
NOI margin
62.6%
63.5%
62.7%
61.8%
(1) Includes residential revenue.
(2) Includes hotel property revenue.
(3) Includes residential operating costs, hotel property operating costs and bad debt expense.
(4) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
The components of Same Property ("SP") NOI growth and comparisons to the same prior year period are as follows:
Three months ended December 31
Year ended December 31
2024
2023 (1)
2024
2023 (1)
Same Property – Stable
2.9%
(2.4%)
4.4%
1.2%
Same Property with redevelopment
(4.8%)
34.6%
5.5%
6.9%
Total Same Property NOI Growth (2)
2.7%
(1.8%)
4.4%
1.3%
(1) Prior periods as reported; not restated to reflect current period property categories.
(2) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
30
For the three months ended December 31, 2024, SP NOI increased by $2.8 million, or 2.7%, over the same prior year
period due to higher base rent, partially offset by a year-over-year decrease in bad debt recovery of $0.7 million. Same
Property NOI excluding bad debt expense (recovery) and lease termination fees increased 3.4%.
For the year ended December 31, 2024, SP NOI increased by $17.7 million, or 4.4%, inclusive of a $5.5 million settlement
with Nordstrom with respect to the early termination of its lease at One Bloor East in June 2023. SP NOI growth excluding
bad debt expense (recovery) and lease termination fees increased 3.3%, primarily due to higher base rent in 2024 relative
to 2023.
Interest and Other Income
Three months ended December 31
Year ended December 31
2024
2023
2024
2023
Interest, dividend and distribution income from cash,
marketable securities and other investments
$
943
$
2,509
$
9,119
$
5,491
Interest income from loans and mortgages receivable
classified as FVTPL
—
—
—
79
Interest income from loans and mortgages receivable at
amortized cost
3,511
2,744
12,045
10,543
Fees and other income (1)(2)(3)
1,634
1,165
25,954
8,762
Total
$
6,088
$
6,418
$
47,118
$
24,875
(1) For the year ended December 31, 2024, fees and other income includes a density bonus payment of $11.3 million related to a previously sold property which received final
zoning approval in the third quarter of 2024.
(2) For the year ended December 31, 2024, fees and other income includes a $9.5 million fee related to the assignment of a purchase and sale agreement for a parcel of land.
(3) For the year ended December 31, 2023, fees and other income includes a legal settlement of $3.8 million recognized in the third quarter of 2023.
For the three months ended December 31, 2024, interest and other income decreased $0.3 million, over the same prior
year period primarily due to lower bank interest income earned as a result of interest rate decreases year-over-year.
For the year ended December 31, 2024, interest and other income increased $22.2 million, over prior year primarily
due to the recognition of a $9.5 million assignment fee related to a small development parcel located in Montreal as
well as a density bonus payment of $11.3 million in connection with a previously sold property, recognized in the first
and third quarters of 2024, respectively.
Interest Expense
First Capital’s interest expense by type is as follows:
Three months ended December 31
Year ended December 31
2024
2023
2024
2023
Mortgages
$
12,790
$
13,442
$
52,703
$
52,987
Credit facilities
11,790
13,263
47,109
45,988
Senior unsecured debentures
22,791
17,499
85,154
75,614
Distributions on Exchangeable Units (1)
—
9
—
48
Interest capitalized
(4,971)
(5,214)
(18,803)
(20,541)
Interest expense
$
42,400
$
38,999
$
166,163
$
154,096
(1) The distributions declared on the Exchangeable Units are accounted for as interest expense.
For the three months and year ended December 31, 2024, interest expense increased $3.4 million and $12.1 million,
respectively, compared to the same prior year periods, primarily due to higher fixed interest rates on $800 million of
senior unsecured debentures issued throughout 2024 and a $1.7 million loss due to the early termination of interest rate
swaps, partially offset by the repayment of $200 million of fixed rate unsecured term loans during the fourth quarter of
2024.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
31
FIRST CAPITAL REIT ANNUAL REPORT 2024
During the years ended December 31, 2024 and 2023, approximately 10.2% or $18.8 million, and 11.8% or $20.5 million,
respectively, of interest expense was capitalized to real estate investments under active development or redevelopment
as well as for land or properties held for development.
Corporate Expenses
First Capital's corporate expenses are as follows:
Three months ended December 31
Year ended December 31
2024
2023
2024
2023
Salaries, wages and benefits
$
8,240
$
7,154
$
33,223
$
32,060
Unit-based compensation
2,684
2,416
10,372
9,363
Other corporate costs (1)
3,410
3,202
15,052
20,310
Total corporate expenses
14,334
12,772
58,647
61,733
Amounts capitalized to investment properties under
development
(1,777)
(1,818)
(7,559)
(7,831)
Corporate expenses
$
12,557
$
10,954
$
51,088
$
53,902
(1) Includes $Nil in legal, advisory and settlement costs related to the Unitholder activism for the year ended December 31, 2024 (year ended December 31, 2023 -
approximately $7 million).
For the three months ended December 31, 2024, gross corporate expenses, before capitalization, increased by $1.6
million, over the same prior year period primarily due to higher compensation expense incurred in the fourth quarter of
2024 relative to the fourth quarter of 2023.
For the year ended December 31, 2024, gross corporate expenses, before capitalization, decreased by $3.1 million,
over prior year primarily due to costs related to the non-recurring unitholder activism incurred in 2023 of
approximately $7 million. The overall decrease was partially offset by higher other corporate costs and employee
compensation.
First Capital manages substantially all acquisitions, development and redevelopment and leasing activities internally.
Certain internal costs directly related to development, including salaries and related costs for planning, zoning,
construction and so forth, are capitalized in accordance with IFRS to development projects as incurred. During the years
ended December 31, 2024 and 2023, approximately $7.6 million and $7.8 million, respectively, of compensation-
related and other corporate expenses were capitalized to real estate investments for properties undergoing
development or redevelopment projects. Amounts capitalized are based on development and pre-development
projects underway. Changes in capitalized corporate expenses are primarily the result of timing of completion of
development and redevelopment projects and First Capital’s current level of pre-development and early
redevelopment activity.
FIRST CAPITAL REIT ANNUAL REPORT 2024
32
Other Gains (Losses) and (Expenses)
First Capital's other gains, losses and expenses are as follows:
Three months ended December 31
2024
2023
Consolidated
Statements of
Income (Loss)
Included in
FFO
Consolidated
Statements of
Income (Loss)
Included in
FFO
Unrealized gain (loss) on marketable securities
$
(123) $
(123) $
(275) $
(275)
Pre-selling costs of residential inventory
(1,459)
(1,459)
(9)
(9)
Investment property selling costs
(641)
—
(663)
—
Gain (loss) on foreign currency translation
(9,494)
(9,494)
10,919
10,919
Gain (loss) on mark-to-market of derivatives (1)
10,972
10,972
(20,270)
(20,270)
Total per consolidated statements of income (loss)
$
(745) $
(104) $
(10,298) $
(9,635)
Pre-selling costs of residential inventory applicable to NCI
2
2
3
3
Other gains (losses) and (expenses) under equity accounted joint ventures (2)
(77)
(77)
(23)
(24)
Total at First Capital's proportionate interest (3)
$
(820) $
(179) $
(10,318) $
(9,656)
(1) The Trust enters into cross-currency swap derivatives to manage interest rate risk and foreign currency risk on its US denominated variable rate debt instruments.
(2) Other gains (losses) and (expenses) under equity accounted joint ventures, included in FFO, is comprised of pre-selling costs of residential inventory of $0.1 million
(December 31, 2023 - $24.0 thousand).
(3) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
Year ended December 31
2024
2023
Consolidated
Statements of
Income (Loss)
Included in
FFO
Consolidated
Statements of
Income (Loss)
Included in
FFO
Unrealized gain (loss) on marketable securities
$
445 $
445 $
(533) $
(533)
Net gain (loss) on early settlement of debt
(8)
(8)
—
—
Gain on Investment (1)
—
—
1,007
1,007
Pre-selling costs of residential inventory
(1,467)
(1,467)
(36)
(36)
Investment property selling costs
(3,432)
—
(3,336)
—
Gain (loss) on foreign currency translation
(16,291)
(16,291)
8,659
8,659
Gain (loss) on mark-to-market of derivatives (2)
16,221
16,221
(18,008)
(18,008)
Total per consolidated statements of income (loss)
$
(4,532) $
(1,100) $
(12,247) $
(8,911)
Pre-selling costs of residential inventory applicable to NCI
5
5
11
11
Investment property selling costs applicable to NCI
26
—
—
—
Other gains (losses) and (expenses) under equity accounted joint ventures (3)
(167)
(167)
(410)
(409)
Total at First Capital's proportionate interest (4)
$
(4,668) $
(1,262) $
(12,646) $
(9,309)
(1) On June 9, 2023, the Trust sold its 50% interest of the partnership units in the ONE Restaurant.
(2) The Trust enters into cross-currency swap derivatives to manage interest rate risk and foreign currency risk on its US denominated variable rate debt instruments.
(3) Other gains (losses) and (expenses) under equity accounted joint ventures, included in FFO, is comprised of pre-selling costs of residential inventory of $0.2 million
(December 31, 2023 - $0.4 million).
(4) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
For the three months ended December 31, 2024, First Capital recognized $0.7 million in other losses in its consolidated
statements of income (loss) compared to $10.3 million in other losses for the same prior year period. The $9.6 million net
decrease in other losses over prior year is primarily due to mark to market (non-cash) fluctuations on outstanding derivative
financial instruments employed by the Trust to reduce its borrowing costs and fix the rate of interest on certain variable-
rate term loans. Also contributing to the variance is the movement in the US to CDN dollar exchange rate driving gains or
losses on the translation of the Trust's US denominated debt.
For the year ended December 31, 2024, First Capital recognized $4.5 million in other losses in its consolidated statements of
income (loss) compared to $12.2 million in other losses for the prior year. The $7.7 million net decrease in other losses over
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
33
FIRST CAPITAL REIT ANNUAL REPORT 2024
prior year is primarily due to a $34.2 million increase in unrealized gains on the mark to market of derivatives, largely offset
by a $25.0 million increase in losses on foreign currency translation and higher residential selling costs of $1.4 million.
Income Taxes
For the three months and years ended December 31, 2024 and 2023, deferred income tax expense (recovery) totaled
$39.3 million and $14.3 million, respectively, compared to $46.3 million and ($4.8) million, respectively, over the same
prior year periods. The increase of $19.1 million for the year ended December 31, 2024, in deferred income tax
expense was primarily due to an increase in taxable temporary differences applicable to the Trust's corporate
subsidiaries.
Net Income (Loss) Attributable to Unitholders
For the three months ended December 31, 2024, net income (loss) attributable to Unitholders was $32.1 million or
$0.15 per diluted unit compared to $173.8 million or $0.81 per diluted unit for the same prior year period. The $141.7
million decrease in net income over prior year was primarily due to a $167.6 million increase in the fair value of
investment property in the fourth quarter of 2023 versus a $3.6 million increase in fair value recognized in the fourth
quarter of 2024, on a proportionate basis.
For the year ended December 31, 2024, net income (loss) attributable to Unitholders was $204.9 million or $0.96 per
diluted unit compared to ($134.1) million or ($0.63) per diluted unit for the same prior year period. The $339.0 million
increase in net income over prior year was primarily due to a $376.4 million decrease in the fair value of investment
property for the year ended 2023 versus a $49.6 million decrease in fair value recognized during the year ended 2024,
on a proportionate basis.
CAPITAL STRUCTURE AND LIQUIDITY
Total Capital Employed
The real estate business is capital intensive by nature. First Capital’s capital structure is key to financing growth and
providing sustainable cash distributions to Unitholders. In the real estate industry, financial leverage is used to enhance
rates of return on invested capital. Management believes that the combination of debt and equity in FCR's capital
structure provides stability and reduces risk, while generating an acceptable return on investment, taking into account
the long-term business strategy of First Capital.
As at
December 31, 2024
December 31, 2023
Liabilities (principal amounts outstanding)
Mortgages (1)
$
1,336,596
$
1,432,611
Credit facilities (1)
741,449
1,151,226
Senior unsecured debentures
2,100,000
1,600,000
Total Debt (1)
$
4,178,045
$
4,183,837
Cash and cash equivalents (1)
(158,941)
(92,499)
Net Debt (1) (2)
$
4,019,104
$
4,091,338
Equity market capitalization (3)
3,600,991
3,254,907
Enterprise value (1)
$
7,620,095
$
7,346,245
Trust Units outstanding (000's)
212,323
212,184
Closing market price
$
16.96
$
15.34
(1) At First Capital's proportionate interest. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(2) Net Debt is a non-IFRS measure that is calculated as the sum of total debt including principal amounts outstanding on credit facilities and mortgages, bank indebtedness and
the par value of senior unsecured debentures reduced by the cash balances at the end of the period on a proportionate basis.
(3) Equity market capitalization is the market value of FCR's units outstanding at a point in time. The measure is not defined by IFRS, does not have a standard definition and, as
such, may not be comparable to similar measures disclosed by other issuers.
FIRST CAPITAL REIT ANNUAL REPORT 2024
34
Adjusted EBITDA
Adjusted EBITDA is a non-IFRS measure that is calculated as net income (loss), adding back income tax expense, interest
expense and amortization and excluding the increase or decrease in the fair value of investment properties, fair value
gains or losses on Exchangeable Units, fair value gains or losses on unit-based compensation and other non-cash or non-
recurring items on a proportionate basis. First Capital also adjusts for incremental leasing costs, which is a recognized
adjustment to FFO, in accordance with the recommendations of REALPAC.
The following table reconciles First Capital's net income (loss) to Adjusted EBITDA for the three months and years ended
December 31, 2024 and 2023:
Three months ended December 31
Year ended December 31
2024
2023
2024
2023
Net income (loss) attributable to Unitholders
$
32,081
$
173,801
$
204,933
$
(134,056)
Add (deduct) (1):
Deferred income tax expense (recovery)
39,271
46,328
14,253
(4,779)
Interest Expense
43,326
40,005
170,050
158,195
Amortization expense
754
660
2,951
5,754
(Increase) decrease in value of investment properties
(3,585)
(167,606)
49,641
376,403
(Increase) decrease in value of hotel property
—
—
—
(3,646)
Increase (decrease) in value of Exchangeable Units
—
123
—
(88)
Increase (decrease) in value of unit-based compensation
(3,926)
1,920
5,381
(6,237)
Incremental leasing costs
1,834
1,800
7,577
7,366
Abandoned transaction (costs) recovery
10
6
46
24
Other non-cash and/or non-recurring items
820
10,318
4,668
12,646
Adjusted EBITDA (1)
$
110,585
$
107,355
$
459,500
$
411,582
(1) At First Capital's proportionate interest. Refer to the "Non-IFRS Financial Measures" section of this MD&A.
Key Metrics
The ratios below include measures not specifically defined in IFRS.
As at
December 31, 2024
December 31, 2023
Weighted average effective interest rate on mortgages, fixed rate unsecured term loans and
senior unsecured debentures
4.3%
3.9%
Weighted average maturity on mortgages, fixed rate unsecured term loans and senior
unsecured debentures (years)
3.7
3.3
Net debt to total assets (1)
44.5%
45.0%
Net debt to Adjusted EBITDA (1)
8.7
9.9
Unencumbered aggregate assets (1)
$ 6,249,755
$ 6,019,249
Unencumbered aggregate assets to unsecured debt, based on fair value (1)
2.3
2.3
Adjusted EBITDA interest coverage (1)
2.4
2.3
(1) Calculated with joint ventures proportionately consolidated in accordance with FCR's debt covenants. Total assets excludes cash balances. Refer to the "Non-IFRS Financial
Measures" section of this MD&A.
The Net debt to Adjusted EBITDA ratio decreased by 1.2x to 8.7x, as of December 31, 2024, primarily due to a $48 million
increase in adjusted EBITDA on a rolling four quarter basis as well as a decrease in net debt of $72 million.
Measures used in these ratios are defined below:
• Debt consists of principal amounts outstanding on credit facilities and mortgages, and the par value of senior
unsecured debentures;
• Net debt is calculated as Debt, as defined above, reduced by cash balances at the end of the period;
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
35
FIRST CAPITAL REIT ANNUAL REPORT 2024
• Adjusted EBITDA, is calculated as net income (loss), adding back income tax expense; interest expense; and
amortization and excluding the increase or decrease in the value of investment properties, hotel property,
Exchangeable units and unit-based compensation; other gains (losses) and (expenses); and other non-cash or non-
recurring items on a proportionate basis. The Trust also adjusts for incremental leasing costs, which is a recognized
adjustment to Funds from Operations, in accordance with the recommendations of the REALPAC;
• Unencumbered assets include the value of assets that have not been pledged as security under any credit agreement
or mortgage. The unencumbered asset value ratio is calculated as unencumbered assets divided by the principal
amount of the unsecured debt, which consists of the bank indebtedness, unsecured bank term loans, unsecured credit
facilities and senior unsecured debentures.
Credit Ratings
On June 10, 2024, DBRS confirmed FCR's Issuer Rating and Senior Unsecured Debentures rating at BBB and changed the
trend to positive from stable.
According to DBRS, a credit rating in the BBB category is generally an indication of adequate credit quality and an
acceptable capacity for the payment of financial obligations. DBRS indicates that BBB rated obligations may be vulnerable
to future events. A rating trend, expressed as positive, stable or negative, provides guidance in respect of DBRS’ opinion
regarding the outlook for the rating in question.
On November 9, 2023, S&P withdrew its BBB- issuer credit rating on First Capital and its BBB- issue-level ratings on its
unsecured debentures at the issuer's request. At the time of the withdrawal, S&P's outlook was stable.
Outstanding Debt and Principal Maturity Profile
The maturity profile including scheduled amortization of First Capital’s mortgages and credit facilities as well as its senior
unsecured debentures as at December 31, 2024 is summarized in the table below:
As at December 31, 2024
Mortgages (1)
Credit Facilities (2)
Senior
Unsecured
Debentures
Total
% Due
2025
$
100,153 $
127,619 $
300,000
$
527,772
13.0%
2026
124,472
339,943
300,000
764,415
18.8%
2027
100,824
55,773
500,000
656,597
16.1%
2028
172,359
—
200,000
372,359
9.1%
2029
256,924
200,000
—
456,924
11.2%
2030
185,117
—
200,000
385,117
9.5%
2031
61,536
—
300,000
361,536
8.9%
2032
6,533
—
300,000
306,533
7.5%
2033
191,912
—
—
191,912
4.7%
2034
47,147
—
—
47,147
1.2%
$
1,246,977 $
723,335 $
2,100,000
$
4,070,312
100.0%
Add (deduct): unamortized deferred financing
costs, premiums and discounts, net
(3,191)
—
(5,008)
(8,199)
Total
$
1,243,786 $
723,335 $
2,094,992
$
4,062,113
(1) Principal amount outstanding for mortgages on a proportionate basis is $1,336,596.
(2) Principal amount outstanding for credit facilities on a proportionate basis is $741,449.
First Capital’s strategy is to manage its long-term debt by staggering maturity dates in order to mitigate risk associated
with short-term volatility in the debt markets. First Capital also intends to maintain financial flexibility to support a
reasonable cost of debt and equity capital over the long term.
FIRST CAPITAL REIT ANNUAL REPORT 2024
36
Mortgages
The changes in First Capital’s mortgages during the year ended December 31, 2024 are set out below:
Year ended December 31, 2024
Amount
Weighted Average
Effective Interest Rate
Balance at beginning of year
$
1,338,041
3.8%
Mortgage borrowings
10,690
5.2%
Mortgage repayments
(70,278)
3.9%
Scheduled amortization on mortgages
(35,252)
—%
Amortization of financing costs and net premium
585
—%
Balance at end of year
$
1,243,786
3.9%
As at December 31, 2024, 100% (December 31, 2023 – 100%) of the outstanding mortgages bore interest at fixed interest
rates. The average remaining term on mortgages outstanding was 4.8 years as at December 31, 2024 on $1.2 billion of
mortgages (4.8 years as at December 31, 2023 on $1.3 billion of mortgages) after reflecting borrowing activity and
repayments during the period.
Mortgage Maturity Profile
The maturity profile including scheduled amortization of First Capital’s mortgages as at December 31, 2024 is summarized
in the table below:
As at December 31, 2024
Scheduled
Amortization
Payments on
Maturity
Total
Weighted
Average
Effective
Interest Rate
2025
$
33,183
$
66,970
$
100,153
3.8 %
2026
30,112
94,360
124,472
3.2 %
2027
29,098
71,726
100,824
3.6 %
2028
26,636
145,723
172,359
3.8 %
2029
20,044
236,880
256,924
3.5 %
2030
13,067
172,050
185,117
3.3 %
2031
6,580
54,956
61,536
3.5 %
2032
6,533
—
6,533
N/A
2033
1,689
190,223
191,912
5.1 %
2034
532
46,615
47,147
5.5 %
$
167,474
$ 1,079,503
$ 1,246,977
3.9 %
Add: unamortized deferred financing costs and premiums and
discounts, net
(3,191)
Total
$ 1,243,786
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
37
FIRST CAPITAL REIT ANNUAL REPORT 2024
Credit Facilities
First Capital’s credit facilities as at December 31, 2024 are summarized in the table below:
As at December 31, 2024
Borrowing
Capacity
Amounts
Drawn
Outstanding
Letters of Credit
Available to
be Drawn
Interest Rates
Maturity Date
Unsecured Operating Facilities
Revolving unsecured operating
facility
$
100,000 $
— $
— $ 100,000 CORRA + 1.55% or
Prime + 0.25% or
SOFR + 1.35%
September 13, 2026
Revolving unsecured operating
facility
150,000
—
— 150,000 CORRA + 1.55% or
Prime + 0.25% or
SOFR + 1.35%
August 31, 2027
Revolving unsecured operating
facility
450,000
—
(1,858) 448,142 CORRA + 1.75% or
Prime + 0.45% or
SOFR + 1.55%
June 30, 2029
Fixed rate unsecured term loans (1)(2)
250,000
(250,000)
—
—
3.39%
April 14, 2025
-April 14, 2026
Fixed rate unsecured term loan (1)(3)(5)
150,000
(158,188)
—
—
5.985%
October 20, 2026
Fixed rate unsecured term loan (1)
200,000
(200,000)
—
—
5.80%
January 31, 2029
Secured Construction Facilities
Secured construction facility
62,665
(52,619)
(537)
9,509 CORRA + 2.80% or
Prime + 1.00%
October 1, 2025
Secured construction facility (4)
133,645
(55,773)
(702)
77,170
CORRA + 2.60%
February 1, 2027
Secured Facilities
Secured facility
6,755
(6,755)
—
— CORRA + 1.75% or
Prime + 0.45%
December 19, 2026
Sub-Total
$ 1,503,065 $ (723,335) $
(3,097) $ 784,821
Proportionate Adjustments - Secured Construction Facilities
Secured construction facility (6)
71,450
(34,355)
—
37,095 CORRA + 2.95% or
Prime + 1.00%
November 28, 2025
Secured construction facility
applicable to NCI
(38,918)
16,241
205
(22,472)
Total
$ 1,535,597 $ (741,449) $
(2,892) $ 799,444
(1) These unsecured term loans are variable rate debt instruments. The Trust has entered into swaps which fix the rate of interest over their respective terms to maturity.
(2) As at December 31, 2024, $75.0 million of the unsecured term loans is due April 14, 2025. The remaining $175.0 million is due April 14, 2026.
(3) The Trust has drawn in U.S. dollars the equivalent of CAD$150.0 million which was revalued at CAD$158.2 million as at December 31, 2024.
(4) The borrowing capacity is reduced by the Trust's equity injections into the project where it has chosen not to draw on the facility and other adjustments in accordance
with the facility agreement.
(5) The Trust has the option to extend the unsecured term loan for an additional two years, to October 20, 2028.
(6) This secured construction facility relates to one of the Trust's joint ventures that is equity accounted.
First Capital has the ability under its unsecured credit facilities to draw funds based on Canadian bank prime rates or
Canadian Overnight Repo Rate Average (“CORRA rates”) for Canadian dollar-denominated borrowings, and secured
overnight financing rates (“SOFR rates”) or U.S. prime rates for U.S. dollar-denominated borrowings. Concurrently with
the U.S. dollar draws, the Trust enters into cross-currency swaps to exchange its U.S. dollar borrowings into Canadian
dollar borrowings.
FIRST CAPITAL REIT ANNUAL REPORT 2024
38
Senior Unsecured Debentures
As at December 31, 2024
Interest Rate
Remaining
Term to
Maturity
Principal
Outstanding
Series
Maturity Date
Interest Payment Dates
Coupon
Effective
(years)
S
July 31, 2025
January 31, July 31
4.32%
4.24%
0.6
300,000
T
May 6, 2026
May 6, November 6
3.60%
3.57%
1.3
300,000
V
January 22, 2027
January 22, July 22
3.46%
3.54%
2.1
200,000
U
July 12, 2027
January 12, July 12
3.75%
3.82%
2.5
300,000
A
March 1, 2028
March 1, September 1
3.45%
3.54%
3.2
200,000
D
June 3, 2030
June 3, December 3
4.51%
4.62%
5.4
200,000
B
March 1, 2031
March 1, September 1
5.57%
5.67%
6.2
300,000
C
June 12, 2032
June 12, December 12
5.46%
5.54%
7.5
300,000
Weighted Average or Total
4.33%
4.37%
3.6
$ 2,100,000
Interest on the senior unsecured debentures is payable semi-annually and principal is payable on maturity.
On March 1, 2024, the Trust completed the issuance of $300 million principal amount of Series B senior unsecured
debentures due March 1, 2031. These debentures bear interest at a coupon rate of 5.57% per annum, payable semi-
annually commencing September 1, 2024.
On June 12, 2024, the Trust completed the issuance of $300 million principal amount of Series C senior unsecured
debentures due June 12, 2032. These debentures bear interest at a coupon rate of 5.46% per annum, payable semi-annually
commencing December 12, 2024.
On August 30, 2024, upon maturity, the Trust repaid its remaining 4.79% Series R senior unsecured debentures in the
amount of $281.0 million.
On November 1, 2024, the Trust completed the issuance of $200 million principal amount of Series D senior unsecured
debentures due June 3, 2030. These debentures bear interest at a coupon rate of 4.51% per annum, payable semi-annually
commencing June 3, 2025.
Unitholders' Equity
Unitholders’ equity amounted to $3.9 billion as at December 31, 2024, compared to Unitholders' equity of $3.9 billion as at
December 31, 2023.
As at February 11, 2025, there were 212.3 million Trust Units outstanding.
Normal Course Issuer Bid (“NCIB”)
On May 16, 2024, First Capital received TSX approval for the renewal of its Normal Course Issuer Bid ("NCIB") pursuant to
which it may repurchase and cancel up to 21,113,939 of its outstanding units until May 20, 2025.
For the year ended December 31, 2024, the Trust acquired and cancelled Nil Units (December 31, 2023 - 1.7 million Units)
at a weighted average purchase price of N/A (December 31, 2023 - $15.19 per unit), for a total cost of $Nil (December 31,
2023 - $25.7 million). The excess of the purchase price over the carrying amount of the Units purchased, representing the
unit price increase over the weighted average historical issuance price, was recorded as a reduction to retained earnings of
$Nil (December 31, 2023 - $3.4 million). On a cumulative basis, as of December 31, 2024, the Trust has acquired and
cancelled 7.9 million Units at a weighted average purchase price of $15.15 per unit, for a total cost of $120.1 million.
Unit Options
As at December 31, 2024, First Capital had 5.3 million unit options outstanding, with an average exercise price of $19.90,
which, if exercised, would result in First Capital receiving proceeds of $105.1 million.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
39
FIRST CAPITAL REIT ANNUAL REPORT 2024
Liquidity
Liquidity risk exists due to the possibility of First Capital not being able to generate sufficient cash flow, and/or not having
access to sufficient debt and equity capital to fund its ongoing operations and growth and to refinance or meet existing
payment obligations. First Capital manages its liquidity risk by staggering debt maturities, renegotiating expiring credit
arrangements proactively, using revolving credit facilities, maintaining a large pool of unencumbered assets, and issuing
equity when deemed appropriate.
Sources of liquidity primarily consist of cash flow from operations, cash and cash equivalents, and available capacity
under First Capital’s existing revolving credit facilities. If necessary, FCR is also able to obtain financing on its
unencumbered assets.
The following table summarizes First Capital's liquidity position:
As at (millions of dollars)
December 31, 2024
December 31, 2023
Total available under credit facilities
$
785
$
829
Cash and cash equivalents
$
150
$
87
Unencumbered aggregate assets
$
6,250
$
6,019
First Capital has historically used mortgages, credit facilities, senior unsecured debentures, convertible debentures and
equity issuances to finance its growth and repay debt. The actual level and type of future borrowings will be determined
based on prevailing interest rates, various costs of debt and equity capital, capital market conditions and Management’s
view of the appropriate leverage for the business. Management believes that it has sufficient resources to meet its
operational and investing requirements in the near and longer term based on the availability of capital.
Planned and completed financings subsequent to December 31, 2024, and availability on existing credit facilities, address
substantially all of the contractual 2025 debt maturities and contractually committed costs to complete current
development projects.
Cash Flows
Cash flow from operating activities represents First Capital's primary source of liquidity for servicing debt and funding
planned revenue sustaining expenditures, corporate expenses and distributions to Unitholders. Interest and other income
and cash on hand are other sources of liquidity.
Three months ended December 31
Year ended December 31
2024
2023
2024
2023
Cash provided by (used in) operating activities
$
79,837
$
90,083
$
233,790
$
227,734
Cash provided by (used in) financing activities
(48,589)
(196,065)
(204,300)
(256,700)
Cash provided by (used in) investing activities
56,911
(85)
33,380
83,693
Net change in cash and cash equivalents
$
88,159
$
(106,067)
$
62,870
$
54,727
The following table presents the excess (shortfall) of cash provided by operating activities over distributions declared:
Three months ended December 31
Year ended December 31
2024
2023
2024
2023
Cash provided by operating activities
$
79,837
$
90,083
$
233,790
$
227,734
Distributions declared
(45,861)
(45,823)
(183,397)
(183,561)
Excess (shortfall) of cash provided by operating activities
over distributions declared
$
33,976
$
44,260
$
50,393
$
44,173
Cash provided by operating activities exceeded distributions declared for the three months and years ended December
31, 2024 and 2023.
FIRST CAPITAL REIT ANNUAL REPORT 2024
40
Contractual Obligations
An analysis of First Capital’s contractual maturities of its material financial liabilities and other contractual commitments,
as at December 31, 2024 is set out below:
As at December 31, 2024
Payments due by period
2025
2026 to 2027
2028 to 2029
Thereafter
Total
Scheduled mortgage principal amortization
$
33,183 $
59,210 $
46,680 $
28,401 $
167,474
Mortgage principal repayments on maturity
66,970
166,086
382,603
463,844
1,079,503
Credit facilities
127,619
395,716
200,000
—
723,335
Senior unsecured debentures
300,000
800,000
200,000
800,000
2,100,000
Interest obligations (1)
163,556
240,572
157,635
112,534
674,297
Land leases (expiring between 2027 and 2061)
678
1,335
1,265
15,008
18,286
Contractually committed costs to complete current
development projects (2)
58,236
39,210
—
—
97,446
Other commitments
21,886
—
—
—
21,886
Total contractual obligations
$
772,128 $ 1,702,129 $
988,183 $ 1,419,787 $ 4,882,227
(1) Interest obligations include expected interest payments on mortgages and credit facilities as at December 31, 2024 (assuming balances remain outstanding through to
maturity) and senior unsecured debentures, as well as standby credit facility fees.
(2) Includes amounts related to equity accounted joint ventures.
First Capital had $31.4 million of outstanding letters of credit issued by financial institutions to support certain of FCR’s
contractual obligations and $Nil of bank overdrafts.
As of December 31, 2024, contractually committed costs related to the Trust's development projects is $97.4 million ($87.0
million at First Capital's interest). These contractual and potential obligations primarily consist of construction contracts and
additional planned development expenditures and are expected to be funded in the normal course as the work is
completed.
Contingencies
(a) First Capital is involved in litigation and claims which arise from time to time in the normal course of business. None
of these contingencies, individually or in aggregate, would result in a liability that would have a significant adverse
effect on the financial position of FCR.
(b) First Capital is contingently liable, jointly and severally or as guarantor, for approximately $194.1 million
(December 31, 2023 – $168.1 million) to various lenders in connection with certain third-party obligations, including,
without limitation, loans advanced to its joint arrangement partners secured by the partners’ interest in the joint
arrangements and underlying assets.
(c) First Capital is contingently liable by way of letters of credit in the amount of $31.4 million (December 31, 2023 –
$28.6 million), issued by financial institutions on FCR's behalf in the ordinary course of business.
(d) First Capital has obligations as lessee under long-term leases for land. Annual commitments under these ground
leases are approximately $0.7 million (December 31, 2023 – $0.7 million) with a total obligation of $18.3 million
(December 31, 2023 – $19.0 million).
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
41
FIRST CAPITAL REIT ANNUAL REPORT 2024
NON-IFRS RECONCILIATIONS AND FINANCIAL MEASURES
Reconciliation of Consolidated Balance Sheets to First Capital's Proportionate Interest
The following table provides a reconciliation of First Capital’s consolidated balance sheets, as presented in its audited
annual consolidated financial statements, to its proportionate interest.
As at
December 31, 2024
December 31, 2023
Consolidated
Balance
Sheet (1)
Adjustments for
Proportionate
Interest
Proportionate
Interest (2)
Consolidated
Balance
Sheet (1)
Adjustments for
Proportionate
Interest
Proportionate
Interest (2)
ASSETS
Investment properties
$
8,040,375
$ 287,877
$ 8,328,252 $
8,070,985
$ 318,570
$ 8,389,555
Residential development inventory
227,303
40,037
267,340
192,125
20,017
212,142
Loans, mortgages and other assets
173,631
(18,068)
155,563
187,365
(12,107)
175,258
Cash and cash equivalents
150,291
8,650
158,941
87,421
5,078
92,499
Amounts receivable
14,449
3,495
17,944
20,393
1,899
22,292
Other assets
58,457
1,865
60,322
63,233
1,814
65,047
Investment in joint ventures
320,042
(320,042)
—
404,504
(404,504)
—
Assets classified as held for sale
196,625
—
196,625
168,275
58,602
226,877
Total assets
$
9,181,173
$
3,814
$ 9,184,987 $
9,194,301
$
(10,631)
$ 9,183,670
LIABILITIES
Mortgages
$
1,226,031
$
87,249
$ 1,313,280 $
1,329,043
$
90,682
$ 1,419,725
Credit facilities
723,335
18,114
741,449
1,153,907
(2,681)
1,151,226
Senior unsecured debentures
2,094,992
—
2,094,992
1,598,941
—
1,598,941
Deferred tax liabilities
760,148
(1,231)
758,917
753,020
(1,231)
751,789
Mortgages classified as held for sale
17,755
—
17,755
8,998
—
8,998
Accounts payable and other liabilities
344,813
(32,319)
312,494
354,235
(34,621)
319,614
Total liabilities
5,167,074
71,813
5,238,887
5,198,144
52,149
5,250,293
EQUITY
Unitholders' equity
3,946,100
—
3,946,100
3,933,377
—
3,933,377
Non-controlling interest
67,999
(67,999)
—
62,780
(62,780)
—
Total equity
4,014,099
(67,999)
3,946,100
3,996,157
(62,780)
3,933,377
Total liabilities and equity
$
9,181,173
$
3,814
$ 9,184,987 $
9,194,301
$
(10,631)
$ 9,183,670
(1) The consolidated balance sheets have been presented on a non-classified basis for purposes of this reconciliation.
(2) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
42
Reconciliation of Consolidated Statements of Income (Loss) to First Capital’s Proportionate Interest
The following table provides a reconciliation of First Capital's consolidated statements of income (loss) for the three months
ended December 31, 2024 and 2023, to its proportionate interest.
Three months ended December 31
2024
2023
Consolidated
Statements of
Income (Loss)
Adjustment to
proportionate
interest
Proportionate
interest (1)
Consolidated
Statements of
Income (Loss)
Adjustment to
proportionate
interest
Proportionate
interest (1)
Property rental revenue
$
180,372 $
3,985 $
184,357 $
171,184 $
3,716 $
174,900
Property operating costs
67,456
1,997
69,453
62,428
2,688
65,116
Net operating income
112,916
1,988
114,904
108,756
1,028
109,784
Other income and expenses
Interest and other income
6,088
267
6,355
6,418
245
6,663
Interest expense
(42,400)
(926)
(43,326)
(38,999)
(1,006)
(40,005)
Corporate expenses
(12,557)
49
(12,508)
(10,954)
62
(10,892)
Abandoned transaction (costs) recovery
(10)
—
(10)
(6)
—
(6)
Amortization expense
(677)
(77)
(754)
(587)
(73)
(660)
Share of profit from joint ventures
1,146
(1,146)
—
45,406
(45,406)
—
Other gains (losses) and (expenses)
(745)
(75)
(820)
(10,298)
(20)
(10,318)
(Increase) decrease in value of unit-based
compensation
3,926
—
3,926
(1,920)
—
(1,920)
(Increase) decrease in value of Exchangeable
Units
—
—
—
(123)
—
(123)
Increase (decrease) in value of investment
properties, net
3,809
(224)
3,585
123,384
44,222
167,606
(41,420)
(2,132)
(43,552)
112,321
(1,976)
110,345
Income (loss) before income taxes
71,496
(144)
71,352
221,077
(948)
220,129
Deferred income tax expense (recovery)
39,271
—
39,271
46,328
—
46,328
Net income (loss)
$
32,225 $
(144) $
32,081 $
174,749 $
(948) $
173,801
Net income (loss) attributable to:
Unitholders
$
32,081 $
— $
32,081 $
173,801 $
— $
173,801
Non-controlling interest
144
(144)
—
948
(948)
—
$
32,225 $
(144) $
32,081 $
174,749 $
(948) $
173,801
Net income (loss) per unit attributable to
Unitholders:
Basic
$
0.15
$
0.82
Diluted
$
0.15
$
0.81
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
43
FIRST CAPITAL REIT ANNUAL REPORT 2024
The following table provides a reconciliation of First Capital's consolidated statements of income (loss) for the years ended
December 31, 2024 and 2023, as presented in its audited annual consolidated financial statements, to its proportionate
interest.
Year ended December 31
2024
2023
Consolidated
Statements of
Income (Loss)
Adjustment for
proportionate
interest
Proportionate
interest (1)
Consolidated
Statements of
Income (Loss)
Adjustment for
proportionate
interest
Proportionate
interest (1)
Property rental revenue
$
713,524 $
16,521 $
730,045 $
687,981 $
19,730 $
707,711
Property operating costs
266,236
8,934
275,170
262,724
13,251
275,975
Net operating income
447,288
7,587
454,875
425,257
6,479
431,736
Other income and expenses
Interest and other income
47,118
934
48,052
24,875
1,275
26,150
Interest expense
(166,163)
(3,887)
(170,050)
(154,096)
(4,099)
(158,195)
Corporate expenses
(51,088)
84
(51,004)
(53,902)
232
(53,670)
Abandoned transaction (costs) recovery
(46)
—
(46)
(24)
—
(24)
Amortization expense
(2,567)
(384)
(2,951)
(3,897)
(1,857)
(5,754)
Share of profit from joint ventures
(38,938)
38,938
—
48,501
(48,501)
—
Other gains (losses) and (expenses)
(4,532)
(136)
(4,668)
(12,247)
(399)
(12,646)
(Increase) decrease in value of unit-based
compensation
(5,381)
—
(5,381)
6,237
—
6,237
(Increase) decrease in value of Exchangeable
Units
—
—
—
88
—
88
Increase (decrease) in value of hotel property
—
—
—
3,646
—
3,646
Increase (decrease) in value of investment
properties, net
(8,155)
(41,486)
(49,641)
(423,598)
47,195
(376,403)
(229,752)
(5,937)
(235,689)
(564,417)
(6,154)
(570,571)
Income (loss) before income taxes
217,536
1,650
219,186
(139,160)
325
(138,835)
Deferred income tax expense (recovery)
14,290
(37)
14,253
(4,796)
17
(4,779)
Net income (loss)
$
203,246 $
1,687 $
204,933 $
(134,364) $
308 $
(134,056)
Net income (loss) attributable to:
Unitholders
$
204,933 $
— $
204,933 $
(134,056) $
— $
(134,056)
Non-controlling interest
(1,687)
1,687
—
(308)
308
—
$
203,246 $
1,687 $
204,933 $
(134,364) $
308 $
(134,056)
Net income (loss) per unit attributable to
Unitholders:
Basic
$
0.97
$
(0.63)
Diluted
$
0.96
$
(0.63)
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
44
FFO, OFFO, AFFO and ACFO
Funds from Operations
A reconciliation from net income (loss) attributable to Unitholders to FFO and OFFO can be found in the table below:
Three months and years ended, respectively
2024
2023
2024
2023
Net income (loss) attributable to Unitholders
$
32,081
$
173,801
$
204,933
$
(134,056)
Add (deduct):
(Increase) decrease in value of investment properties (1)
(3,585)
(167,606)
49,641
376,403
(Increase) decrease in value of hotel property (1)
—
—
—
(3,646)
Adjustment for equity accounted joint ventures (2)
77
73
384
1,857
Adjustment for capitalized interest related to equity accounted
joint ventures (2)
1,092
933
4,127
3,582
Incremental leasing costs (3)
1,834
1,800
7,577
7,366
Amortization expense (4)
—
—
—
190
Distributions on Exchangeable Units (5)
—
9
—
48
Increase (decrease) in value of Exchangeable Units (5)
—
123
—
(88)
Increase (decrease) in value of unit-based compensation (6)
(3,926)
1,920
5,381
(6,237)
Investment property selling costs (1)
641
662
3,406
3,337
Deferred income taxes (recovery) (1)
39,271
46,328
14,253
(4,779)
FFO (7)
$
67,485
$
58,043
$
289,702
$
243,977
Deduct: Other gains (losses) and (expenses) included in FFO (8)
179
9,656
1,262
9,309
OFFO (7)
$
67,664
$
67,699
$
290,964
$
253,286
(1) At FCR's proportionate interest.
(2) Adjustment related to FCR's equity accounted joint ventures in accordance with the recommendations of REALPAC.
(3) Adjustment to capitalize incremental leasing costs in accordance with the recommendations of REALPAC.
(4) Adjustment to exclude hotel property amortization in accordance with the recommendations of REALPAC.
(5) Adjustment to exclude distributions and fair value adjustments on Exchangeable Units in accordance with the recommendations of REALPAC.
(6) Adjustment to exclude fair value adjustments on unit-based compensation plans in accordance with the recommendations of REALPAC.
(7) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(8) At FCR's proportionate interest, adjusted to exclude investment property selling costs in accordance with the recommendations of REALPAC.
Operating Funds from Operations
The components of OFFO and FFO at proportionate interest are as follows:
Three months and years ended, respectively
% change
2024
2023
% change
2024
2023
Net operating income
$
114,904
$
109,784
$
454,875
$
431,736
Interest and other income
6,355
6,663
48,052
26,150
Interest expense (1)(2)
(42,234)
(39,063)
(165,923)
(154,565)
Corporate expenses (3)
(10,674)
(9,092)
(43,427)
(46,304)
Abandoned transaction (costs) recovery
(10)
(6)
(46)
(24)
Amortization expense (4)
(677)
(587)
(2,567)
(3,707)
OFFO (6)
(0.1%) $
67,664
$
67,699
14.9%
290,964
253,286
Other gains (losses) and (expenses) (5)
(179)
(9,656)
(1,262)
(9,309)
FFO (6)
16.3%
$
67,485
$
58,043
18.7%
$
289,702
$
243,977
OFFO per diluted unit
(0.3%) $
0.32
$
0.32
14.9%
$
1.36
$
1.18
FFO per diluted unit
16.0%
$
0.31
$
0.27
18.8%
$
1.35
$
1.14
Weighted average number of units – diluted
(in thousands)
0.2%
214,355
213,855
—%
214,234
214,268
(1) Includes an adjustment to capitalize interest related to FCR's equity accounted joint ventures in accordance with the recommendations of REALPAC.
(2) Adjustment to exclude distributions on Exchangeable Units in accordance with the recommendations of REALPAC.
(3) Includes an adjustment to capitalize incremental leasing costs in accordance with the recommendations of REALPAC.
(4) Excludes certain amortization expense in accordance with the recommendations of REALPAC.
(5) At FCR's proportionate interest, adjusted to exclude investment property selling costs in accordance with the recommendations of REALPAC.
(6) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
45
FIRST CAPITAL REIT ANNUAL REPORT 2024
For the three months ended December 31, 2024, OFFO of $67.7 million, or $0.32 per unit, remained consistent with prior
year. On a year-over-year basis, NOI increased $5.1 million, or $0.02 per unit, primarily driven by higher base rent, largely
offset by higher interest expense and corporate G&A for a total of $4.8 million, or $0.02 per unit.
For the year ended December 31, 2024, OFFO increased $37.7 million, or $0.18 per unit, over prior year. The increase was
primarily due to higher NOI of $23.1 million driven by base rent, straight-line rent and lease termination fees, partially
offset by higher interest expense of $11.4 million due to increased activity of debenture issuances in 2024 and higher
interest rates. Additionally, interest and other income increased $21.9 million owing to the recognition of a $9.5 million
assignment fee related to a small development parcel located in Montreal as well as a density bonus payment of $11.3
million in connection with a previously sold property, recognized in the first and third quarters of 2024, respectively.
For the three months and year ended December 31, 2024, FFO increased $9.4 million and $45.7 million, or $0.04 and
$0.21 per unit, respectively, over the same prior year periods. The increases were driven by the year-over-year change in
Operating FFO of ($35.0) thousand and $37.7 million, respectively, and year-over-year increases in other gains (losses)
and (expenses). These other gains (losses) and (expenses) are comprised primarily of mark-to-market (non-cash) gains
and losses related to derivative financial instruments employed by First Capital to reduce its borrowing costs and fix the
rate of interest on certain variable-rate term loans.
Adjusted Funds from Operations
A reconciliation from FFO to AFFO can be found in the table below:
Three months and years ended, respectively
% change
2024
2023
% change
2024
2023
FFO (1)
$
67,485
$
58,043
$
289,702
$
243,977
Add (deduct):
Revenue sustaining capital expenditures
(9,399)
(8,232)
(22,869)
(24,357)
Recoverable capital expenditures
(10,488)
(4,105)
(21,318)
(9,966)
Incremental leasing costs
(1,834)
(1,800)
(7,577)
(7,366)
Straight-line rent adjustment
(2,434)
(28)
(7,340)
366
AFFO (1)
(1.2%) $
43,330
$
43,878
13.8%
$
230,598
$
202,654
AFFO per diluted unit
(1.5%) $
0.20
$
0.21
13.8%
$
1.08
$
0.95
Weighted average number of units – diluted
(in thousands)
0.2%
214,355
213,855
—%
214,234
214,268
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
For the three months and year ended December 31, 2024, AFFO totaled $43.3 million and $230.6 million compared to
$43.9 million and $202.7 million for the prior years, respectively. For the year ended December 31, 2024, AFFO increased
$27.9 million, or $0.13 per unit, over prior year primarily due to higher FFO, partially offset by higher capital expenditures
and higher straight-line rent adjustment.
Adjusted Cash Flow from Operations
A reconciliation of cash provided by operating activities to ACFO is presented below:
Three months and years ended, respectively
2024
2023
2024
2023
Cash provided by operating activities
$
79,837
$
90,083
$
233,790
$
227,734
Add (deduct):
Working capital adjustments (1)
(17,815)
(12,488)
24,956
35,900
Adjustment for equity accounted joint ventures
1,426
512
4,702
2,506
Revenue sustaining capital expenditures
(9,399)
(8,232)
(22,869)
(24,357)
Recoverable capital expenditures
(10,488)
(4,105)
(21,318)
(9,966)
Leasing costs on properties under development
458
450
1,894
1,842
Non-controlling interest
(271)
126
(423)
(296)
ACFO (2)
$
43,748
$
66,346
$
220,732
$
233,363
(1) Working capital adjustments primarily include adjustments for prepaid as well as accrued property taxes as their levels vary considerably over the course of the year as
well as certain other adjustments as specified in the most recent REALPAC guidance on ACFO issued in January 2023.
(2) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
46
For the three months and year ended December 31, 2024, ACFO totaled $43.7 million and $220.7 million compared to
$66.3 million and $233.4 million for the prior years, respectively. The $22.6 million and $12.6 million decrease,
respectively, in ACFO was primarily due to higher capital expenditures and changes in working capital year-over-year.
ACFO Payout Ratio
First Capital's ACFO payout ratio for the four quarters ended December 31, 2024 is calculated as follows:
Year ended December 31, 2024
Q4 2024
Q3 2024
Q2 2024
Q1 2024
ACFO (1)
$
220,732
$
43,748 $
67,649 $
64,147 $
45,188
Cash distributions paid
183,388
45,862
45,850
45,844
45,832
ACFO payout ratio (1)
83.1%
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
First Capital's ACFO payout ratio for the four quarters ended December 31, 2023 is calculated as follows:
Year ended December 31, 2023
Q4 2023
Q3 2023
Q2 2023
Q1 2023
ACFO (1)
$
233,363
$
66,346 $
55,458 $
72,787 $
38,772
Cash distributions paid
183,657
45,819
45,845
45,868
46,125
ACFO payout ratio (1)
78.7%
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
First Capital considers a rolling four quarter payout ratio (cash distributions / ACFO) to be more relevant than a payout
ratio in any given quarter due to seasonal fluctuations in ACFO. For the four quarters ended December 31, 2024, the
ACFO payout was 83.1% (December 31, 2023 - 78.7%).
Net Asset Value
The following table provides FCR's calculation of NAV for the years ended December 31, 2024 and 2023:
As at
December 31, 2024
December 31, 2023
Unitholders' equity
$
3,946,100 $
3,933,377
Deferred tax liabilities
758,917
751,789
Net Asset Value (NAV) (1)
$
4,705,017 $
4,685,166
Units outstanding
212,323
212,184
NAV per unit - diluted (2)
$
22.05 $
21.95
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
(2) Adjusted for 2.0 million Deferred Units, Restricted Units and Performance Units and 5.3 million unit options outstanding with an average exercise price of $19.90 (implied
option proceeds of $105.1 million) and the exclusion of the unit-based compensation plan liability.
The increase in NAV per diluted unit from $21.95 to $22.05 is primarily driven by retained FFO, partially offset by fair
value decreases on investment property and other comprehensive losses for the year.
DISTRIBUTIONS
Distributions on the Trust Units are declared at the discretion of the Board of Trustees. In determining the annual level or
monthly amount of distributions, the Board of Trustees considers many factors including the macro economic and industry
specific environment, common industry cash distribution practices, investor expectations, capital market conditions,
forecasted cash flows and debt metrics, anticipated capital requirements, estimated taxable income, and the overall
financial condition of the Trust.
The Trust does not use net income (loss), as calculated in accordance with IFRS, as the basis to determine the annual
distribution rate. Net income (loss) is impacted by non-cash adjustments, including fair value changes to investment
properties and Exchangeable Units, and is not equivalent to taxable income and therefore is expected to vary from the
distributions declared.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
47
FIRST CAPITAL REIT ANNUAL REPORT 2024
On December 16, 2024, First Capital announced a 3% increase of its monthly distribution to Unitholders from $0.072 per
unit to $0.074167 per unit, or $0.89 on an annualized basis. The increase is effective for First Capital's January 2025
distribution, payable to Unitholders in February 2025.
The following chart specifies distributions declared by First Capital:
Three months ended December 31
Year ended December 31
(in dollars)
2024
2023
2024
2023
Distributions declared per unit
$
0.216
$
0.216
$
0.864
$
0.864
SUMMARY OF FINANCIAL RESULTS OF LONG-TERM DEBT GUARANTORS
First Capital's senior unsecured debentures are guaranteed by the wholly owned subsidiaries of the Trust, other than
nominee subsidiaries and inactive subsidiaries. All such current and future wholly owned subsidiaries will provide a
guarantee of the debentures. In the case of default by First Capital, the indenture trustee will, subject to the indenture,
be entitled to seek redress from such wholly owned subsidiaries for the guaranteed obligations in the same manner and
upon the same terms that it may seek to enforce the obligations of First Capital. These guarantees are intended to
eliminate structural subordination, which arises as a consequence of a significant portion of First Capital’s assets being
held primarily in two significant subsidiaries.
The following tables present select consolidating summary information for First Capital for the periods identified below
presented separately for (i) First Capital (denoted as FCR), as issuer; (ii) guarantor subsidiaries; (iii) non-guarantor
subsidiaries; (iv) consolidation adjustments; and (v) the total consolidated amounts.
(millions of dollars)
Three months ended December 31
2024
2023
2024
2023
2024
2023
2024
2023
2024
2023
FCR (1)
Guarantors (2)
Non-Guarantors (3)
Consolidation Adjustments (4)
Total Consolidated
Property rental revenue
$
76 $
72 $
105 $
100 $
— $
— $
(1) $
(1) $
180 $
171
NOI (5)
$
48 $
46 $
65 $
63 $
— $
— $
— $
— $
113 $
109
Net income (loss) attributable to
Unitholders
$
32 $
174 $
125 $
235 $
— $
2 $
(125) $
(237) $
32 $
174
(millions of dollars)
Year ended December 31
2024
2023
2024
2023
2024
2023
2024
2023
2024
2023
FCR (1)
Guarantors (2)
Non-Guarantors (3)
Consolidation Adjustments (4)
Total Consolidated
Property rental revenue
$
305 $
288 $
413 $
404 $
— $
1 $
(4) $
(5) $
714 $
688
NOI (5)
$
193 $
179 $
256 $
248 $
— $
1 $
(2) $
(3) $
447 $
425
Net income (loss) attributable to
Unitholders
$
205 $
(134) $
407 $
364 $
(2) $
— $
(405) $
(364) $
205 $
(134)
(millions of dollars)
As at December 31, 2024
FCR (1)
Guarantors (2)
Non-Guarantors (3)
Consolidation
Adjustments (4)
Total Consolidated
Current assets
$
607 $
93 $
143 $
(140) $
703
Non-current assets
$
4,138 $
5,642 $
186 $
(1,488) $
8,478
Current liabilities
$
672 $
86 $
3 $
7 $
768
Non-current liabilities
$
6,279 $
(1,871) $
92 $
(101) $
4,399
(1) This column represents FCR and all of its subsidiaries; FCR's subsidiaries are presented under the equity method.
(2) This column represents the aggregate of all Guarantor subsidiaries.
(3) This column represents the aggregate of all Non-Guarantor subsidiaries.
(4) This column includes the necessary amounts to eliminate the inter-company balances between FCR, the Guarantors, and Non-Guarantors to arrive at the information for
FCR on a consolidated basis.
(5) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
FIRST CAPITAL REIT ANNUAL REPORT 2024
48
(millions of dollars)
As at December 31, 2023
FCR (1)
Guarantors (2)
Non-Guarantors (3)
Consolidation
Adjustments (4)
Total Consolidated
Current assets
$
619 $
(51) $
121 $
(113) $
576
Non-current assets
$
4,162 $
5,574 $
173 $
(1,291) $
8,618
Current liabilities
$
644 $
55 $
1 $
7 $
707
Non-current liabilities
$
6,694 $
(2,198) $
75 $
(80) $
4,491
(1) This column represents FCR and all of its subsidiaries; FCR's subsidiaries are presented under the equity method.
(2) This column represents the aggregate of all Guarantor subsidiaries.
(3) This column represents the aggregate of all Non-Guarantor subsidiaries.
(4) This column includes the necessary amounts to eliminate the inter-company balances between FCR, the Guarantors, and Non-Guarantors to arrive at the information for
FCR on a consolidated basis.
RELATED PARTY TRANSACTIONS
Subsidiaries of the Trust
The audited annual consolidated financial statements include the financial statements of First Capital Real Estate
Investment Trust and all of its subsidiaries, including First Capital Realty Inc., First Capital REIT Limited Partnership and
First Capital Holdings Trust. First Capital Realty Inc. and First Capital Holdings Trust are the significant subsidiaries of the
Trust and are wholly owned.
QUARTERLY FINANCIAL INFORMATION
2024
2023
(unit counts in thousands)
Q4
Q3
Q2
Q1
Q4
Q3
Q2
Q1
Property rental revenue
$
180,372
$
174,016
$
176,247
$
182,889
$
171,184
$
168,883
$
171,904
$
176,010
Net operating income (1)
$
112,916
$
109,818
$
112,341
$
112,213
$
108,756
$
106,938
$
106,510
$
103,053
Net income (loss) attributable to
Unitholders
$
32,081
$
81,107
$
16,948
$
74,797
$
173,801
$ (327,546)
$
(29,049)
$
48,738
Net income (loss) per unit
attributable to Unitholders:
Basic
$
0.15
$
0.38
$
0.08
$
0.35
$
0.82
$
(1.54)
$
(0.14)
$
0.23
Diluted
$
0.15
$
0.38
$
0.08
$
0.35
$
0.81
$
(1.53)
$
(0.14)
$
0.23
OFFO (1)
$
67,664
$
76,861
$
68,384
$
78,055
$
67,699
$
68,832
$
63,041
$
53,714
OFFO per diluted unit (1)
$
0.32
$
0.36
$
0.32
$
0.36
$
0.32
$
0.32
$
0.30
$
0.25
FFO (1)
$
67,485
$
72,340
$
68,248
$
81,629
$
58,043
$
68,615
$
63,784
$
53,535
FFO per diluted unit (1)
$
0.31
$
0.34
$
0.32
$
0.38
$
0.27
$
0.32
$
0.30
$
0.25
Weighted average number of
diluted units outstanding
214,355
214,342
214,287
213,988
213,855
213,952
214,056
215,262
Cash provided by operating
activities
$
79,837
$
51,870
$
72,305
$
29,778
$
90,083
$
41,910
$
67,022
$
28,719
AFFO (1)
$
43,330
$
58,875
$
55,236
$
73,156
$
43,878
$
58,961
$
55,897
$
43,918
AFFO per diluted unit (1)
$
0.20
$
0.27
$
0.26
$
0.34
$
0.21
$
0.28
$
0.26
$
0.20
ACFO (1)
$
43,748
$
67,649
$
64,147
$
45,188
$
66,346
$
55,458
$
72,787
$
38,772
Distribution declared per unit
$
0.216
$
0.216
$
0.216
$
0.216
$
0.216
$
0.216
$
0.216
$
0.216
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
49
FIRST CAPITAL REIT ANNUAL REPORT 2024
2024
2023
(unit counts in thousands)
Q4
Q3
Q2
Q1
Q4
Q3
Q2
Q1
Total assets
$ 9,181,173
$ 9,167,729
$ 9,476,116
$ 9,245,786
$ 9,194,301
$ 9,163,855
$ 9,596,650
$ 9,641,604
Total mortgages and credit
facilities
$ 1,967,121
$ 2,179,420
$ 2,245,167
$ 2,247,644
$ 2,491,948
$ 2,353,650
$ 2,349,517
$ 2,343,579
Unitholders' equity
$ 3,946,100
$ 3,958,090
$ 3,934,573
$ 3,967,870
$ 3,933,377
$ 3,820,718
$ 4,194,618
$ 4,268,128
Other
Number of neighbourhoods
138
138
138
139
142
143
144
145
GLA - at 100% (in thousands)
22,145
22,247
22,222
22,232
22,298
22,307
22,334
22,322
GLA - at ownership interest (in
thousands)
19,308
19,407
19,379
19,384
19,368
19,400
19,425
19,415
Monthly average occupancy %
96.5%
96.2%
96.2%
96.1%
95.9%
95.8%
96.0%
95.8%
Total portfolio occupancy %
96.8%
96.5%
96.3%
96.2%
96.2%
95.9%
95.9%
96.2%
(1) Refer to the "Non-IFRS Financial Measures" section of this MD&A.
CRITICAL ACCOUNTING ESTIMATES
First Capital makes estimates and assumptions that affect the carrying amounts of assets and liabilities, disclosure of
contingent assets and liabilities and the reported amount of earnings for the reporting periods. Actual results could differ
from those estimates. Management believes that the policies that are most subject to estimation and Management’s
judgment are those outlined below.
Judgments
Investment properties
In applying the Trust’s policy with respect to investment properties, judgment is applied in determining whether certain
costs are additions to the carrying amount of the property and, for properties under development, identifying the point
at which capitalization of borrowing and other costs ceases.
Hedge accounting
Where First Capital undertakes to apply cash flow hedge accounting, it must determine whether such hedges are
expected to be highly effective in achieving offsetting changes in cash flows and are assessed on an ongoing basis to
determine that they actually have been highly effective throughout the reporting periods for which they were designated.
Income taxes
First Capital retains its REIT status if it meets the prescribed conditions under the Income Tax Act (Canada) (the "Tax
Act"). Management uses judgment in its interpretation and application of these conditions. First Capital determined that
it qualifies as a REIT for the current period and expects to meet the prescribed conditions going forward. However, should
the Trust no longer meet the REIT conditions, substantial adverse tax consequences may result.
With respect to its corporate subsidiaries, the Trust exercises judgment in estimating deferred tax assets and liabilities.
Income tax laws may be subject to different interpretations, and the income tax expense recorded by the Trust reflects
the Trust's interpretation of the relevant tax laws. The Trust is also required to estimate the timing of reversals of
temporary differences between accounting and taxable income in determining the appropriate rate to apply in
calculating deferred taxes.
For the determination of deferred tax assets and liabilities where investment property is measured using the fair value
model, the presumption is that the carrying amount of an investment property is recovered through sale, as opposed to
presuming that the economic benefits of the investment property will be substantially consumed through use over time.
FIRST CAPITAL REIT ANNUAL REPORT 2024
50
Estimates and Assumptions
Valuation of Investment properties
First Capital's policy in determining the fair value of its investment properties at the end of each reporting period,
includes the following approaches:
1. Internal valuations - by certified staff appraisers employed by FCR, in accordance with professional appraisal standards
and IFRS. Every investment property has an internal valuation completed at least once a year.
2. Value updates - primarily consisting of Management's review of the key assumptions from previous internal valuations
and updating the value for changes in the property cash flow, physical condition and changes in market conditions.
External appraisals are obtained periodically by Management. These appraisals are used as data points, together with
other market information accumulated by Management, in arriving at its conclusions on key assumptions and values.
External appraisals are completed by an independent appraisal firm, in accordance with professional appraisal standards
and IFRS.
Income-producing properties are appraised primarily based on an income approach that reflects stabilized cash flows or
net operating income from existing tenants with the property in its existing state, since purchasers typically focus on
expected income. Internal valuations are conducted using and placing reliance on both the direct capitalization method
and the discounted cash flow method (including the estimated proceeds from a potential future disposition).
Properties undergoing development, redevelopment or expansion are valued either (i) using the discounted cash flow
method, with a deduction for costs to complete the project, or (ii) at cost, when cost approximates fair value. Stabilized
capitalization rates, discount rates and terminal capitalization rates, as applicable, are adjusted to reflect lease-up
assumptions and construction risk, when appropriate. Adjacent land parcels held for future development are valued
based on comparable sales of commercial land.
The primary method of appraisal for development land is the comparable sales approach, which considers recent sales
activity for similar land parcels in the same or similar markets to estimate a value on either a per acre basis or on a basis
of per square foot buildable. Such values are applied to First Capital's properties after adjusting for factors specific to the
site, including its location, zoning, servicing and configuration.
Refer to Note 2(g) of the audited consolidated financial statements for the year ended December 31, 2024 for further
information on the estimates and assumptions made by Management in connection with the fair values of investment
properties.
Valuation of Financial Instruments
First Capital is required to determine the fair value of its loans, mortgages and credit facilities, senior unsecured
debentures, Exchangeable Units, unit-based compensation plans, loans and mortgages receivable, other equity
investments, marketable securities and derivatives. The fair values of the marketable securities are based on quoted
market prices. The fair values of the other financial instruments are calculated using internally developed models as
follows:
• Mortgages and credit facilities are calculated based on market interest rates plus a risk-adjusted spread on discounted
cash flows;
• Senior unsecured debentures are based on closing bid risk-adjusted spreads and current underlying Government of
Canada bond yields on discounted cash flows, also incorporating interest rate quotations provided by financial
institutions;
• The fair value of the unit-based compensation plans are based on the following:
Unit Options: Fair value of each tranche is valued separately using a Black-Scholes option pricing model;
Deferred Units/Restricted Units: Fair value is based on the closing price of FCR's Trust Units at each period end; and
Performance Units: Fair value is calculated using a Monte-Carlo simulation model;
• Derivative instruments are determined using present value forward pricing and swap calculations at interest rates that
reflect current market conditions;
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
51
FIRST CAPITAL REIT ANNUAL REPORT 2024
• Loans and mortgages receivable are calculated based on current market rates plus borrower level risk-adjusted spreads
on discounted cash flows, adjusted for allowances for non-payment and collateral related risk;
• Equity investments in certain funds are based on the fair value of the properties held in the funds. The fair value of the
equity investment in a private entity approximates its cost.
Estimates of risk-adjusted credit spreads applicable to a specific financial instrument and its underlying collateral could
vary and result in a different disclosed fair value.
Future Changes in Accounting Policies
Refer to Note 2(r) of the audited annual consolidated financial statements for the years ended December 31, 2024 and
2023 for details on the impact of material accounting policy changes including those related to the adoption of new IFRS
pronouncements.
The IASB has issued a new IFRS accounting standard, IFRS 18, "Presentation and Disclosure in Financial Statements" ("IFRS
18"). IFRS 18 is not yet adopted by First Capital and will have an impact on future periods. These changes are described in
detail below:
In April 2024, the IASB issued IFRS 18, which replaces IAS 1, "Presentation of Financial Statements". IFRS 18 aims to
improve the comparability and transparency of communication in financial statements by introducing a number of new
requirements:
(i) classify income and expenses in the statement of profit or loss into categories such as, operating, investing, financing,
income taxes and discontinued operations as well as present defined subtotals;
(ii) provide note disclosure on management-defined performance measures that are used in communications outside
the entity's financial statements;
(iii) enhance the aggregation or disaggregation of information to ensure that items are classified and aggregated based
on shared characteristics and material information is not obscured; and
(iv) implement narrow scope amendments that have been made to IAS 7 "Statement of Cash Flows", IAS 34 "Interim
Financial Reporting", and other minor amendments to other standards. Some requirements previously included
within IAS 1 have been moved to IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors", which has
been renamed IAS 8 "Basis of Preparation of Financial Statements".
IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and requires retrospective
application. Early adoption is permitted but will need to be disclosed. Management is evaluating the impact of IFRS 18,
including the impact of the amendments to the other accounting standards, on First Capital's consolidated financial
statements.
CONTROLS AND PROCEDURES
As at December 31, 2024, the Chief Executive Officer and the Chief Financial Officer of First Capital, with the assistance of
other staff and Management of FCR to the extent deemed necessary, have designed FCR’s disclosure controls and
procedures to provide reasonable assurance that information required to be disclosed in the various reports filed or
submitted by FCR under securities legislation is recorded, processed, summarized and reported accurately and have
designed internal controls over financial reporting to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with IFRS.
In the design of its internal controls over financial reporting, First Capital used the 2013 framework published by the
Committee of Sponsoring Organizations of the Treadway Commission.
The Chief Executive Officer and the Chief Financial Officer of First Capital have evaluated, or caused the evaluation of,
under their supervision, the effectiveness of FCR’s disclosure controls and procedures and its internal controls over
financial reporting (each as defined in National Instrument 52-109-Certification of Disclosure in Issuers’ Annual and
Interim Filings) as at December 31, 2024, and have concluded that such disclosure controls and procedures and internal
controls over financial reporting were operating effectively.
FIRST CAPITAL REIT ANNUAL REPORT 2024
52
First Capital did not make any changes in its internal controls over financial reporting during the quarter ended
December 31, 2024 that have had, or are reasonably likely to have, a material effect on FCR's internal controls over
financial reporting. On an ongoing basis, FCR will continue to analyze its controls and procedures for potential areas of
improvement.
Management does recognize that any controls and procedures, no matter how well designed and operated, can only
provide reasonable assurance and not absolute assurance of achieving the desired control objectives. In the unforeseen
event that lapses in the disclosure controls and procedures or internal controls over financial reporting occur and/or
mistakes happen, First Capital intends to take the necessary steps to minimize the consequences thereof.
RISKS AND UNCERTAINTIES
First Capital, as an owner of income-producing properties and development properties, is exposed to numerous business
risks in the normal course of its business that can impact both short- and long-term performance. Income-producing and
development properties are affected by general economic conditions and local market conditions such as oversupply of
similar properties or a reduction in tenant demand. It is the responsibility of Management, under the supervision of the
Board of Trustees, to identify and, to the extent possible, mitigate or minimize the impact of all such business risks. The
major categories of risk First Capital encounters in conducting its business and some of the actions it takes to mitigate
these risks are outlined below. First Capital's most current Annual Information Form, which provides a detailed
description of these and other risks that may affect FCR, can be found on the SEDAR+ website at www.sedarplus.ca and
on FCR’s website at www.fcr.ca.
Economic Conditions and Ownership of Real Estate
Real property investments are affected by various factors including changes in general economic conditions (such as the
availability of long-term mortgage and unsecured debenture financings, fluctuations in interest rates and unemployment
levels) and in local market conditions (such as inflation, an oversupply of space or a reduction in demand for real estate in
the area), the attractiveness of the properties to tenants, competition from other real estate developers, managers and
owners in seeking tenants, the ability of the owner to provide adequate maintenance at an economic cost, and various
other factors. The economic conditions in the markets in which First Capital operates can also have a significant impact on
FCR’s tenants and, in turn, FCR’s financial success. Adverse changes in general or local economic conditions can result in
some retailers being unable to sustain viable businesses and meet their lease obligations to FCR, and may also limit FCR’s
ability to attract new or replacement tenants. Should inflation remain high and more persistent than expected, any
additional increases in interest rates may adversely affect consumer spending and debt levels, which may impact FCR’s
tenants and/or FCR’s financial performance.
First Capital’s portfolio has major concentrations in Ontario, Alberta, Quebec and British Columbia. Moreover, within
each of these provinces, FCR’s portfolio is concentrated predominantly in selected urban markets. As a result, economic
and real estate conditions in these regions will significantly affect FCR’s revenues and the value of its properties.
Revenue from First Capital’s properties depends primarily on the ability of FCR’s tenants to pay the full amount of rent
and other charges due under their leases on a timely basis. Leases comprise any agreements relating to the occupancy or
use of FCR’s real property. There can be no assurance that tenants and other parties will be willing or able to perform
their obligations under any such leases. If a significant tenant or a number of smaller tenants were to become unable or
unwilling to meet their obligations to FCR, FCR’s financial position and results of operations would be adversely affected.
In the event of default by a tenant, FCR may experience delays and unexpected costs in enforcing its rights as landlord
under lease terms, which may also adversely affect FCR’s financial position and results of operations. FCR may also incur
significant costs in making improvements or repairs to a property required in order to re-lease vacated premises to a new
tenant.
First Capital’s portfolio has more concentration with certain tenants. In the event that one or more tenants that
individually or collectively account for an important amount of First Capital's annual minimum rent experience financial
difficulty and are unable to pay rent or fulfill their lease commitments, FCR’s financial position, results of operation and
the value of its properties concerned would be adversely affected.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
53
FIRST CAPITAL REIT ANNUAL REPORT 2024
First Capital’s net income (loss) could be adversely affected in the event of a downturn in the business, or the bankruptcy
or insolvency, of any anchor store or anchor tenant. Anchor tenants generally occupy large amounts of leasable area, pay
a significant portion of the total rents at a property and contribute to the success of other tenants by drawing significant
numbers of customers to a property. The closing of one or more anchor stores at a property could have a significant
adverse effect on that property.
Unpredictability and Volatility of Trust Unit Price
A publicly-traded real estate investment trust will not necessarily trade at values determined by reference to the underlying
value of its business. The prices at which the Trust Units will trade cannot be predicted. The market price of the Trust Units
could be subject to significant fluctuations in response to variations in quarterly operating results, distributions and other
factors. The annual yield on the Trust Units as compared to the annual yield on other financial instruments may also
influence the price of the Trust Units in the public trading markets. In addition, the securities markets have experienced
significant price and volume fluctuations from time to time in recent years that often have been unrelated or
disproportionate to the operating performance of particular issuers. These broad fluctuations may adversely affect the
market price of the Trust Units.
Lease Renewals and Rental Increases
Upon the expiry of any lease, there can be no assurance that the lease will be renewed or the tenant replaced. Expiries of
certain leases will occur in both the short and long term, including expiry of leases of certain significant tenants, and
although certain lease renewals and/or rental increases are expected to occur in the future, there can be no assurance
that such renewals or rental increases will in fact occur. The failure to achieve renewals and/or rental increases may have
an adverse effect on the financial position and results of operations of First Capital. In addition, the terms of any
subsequent lease may be less favourable to FCR than the existing lease.
Changes in lease accounting rules may require tenants to account for real property leases differently and, as a result, may
incentivize tenants to seek new and renewal leases on different terms. Tenants may favour shorter lease terms, fewer
renewals and a heavier weighting to variable as opposed to fixed rents, which could adversely affect the stability of First
Capital’s rental income, the level of secured financing available, the value of its properties and FCR’s financial position
and results of operations.
Financing, Interest Rates, Repayment of Indebtedness and Access to Capital
First Capital has outstanding indebtedness in the form of mortgages, credit facilities, senior unsecured debentures and
bank indebtedness and, as such, is subject to the risks normally associated with debt financing, including the risk that
FCR’s cash flow will be insufficient to meet required payments of principal and interest.
The amount of indebtedness outstanding could require FCR to dedicate a substantial portion of its cash flow from
operations to service its debt, thereby reducing funds available for operations, acquisitions, development activities and
other business opportunities that may arise. FCR’s internally generated cash may not be sufficient to repay all of its
outstanding indebtedness. Upon the expiry of the term of the financing on any particular property owned by FCR,
refinancing on a conventional mortgage loan basis may not be available in the amount required or may be available only
on terms less favourable to FCR than the existing financing. FCR may elect to repay certain indebtedness through the
issuance of equity securities or the sale of assets, where appropriate.
Interest rates have a significant effect on the profitability of commercial properties as interest represents a significant
cost in the ownership of real property where debt financing is used as a source of capital. FCR has a total of $1.8 billion
principal amount of fixed rate interest-bearing instruments outstanding including mortgages, senior unsecured
debentures and unsecured term loans maturing between January 1, 2025 and December 31, 2027 at a weighted
average coupon interest rate of 3.9%. If these amounts were refinanced at an average interest rate that was 100 basis
points higher or lower than the existing rate, FCR’s annual interest cost would increase or decrease, respectively, by
$18.3 million. In addition, as at December 31, 2024, First Capital had $133.3 million at FCR's share, principal amount of
debt (or 3% of FCR’s aggregate debt as of such date) at floating interest rates.
FIRST CAPITAL REIT ANNUAL REPORT 2024
54
First Capital seeks to reduce its interest rate risk by staggering the maturities of long-term debt and limiting the use of
floating rate debt so as to minimize exposure to interest rate fluctuations. Moreover, from time to time, FCR may enter
into interest rate swap transactions to modify the interest rate profile of its current or future variable rate debts without
an exchange of the underlying principal amount.
Management and the Board have discretion under the Declaration of Trust to increase the amount of outstanding debt.
The decisions with regard to the incurrence and maintenance of debt are based on available investment opportunities for
which capital is required, the cost of debt in relation to such investment opportunities, whether secured or unsecured
debt is available, the effect of additional debt on existing financial ratios and the maturity of the proposed new debt
relative to maturities of existing debt. First Capital could become more highly leveraged, resulting in increased debt
service costs that could adversely affect cash flows and operating results. First Capital's intention is to gradually return its
leverage to levels prior to the share buy back that took place in 2019 and may do so in a number of ways, including by
disposing of selected assets. Any failure to gradually return its leverage to levels prior to the share buy back may have a
material adverse impact on First Capital's requirements, its financial position or its ability to achieve its business
objectives.
Credit Ratings
Any credit rating that is assigned to the senior unsecured debentures may not remain in effect for any given period of
time or may be lowered, withdrawn or revised by one or more of the rating agencies if, in their judgment, circumstances
so warrant. Refer to "Capital Structure and Liquidity - Credit Ratings". Any lowering, withdrawal or revision of a credit
rating may have an adverse effect on the market price of the senior unsecured debentures and the other securities of
First Capital, may adversely affect a securityholder’s ability to sell its senior unsecured debentures or other securities of
FCR and may adversely affect FCR’s access to financial markets and its cost of borrowing.
Acquisitions, Expansions, Development, Redevelopment and Strategic Dispositions
First Capital’s acquisition and investment strategy and market selection process may not ultimately be successful and may
not provide positive returns on investment. The acquisition of properties or portfolios of properties entails risks that
include the following, any of which could adversely affect FCR’s financial position and results of operations and its ability
to meet its obligations: (i) FCR may not be able to identify suitable properties to acquire or may be unable to complete
the acquisition of the properties identified; (ii) FCR may not be able to successfully integrate any acquisitions into its
existing operations; (iii) properties acquired may fail to achieve the occupancy or rental rates projected at the time of the
acquisition decision, which may result in the properties’ failure to achieve the returns projected; (iv) FCR’s pre-acquisition
evaluation of the physical condition of each new investment may not detect certain defects or identify necessary repairs,
which could significantly increase FCR’s total acquisition costs; (v) FCR’s investigation of a property or building prior to
acquisition, may fail to reveal various liabilities, which could reduce the cash flow from the property or increase its
acquisition cost; and (vi) representations and warranties obtained from third party vendors may not adequately protect
against unknown, unexpected or undisclosed liabilities and any recourse against such vendors may be limited by the
financial capacity of such vendors.
Further, FCR’s development and redevelopment commitments are subject to those risks usually attributable to
construction projects, which include: (i) construction or other unforeseen delays; (ii) cost overruns; (iii) the failure of
tenants to occupy and pay rent in accordance with existing lease agreements, some of which are conditional; (iv) the
inability to achieve projected rental rates or anticipated pace of lease-ups; and (v) an increase in interest rates during the
life of the development or redevelopment.
Where FCR’s development commitments relate to properties intended for sale, such as the residential portion of certain
projects, FCR is also subject to the risk that purchasers of such properties may become unable or unwilling to meet their
obligations to FCR or that FCR may not be able to close the sale of a significant number of units in a development project
on economically favourable terms.
In addition, FCR undertakes strategic property dispositions in order to recycle its capital and maintain an optimal portfolio
composition. FCR may be subject to unexpected costs or liabilities related to such dispositions, which could adversely
affect FCR's financial position and results of operations and its ability to meet its obligations.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
55
FIRST CAPITAL REIT ANNUAL REPORT 2024
Competition
The real estate business is competitive. Numerous other developers, managers and owners of retail properties compete
with First Capital in seeking tenants. Some of the properties located in the same markets as FCR’s properties may be
newer, better located and/or have stronger anchor tenants than FCR’s properties. The existence of developers, managers
and owners in the markets in which FCR operates, or any increase in supply of available space in such markets (due to
new construction, tenant insolvencies or other vacancy) and competition for FCR’s tenants could adversely affect FCR’s
ability to lease space in its properties in such markets and on the rents charged or concessions granted. In addition, the
internet and other technologies increasingly play a more significant role in consumer preferences and shopping patterns,
which presents an evolving competitive risk to FCR that is not easily assessed. Any of the aforementioned factors could
have an adverse effect on FCR’s financial position and results of operations.
Unitholder Activism
Responding to activist campaigns that contest or conflict with FCR’s governance and strategic direction can be costly and
time-consuming, disrupting business operations and diverting the attention and resources of the Board of Trustees,
Management and employees. Unitholder activism may result in uncertainty relating to the leadership, governance and
strategic direction of FCR, which could adversely affect or undermine FCR’s ability to execute on its real estate strategy,
harm FCR’s business and create adverse volatility in the market price and trading volume of Trust Units. Events such as
these could adversely affect FCR’s operating and financial results.
Residential Development Sales and Leasing
First Capital is involved in the development of mixed-use properties that include residential condominiums and rental
apartments. These developments are often carried out with an experienced residential developer as FCR's partner.
Purchaser demand for residential condominiums is cyclical and is significantly affected by changes in general and local
economic and industry conditions, such as employment levels, availability of financing for homebuyers, interest rates,
consumer confidence, levels of new and existing homes for sale, demographic trends and housing demand.
As a residential landlord in its properties that include rental apartments, FCR is subject to the risks inherent in the multi-
unit residential rental property industry. In addition to the risks highlighted above, these include exposure to private
individual tenants (as opposed to commercial tenants in FCR's retail properties), fluctuations in occupancy levels, the
inability to achieve economic rents (including anticipated increases in rent), controlling bad debt exposure, rent control
regulations, increases in operating costs including the costs of utilities (residential leases are often “gross” leases under
which the landlord is not able to pass on costs to its residents), the imposition of increased taxes or new taxes and capital
investment requirements.
Environmental Matters
First Capital maintains comprehensive environmental insurance and conducts environmental due diligence upon the
acquisition of new properties. There is, however, a risk that the value of any given property in FCR’s portfolio could be
adversely affected as a result of unforeseen or uninsured environmental matters or changes in governmental regulations.
Under various federal, provincial and local laws, FCR, as an owner, and potentially as a person in control of or managing
real property, could potentially be liable for costs of investigation, remediation and monitoring of certain contaminants,
hazardous or toxic substances present at or released from its properties or disposed of at other locations, whether FCR
knows of, or is responsible for, the environmental contamination and whether the contamination occurred before or
after FCR acquired the property. The costs of investigation, removal or remediation of hazardous or toxic substances are
not estimable, may be substantial and could adversely affect FCR’s results of operations or financial position. The
presence of contamination or the failure to remediate such substances, if any, may adversely affect FCR’s ability to sell
such real estate or to borrow using such real estate as collateral and could potentially also result in claims, including
proceedings by government regulators or third-party lawsuits. Environmental legislation can change rapidly and FCR may
become subject to more stringent environmental laws in the future, and compliance with more stringent environmental
laws, or increased enforcement of the same, could have a material adverse effect on its business, financial position or
results of operations.
FIRST CAPITAL REIT ANNUAL REPORT 2024
56
Partnerships
First Capital has investments in properties with non-affiliated partners through partnership, co-ownership and limited
liability corporate venture arrangements (collectively, "partnerships"). As a result, FCR does not control all decisions
regarding those properties and may be required to take actions that are in the interest of the partners collectively, but
not in FCR’s sole best interests. Accordingly, FCR may not be able to favourably resolve any issues that arise with respect
to such decisions, or FCR may have to take legal action or provide financial or other inducements to partners to obtain
such resolution. In addition, FCR may be exposed to risks resulting from the actions, omissions or financial situation of a
partner, which may result in harm to FCR’s reputation or adversely affect the value of FCR’s investments.
Investments Subject to Credit and Market Risk
First Capital provides co-owner financing, priority mortgages and mezzanine loans to third parties in connection with certain
transactions and partnerships ("Loans and Mortgages Receivable"). First Capital also invests in marketable and other
securities. FCR is exposed to customary risks in the event that the values of its Loans and Mortgages Receivable and/or its
investments, in marketable and other securities, decrease due to overall market conditions, business failure, and/or other
non-performance/defaults by the counterparties or investees. Not all lending activities will translate into acquisitions or
equity participation in a project and the value of the assets securing FCR’s Loans and Mortgages Receivable is dependent on
real estate market conditions and in the event of a large market correction, their value may be unable to support the
investments. There can also be no assurance FCR will advance new Loans and Mortgages Receivable at the same rate or in
the same amount repaid, which could negatively impact future earnings. Additionally, repayment of one or more of the
current loans outstanding would result in an immediate decrease of FCR’s Loans and Mortgages Receivable unless and until
such time that FCR advances new loans.
Climate Change and Carbon Reduction Initiatives
Changing weather patterns and other effects of climate change have created uncertainty as to future trends and weather
conditions and could have an impact on FCR's properties, adversely impacting its results. First Capital's properties, tenants,
and communities may become impacted by more severe weather events and natural disasters. Over time, these conditions
could result in a decreased demand for space in FCR’s impacted properties or, in extreme cases, it may impact FCR’s ability
to operate the properties at all. Climate change may also have indirect effects on First Capital’s business by increasing the
cost of (or making unavailable) property insurance on favourable terms, resulting in additional costs to repair or replace
damaged properties or protect its properties against such risks, which could negatively impact FCR’s earnings, liquidity or
capital resources. The occurrence of natural disasters or severe weather conditions can also delay new development
projects. In addition, compliance with new laws or regulations related to climate change may require First Capital to make
improvements to its existing properties or increase taxes and fee assessments, which could result in declining demand for
FCR’s properties and increased expenses and may adversely affect operating and financial results.
As the Trust continues to work towards achieving its science-based 2030 greenhouse gas reduction targets and net-zero
commitment, its progress may be deterred by challenges such as the availability of the necessary technology or the cost of
adopting carbon reduction initiatives. This could result in the Trust being unable to meet its decarbonization goals. The
failure or perceived failure by the Trust to execute its carbon reduction initiatives, maintain its environmental and
sustainability practices or comply with emerging and evolving regulatory requirements or stakeholder expectations could
result in fines or adversely affect the Trust’s reputation, operations or financial performance.
Cybersecurity
A cyber incident is considered to be any adverse event that threatens the confidentiality, integrity or availability of FCR’s
information technology resources. More specifically, a cyber incident is an intentional attack or an unintentional event that
can include gaining unauthorized access to information systems to disrupt operations, corrupt data or steal confidential
information. As FCR’s reliance on technology has increased, so have the risks posed to its systems. First Capital's primary
risks that could directly result from the occurrence of a cyber incident include operational interruption, damage to its
reputation, damage to its business relationships with tenants as well as the disclosure of confidential information. Events
such as these could adversely affect First Capital’s financial position and results of operations.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
57
FIRST CAPITAL REIT ANNUAL REPORT 2024
Cash Distributions Are Not Guaranteed; Non-Cash Distributions
Distributions on the Trust Units are established by the Board of Trustees and are subject to change at the discretion of the
Board of Trustees. While First Capital’s distribution policy has been established pursuant to the Declaration of Trust and
may only be changed with the approval of a majority of Unitholders, the actual amount of distributions paid in respect of
the Trust Units will depend upon numerous factors, all of which are susceptible to a number of risks and other factors
beyond the control of First Capital. The market value of the Trust Units may deteriorate if First Capital is unable to meet its
distribution targets in the future, and that deterioration could be significant. In addition, the composition of the cash
distributions for tax purposes may change over time and could affect the after-tax return for Unitholders.
In addition, certain distributions declared by the Trustees on the Trust Units may be payable in cash, Trust Units or a
combination of cash and Trust Units. Immediately after any pro rata distribution of additional Trust Units to all Unitholders,
the number of the outstanding Trust Units may be automatically consolidated such that each such holder will hold after the
consolidation the same number of Trust Units as such holder held before the distribution of additional Trust Units (provided
that Unitholders not resident in Canada for Canadian federal income tax purposes may be subject to applicable withholding
taxes in connection therewith). Such an automatic consolidation may affect a Unitholder’s after-tax return relating to their
investment in Trust Units.
Taxation Matters
The Trust or its subsidiary First Capital Realty Inc. ("FCR Inc.") may not qualify as a "mutual fund trust or MFT" or a "mutual
fund corporation or MFC" (as applicable) for purposes of the Tax Act, or it may cease to so qualify. If the Trust or FCR Inc.
did not so qualify for such purposes continuously throughout a taxation year, it would be subject to adverse tax
consequences which likely may materially reduce its ability to make distributions on the Trust Units. Furthermore, if the
Trust or FCR Inc. was considered to have been established primarily for the benefit of non-resident persons, it would be
permanently disqualified from qualifying as a MFT or a MFC (as applicable) for such purposes.
There is a risk (for example, as a result of an unanticipated event) that the Trust will not qualify (under the exception for
real estate investment trusts from the rules applicable to SIFT trusts or SIFT partnerships in the Tax Act) as a “real estate
investment trust” under the Tax Act for one or more of its taxation years. Were this to occur, the level of monthly cash
distributions made on the Trust Units may be materially reduced. Furthermore, there is no assurance that the provisions of
the Tax Act regarding the exemption afforded to REITs from the SIFT rules will not change in a manner that adversely
impacts the Unitholders.
Although First Capital is of the view that all expenses to be claimed by it and its subsidiaries will be reasonable and
deductible and that the cost amount and capital cost allowance claims of entities indirectly owned by First Capital will have
been correctly determined, there can be no assurance that the Tax Act, or the interpretation of the Tax Act, will not change,
or that the Canada Revenue Agency (the “CRA”) will agree. If the CRA successfully challenges the deductibility of such
expenses or the allocation of such income, First Capital's taxable income, and indirectly the taxable income of Unitholders,
will increase or change.
The bill containing the excessive interest and financing expenses limitation ("EIFEL") rules received Royal Assent on June 20,
2024, which are effective for taxation periods beginning on or after October 1, 2023. The EIFEL rules limit the deductibility
of net interest and financing expenses in certain circumstances. The Trust’s position is that it and its subsidiaries should not
be subject to these deduction limitations. However, there is no assurance that the Tax Act, or the interpretation of the Tax
Act, will not change, or that the CRA will agree with the Trust’s position, which could result in an increase in the amount of
taxable income in FCR's taxable subsidiaries.
Pursuant to proposed amendments to the Income Tax Act introduced in 2024, certain corporations controlled by or for the
benefit of certain shareholder(s) would be disqualified from being an MFC for taxation years commencing after 2024.
Pursuant to such proposed amendments and if enacted as proposed, First Capital Realty Inc., a subsidiary of the Trust which
currently qualifies as an MFC, would cease to be an MFC for its taxation year beginning December 30, 2025. The Trust is
continuing to monitor the status of the proposed legislation and analyzing its potential effects on First Capital Realty Inc.
and the Trust.
FIRST CAPITAL REIT ANNUAL REPORT 2024
58
Pandemics, Epidemics or Other Outbreaks
A pandemic, epidemic or other outbreak (collectively, a "public health crisis") could have a materially adverse impact on the
Trust’s financial position and results of operations. A substantial portion of First Capital’s tenants could be forced to close in
accordance with government regulations or operate at a reduced capacity, which may negatively impact their ability to pay
rent in accordance with the terms of their lease. Additionally, First Capital may be required to take further action that
negatively impacts its financial results and operations in response to directives of government and public health authorities
or that are in the best interests of the health and safety of its employees, tenants, partners and other stakeholders, as
necessary.
In addition to the risks described above and the potential macroeconomic impact, specific effects of a public health crisis
that may impact FCR’s business operations, financial results and its ability to execute on its strategy, may include: consumer
demand for tenants’ products or services, changing consumer habits, a temporary or long-term increase in vacancy,
temporary or long-term stoppage of development projects, temporary or long-term stoppage of construction projects,
temporary or long-term labour shortages or disruptions, temporary or long-term impacts on global supply chains, closures
or slowdowns of government offices and increased risks to employee engagement, IT systems and networks. Changes to
operations in response to these and other effects of a public health crisis on the economy and consumer habits could
materially adversely impact First Capital’s financial results and may negatively impact several aspects of FCR’s business,
including but not limited to: the fair value of its properties and other investments; the net realizable value of residential
inventory and ability to lease residential space; the carrying amount of its investment in joint ventures; its ability to execute
on its strategy, including dispositions and acquisitions and surfacing value from its density pipeline; tenants’ ability to pay
rent in full or at all (including deferred rent); its ability to complete construction required to transfer possession of leased
premises to tenants; its ability to renew expiring leases and to lease vacant space; its ability to collect on interest and loans
receivables; its ability to meet deleveraging targets, maintain current and/or achieve target debt metrics, maintain current
credit ratings and to comply with debt covenants; its ability to make distributions; its ability to maintain its balance sheet
and to access capital on acceptable terms or at all.
A public health crisis may cause economic uncertainty and increased volatility in financial markets, which may negatively
impact the market price for FCR’s securities and could adversely impact FCR’s operations and financial performance.
MANAGEMENT’S DISCUSSION AND ANALYSIS – continued
59
FIRST CAPITAL REIT ANNUAL REPORT 2024
FS
CONSOLIDATED FINANCIAL STATEMENTS
Table of Contents
61
Management's Responsibility
62
Independent Auditor's Report
65
Consolidated Balance Sheets
66
Consolidated Statements of Income (Loss)
67
Consolidated Statements of Comprehensive Income (Loss)
68
Consolidated Statements of Changes in Equity
69
Consolidated Statements of Cash Flows
70
Notes to the Consolidated Financial Statements
70
1 Description of the Trust
70
2 Material Accounting Policy Information
78
3 Investment Properties
81
4 Investment in Joint Ventures
82
5 Hotel Property
83
6 Loans, Mortgages and Other Assets
84
7 Amounts Receivable
84
8 Other Assets
84
9 Capital Management
86
10 Mortgages and Credit Facilities
88
11 Senior Unsecured Debentures
89
12 Accounts Payable and Other Liabilities
89
13 Unitholders' Equity
90
14 Unit-based Compensation Plans
92
15 Net Operating Income
93
16 Interest and Other Income
93
17 Interest Expense
93
18 Corporate Expenses
94
19 Other Gains (Losses) and (Expenses)
94
20 Income Taxes
95
21 Risk Management
97
22 Fair Value Measurement
99
23 Subsidiaries with Non-controlling Interest
100
24 Co-ownership Interests
101
25 Supplemental Other Comprehensive Income (Loss) Information
101
26 Supplemental Cash Flow Information
102
27 Commitments and Contingencies
103
28 Related Party Transactions
First Capital Real Estate Investment Trust’s consolidated financial statements and Management’s Discussion and Analysis
("MD&A") are the responsibility of Management and have been prepared in accordance with IFRS® Accounting Standards
("IFRS").
The preparation of consolidated financial statements and the MD&A necessarily involves the use of estimates based on
Management’s judgment, particularly when transactions affecting the current accounting period cannot be finalized with
certainty until future periods. In addition, in preparing this financial information, Management must make determinations
as to the relevancy of information to be included, and estimates and assumptions that affect the reported information. The
MD&A also includes information regarding the impact of current transactions and events, sources of liquidity and capital
resources, operating trends, risks and uncertainties. Actual results in the future may differ materially from the present
assessment of this information because future events and circumstances may not occur as expected. The consolidated
financial statements have been properly prepared within reasonable limits of materiality and in light of information
available up to February 11, 2025.
Management is also responsible for the maintenance of financial and operating systems, which include effective controls to
provide reasonable assurance that First Capital's assets are safeguarded, transactions are properly authorized and recorded,
and that reliable financial information is produced.
The Board of Trustees is responsible for ensuring that Management fulfills its responsibilities, including the preparation and
presentation of the consolidated financial statements and all of the information in the MD&A, and the maintenance of
financial and operating systems, through its Audit Committee, that is comprised of independent Trustees who are not
involved in the day-to-day operations of First Capital. Each quarter, the Audit Committee meets with Management and, as
necessary, with the independent auditor, Ernst & Young LLP, to satisfy itself that Management’s responsibilities are
properly discharged and to review and report to the Board of Trustees on the consolidated financial statements.
In accordance with generally accepted auditing standards, the independent auditor conducts an examination each year in
order to express a professional opinion on the consolidated financial statements.
Adam E. Paul
Neil Downey
President and Chief Executive Officer
Executive Vice President, Enterprise Strategies and Chief Financial Officer
Toronto, Ontario
February 11, 2025
Management's Responsibility
61
FIRST CAPITAL REIT ANNUAL REPORT 2024
To the Unitholders of
First Capital Real Estate Investment Trust
Opinion
We have audited the consolidated financial statements of First Capital Real Estate Investment Trust (the "Trust"), which
comprise the consolidated balance sheets as at December 31, 2024 and 2023, and the consolidated statements of income
(loss), consolidated statements of comprehensive income (loss), consolidated statements of changes in equity and
consolidated statements of cash flows for the years then ended, and notes to the consolidated financial statements,
including material accounting policy information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the
consolidated financial position of the Trust as at December 31, 2024 and 2023, and its consolidated financial performance
and its consolidated cash flows for the years then ended in accordance with IFRS Accounting Standards ("IFRS").
Basis for opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial statements
section of our report. We are independent of the Trust in accordance with the ethical requirements that are relevant to our
audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the
consolidated financial statements of the current period. These matters were addressed in the context of the audit of the
consolidated financial statements as a whole, and in forming the auditor’s opinion thereon, and we do not provide a
separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is
provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the consolidated financial
statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the risks of material misstatement of the consolidated financial
statements. The results of our audit procedures, including the procedures performed to address the matter below, provide
the basis for our audit opinion on the accompanying consolidated financial statements.
Independent Auditor's Report
FIRST CAPITAL REIT ANNUAL REPORT 2024
62
Key Audit Matter
How our audit addressed the key audit matter
Valuation of Investment Properties
With the assistance of our real estate valuation specialists, we
evaluated the appropriateness of the underlying valuation
methodology, and performed the following audit procedures, among
others:
We assessed the competence and objectivity of Management’s
valuation department, including the certified staff appraisers, by
reviewing the qualifications and expertise of the individuals involved in
the preparation and review of the valuations.
We selected a sample of properties where either the fair value change
from prior year or significant assumptions fell outside our
expectations, based on our understanding of the geographical real
estate market for the specific asset type. For this sample of investment
properties, we evaluated the significant assumptions by comparison to
the expected real estate market benchmark range for similar assets
and tenancies, in similar locations. We also considered whether there
were any additional asset-specific characteristics that may impact the
significant assumptions utilized and whether these were appropriately
considered in the overall assessment of fair value.
We assessed the accuracy of Management’s historical fair value
estimates through comparison to transactions to acquire and dispose
of interests in investment properties completed by the Trust.
We evaluated the Trust’s critical accounting policies and related
disclosures in the consolidated financial statements to assess
appropriateness and conformity with IFRS.
The Trust’s investment property portfolio has a fair value of
$8.2 billion, which represents 89.7% of total assets as at
December 31, 2024.
The Trust employs certified staff appraisers to value the
investment property portfolio. The valuation methodology for
these investment properties is primarily based on an income
approach, utilizing the direct capitalization method and/or the
discounted cash flow method.
The valuation of the Trust’s investment property portfolio is a
key audit matter given the inherently subjective nature of
significant assumptions including discount rates, stabilized
capitalization rates, terminal capitalization rates and stabilized
cash flows or net operating income, which are based on
vacancy and leasing assumptions, as applicable. These
assumptions are influenced by property-specific characteristics
including location, type and quality of the properties and
tenancy agreements.
Note 2(g) of the consolidated financial statements describes the
accounting policy for investment properties, including the
valuation method and valuation inputs.
Note 3(b) of the consolidated financial statements discloses the
sensitivity of the fair value of investment properties to a change
in stabilized capitalization rates and stabilized net operating
income.
Other information
Management is responsible for the other information. The other information comprises:
• Management’s Discussion and Analysis; and
• The information, other than the consolidated financial statements and our auditor’s report thereon, in the Annual Report.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information,
and in doing so, consider whether the other information is materially inconsistent with the consolidated financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
We obtained Management’s Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report that fact
in this auditor's report. We have nothing to report in this regard.
The Annual Report is expected to be made available to us after the date of the auditor’s report. If, based on the work we
will perform on this other information, we conclude there is a material misstatement of other information, we are required
to report that fact to those charged with governance.
Responsibilities of Management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in
accordance with IFRS, and for such internal control as Management determines is necessary to enable the preparation of
consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, Management is responsible for assessing the Trust’s ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless Management either intends to liquidate the Trust or to cease operations, or has no realistic alternative
but to do so. Those charged with governance are responsible for overseeing the Trust’s financial reporting process.
Auditor's responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Independent Auditor's Report
63
FIRST CAPITAL REIT ANNUAL REPORT 2024
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment
and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by Management.
• Conclude on the appropriateness of Management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt
on the Trust’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the Trust to cease to continue as a going
concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the
disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.
• Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of
the entities or business units within the group as a basis for forming an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and review of the audit work performed for the purposes of the group
audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our
audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the consolidated financial statements of the current period and are, therefore, the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of
such communication.
The engagement partner on the audit resulting in this independent auditor’s report is Stephanie Lamont.
Toronto, Canada
February 11, 2025
Independent Auditor's Report
FIRST CAPITAL REIT ANNUAL REPORT 2024
64
As at
(thousands of dollars)
Note
December 31, 2024
December 31, 2023
ASSETS
Non-current Assets
Real Estate Investments
Investment properties
3
$
8,040,375
$
8,070,985
Investment in joint ventures
4
320,042
404,504
Loans, mortgages and other assets
6
88,728
110,846
Total non-current real estate investments
8,449,145
8,586,335
Other non-current assets
8
28,947
31,711
Total non-current assets
8,478,092
8,618,046
Current Assets
Cash and cash equivalents
26(d)
150,291
87,421
Loans, mortgages and other assets
6
84,903
76,519
Residential development inventory
227,303
192,125
Amounts receivable
7
14,449
20,393
Other current assets
8
29,510
31,522
506,456
407,980
Assets classified as held for sale
3(d)
196,625
168,275
Total current assets
703,081
576,255
Total assets
$
9,181,173
$
9,194,301
LIABILITIES
Non-current Liabilities
Mortgages
10
$
1,127,171
$
1,185,872
Credit facilities
10
595,716
1,125,856
Senior unsecured debentures
11
1,794,854
1,298,810
Other liabilities
12
121,208
127,376
Deferred tax liabilities
20
760,148
753,020
Total non-current liabilities
4,399,097
4,490,934
Current Liabilities
Mortgages
10
98,860
143,171
Credit facilities
10
127,619
28,051
Senior unsecured debentures
11
300,138
300,131
Accounts payable and other liabilities
12
223,605
226,859
750,222
698,212
Mortgages classified as held for sale
3(d), 10
17,755
8,998
Total current liabilities
767,977
707,210
Total liabilities
5,167,074
5,198,144
EQUITY
Unitholders' equity
13
3,946,100
3,933,377
Non-controlling interest
23
67,999
62,780
Total equity
4,014,099
3,996,157
Total liabilities and equity
$
9,181,173
$
9,194,301
Refer to accompanying notes to the consolidated financial statements.
Approved by the Board of Trustees:
lan Clarke,
Adam E. Paul,
Trustee
Trustee
Consolidated Balance Sheets
65
FIRST CAPITAL REIT ANNUAL REPORT 2024
Year ended December 31
(thousands of dollars)
Note
2024
2023
Property rental revenue
$
713,524
$
687,981
Property operating costs
266,236
262,724
Net operating income
15
447,288
425,257
Other income and expenses
Interest and other income
16
47,118
24,875
Interest expense
17
(166,163)
(154,096)
Corporate expenses
18
(51,088)
(53,902)
Abandoned transaction (costs) recovery
(46)
(24)
Amortization expense
(2,567)
(3,897)
Share of profit (loss) from joint ventures
4
(38,938)
48,501
Other gains (losses) and (expenses)
19
(4,532)
(12,247)
(Increase) decrease in value of unit-based compensation
14
(5,381)
6,237
(Increase) decrease in value of Exchangeable Units
—
88
Increase (decrease) in value of hotel property
5
—
3,646
Increase (decrease) in value of investment properties, net
3
(8,155)
(423,598)
(229,752)
(564,417)
Income (loss) before income taxes
217,536
(139,160)
Deferred income tax expense (recovery)
20
14,290
(4,796)
Net income (loss)
$
203,246
$
(134,364)
Net income (loss) attributable to:
Unitholders
13
$
204,933
$
(134,056)
Non-controlling interest
23
(1,687)
(308)
$
203,246
$
(134,364)
Refer to accompanying notes to the consolidated financial statements.
Consolidated Statements of Income (Loss)
FIRST CAPITAL REIT ANNUAL REPORT 2024
66
Year ended December 31
(thousands of dollars)
Note
2024
2023
Net income (loss)
$
203,246
$
(134,364)
Other comprehensive income (loss)
Unrealized gain (loss) on revaluation of hotel property (1)
5
—
10,669
Reclassification of net (gain) loss on revaluation of hotel property to retained
earnings
5
—
(10,669)
Unrealized gain (loss) on cash flow hedges (2)
25(b)
(23,274)
(32,727)
Reclassification of net (gain) loss on cash flow hedges to net income (loss)
25(b)
5,180
3,845
(18,094)
(28,882)
Deferred tax expense (recovery)
20/25(b)
(7,057)
(11,264)
Other comprehensive income (loss)
(11,037)
(17,618)
Comprehensive income (loss)
$
192,209
$
(151,982)
Comprehensive income (loss) attributable to:
Unitholders
13
$
193,896
$
(151,674)
Non-controlling interest
23
(1,687)
(308)
$
192,209
$
(151,982)
(1) Items that will not be reclassified to net income (loss).
(2) Items that may subsequently be reclassified to net income (loss).
Refer to accompanying notes to the consolidated financial statements.
Consolidated Statements of Comprehensive Income
(Loss)
67
FIRST CAPITAL REIT ANNUAL REPORT 2024
(thousands of dollars)
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Trust Units
Total
Unitholders'
Equity
Non-
Controlling
Interest
Total
Equity
(Note 13(a))
December 31, 2023
$
1,133,172 $
(3,122) $
2,803,327 $
3,933,377 $
62,780 $
3,996,157
Changes during the year:
Net income (loss)
204,933
—
—
204,933
(1,687)
203,246
Options, deferred units,
restricted units and performance units,
net
—
—
2,224
2,224
—
2,224
Other comprehensive income (loss)
—
(11,037)
—
(11,037)
—
(11,037)
Contributions from (distributions to) non-
controlling interest, net
—
—
—
—
6,906
6,906
Distributions (Note 13(b))
(183,397)
—
—
(183,397)
—
(183,397)
December 31, 2024
$
1,154,708 $
(14,159) $
2,805,551 $
3,946,100 $
67,999 $
4,014,099
(thousands of dollars)
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Trust Units
Total
Unitholders’
Equity
Non-
Controlling
Interest
Total
Equity
(Note 13(a))
December 31, 2022
$
1,445,238 $
14,496 $
2,819,639 $
4,279,373 $
55,922 $
4,335,295
Changes during the year:
Net income (loss)
(134,056)
—
—
(134,056)
(308)
(134,364)
Conversion of Exchangeable Units
—
—
921
921
—
921
Repurchase of Trust Units (Note 13(a))
(3,354)
—
(22,339)
(25,693)
—
(25,693)
Options, deferred units,
restricted units and performance units,
net
—
—
5,106
5,106
—
5,106
Other comprehensive income (loss)
—
(6,949)
—
(6,949)
—
(6,949)
Contributions from (distributions to) non-
controlling interest, net
—
—
—
—
7,166
7,166
Disposal of Hotel Property (Note 5)
8,905
(10,669)
—
(1,764)
—
(1,764)
Distributions (Note 13(b))
(183,561)
—
—
(183,561)
—
(183,561)
December 31, 2023
$
1,133,172 $
(3,122) $
2,803,327 $
3,933,377 $
62,780 $
3,996,157
Refer to accompanying notes to the consolidated financial statements.
Consolidated Statements of Changes in Equity
FIRST CAPITAL REIT ANNUAL REPORT 2024
68
Year ended December 31
(thousands of dollars)
Note
2024
2023
OPERATING ACTIVITIES
Net income (loss)
$
203,246
$
(134,364)
Adjustments for:
(Increase) decrease in value of investment properties, net
3
8,155
423,598
(Increase) decrease in value of hotel property
5
—
(3,646)
Interest expense
17
166,163
154,096
Amortization expense
2,567
3,897
Share of (profit) loss from joint ventures
4
38,938
(48,501)
Cash interest paid associated with operating activities
17
(154,736)
(150,112)
Items not affecting cash and other items
26(a)
26,183
11,087
Net changes in other working capital items
26(b)
(56,726)
(28,321)
Cash provided by (used in) operating activities
233,790
227,734
FINANCING ACTIVITIES
Mortgage borrowings, net of financing costs
10
10,690
232,542
Mortgage principal instalment payments
10
(35,252)
(35,739)
Mortgage repayments
10
(70,342)
—
Credit facilities, net advances (repayments)
10
(428,469)
53,671
Issuance of senior unsecured debentures, net of issue costs
11
795,753
—
Repurchase of senior unsecured debentures
11
(18,944)
—
Repayment of senior unsecured debentures
11
(281,000)
(300,000)
Settlement of hedges, net
(254)
(4,990)
Repurchase of Trust Units
13(a)
—
(25,693)
Payment of distributions
13(b)
(183,388)
(183,657)
Net contributions from (distributions to) non-controlling interest
23
6,906
7,166
Cash provided by (used in) financing activities
(204,300)
(256,700)
INVESTING ACTIVITIES
Acquisition of investment properties
3(c)
(33,453)
(76,490)
Disposition of Hotel property, net of selling costs
5
—
102,775
Net proceeds (costs) from property dispositions
3(d)
195,617
176,113
Net proceeds from sale of joint ventures
4
—
4,081
Distributions from joint ventures
4
5,533
4,599
Contributions to joint ventures
4
(20,037)
(6,554)
Capital expenditures on investment properties
3(a)
(123,768)
(143,023)
Changes in investing-related prepaid expenses and other liabilities
(25,603)
(31,598)
Changes in loans, mortgages and other assets
26(c)
35,091
53,790
Cash provided by (used in) investing activities
33,380
83,693
Net increase (decrease) in cash and cash equivalents
62,870
54,727
Cash and cash equivalents, beginning of year
87,421
32,694
Cash and cash equivalents, end of year
26(d) $
150,291
$
87,421
Refer to accompanying notes to the consolidated financial statements.
Consolidated Statements of Cash Flows
69
FIRST CAPITAL REIT ANNUAL REPORT 2024
1. DESCRIPTION OF THE TRUST
First Capital Real Estate Investment Trust ("First Capital", "FCR", or the "Trust") is an unincorporated, open-ended mutual
fund trust governed by the laws of Ontario, Canada, and established pursuant to a declaration of trust dated October 16,
2019, as may be amended from time to time (the "Declaration of Trust"). First Capital owns, operates and develops
grocery-anchored, open-air centres in neighbourhoods with the strongest demographics in Canada. The Trust is listed on
the Toronto Stock Exchange ("TSX") under the symbol "FCR.UN", and its head office is located at 85 Hanna Avenue, Suite
400, Toronto, Ontario, M6K 3S3.
2. MATERIAL ACCOUNTING POLICY INFORMATION
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance with IFRS® Accounting Standards ("IFRS") as
issued by the International Accounting Standards Board ("IASB").
(b) Basis of presentation
The audited annual consolidated financial statements are prepared on a going concern basis and have been presented in
Canadian dollars rounded to the nearest thousand, unless otherwise indicated. The accounting policies set out below
have been applied consistently in all material respects to all years presented, unless otherwise noted.
Certain comparative balances in the consolidated balance sheets have been reclassified to conform with the current
period classification of such items. The current period classification more appropriately reflects the financial position of
the Trust. These changes are not material to the consolidated financial statements as a whole.
In measuring performance or allocating resources, the Trust does not distinguish or group its operations on a
geographical or any other basis and, accordingly, has a single reportable segment for disclosure purposes. Individual
segments have been aggregated based on Management's judgement, which considered the nature of operations, type of
tenants and that the aggregated segments would have similar long-term economic characteristics. The Trust has one
reportable segment for financial reporting purposes, which comprises the ownership, management and development of
investment properties located across Canada.
These audited annual consolidated financial statements were approved by the Board of Trustees and authorized for issue
on February 11, 2025.
(c) Basis of Consolidation
The consolidated financial statements include the financial statements of the Trust as well as the entities that are
controlled by the Trust (subsidiaries). The Trust controls an entity when the Trust is exposed to, or has rights to, variable
returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the Trust. They are deconsolidated
from the date that control ceases. Inter-company transactions, balances and other transactions between consolidated
entities are eliminated.
(d) Trust Units
First Capital's Trust Units are redeemable at the option of the holder and, therefore, are considered puttable instruments
in accordance with IAS 32, "Financial Instruments – Presentation" ("IAS 32"). Puttable instruments are required to be
accounted for as financial liabilities, except where certain conditions are met in accordance with IAS 32, in which case, the
puttable instruments may be presented as equity.
To be presented as equity, a puttable instrument must meet all of the following conditions: (i) it must entitle the holder
to a pro-rata share of the entity's net assets in the event of the entity's dissolution; (ii) it must be in the class of
Notes to the Consolidated Financial Statements
FIRST CAPITAL REIT ANNUAL REPORT 2024
70
instruments that is subordinate to all other instruments; (iii) all instruments in the class in (ii) above must have identical
features; (iv) other than the redemption feature, there can be no other contractual obligations that meet the definition of
a liability; and (v) the expected cash flows for the instrument must be based substantially on the profit or loss of the
entity or change in the fair value of the instrument.
The Trust Units meet the conditions of IAS 32 and, accordingly, are presented as equity in the consolidated financial
statements.
Earnings per Unit
As First Capital's Trust Units are puttable instruments and, therefore, financial liabilities, they may not be considered as
equity for the purposes of calculating net income (loss) on a per unit basis under IAS 33, "Earnings per Share".
Consequently, the Trust has not reported earnings per unit.
(e) Business combinations
At the time of acquisition of property, First Capital considers whether the acquisition represents the acquisition of a
business. The Trust accounts for an acquisition as a business combination where an integrated set of activities is acquired
in addition to the property.
The cost of a business combination is measured as the aggregate of the consideration transferred at acquisition date fair
value. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at fair value at the acquisition date. The Trust recognizes any contingent consideration to be
transferred by the Trust at its acquisition date fair value. Goodwill is initially measured at cost, being the excess of the
purchase price over the fair value of the net identifiable assets acquired and liabilities assumed. Acquisition-related costs
are expensed in the period incurred.
When the acquisition of property does not represent a business, it is accounted for as an acquisition of a group of assets
and liabilities. The cost of the acquisition is allocated to the assets and liabilities acquired based upon their relative fair
values, and no goodwill is recognized. Acquisition-related costs are capitalized to investment property at the time the
acquisition is completed.
(f) Investments in joint arrangements
First Capital accounts for its investment in joint ventures using the equity method and accounts for investments in joint
operations by recognizing the Trust’s direct rights to assets, obligations for liabilities, revenues and expenses. Under the
equity method, the interest in the joint venture is carried in the consolidated balance sheets at cost plus post-acquisition
changes in the Trust’s share of the net assets of the joint ventures, less distributions received and less any impairment in
the value of individual investments. First Capital's consolidated statements of income (loss) reflect its share of the results
of operations of the joint ventures after tax, if applicable.
(g) Investment properties
Investment properties consist of income-producing properties and development land that are held to earn rental income
or for capital appreciation, or both. Investment properties also include properties that are being constructed or
developed for future use, as well as ground leases to which the Trust is the lessee. The Trust classifies its investment
properties on its consolidated balance sheets as follows:
(i) Investment properties
Investment properties include First Capital's income-producing portfolio, properties currently under development or
redevelopment and any adjacent land parcels available for expansion but not currently under development. Also included
in investment properties is development land, which includes land parcels at various stages of development planning,
primarily for future retail or mixed-use occupancy.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
71
FIRST CAPITAL REIT ANNUAL REPORT 2024
(ii) Assets classified as held for sale
Assets, including investment properties, are classified as held for sale when it is expected that the carrying amount will be
recovered principally through sale rather than from continuing use. For this to be the case, the property must be available
for immediate sale in its present condition, subject only to terms that are usual and customary for sale of such property,
and its sale must be highly probable, generally within one year. Upon designation as held for sale, assets, including
investment properties continue to be measured at fair value and are presented separately on the consolidated balance
sheets.
Valuation method
Investment properties are recorded at fair value, which reflects current market conditions, at each reporting period-end
date. Gains and losses from changes in fair values are recorded in net income (loss) in the period in which they arise.
The determination of fair values requires Management to make estimates and assumptions that affect the values
presented, such that actual values in sales transactions may differ from those presented.
First Capital's policy in determining the fair value of its investment properties at the end of each reporting period includes
the following approaches:
1. Internal valuations – by certified staff appraisers employed by the Trust, in accordance with professional appraisal
standards and IFRS. Every investment property has an internal valuation completed at least once a year.
2. Value updates – primarily consisting of Management's review of the key assumptions from previous internal valuations
and updating the value for changes in the property cash flow, physical condition and changes in market conditions.
External appraisals are obtained periodically by Management. These appraisals are used as data points, together with
other market information accumulated by Management, in arriving at its conclusions on key assumptions and values.
External appraisals are completed by an independent appraisal firm, in accordance with professional appraisal standards
and IFRS.
The selection of the approach for each property is made based upon the following criteria:
• Property type – this includes an evaluation of a property's complexity, stage of development, time since acquisition and
other specific opportunities or risks associated with the property. Stable properties and recently acquired properties
will generally receive a value update, while properties under development will typically be valued using internal
valuations until completion.
• Market risks – specific risks in a region or a trade area may warrant an internal valuation for certain properties.
• Changes in overall economic conditions – significant changes in overall economic conditions may increase the number
of external or internal appraisals performed.
• Business needs – financings or acquisitions and dispositions may require an external appraisal.
Valuation Inputs
First Capital's investment property is measured using Level 3 inputs (in accordance with the IFRS fair value hierarchy), as
not all significant inputs are based on observable market data (unobservable inputs). These unobservable inputs reflect
the Trust’s own assumptions of how market participants would price investment property, and are developed based on
the best information available, including the Trust’s own data. These significant unobservable inputs include:
• Stabilized cash flows or net operating income, which is based on the location, type and quality of the properties and
supported by the terms of any existing lease, other contracts or external evidence, such as current market rents for
similar properties, adjusted for estimated vacancy rates based on current and expected future market conditions after
expiry of any current lease and expected maintenance costs.
• Stabilized capitalization rates, discount rates and terminal capitalization rates, which are based on location, size and
quality of the properties and taking into account market data at the valuation date. Stabilized capitalization rates are
used for the direct capitalization method and discount and terminal capitalization rates are used in the discounted cash
flow method described below.
• Costs to complete for properties under development.
FIRST CAPITAL REIT ANNUAL REPORT 2024
72
(i) Investment properties
Investment properties that are income-producing are appraised primarily based on an income approach that reflects
stabilized cash flows or net operating income from existing tenants with the property in its existing state, since
purchasers typically focus on expected income. Internal valuations are conducted using and placing reliance on both the
direct capitalization method and the discounted cash flow method (including the estimated proceeds from a potential
future disposition).
(ii) Properties under development
Properties undergoing development, redevelopment or expansion are valued either (i) using the discounted cash flow
method, with a deduction for costs to complete the project, or (ii) at cost, when cost approximates fair value. Stabilized
capitalization rates, discount rates and terminal capitalization rates, as applicable, are adjusted to reflect lease-up
assumptions and construction risk, when appropriate. Adjacent land parcels held for future development are valued
based on comparable sales of commercial land.
The primary method of appraisal for development land is the comparable sales approach, which considers recent sales
activity for similar land parcels in the same or similar markets to estimate a value on either a per acre basis or on a basis
of per square foot buildable. Such values are applied to First Capital’s properties after adjusting for factors specific to the
site, including its location, zoning, servicing and configuration.
The cost of development properties includes direct development costs, including internal development costs, realty taxes
and borrowing costs attributable to the development. Borrowing costs associated with expenditures on properties under
development or redevelopment are capitalized. Borrowing costs are also capitalized on land or properties acquired
specifically for development or redevelopment when activities necessary to prepare the asset for development or
redevelopment are in progress. The amount of borrowing costs capitalized is determined first by reference to borrowings
specific to the project, where relevant, and otherwise by applying a weighted average cost of borrowings to eligible
expenditures after adjusting for borrowings associated with other specific developments. Where borrowings are
associated with specific developments, the amount capitalized is the gross cost incurred on those borrowings, less any
interest income earned on funds not yet employed in construction funding.
Capitalization of borrowing costs and all other costs commences when the activities necessary to prepare an asset for
development or redevelopment begin, and continue until the date that construction is complete and all necessary
occupancy and related permits have been received, whether or not the space is leased. If the Trust is required as a
condition of a lease to construct tenant improvements that enhance the value of the property, then capitalization of costs
continues until such improvements are completed. Capitalization ceases if there are prolonged periods when
development activity is interrupted.
As required by IFRS in determining investment property fair value, the Trust makes no adjustments for portfolio
premiums and discounts, nor for any value attributable to the Trust's management platform.
(h) Hotel property
First Capital accounts for its hotel property which was sold on June 9, 2023, as property, plant and equipment under the
revaluation model. Hotel property is recognized initially at fair value if acquired in a business combination and is
subsequently carried at fair value at the revaluation date less any accumulated impairment and subsequent accumulated
amortization. The Trust amortizes these assets on a straight-line basis over their relevant estimated useful lives. The
estimated useful lives of the assets range from 3 to 40 years. The fair value of the hotel property is based on an income
approach and determined using a discounted cash flow model.
Revaluation of the hotel property is typically performed annually, unless market conditions arise that would require
quarterly revaluations. Where the carrying amount of an asset is increased as a result of a revaluation, the increase is
recognized in other comprehensive income (loss) ("OCI") and accumulated in equity within revaluation surplus, unless the
increase reverses a previously recognized revaluation loss recorded through prior period net income (loss), in which case
that portion of the increase is recognized in net income (loss). Where the carrying amount of an asset is decreased, the
decrease is recognized in OCI to the extent of any balance existing in revaluation surplus in respect of the asset, with the
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
73
FIRST CAPITAL REIT ANNUAL REPORT 2024
remainder recognized in net income (loss). Revaluation gains are recognized in OCI, and are not subsequently recycled into
profit or loss. The cumulative revaluation surplus is transferred directly to retained earnings when the asset is derecognized.
The revenue and operating expenses of the hotel property are included within net operating income in First Capital's
consolidated statements of income (loss).
(i) Residential development inventory
Residential development inventory, which is developed for sale, is recorded at the lower of cost and estimated net
realizable value. Residential development inventory is reviewed for impairment at each reporting date. An impairment
loss is recognized in net income (loss) when the carrying value of the property exceeds its net realizable value. Net
realizable value is based on projections of future cash flows, which take into account the development plans for each
project and Management’s best estimate of the most probable set of anticipated economic conditions.
The cost of residential development inventory includes borrowing costs directly attributable to projects under active
development. The amount of borrowing costs capitalized is determined first by reference to borrowings specific to the
project, where relevant, and otherwise by applying a weighted average capitalization rate for the Trust’s other
borrowings to eligible expenditures. Borrowing costs are not capitalized on residential development inventory where no
development activity is taking place.
Transfers into residential inventory are based on a change in use, evidenced by the commencement of development
activities with a view to sell, at which point an investment property would be transferred to inventory. Transfers from
residential inventory to investment property are based on a change in use, evidenced by Management's commitment to
use the property for rental income purposes and the establishment of an operating lease.
(j) Taxation
First Capital qualifies as a mutual fund trust under the Income Tax Act (Canada)(the "Act"). The Trust qualifies for the REIT
Exemption and, as such, the Trust itself will not be subject to income taxes provided it continues to qualify as a REIT for
purposes of the Act. A REIT is not taxable and not considered to be a Specified Investment Flow-Through Trust provided it
complies with certain tests and distributes all of its taxable income in a taxation year to its Unitholders. The Trust is a
flow-through vehicle and accounts only for income taxes pertaining to its corporate subsidiaries. The Trust's most
significant corporate subsidiary, First Capital Realty Inc., is a mutual fund corporation ("MFC").
Current income tax assets and liabilities are measured at the amount expected to be received from or paid to tax
authorities based on the tax rates and laws enacted or substantively enacted at the consolidated balance sheet dates.
Deferred tax liabilities are measured by applying the appropriate tax rate to temporary differences between the carrying
amounts of assets and liabilities and their respective tax basis. The appropriate tax rate is determined by reference to the
rates that are expected to apply to the year and the jurisdiction in which the assets are expected to be realized or the
liabilities settled.
Deferred tax assets are recorded for all deductible temporary differences, carryforward of unused tax credits and unused
tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary
differences, unused tax credits and unused tax losses can be utilized. For the determination of deferred tax assets and
liabilities where an investment property is measured using the fair value model, the presumption is that the carrying
amount of an investment property is recovered through sale, as opposed to presuming that the economic benefits of the
investment property will be substantially consumed through use over time.
Current and deferred income taxes are recognized in correlation to the underlying transaction either in OCI or directly in
equity.
(k) Provisions
A provision is a liability of uncertain timing or amount. First Capital records provisions, including asset retirement
obligations, when it has a present legal or constructive obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not
recognized for future operating losses. Provisions are measured at the present value of the expenditures expected to be
FIRST CAPITAL REIT ANNUAL REPORT 2024
74
required to settle the obligation using a discount rate that reflects current market assessments of the time value of
money and the risks specific to the obligation. Provisions are remeasured at each consolidated balance sheet date using
the current discount rate. The increase in the provision due to passage of time is recognized as interest expense.
(l) Unit-based Compensation Plans
Restricted Units (“RUs”), Performance Units (“PUs”) and Trustee Deferred Units (“DUs”) are issued by First Capital from
time to time as non-cash compensation. Up until March 2021, First Capital also periodically issued unit options as non-
cash compensation. These unit-based compensation plans are measured at fair value at the grant date and compensation
expense is recognized in the consolidated statements of income (loss) consistent with the vesting features of each plan.
The unit-based compensation plans are accounted for as cash-settled awards as the Trust is an open-ended trust making
its units redeemable, and thus requiring outstanding Unit Options, RUs, PUs and DUs to be recognized as a liability and
carried at fair value. The liability is adjusted for changes in fair value with such adjustments being recognized as increase/
decrease in value of unit-based compensation in the consolidated statements of income (loss) in the period in which they
occur. The liability balance is reduced as Unit Options are exercised or RUs, PUs and DUs are settled for cash or for Trust
Units and recorded in equity.
(m) Revenue recognition
First Capital retains substantially all of the risks and benefits of ownership of its investment properties and, therefore,
accounts for leases with its tenants as operating leases.
Revenue recognition under a lease commences when the tenant has a right to use the leased asset, which is typically
when the space is turned over to the tenant to begin fixturing. Where the Trust is required to make additions to the
property in the form of tenant improvements that enhance the value of the property, revenue recognition begins upon
substantial completion of those improvements.
First Capital's revenues are earned from lease contracts with tenants and include both a lease component and a non-
lease component.
Base rent, straight-line rent, realty tax recoveries, lease termination fees and percentage rent are considered lease
components and are in the scope of IFRS 16, "Leases" ("IFRS 16").
The total amount of contractual base rent to be received from operating leases is recognized on a straight-line basis over
the term of the lease, including any fixturing period. A receivable, which is included in the carrying amount of an
investment property, is recorded for the difference between the straight-line rental revenue recorded and the
contractual amount received.
Realty tax recoveries are variable recoveries relating to the leased property and do not transfer a good or service to the
lessee and as a result are recognized as costs are incurred and chargeable to tenants.
Lease termination fees are earned from tenants in connection with the cancellation or early termination of their
remaining lease obligations, and are recognized when a lease termination agreement is signed and collection is
reasonably assured.
Percentage rents are recognized when the sales thresholds set out in the leases have been met.
Operating cost recoveries relate to the property management services provided to maintain the property and are
considered non-lease components subject to the guidance in IFRS 15, "Revenue from Contracts with Customers" ("IFRS
15"). The property management services are considered a performance obligation, meeting the criteria for over-time
recognition, and are recognized in the period that recoverable costs are incurred or services are performed.
(n) Financial instruments and derivatives
In accordance with IFRS 9, "Financial Instruments" ("IFRS 9"), all financial instruments are required to be measured at fair
value on initial recognition. Measurement in subsequent periods depends on whether the financial instrument has been
classified as fair value through profit and loss ("FVTPL"), fair value through other comprehensive income ("FVOCI") or
amortized cost.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
75
FIRST CAPITAL REIT ANNUAL REPORT 2024
Derivative instruments are recorded in the consolidated balance sheets at fair value, including those derivatives that are
embedded in financial or non-financial contracts.
First Capital enters into forward contracts, interest rate swaps and cross-currency swaps to hedge its risks associated with
movements in interest rates and the movement in the Canadian to U.S. dollar exchange rate. Derivatives are carried as
assets when the fair value is positive and as liabilities when the fair value is negative. Hedge accounting is discontinued
prospectively when the hedging relationship is terminated, when the instrument no longer qualifies as a hedge, or when
the hedged item is sold or terminated. In cash flow hedging relationships, the portion of the change in the fair value of
the hedging derivative that is considered to be effective is recognized in OCI while the portion considered to be
ineffective is recognized in net income (loss). Unrealized hedging gains and losses in accumulated other comprehensive
income (loss) are reclassified to net income (loss) in the periods when the hedged item affects net income (loss). Gains
and losses on derivatives are immediately reclassified to net income (loss) when the hedged item is sold or terminated or
when it is determined that a hedged forecasted transaction is no longer probable.
Changes in the fair value of derivative instruments, including embedded derivatives that are not designated as hedges for
accounting purposes, are recognized in other gains (losses) and (expenses).
The following summarizes the Trust’s classification and measurement of financial assets and liabilities for the years ended
December 31, 2024 and 2023:
Classification &
Measurement
Financial assets
Other investments
FVTPL
Derivative assets
FVTPL
Loans and mortgages receivable
Amortized Cost
Loans and mortgages receivable (1)
FVTPL
Equity securities designated as FVTPL
FVTPL
Amounts receivable
Amortized Cost
Cash and cash equivalents
Amortized Cost
Restricted cash
Amortized Cost
Bond asset
Amortized Cost
Financial liabilities
Bank indebtedness
Amortized Cost
Mortgages
Amortized Cost
Credit facilities
Amortized Cost
Senior unsecured debentures
Amortized Cost
Exchangeable Units
FVTPL
Accounts payable and other liabilities
Amortized Cost
Unit-based compensation plans
FVTPL
Derivative liabilities
FVTPL
(1) The loans whose cash flows are not solely payments of principal or interest are classified as FVTPL.
In determining fair values, the Trust evaluates counterparty credit risks and makes adjustments to fair values and credit
spreads based upon changes in these risks.
Fair value measurements recognized in the consolidated balance sheets are categorized using a fair value hierarchy that
reflects the significance of inputs used in determining the fair values as follows:
(i) Level 1 Inputs – quoted prices (unadjusted) in active markets for identical assets or liabilities that the Trust has the
ability to access at the measurement date. The Trust’s investments in equity securities are measured using Level 1
inputs;
(ii) Level 2 Inputs – inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly (i.e., as prices) or indirectly (i.e., derived from prices). The Trust’s derivative assets and liabilities are
measured using Level 2 inputs; and
FIRST CAPITAL REIT ANNUAL REPORT 2024
76
(iii) Level 3 Inputs – inputs for the asset or liability that are not based on observable market data (unobservable inputs).
These unobservable inputs reflect the Trust's own assumptions about the data that market participants would use in
pricing the asset or liability, and are developed based on the best information available, including the Trust’s own
data. The Trust's loans and mortgages receivable classified as FVTPL and other investments are measured using Level
3 inputs.
For assets and liabilities that are recognized in the consolidated financial statements on a recurring basis, the Trust
determines whether transfers have occurred between levels in the hierarchy by reassessing categorization (based on the
lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
(o) Cash and cash equivalents
Cash and cash equivalents include cash and short-term investments with original maturities at the time of acquisition of
three months or less.
(p) Critical judgments in applying accounting policies
The following are the critical judgments that have been made in applying First Capital's accounting policies and that have
the most significant effect on the amounts in the consolidated financial statements:
(i) Investment properties
In applying the Trust’s policy with respect to investment properties, judgment is applied in determining whether certain
costs are additions to the carrying amount of the property and, for properties under development, identifying the point
at which capitalization of borrowing and other costs ceases.
(ii) Hedge accounting
Where the Trust undertakes to apply cash flow hedge accounting, it must determine whether such hedges are expected
to be highly effective in achieving offsetting changes in cash flows and are assessed on an ongoing basis to determine that
they actually have been highly effective throughout the reporting periods for which they were designated.
(iii) Income taxes
First Capital retains its REIT status if it meets the prescribed conditions under the Act. Management uses judgment in its
interpretation and application of these conditions. First Capital determined that it qualifies as a REIT for the current
period and expects to meet the prescribed conditions going forward. However, should the Trust no longer meet the REIT
conditions, substantial adverse tax consequences may result.
With respect to its corporate subsidiaries, the Trust exercises judgment in estimating deferred tax assets and liabilities.
Income tax laws may be subject to different interpretations, and the income tax expense recorded by the Trust reflects
the Trust's interpretation of the relevant tax laws. The Trust is also required to estimate the timing of reversals of
temporary differences between accounting and taxable income in determining the appropriate rate to apply in
calculating deferred taxes.
(q) Critical accounting estimates and assumptions
First Capital makes estimates and assumptions that affect the carrying amounts of assets and liabilities, disclosure of
contingent assets and liabilities, and the reported amount of earnings for the reporting periods. Actual results could differ
from those estimates. The estimates and assumptions that the Trust considers critical include those underlying the
valuation of investment properties, as set out above, which describes the process by which investment properties are
valued, and the determination of which properties are externally and internally appraised and how often.
Additional critical accounting estimates and assumptions include those used for determining the values of financial
instruments for disclosure purposes (Note 22), estimating deferred taxes (Note 20) and estimating the fair value of unit-
based compensation arrangements (Note 14).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
77
FIRST CAPITAL REIT ANNUAL REPORT 2024
(r) Future Changes in Accounting Policies
IFRS 18, "Presentation and Disclosure in Financial Statements"
In April 2024, the IASB issued IFRS 18, "Presentation and Disclosure in Financial Statements" ("IFRS 18"), which replaces
IAS 1, "Presentation of Financial Statements". IFRS 18 aims to improve the comparability and transparency of
communication in financial statements by introducing a number of new requirements:
(i) classify income and expenses in the statement of profit or loss into categories such as, operating, investing, financing,
income taxes and discontinued operations as well as present defined subtotals;
(ii) provide note disclosure on management-defined performance measures that are used in communications outside
the entity's financial statements;
(iii) enhance the aggregation or disaggregation of information to ensure that items are classified and aggregated based
on shared characteristics and material information is not obscured; and
(iv) implement narrow scope amendments that have been made to IAS 7 "Statement of Cash Flows", IAS 34 "Interim
Financial Reporting", and other minor amendments to other standards. Some requirements previously included
within IAS 1 have been moved to IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors", which has
been renamed IAS 8 "Basis of Preparation of Financial Statements".
IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and requires retrospective
application. Early adoption is permitted but will need to be disclosed. Management is evaluating the impact of IFRS 18,
including the impact of the amendments to the other accounting standards, on First Capital's consolidated financial
statements.
3. INVESTMENT PROPERTIES
(a) Activity
The following tables summarize the changes in First Capital’s investment properties for the years ended December
31, 2024 and 2023:
Year ended December 31, 2024
Income-Producing
Properties
Properties under
Construction
Density &
Development Land
Total
Balance at beginning of year
$
7,827,543 $
123,342 $
288,375 $
8,239,260
Acquisitions
33,453
—
—
33,453
Capital expenditures
83,990
31,798
7,980
123,768
Contribution of net assets from equity accounted
joint venture (Note 4)
—
—
60,028
60,028
Developments transferred offline/online, net
33,163
(32,556)
(607)
—
Increase (decrease) in value of investment
properties, net
24,483
5,273
(37,911)
(8,155)
Straight-line rent and other changes
7,044
—
(28)
7,016
Dispositions
(139,150)
—
(79,220)
(218,370)
Balance at end of year
$
7,870,526 $
127,857 $
238,617 $
8,237,000
Investment properties
$
7,739,226 $
81,932 $
219,217 $
8,040,375
Assets classified as held for sale
131,300
45,925
19,400
196,625
Total
$
7,870,526 $
127,857 $
238,617 $
8,237,000
FIRST CAPITAL REIT ANNUAL REPORT 2024
78
Year ended December 31, 2023
Income-Producing
Properties
Properties under
Construction
Density &
Development Land
Total
Balance at beginning of year
$
8,213,224 $
89,029 $
325,535 $
8,627,788
Acquisitions
62,324
—
15,740
78,064
Capital expenditures
67,043
48,854
27,126
143,023
Developments transferred offline/online, net
(2,628)
(9,234)
11,862
—
Increase (decrease) in value of investment
properties, net
(462,839)
(5,307)
44,548
(423,598)
Straight-line rent and other changes
30
—
—
30
Dispositions
(49,611)
—
(136,436)
(186,047)
Balance at end of year
$
7,827,543 $
123,342 $
288,375 $
8,239,260
Investment properties
$
7,725,176 $
87,492 $
258,317 $
8,070,985
Assets classified as held for sale
102,367
35,850
30,058
168,275
Total
$
7,827,543 $
123,342 $
288,375 $
8,239,260
Investment properties with a fair value of $2.7 billion (December 31, 2023 – $2.9 billion) are pledged as security for
$1.4 billion (December 31, 2023 – $1.5 billion) in mortgages and secured credit facilities.
(b) Investment property valuation
Stabilized overall capitalization, terminal and discount rates for investment properties valued under the Income Approach
are set out in the table below:
As at
December 31, 2024
December 31, 2023
Weighted Average Total
Overall Capitalization Rate
5.5%
5.5%
Terminal Capitalization Rate
5.7%
5.6%
Discount Rate
6.4%
6.3%
The majority of the Trust's portfolio is valued under the Income Approach using the discounted cash flow ("DCF") method.
As at December 31, 2024, the weighted average valuation yields (stabilized overall capitalization, terminal capitalization and
discount rates) used in valuing those investment properties under the Income Approach did not materially change from
December 31, 2023.
Throughout 2024, as part of its normal course internal valuations, the Trust made revisions to the cash flow models and
yields on certain properties, and revalued certain development lands when considering comparable land sales and market
activity. As a result, an overall net decrease in the value of investment properties was recorded in the amount of
$8.2 million ($49.6 million at FCR's share) for the year ended December 31, 2024.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
79
FIRST CAPITAL REIT ANNUAL REPORT 2024
The sensitivity of the fair values of investment properties to stabilized overall capitalization rates as at December 31, 2024 is
set out in the table below:
As at December 31, 2024
(millions of dollars)
(Decrease) Increase in stabilized overall capitalization rate
Resulting increase (decrease) in fair
value of investment properties
(1.00%)
$
1,770
(0.75%)
$
1,258
(0.50%)
$
797
(0.25%)
$
380
0.25%
$
(347)
0.50%
$
(665)
0.75%
$
(957)
1.00%
$
(1,228)
Additionally, a 1% increase or decrease in stabilized net operating income ("SNOI") would result in a $80 million increase or
a $80 million decrease, respectively, in the fair value of investment properties. SNOI is not a measure defined by IFRS. SNOI
reflects stable property operations, assuming a certain level of vacancy, capital and operating expenditures required to
maintain a stable occupancy rate. The average vacancy rates used in determining SNOI for non-anchor tenants generally
range from 2% to 5%. A 1% increase in SNOI coupled with a 0.25% decrease in the stabilized capitalization rate would result
in an increase in the fair value of investment properties of $463 million, and a 1% decrease in SNOI coupled with a 0.25%
increase in the stabilized capitalization rate would result in a decrease in the fair value of investment properties of $423
million.
(c) Investment properties – Acquisitions
For the years ended December 31, 2024 and 2023, First Capital acquired investment properties as follows:
Year ended December 31
2024
2023
Total purchase price, including acquisition costs
$
33,453 $
78,064
Settlement of loans receivable on acquisition
—
(1,574)
Total cash paid
$
33,453 $
76,490
(d) Assets classified as held for sale and dispositions
First Capital has certain assets classified as held for sale. These assets typically include a mix of properties where FCR's
value-enhancing objectives have been achieved or those that are considered to be non-core to the business, and are as
follows:
As at
December 31, 2024
December 31, 2023
Aggregate fair value
$
196,625
$
168,275
Mortgages secured by assets classified as held for sale
$
17,755
$
8,998
Weighted average effective interest rate of mortgages secured by assets classified as held for sale
3.5%
3.2%
For the years ended December 31, 2024 and 2023, First Capital sold investment properties as follows:
Year ended December 31
Note
2024
2023
Total selling price
$
218,370 $
186,047
Secured construction facility assumed by purchaser on sale of investment properties
(19,321)
—
Vendor take-back mortgage on sale
—
(7,800)
Property selling costs
19
(3,432)
(2,134)
Net cash proceeds (costs)
$
195,617 $
176,113
FIRST CAPITAL REIT ANNUAL REPORT 2024
80
4. INVESTMENT IN JOINT VENTURES
As at December 31, 2024, First Capital had interests in seven joint ventures that it accounts for using the equity method.
First Capital's joint ventures are as follows:
Name of Entity
Name of Property/Business Activity
Location
Effective Ownership
December 31, 2024
December 31, 2023
Aukland and Main Developments LP
Station Place
Toronto, ON
35.4%
35.4%
College Square General Partnership
College Square
Ottawa, ON
50.0%
50.0%
Edenbridge Kingsway (Humbertown)
Humbertown Condos (Phase 1)
Toronto, ON
50.0%
50.0%
Fashion Media Group GP Ltd.
Toronto Fashion Week events
Toronto, ON
78.0%
78.0%
FC Urban Properties, LP
199 Avenue Rd.
Toronto, ON
20.0%
20.0%
Green Capital Limited Partnership (1)
Royal Orchard
Markham, ON
—%
50.0%
Lakeshore Development LP
2150 Lake Shore Blvd. W.
Toronto, ON
50.0%
50.0%
Stackt Properties LP
Shipping Container marketplace
Toronto, ON
94.0%
94.0%
(1) During the first quarter of 2024, Green Capital Limited Partnership was dissolved and the net assets distributed to its limited partners.
First Capital has determined that these investments are joint ventures as all decisions regarding their activities are made
unanimously between First Capital and its partners.
The following table reconciles the changes in First Capital's interests in its equity accounted joint ventures for the years
ended December 31, 2024 and 2023:
Note
December 31, 2024
December 31, 2023
Balance at beginning of year
$
404,504 $
357,122
Contributions to equity accounted joint ventures
20,037
6,554
Distributions from equity accounted joint ventures
(5,533)
(4,599)
Disposition of equity accounted joint venture
—
(3,074)
Distribution of net assets from equity accounted joint venture
3(a)
(60,028)
—
Share of profit (loss) from equity accounted joint ventures
(38,938)
48,501
Balance at end of year
$
320,042 $
404,504
On June 9, 2023, the Trust sold its 50% interest of the partnership units in the ONE Restaurant for $5.0 million. The sale was
subject to working capital and closing adjustments of $0.9 million with the Trust receiving net proceeds of $4.1 million. The
total gain on investment of $1.0 million was recognized in other gains (losses) and (expenses) during the second quarter of
2023.
On February 28, 2024, Green Capital Limited Partnership was dissolved and the net assets distributed to its limited partners.
The Trust held a 50% interest in the partnership and received net assets of $60.0 million. Concurrently with the dissolution,
the Trust sold its 50% interest in the Royal Orchard property for net proceeds of $59.7 million.
Summarized financial information of the joint ventures’ financial position and performance is set out below:
As at
December 31, 2024
December 31, 2023
Total assets
$
992,165
$ 1,113,381
Total liabilities
(330,306)
(281,891)
Net assets at 100%
661,859
831,490
First Capital's investment in equity accounted joint ventures
$
320,042
$
404,504
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
81
FIRST CAPITAL REIT ANNUAL REPORT 2024
For the year ended
December 31, 2024
December 31, 2023
Property revenue
$
32,347
$
38,291
Property expenses
(14,912)
(21,923)
Increase (decrease) in value of investment properties, net
(87,709)
89,377
Other income and (expenses)
(1,595)
(3,466)
Net income (loss) and total comprehensive income (loss) at 100%
$
(71,869)
$
102,279
First Capital's share of profit (loss) from equity accounted joint ventures
$
(38,938)
$
48,501
During 2024, First Capital received distributions from its joint ventures of $5.5 million (2023 – $4.6 million) and made
contributions to its joint ventures of $20.0 million (2023 – $6.6 million).
As at December 31, 2024, there were approximately $15.0 million of outstanding commitments, $5.4 million of outstanding
letters of credit issued by financial institutions and no contingent liabilities for the seven equity accounted joint ventures.
5. HOTEL PROPERTY
First Capital owned a 100% interest in the Hazelton Hotel ("hotel property") located in Toronto, Ontario. The hotel property
is a mixed-use luxury hotel located in Yorkville Village.
On June 9, 2023, First Capital sold it's 100% interest in the hotel property. The total sale price before closing costs was
$105.0 million. First Capital recognized a cumulative gain on the sale of the hotel property of $8.9 million that was
recognized in retained earnings in accordance with the Trust's accounting policy for the hotel. The Trust also incurred
closing costs of $1.2 million, which were expensed in 'Other gains (losses) and (expenses)' in the consolidated statements of
income (loss) for the year ended December 31, 2023.
The following table summarizes the invested cost of the assets sold and net gain recognized in retained earnings as at the
disposition date:
Sale price
$
105,000
Closing adjustments (1)
(1,023)
Sale price, net
$
103,977
Hotel Property, invested cost
(94,331)
Working capital, net (1)
(741)
Net gain on disposal of hotel property (2)
$
8,905
Sale price, net
$
103,977
Property selling costs
(1,202)
Net proceeds received
$
102,775
(1) Excludes cash.
(2) In accordance with the revaluation model accounting for the hotel property, the gain of $8.9 million was transferred directly to retained earnings upon sale.
FIRST CAPITAL REIT ANNUAL REPORT 2024
82
6. LOANS, MORTGAGES AND OTHER ASSETS
As at
December 31, 2024
December 31, 2023
Non-current
Loans and mortgages receivable classified as amortized cost (a)
$
14,178
$
57,509
Other investments
12,506
11,393
Due from co-owners (b)
62,044
41,944
Total non-current
88,728
110,846
Current
Loans and mortgages receivable classified as amortized cost (a)
81,657
73,718
FVTPL investments in securities (c)
3,246
2,801
Total current
84,903
76,519
Total
$
173,631
$
187,365
(a) Loans and mortgages receivable are secured by interests in investment properties or shares of entities owning
investment properties. As at December 31, 2024, these receivables bear interest at weighted average effective
interest rates of 8.9% (December 31, 2023 – 8.6%) and mature between 2025 and 2027.
(b) The Trust has contributed equity to one of its co-ownerships whereas its partners made draws on the co-ownership's
new credit facility to fund the co-ownership's development project. The due from co-owners in the principal amount
of $55.8 million equals the Trust's proportionate share of the co-ownership's credit facility draws. As there is no right
of offset for these two financial instruments they are presented on a gross basis on the consolidated balance sheets.
(c) From time to time, First Capital invests in publicly traded real estate and related securities. These securities are
recorded at market value. Realized and unrealized gains and losses on FVTPL securities are recorded in other gains
(losses) and (expenses).
Scheduled principal receipts of loans and mortgages receivable and the weighted average effective floating or fixed
interest rates as at December 31, 2024 are as follows:
Scheduled
Receipts
Weighted Average
Effective Interest Rate
2025
$
76,913
8.8 %
2026
7,800
12.4 %
2027
5,000
5.8 %
Sub-Total
$
89,713
8.9 %
Unamortized deferred financing fees and accrued interest
6,122
Total scheduled principal receipts of loans and mortgages receivable
$
95,835
Current
$
81,657
8.8 %
Non-current
14,178
9.8 %
Total
$
95,835
8.9 %
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
83
FIRST CAPITAL REIT ANNUAL REPORT 2024
7. AMOUNTS RECEIVABLE
As at
December 31, 2024
December 31, 2023
Tenant receivables (net of allowance for expected credit losses of $4.5 million; December
31, 2023 – $6.2 million)
$
13,948
$
20,063
Corporate and other amounts receivable
501
330
Total
$
14,449
$
20,393
First Capital determines its allowance for expected credit losses on a tenant-by-tenant basis considering lease terms, credit
risk, industry conditions and the status of the tenant’s account, among other factors.
The change in the allowance for expected credit losses is summarized below:
As at
December 31, 2024
December 31, 2023
Allowance for expected credit losses, beginning of year
$
6,203
$
9,499
Receivables written off during the year
(1,534)
(2,236)
Additional provision (recovery) and other adjustments recorded during the year
(125)
(1,060)
Allowance for expected credit losses, end of year
$
4,544
$
6,203
8. OTHER ASSETS
As at
Note
December 31, 2024
December 31, 2023
Non-current
Fixtures, equipment and computer hardware and software (net of accumulated
amortization of $27.3 million; December 31, 2023 – $24.8 million)
$
6,986
$
7,182
Deferred financing costs on credit facilities (net of accumulated amortization of
$11.5 million; December 31, 2023 – $9.8 million)
3,586
4,628
Environmental indemnity and insurance proceeds receivable
12(a)
561
525
Derivatives at fair value
22
4,844
18,608
Other non-current assets (1)
12,970
768
Total non-current
28,947
31,711
Current
Deposits and costs on investment properties under option
4,647
3,746
Prepaid expenses
10,590
10,723
Restricted cash
3,045
2,858
Derivatives at fair value
22
809
5,094
Other current assets
10,419
9,101
Total current
29,510
31,522
Total
$
58,457
$
63,233
(1) Other non-current assets includes an $11.6 million long-term bonus density payment owing to the Trust related to a previously sold property which received final zoning
approval in the third quarter of 2024.
9. CAPITAL MANAGEMENT
First Capital manages its capital, taking into account the long-term business objectives of the Trust, to provide stability
and reduce risk while generating an acceptable return on investment to Unitholders over the long term. The Trust’s
capital structure currently includes Trust Units, Exchangeable Units, senior unsecured debentures, mortgages, credit
facilities, bank term loans and bank indebtedness, which together provide First Capital with financing flexibility to meet
FIRST CAPITAL REIT ANNUAL REPORT 2024
84
its capital needs. Primary uses of capital include development activities, acquisitions, capital improvements and leasing
costs. The actual level and type of future financings to fund these capital requirements will be determined based on
prevailing interest rates, various costs of debt and/or equity capital, property and capital market conditions, and
Management’s general view of the required leverage in the business.
Components of the Trust’s capital are set out in the table below:
As at
December 31, 2024
December 31, 2023
Liabilities (principal amounts outstanding)
Mortgages
$
1,246,977
$
1,341,817
Credit facilities
723,335
1,153,907
Mortgages under equity accounted joint ventures (at the Trust’s interest)
89,619
90,794
Credit facilities under equity accounted joint ventures (at the Trust's interest)
34,355
8,659
Senior unsecured debentures
2,100,000
1,600,000
4,194,286
4,195,177
Equity market capitalization (1)
3,600,991
3,254,907
Total capital employed
$
7,795,277
$
7,450,084
Trust Units outstanding (000's)
212,323
212,184
Closing market price
$
16.96
$
15.34
(1) Equity market capitalization is the market value of FCR's units outstanding at December 31, 2024 and December 31, 2023.
First Capital is subject to financial covenants in agreements governing its senior unsecured debentures and its credit
facilities. In accordance with the terms of the Trust's credit agreements, all ratios are calculated with joint ventures
proportionately consolidated. As at December 31, 2024, First Capital remains in compliance with all of its applicable
financial covenants.
The following table summarizes a number of First Capital's key ratios:
As at
Measure/
Covenant
December 31, 2024
December 31, 2023
Net debt to total assets (1)
≤65%
44.5%
45.0%
Unencumbered aggregate assets to unsecured debt, using 10 quarter average
capitalization rate (1)
>1.3
2.4
2.4
Unitholders' equity, using four quarter average (billions) (2)
>$2.0B
$
4.0
$
4.1
Secured indebtedness to total assets (2)
≤35%
16.0%
16.8%
For the rolling four quarters ended
Interest coverage (Adjusted EBITDA to interest expense) (2)
>1.65
2.4
2.3
Fixed charge coverage (Adjusted EBITDA to debt service) (2)
>1.50
2.0
1.9
(1) Total assets excludes cash balances.
(2) Calculations required under the Trust's credit facility agreements or indentures governing the senior unsecured debentures.
The above ratios include measures not specifically defined in IFRS. Certain calculations are required pursuant to debt
covenants and are meaningful measures for this reason. Measures used in these ratios are defined below:
• Debt consists of principal amounts outstanding on credit facilities and mortgages, and the par value of senior
unsecured debentures;
• Net debt is calculated as Debt, as defined above, reduced by cash balances at the end of the period;
• Secured indebtedness includes mortgages and any draws under the secured facilities that are collateralized against
investment property;
• Adjusted EBITDA, is calculated as net income, adding back income tax expense; interest expense; and amortization and
excluding the increase or decrease in the fair value of investment properties, Exchangeable Units and unit-based
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
85
FIRST CAPITAL REIT ANNUAL REPORT 2024
compensation; other gains (losses) and (expenses); and other non-cash or non-recurring items. The Trust also adjusts
for incremental leasing costs, which is a recognized adjustment to Funds from Operations, in accordance with the
recommendations of the Real Property Association of Canada;
• Fixed charges include regular principal and interest payments and capitalized interest in the calculation of interest
expense; and
• Unencumbered assets include the value of assets that have not been pledged as security under any credit agreement
or mortgage. The unencumbered asset value ratio is calculated as unencumbered assets divided by the principal
amount of the unsecured debt, which consists of the bank indebtedness, unsecured bank term loans, unsecured credit
facilities, and senior unsecured debentures.
10. MORTGAGES AND CREDIT FACILITIES
As at
December 31, 2024
December 31, 2023
Fixed rate mortgages
$
1,243,786
$
1,338,041
Unsecured facilities
608,188
1,041,908
Secured facilities
115,147
111,999
Mortgages and credit facilities
$
1,967,121
$
2,491,948
Current
$
226,479
$
171,222
Mortgages classified as held for sale
17,755
8,998
Non-current
1,722,887
2,311,728
Total
$
1,967,121
$
2,491,948
Mortgages and secured facilities are secured by First Capital's investment properties. As at December 31, 2024,
approximately $2.7 billion (December 31, 2023 – $2.9 billion) of investment properties out of $8.2 billion
(December 31, 2023 – $8.2 billion) (Note 3(a)) had been pledged as security under the mortgages and the secured
facilities.
As at December 31, 2024, mortgages bear coupon interest at a weighted average coupon rate of 3.8% (December 31, 2023
– 3.7%) and mature in the years ranging from 2025 to 2034. The weighted average effective interest rate on all mortgages
as at December 31, 2024 is 3.9% (December 31, 2023 – 3.8%).
Principal repayments of mortgages outstanding as at December 31, 2024 are as follows:
Scheduled
Amortization
Payments on
Maturity
Total
Weighted
Average Effective
Interest Rate
2025
$
33,183 $
66,970 $
100,153
3.8 %
2026
30,112
94,360
124,472
3.2 %
2027
29,098
71,726
100,824
3.6 %
2028
26,636
145,723
172,359
3.8 %
2029
20,044
236,880
256,924
3.5 %
2030 to 2034
28,401
463,844
492,245
4.3 %
$
167,474 $
1,079,503 $
1,246,977
3.9 %
Unamortized deferred financing costs and premiums, net
(3,191)
Total
$
1,243,786
FIRST CAPITAL REIT ANNUAL REPORT 2024
86
First Capital’s credit facilities as at December 31, 2024 are summarized in the table below:
As at December 31, 2024
Borrowing
Capacity
Amounts
Drawn
Outstanding
Letters of Credit
Available to
be Drawn
Interest Rates
Maturity Date
Unsecured Operating Facilities
Revolving unsecured operating
facility
$
100,000 $
— $
— $ 100,000 CORRA + 1.55% or
Prime + 0.25% or
SOFR + 1.35%
September 13, 2026
Revolving unsecured operating
facility
150,000
—
— 150,000 CORRA + 1.55% or
Prime + 0.25% or
SOFR + 1.35%
August 31, 2027
Revolving unsecured operating
facility
450,000
—
(1,858) 448,142 CORRA + 1.75% or
Prime + 0.45% or
SOFR + 1.55%
June 30, 2029
Fixed rate unsecured term loans (1)(2)
250,000
(250,000)
—
—
3.39%
April 14, 2025
-April 14, 2026
Fixed rate unsecured term loan (1)(3)(5)
150,000
(158,188)
—
—
5.985%
October 20, 2026
Fixed rate unsecured term loan (1)
200,000
(200,000)
—
—
5.80%
January 31, 2029
Secured Construction Facilities
Secured construction facility
62,665
(52,619)
(537)
9,509 CORRA + 2.80% or
Prime + 1.00%
October 1, 2025
Secured construction facility (4)
133,645
(55,773)
(702)
77,170
CORRA + 2.60%
February 1, 2027
Secured Facilities
Secured facility
6,755
(6,755)
—
— CORRA + 1.75% or
Prime + 0.45%
December 19, 2026
Sub-Total
$ 1,503,065 $ (723,335) $
(3,097) $ 784,821
Secured Construction Facility
Secured construction facility (6)
71,450
(34,355)
—
37,095 CORRA + 2.95% or
Prime + 1.00%
November 28, 2025
Total
$ 1,574,515 $ (757,690) $
(3,097) $ 821,916
(1) These unsecured term loans are variable rate debt instruments. The Trust has entered into swaps which fix the rate of interest over their respective terms to maturity.
(2) As at December 31, 2024, $75.0 million of the unsecured term loans is due April 14, 2025. The remaining $175.0 million is due April 14, 2026.
(3) The Trust has drawn in U.S. dollars the equivalent of CAD$150.0 million which was revalued at CAD$158.2 million as at December 31, 2024.
(4) The borrowing capacity is reduced by the Trust's equity injections into the project where it has chosen not to draw on the facility and other adjustments in accordance
with the facility agreement.
(5) The Trust has the option to extend the unsecured term loan for an additional two years, to October 20, 2028.
(6) This secured construction facility relates to one of the Trust's joint ventures that is equity accounted.
First Capital has the ability under its unsecured credit facilities to draw funds based on Canadian bank prime rates or
Canadian Overnight Repo Rate Average (“CORRA rates”) for Canadian dollar-denominated borrowings, and secured
overnight financing rates (“SOFR rates”) or U.S. prime rates for U.S. dollar-denominated borrowings. Concurrently with
the U.S. dollar draws, the Trust enters into cross-currency swaps to exchange its U.S. dollar borrowings into Canadian
dollar borrowings.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
87
FIRST CAPITAL REIT ANNUAL REPORT 2024
11. SENIOR UNSECURED DEBENTURES
As at
December 31, 2024
December 31, 2023
Interest Rate
Series
Maturity Date
Coupon
Effective
Principal
Outstanding
Liability
Liability
R
August 30, 2024
4.79%
4.71%
$
— $
— $
300,131
S
July 31, 2025
4.32%
4.24%
300,000
300,138
300,366
T
May 6, 2026
3.60%
3.57%
300,000
300,173
300,282
V
January 22, 2027
3.46%
3.54%
200,000
199,683
199,537
U
July 12, 2027
3.75%
3.82%
300,000
299,492
299,305
A
March 1, 2028
3.45%
3.54%
200,000
199,474
199,320
D
June 3, 2030
4.51%
4.62%
200,000
199,001
—
B
March 1, 2031
5.57%
5.67%
300,000
298,541
—
C
June 12, 2032
5.46%
5.54%
300,000
298,490
—
Weighted Average or Total
4.33%
4.37%
$
2,100,000 $
2,094,992 $
1,598,941
Current
$
300,000 $
300,138 $
300,131
Non-current
1,800,000
1,794,854
1,298,810
Total
$
2,100,000 $
2,094,992 $
1,598,941
Interest on the senior unsecured debentures is payable semi-annually and principal is payable on maturity.
On March 1, 2024, the Trust completed the issuance of $300 million principal amount of Series B senior unsecured
debentures due March 1, 2031. These debentures bear interest at a coupon rate of 5.57% per annum, payable semi-
annually commencing September 1, 2024.
On June 12, 2024, the Trust completed the issuance of $300 million principal amount of Series C senior unsecured
debentures due June 12, 2032. These debentures bear interest at a coupon rate of 5.46% per annum, payable semi-annually
commencing December 12, 2024.
On August 30, 2024, upon maturity, the Trust repaid its remaining 4.79% Series R senior unsecured debentures in the
amount of $281.0 million.
On November 1, 2024, the Trust completed the issuance of $200 million principal amount of Series D senior unsecured
debentures due June 3, 2030. These debentures bear interest at a coupon rate of 4.51% per annum, payable semi-annually
commencing June 3, 2025.
FIRST CAPITAL REIT ANNUAL REPORT 2024
88
12. ACCOUNTS PAYABLE AND OTHER LIABILITIES
As at
Note
December 31, 2024
December 31, 2023
Non-current
Asset retirement obligations (a)
$
905
$
1,365
Ground leases payable
8,287
8,438
Derivatives at fair value
22
14,336
21,891
Unit-based compensation plans
14(c)
8,179
6,586
Other liabilities (b)
89,501
89,096
Total non-current
121,208
127,376
Current
Trade payables and accruals
57,517
76,578
Construction and development payables
52,040
47,878
Unit-based compensation plans
14(c)
23,456
15,422
Distributions payable
13(b)
15,287
15,277
Interest payable
30,484
27,061
Tenant deposits
44,821
40,948
Derivatives at fair value
22
—
3,695
Total current
223,605
226,859
Total
$
344,813
$
354,235
(a) First Capital has obligations for environmental remediation at certain sites within its property portfolio. FCR has also
recognized a related environmental indemnity and insurance proceeds receivable totaling $0.6 million (December 31,
2023 - $0.5 million) in other assets (Note 8).
(b) Other liabilities includes a loan payable to one of the Trust's joint ventures in the amount of $53.0 million in relation to
mortgage proceeds received by the joint venture. The loan proceeds were concurrently advanced to the Trust and to
the joint venture's other limited partners by way of a new loan arrangement that cannot be eliminated in the
consolidated financial statements under IFRS.
13. UNITHOLDERS’ EQUITY
The Declaration of Trust authorizes the issuance of an unlimited number of Trust Units:
Trust Units: Each Trust Unit is transferable and represents an equal, undivided beneficial interest in the Trust and any
distributions from the Trust and entitles the holder to one vote at a meeting of Unitholders. With certain restrictions, a
Unitholder has the right to require First Capital to redeem its Trust Units on demand. Upon receipt of a redemption
notice by First Capital, all rights to and under the Trust Units tendered for redemption shall be surrendered and the
holder thereof shall be entitled to receive a price per unit as determined by a market formula and shall be paid in
accordance with the conditions provided for in the Declaration of Trust.
(a) Trust Units
The following table sets forth the particulars of First Capital's Trust Units outstanding:
As at
December 31, 2024
December 31, 2023
Number of
Trust Units
Value of
Trust Units
Number of
Trust Units
Value of
Trust Units
Balance at beginning of year
212,184 $
2,803,327
213,518 $
2,819,639
Trust Units repurchased
—
—
(1,692)
(22,339)
Exercise of options and settlement of any restricted,
performance and deferred trust units
139
2,224
298
5,106
Conversion of Exchangeable Units
—
—
60
921
Balance at end of year
212,323 $
2,805,551
212,184 $
2,803,327
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
89
FIRST CAPITAL REIT ANNUAL REPORT 2024
On May 16, 2024, First Capital received TSX approval for the renewal of its Normal Course Issuer Bid ("NCIB") pursuant to
which it may repurchase and cancel up to 21,113,939 of its outstanding units until May 20, 2025.
For the year ended December 31, 2024, the Trust acquired and cancelled Nil Units (December 31, 2023 - 1.7 million Units)
at a weighted average purchase price of N/A (December 31, 2023 - $15.19 per unit), for a total cost of $Nil (December 31,
2023 - $25.7 million). The excess of the purchase price over the carrying amount of the Units purchased, representing the
unit price increase over the weighted average historical issuance price, was recorded as a reduction to retained earnings of
$Nil (December 31, 2023 - $3.4 million). On a cumulative basis, as of December 31, 2024, the Trust has acquired and
cancelled 7.9 million Units at a weighted average purchase price of $15.15 per unit, for a total cost of $120.1 million.
(b) Distributions
First Capital declared monthly distributions totaling $0.864 per Trust Unit for the year ended December 31, 2024 (year
ended December 31, 2023 - $0.864 per Trust Unit).
14. UNIT-BASED COMPENSATION PLANS
(a) Unit Option Plan
First Capital's unit option plan was terminated in 2021 following the final grants issued on March 1, 2021. Any options
granted prior to termination of the plan expire 10 years from the date of grant and vest over five years. As at
December 31, 2024, 5.3 million unit options were outstanding (December 31, 2023 - 5.6 million).
The outstanding options as at December 31, 2024 have exercise prices ranging from $15.53 - $21.24 (December 31,
2023 – $15.53 - $21.24).
As at
December 31, 2024
December 31, 2023
Outstanding Options
Vested Options
Outstanding Options
Vested Options
Exercise Price
Range ($)
Number of
Trust Units
Issuable
(in thousands)
Weighted
Average
Exercise
Price per
Trust Unit
Weighted
Average
Remaining
Life
(years)
Number of
Trust Units
Issuable
(in thousands)
Weighted
Average
Exercise
Price per
Trust Unit
Number of
Trust Units
Issuable
(in thousands)
Weighted
Average
Exercise
Price per
Trust Unit
Weighted
Average
Remaining
Life
(years)
Number of
Trust Units
Issuable
(in thousands)
Weighted
Average
Exercise
Price per
Trust Unit
15.53 - 19.29
905 $
16.48
4.3
662 $ 16.83
1,243 $
16.95
4.0
880 $ 17.54
19.30 - 20.05
1,364 $
19.87
2.3
1,364 $ 19.87
1,366 $
19.87
3.3
1,366 $ 19.87
20.06 - 21.19
1,632 $
20.68
3.2
1,632 $ 20.68
1,632 $
20.68
4.2
1,451 $ 20.62
21.20 - 21.24
1,379 $
21.24
5.2
1,104 $ 21.24
1,380 $
21.24
6.2
828 $ 21.24
15.53 - 21.24
5,280 $
19.90
3.7
4,762 $ 20.04
5,621 $
19.79
4.4
4,525 $ 19.91
During the year ended December 31, 2024, $0.2 million (year ended December 31, 2023 – $0.4 million) was
recorded as an expense related to stock options.
Year ended December 31
2024
2023
Number of
Trust Units
Issuable
(in thousands)
Weighted
Average
Exercise Price
Number of
Trust Units
Issuable
(in thousands)
Weighted
Average
Exercise Price
Outstanding at beginning of year
5,621
$
19.79
6,275
$
19.76
Forfeited
—
—
(3)
19.15
Expired
(341)
18.23
(651)
19.46
Outstanding at end of year
5,280
$
19.90
5,621
$
19.79
FIRST CAPITAL REIT ANNUAL REPORT 2024
90
The assumptions used to measure the fair value of the unit options under the Black-Scholes model (level 2) as at
December 31, 2024 and 2023 were as follows:
As at December 31
2024
2023
Expected Trust Unit price volatility
15.19% - 23.96%
17.15% - 30.07%
Expected life of options
0.2 - 4.7 years
0.0 - 5.5 years
Expected distribution yield
5.22%
5.61%
Risk free interest rate
2.91% - 3.09%
3.12% - 4.88%
(b) Trust Unit arrangements
First Capital’s Trust Unit plans include a Trustees' Deferred Unit ("DU") plan and a Restricted Unit ("RU") plan that
provides for the issuance of Restricted Units and Performance Units ("PU"). Under the DU and RU arrangements, a
participant is entitled to receive one Trust Unit, or equivalent cash value for RU arrangements only, at First Capital’s
option, (i) in the case of a DU, upon redemption by the holder after the date that the holder ceases to be a Trustee of FCR
and any of its subsidiaries (the “Retirement Date”) but no later than December 15 of the first calendar year commencing
after the Retirement Date, and (ii) in the case of an RU, on the third anniversary of the grant date. Under the PU
arrangement, a participant is entitled to receive Nil – 2.0 Trust Units per PU granted, or equivalent cash value at First
Capital's option, on the third anniversary of the grant date. Holders of units granted under each plan receive distributions
in the form of additional units when First Capital declares distributions on its Trust Units.
Year ended December 31
2024
2023
(in thousands)
DUs
RUs / PUs
DUs
RUs / PUs
Outstanding at beginning of year
450
1,261
402
1,083
Granted (a) (b)
89
468
102
427
Performance Factor adjustment
—
42
—
—
Distributions reinvested
23
81
24
71
Exercised
(167)
(231)
(78)
(287)
Forfeited
—
(15)
—
(33)
Outstanding at end of year
395
1,606
450
1,261
Expense recorded for the year
$1,842
$8,584
$1,847
$7,362
(a) The fair value of the DUs granted during the year ended December 31, 2024 was $1.5 million (year ended December
31, 2023 – $1.5 million), measured based on First Capital’s prevailing Trust Unit price on the date of grant. The fair
value of the RUs granted during the year ended December 31, 2024 was $4.6 million (year ended December 31, 2023 –
$4.9 million), measured based on First Capital’s Trust Unit price on the date of grant.
(b) The fair value of the PUs granted during the year ended December 31, 2024 was $3.6 million (year ended December 31,
2023 – $3.0 million). The fair value is calculated using the Monte-Carlo simulation model based on the assumptions
below, as well as a market adjustment factor based on the total Unitholder return of First Capital's Trust Units relative
to the S&P/TSX Capped REIT Index and relative to a customized index of publicly-listed peers.
Year ended December 31
2024
2023
Grant date
March 8, 2024
February 16, 2023
PUs granted (thousands)
180
154
Term to expiry
3 years
3 years
Weighted average volatility rate
21.4%
32.5%
Weighted average correlation
75.1%
76.5%
Weighted average total Unitholder return
9.4%
6.6%
Weighted average risk free interest rate
3.79%
3.87%
Fair value (thousands)
$3,626
$3,038
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
91
FIRST CAPITAL REIT ANNUAL REPORT 2024
(c) Increase (decrease) in the value of unit-based compensation
First Capital’s unit-based compensation plans are accounted for as cash-settled awards. Therefore, outstanding Unit
Options, Deferred Units, Restricted Units and Performance Units are recognized as a liability and carried at FVTPL. As at
December 31, 2024, the carrying value of the unit-based compensation liability was $31.6 million (December 31, 2023 –
$22.0 million)(Note 12). FCR's liability for unit-based compensation plans has increased since December 31, 2023 which
resulted in a revaluation loss of $5.4 million in the consolidated statements of income (loss) due to (i) an increase in the
Trust Unit's price since December 31, 2023 and (ii) a larger number of vested units outstanding that have yet to be
converted to Trust Units.
15. NET OPERATING INCOME
Net Operating Income by Component
First Capital’s net operating income by component is presented below:
Year ended December 31
% change
2024
2023
Property rental revenue
Base rent (1)
$
440,372
$
429,050
Operating cost recoveries
114,751
110,891
Realty tax recoveries
121,015
117,634
Lease termination fees
6,384
878
Percentage rent
2,947
3,079
Straight-line rent adjustment
7,168
(414)
Prior year operating cost and tax recovery adjustments
1,022
1,050
Temporary tenants, storage, parking and other (2)
19,865
25,813
Total Property rental revenue
3.7%
713,524
687,981
Property operating costs
Recoverable operating expenses
125,804
123,606
Recoverable realty tax expense
137,288
133,208
Prior year realty tax expense (recovery)
(178)
(1,408)
Other operating costs and adjustments (3)
3,322
7,318
Total Property operating costs
266,236
262,724
Total NOI
5.2% $
447,288
$
425,257
NOI margin
62.7%
61.8%
(1) Includes residential revenue.
(2) Includes hotel property revenue.
(3) Includes residential operating costs, hotel property operating costs and bad debt expense (recovery). For the year ended December 31, 2024, bad debt expense (recovery)
totaled ($0.7) million (year ended December 31, 2023 - ($1.6) million).
For the year ended December 31, 2024, property operating costs include $25.5 million (year ended December 31, 2023 –
$24.5 million) related to employee compensation.
FIRST CAPITAL REIT ANNUAL REPORT 2024
92
16. INTEREST AND OTHER INCOME
Year ended December 31
Note
2024
2023
Interest, dividend and distribution income from cash, marketable securities and other
investments
6
$
9,119
$
5,491
Interest income from loans and mortgages receivable classified as FVTPL
6
—
79
Interest income from loans and mortgages receivable at amortized cost
6
12,045
10,543
Fees and other income (1)(2)(3)
25,954
8,762
Total
$
47,118
$
24,875
(1) For the year ended December 31, 2024, fees and other income includes a density bonus payment of $11.3 million related to a previously sold property which received final
zoning approval in the third quarter of 2024.
(2) For the year ended December 31, 2024, fees and other income includes a $9.5 million fee related to the assignment of a purchase and sale agreement for a parcel of land.
(3) For the year ended December 31, 2023, fees and other income includes a legal settlement of $3.8 million recognized in the third quarter of 2023.
17. INTEREST EXPENSE
Year ended December 31
Note
2024
2023
Mortgages
10
$
52,703
$
52,987
Credit facilities
10
47,109
45,988
Senior unsecured debentures
11
85,154
75,614
Distributions on Exchangeable Units (1)
—
48
Total interest expense
184,966
174,637
Interest capitalized to investment properties under development
(18,803)
(20,541)
Interest expense
$
166,163
$
154,096
Change in accrued interest
(3,452)
1,852
Coupon interest rate in excess of effective interest rate on senior unsecured debentures
1,331
1,570
Coupon interest rate in excess of effective interest rate on assumed mortgages
7
13
Amortization of deferred financing costs
(9,313)
(7,419)
Cash interest paid associated with operating activities
$
154,736
$
150,112
(1) The distributions declared on the Exchangeable Units are accounted for as interest expense.
18. CORPORATE EXPENSES
Year ended December 31
2024
2023
Salaries, wages and benefits
$
33,223
$
32,060
Unit-based compensation
10,372
9,363
Other corporate costs (1)
15,052
20,310
Total corporate expenses
58,647
61,733
Amounts capitalized to investment properties under development
(7,559)
(7,831)
Corporate expenses
$
51,088
$
53,902
(1) Includes $Nil in legal, advisory and settlement costs related to the Unitholder activism for the year ended December 31, 2024 (year ended December 31, 2023 -
approximately $7 million).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
93
FIRST CAPITAL REIT ANNUAL REPORT 2024
19. OTHER GAINS (LOSSES) AND (EXPENSES)
Year ended December 31
2024
2023
Unrealized gain (loss) on marketable securities
$
445
$
(533)
Net gain (loss) on early settlement of debt
(8)
—
Gain on Investment (1)
—
1,007
Pre-selling costs of residential inventory
(1,467)
(36)
Investment property selling costs
(3,432)
(3,336)
Gain (loss) on foreign currency translation
(16,291)
8,659
Gain (loss) on mark-to-market of derivatives (2)
16,221
(18,008)
Total
$
(4,532)
$
(12,247)
(1) On June 9, 2023, the Trust sold its 50% interest of the partnership units in the ONE Restaurant.
(2) The Trust enters into cross-currency swap derivatives to manage interest rate risk and foreign currency risk on its US denominated variable rate debt instruments.
20. INCOME TAXES
The Trust qualifies for the REIT Exemption and as such the Trust itself will not be subject to income taxes provided it
continues to qualify as a REIT for purposes of the Act. A REIT is not taxable and not considered to be a Specified Investment
Flow-Through Trust provided it complies with certain tests and distributes all of its taxable income in a taxation year to its
Unitholders. The Trust is a flow-through vehicle and accounts only for income taxes pertaining to its corporate subsidiaries.
The Trust's most significant corporate subsidiary, First Capital Realty Inc., is a Mutual Fund Corporation.
The sources of deferred tax balances and movements are as follows:
December 31, 2023
Net income (loss)
Recognized in OCI
Equity and other
December 31, 2024
Deferred taxes related to non-capital losses
$
(76,945) $
(11,370) $
164 $
838 $
(87,313)
Deferred tax liabilities related to difference
in tax and book basis primarily related to
real estate, net
829,965
25,660
(7,221)
(943)
847,461
Net deferred taxes
$
753,020 $
14,290 $
(7,057) $
(105) $
760,148
As at December 31, 2024, the corporate subsidiaries of the Trust had approximately $232.2 million of non-capital losses,
which expire between 2028 and 2044.
December 31, 2022
Net income (loss)
Recognized in OCI
Equity and other
December 31, 2023
Deferred taxes related to non-capital losses $
(11,356) $
(65,024) $
— $
(565) $
(76,945)
Deferred tax liabilities related to difference
in tax and book basis primarily related to
real estate, net
780,744
60,228
(11,264)
257
829,965
Net deferred taxes
$
769,388 $
(4,796) $
(11,264) $
(308) $
753,020
As at December 31, 2023, the corporate subsidiaries of the Trust had approximately $204.4 million of non-capital losses,
which expire between 2028 and 2043.
FIRST CAPITAL REIT ANNUAL REPORT 2024
94
The following reconciles the expected tax expense computed at the statutory tax rate to the actual tax expense (recovery)
for the years ended December 31, 2024 and 2023.
Year ended December 31
2024
2023
Income tax computed at the Canadian statutory rate of Nil applicable to the Trust at
December 31, 2024 and 2023
$
—
$
—
Increase (decrease) in income taxes due to:
Deferred income taxes (recoveries) applicable to corporate subsidiaries
32,900
56,654
Deferred income tax recovery related to temporary differences associated with investment
property applicable to corporate subsidiaries
(18,525)
(61,495)
Other
(85)
45
Deferred income taxes expense (recovery)
$
14,290
$
(4,796)
21. RISK MANAGEMENT
In the normal course of its business, First Capital is exposed to a number of risks that can affect its operating
performance. Certain of these risks, and the actions taken to manage them, are as follows:
(a) Interest rate risk
First Capital structures its financings so as to stagger the maturities of its debt, thereby mitigating its exposure to interest
rate and other credit market fluctuations. A portion of FCR’s mortgages, loans and credit facilities are floating rate
instruments. From time to time, FCR may enter into interest rate swap contracts, bond forwards or other financial
instruments to modify the interest rate profile of its outstanding debt or highly probable future debt issuances without an
exchange of the underlying principal amount.
Interest represents a significant cost in financing the ownership of real property. As at December 31, 2024, First Capital
has a total of $115.1 million of outstanding debt bearing interest at variable rates on a consolidated basis. If the average
variable interest rate was 100 basis points higher or lower than the existing rate, FCR’s annual interest cost would
increase or decrease, respectively, by $1.2 million.
First Capital has a total of $1.8 billion principal amount of fixed rate interest-bearing instruments outstanding including
mortgages, senior unsecured debentures and unsecured term loans maturing between January 1, 2025 and December 31,
2027 at a weighted average coupon interest rate of 3.9%. If these amounts were refinanced at an average interest rate
that was 100 basis points higher or lower than the existing rate, FCR’s annual interest cost would increase or decrease,
respectively, by $18.3 million.
As at December 31, 2024, First Capital’s loans and mortgages receivable that earn interest at variable rates total
$75.5 million. If the average variable interest rate was 100 basis points higher than the existing rate, FCR’s annual interest
income would increase by approximately $0.8 million. If the loans were refinanced at 100 basis points lower than the
existing rate, FCR’s annual interest income would decrease by approximately $0.4 million.
First Capital’s loans and mortgages receivable that earn interest at fixed rates total $14.2 million. If the loans were
refinanced at 100 basis points higher or lower than the existing rate, FCR’s annual interest income would increase or
decrease, respectively, by approximately $0.1 million.
(b) Credit risk
Credit risk arises from the possibility that tenants and/or debtors may experience financial difficulty and be unable or
unwilling to fulfill their lease commitments or loan obligations. First Capital mitigates the risk of credit loss from tenants
by investing in well-located properties in urban markets that attract high quality tenants, ensuring that its tenant mix is
diversified, and by limiting its exposure to any one tenant. As at December 31, 2024, Loblaw Companies Limited
(“Loblaw”) is FCR's largest tenant and accounts for 10.6% of FCR’s annualized minimum rent and has an investment grade
credit rating. Other than Loblaw, no other tenant accounts for more than 10% of the annualized minimum rent. A
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
95
FIRST CAPITAL REIT ANNUAL REPORT 2024
tenant’s success over the term of its lease and its ability to fulfill its lease obligations is subject to many factors. There can
be no assurance that a tenant will be able to fulfill all of its existing commitments and leases up to the expiry date. First
Capital mitigates the risk of credit loss from debtors by undertaking a number of activities typical in lending arrangements
including obtaining registered mortgages on the real estate properties.
First Capital’s leases typically have lease terms between 5 and 20 years and may include clauses to enable periodic
upward revision of the rental rates and lease contract extension at the option of the lessee.
Future minimum rentals receivable under non-cancellable operating leases as at December 31 are as follows:
(thousands of dollars)
2024
Within 1 year
$
417,522
After 1 year, but not more than 5 years
1,068,625
More than 5 years
599,656
$
2,085,803
(c) Liquidity risk
Real estate investments are relatively illiquid. This tends to limit First Capital’s ability to sell components of its portfolio
promptly in response to changing economic or investment conditions. If FCR were required to quickly liquidate its assets,
there is a risk that it would realize sale proceeds of less than the current value of its real estate investments.
An analysis of First Capital’s contractual maturities of its material financial liabilities and other contractual commitments
as at December 31, 2024 is set out below:
As at December 31, 2024
Payments due by period
2025
2026 to 2027
2028 to 2029
Thereafter
Total
Scheduled mortgage principal amortization
$
33,183 $
59,210 $
46,680 $
28,401 $
167,474
Mortgage principal repayments on maturity
66,970
166,086
382,603
463,844
1,079,503
Credit facilities
127,619
395,716
200,000
—
723,335
Senior unsecured debentures
300,000
800,000
200,000
800,000
2,100,000
Interest obligations (1)
163,556
240,572
157,635
112,534
674,297
Land leases (expiring between 2027 and 2061)
678
1,335
1,265
15,008
18,286
Contractually committed costs to complete current
development projects (2)
58,236
39,210
—
—
97,446
Other committed costs
21,886
—
—
—
21,886
Total contractual obligations
$
772,128 $ 1,702,129 $
988,183 $ 1,419,787 $ 4,882,227
(1) Interest obligations include expected interest payments on mortgages and credit facilities as at December 31, 2024 (assuming balances remain outstanding through to
maturity) and senior unsecured debentures, as well as standby credit facility fees.
(2) Includes amounts related to equity accounted joint ventures.
First Capital manages its liquidity risk by staggering debt maturities; renegotiating expiring credit arrangements
proactively; using secured and unsecured credit facilities, mortgages and unsecured debentures; and issuing equity when
considered appropriate. As at December 31, 2024, there was $0.6 billion (December 31, 2023 – $1.0 billion) of cash
advances drawn against First Capital’s unsecured credit facilities.
In addition, as at December 31, 2024, First Capital had $31.4 million (December 31, 2023 – $28.6 million) of outstanding
letters of credit issued by financial institutions primarily to support certain of FCR’s contractual obligations and $Nil
(December 31, 2023 – $Nil) of bank overdrafts.
(d) Unit price risk
First Capital is exposed to Trust Unit price risk through the issuance of unit-based compensation. Unit-based
compensation liabilities are recorded at their fair value based on market trading prices. Unit-based compensation
FIRST CAPITAL REIT ANNUAL REPORT 2024
96
negatively impacts net income when the Trust Unit price rises and positively impacts net income when the Trust Unit
price declines. An increase of $1 dollar in the underlying price of First Capital's Trust Units would result in an increase to
unit-based compensation liabilities and a decrease to net income of $3.1 million (December 31, 2023 – $2.7 million).
22. FAIR VALUE MEASUREMENT
A comparison of the carrying amounts and fair values, by class, of First Capital’s financial instruments, other than those
whose carrying amounts approximate their fair values, is as follows:
Carrying Amount
Fair Value
Note
2024
2023
2024
2023
Financial assets
FVTPL investments in securities
6
$
3,246 $
2,801 $
3,246 $
2,801
Loans and mortgages receivable classified as amortized cost
6
95,835
131,227
95,658
129,882
Other investments
6
12,506
11,393
12,506
11,393
Derivatives at fair value
8
5,653
23,702
5,653
23,702
Financial liabilities
Mortgages
10
$ 1,243,786 $ 1,338,041 $ 1,219,510 $ 1,272,874
Credit facilities
10
723,335 1,153,907
723,335
1,153,907
Senior unsecured debentures
11
2,094,992 1,598,941 2,131,837
1,535,423
Unit-based compensation plans
14
31,635
22,008
31,635
22,008
Derivatives at fair value
12
14,336
25,586
14,336
25,586
The fair values of First Capital’s FVTPL investments in securities are based on quoted market prices. First Capital has an
investment in certain funds classified as Level 3, for which the fair values are based on the fair value of the properties
held in the funds.
The fair value of First Capital’s loans and mortgages receivable classified as Level 3 are calculated based on current
market rates plus borrower level risk-adjusted spreads on discounted cash flows, adjusted for allowances for non-
payment and collateral related risk. As at December 31, 2024, the risk-adjusted interest rates ranged from 5.3% to 12.3%
(December 31, 2023 – 6.7% to 14.0%).
The fair value of First Capital’s mortgages and credit facilities payable are calculated based on current market rates plus
risk-adjusted spreads on discounted cash flows. As at December 31, 2024, these rates ranged from 4.4% to 4.8%
(December 31, 2023 – 5.0% to 6.9%).
The fair value of the senior unsecured debentures are based on closing bid risk-adjusted spreads and current underlying
Government of Canada bond yields on discounted cash flows. For the purpose of this calculation, the Trust uses, among
others, interest rate quotations provided by financial institutions. As at December 31, 2024, these rates ranged from 3.6%
to 4.7% (December 31, 2023 – 5.4% to 6.1%).
The fair value of the unit-based compensation plans are based on the following:
• Unit Option Plan: Fair value of each tranche is valued separately using a Black-Scholes option pricing model.
• Deferred Units/Restricted Units: Fair value is based on the Trust's closing price as of December 31, 2024.
• Performance Units: Fair Value is calculated using a Monte-Carlo simulation model.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
97
FIRST CAPITAL REIT ANNUAL REPORT 2024
The fair value hierarchy of financial instruments in the consolidated balance sheets is as follows:
As at
December 31, 2024
December 31, 2023
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Fair value of financial instruments measured at fair value
Financial Assets
FVTPL investments in securities
$
3,246 $
— $
— $
2,801 $
— $
—
Loans and mortgages receivable
—
—
—
—
—
—
Other investments
—
—
12,506
—
—
11,393
Derivatives at fair value – assets
—
5,653
—
—
23,702
—
Financial Liabilities
Exchangeable Units
—
—
—
—
—
—
Unit-based compensation plans
—
31,635
—
—
22,008
—
Derivatives at fair value – liabilities
—
14,336
—
—
25,586
—
Fair value of financial instruments measured at amortized cost
Financial Assets
Loans and mortgages receivable
$
— $
— $
95,658 $
— $
— $
129,882
Financial Liabilities
Mortgages
— 1,219,510
—
— 1,272,874
—
Credit facilities
—
723,335
—
— 1,153,907
—
Senior unsecured debentures
— 2,131,837
—
— 1,535,423
—
First Capital enters into derivative instruments including bond forward contracts, interest rate swaps and cross-currency
swaps as part of its strategy for managing certain interest rate risks as well as currency risk in relation to movements in
the Canadian to U.S. exchange rate. For those derivative instruments to which First Capital has applied hedge accounting,
the change in fair value for the effective portion of the derivative is recorded in OCI from the date of designation. For
those derivative instruments to which First Capital does not apply hedge accounting, the change in fair value is
recognized in other gains (losses) and (expenses).
The fair value of derivative instruments is determined using present value forward pricing and swap calculations at
interest rates that reflect current market conditions. The models also take into consideration the credit quality of
counterparties, interest rate curves and forward rate curves. As at December 31, 2024, the interest rates ranged from
4.5% to 5.3% (December 31, 2023 – 5.2% to 7.0%). The fair values of First Capital's asset (liability) hedging instruments
are as follows:
Designated as
Hedging Instrument
Maturity as at December 31, 2024
December 31, 2024
December 31, 2023
Derivative assets
Interest rate swaps
Yes
April 2025 - March 2027
$
5,653
$
23,702
Total
$
5,653
$
23,702
Derivative liabilities
Interest rate swaps
Yes
January 2029 - May 2034
$
13,114
$
8,143
Cross-currency swaps
No
October 2028
1,222
17,443
Total
$
14,336
$
25,586
FIRST CAPITAL REIT ANNUAL REPORT 2024
98
23. SUBSIDIARIES WITH NON-CONTROLLING INTEREST
As at December 31, 2024, First Capital has interests in two entities that it controls and consolidates 100% of the assets,
liabilities, revenues and expenses of each entity subject to a non-controlling interest.
Name of Entity
Primary Investment
Effective Ownership
December 31, 2024
December 31, 2023
Main and Main Developments LP ("MMLP")
46.875% Interest in MMUR (1)
67.0%
67.0%
Maincore Equities Inc.
46.875% Interest in MMUR (1)
70.9%
70.9%
(1) FCR has owned a 6.25% direct interest in M+M Realty LP ("MMUR") since 2014.
First Capital controls MMLP, a subsidiary in which it holds a 67% ownership interest.
Non-controlling interest in the equity and the results of these subsidiaries, before any inter-company eliminations, are as
follows:
As at
December 31, 2024
December 31, 2023
Non-current assets
$
224,341
$
206,595
Current assets
246
1,040
Total assets
224,587
207,635
Non-current liabilities
3,938
3,938
Current liabilities
3
14
Total liabilities
3,941
3,952
Net assets
$
220,646
$
203,683
Non-controlling interest
$
67,999
$
62,780
Year ended December 31
2024
2023
Revenue
$
8
$
6
Share of profit (loss) from joint ventures
(4,618)
(320)
Expenses
(789)
(841)
Net income (loss)
$
(5,399)
$
(1,155)
Non-controlling interest
$
(1,687)
$
(308)
Year ended December 31
2024
2023
Cash provided by (used in) operating activities
$
(660)
$
(646)
Cash provided by (used in) financing activities
10,846
10,607
Cash provided by (used in) investing activities
(10,146)
(9,951)
Net increase (decrease) in cash and cash equivalents
$
40
$
10
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
99
FIRST CAPITAL REIT ANNUAL REPORT 2024
24. CO-OWNERSHIP INTERESTS
First Capital has co-ownership interests in several properties, as listed below, that are subject to joint control and represent
joint operations under IFRS 11, "Joint Arrangements". First Capital recognizes its share of the direct rights to the assets and
obligations for the liabilities of these co-ownerships in the consolidated financial statements.
Ownership Interest
Property
Location
December 31, 2024
December 31, 2023
101 Yorkville Avenue
Toronto, ON
50%
50%
102 Atlantic Avenue
Toronto, ON
50%
50%
328 Bloor Street West
Toronto, ON
50%
50%
897-901 Eglinton Avenue West
Toronto, ON
50%
50%
Yonge & Roselawn
Toronto, ON
50%
50%
Amberlea Shopping Centre
Pickering, ON
50%
50%
Gloucester City Centre
Ottawa, ON
50%
50%
Carrefour du Plateau
Gatineau, QC
50%
50%
Merivale Mall
Ottawa, ON
50%
50%
Galeries de Repentigny
Repentigny, QC
50%
50%
Galeries Brien Ouest/Est
Repentigny, QC
50%
50%
Gateway Village
St. Albert, AB
50%
50%
320-326 Bloor Street West
Toronto, ON
50%
50%
261 Queens Quay East (Bayside Village)
Toronto, ON
50%
50%
Midland (land)
Midland, ON
50%
50%
Hunt Club – Petrocan
Ottawa, ON
50%
50%
Gatineau Portfolio (1)
Gatineau, QC
50%
50%
Hunt Club Marketplace
Ottawa, ON
66.6%
66.6%
Lachenaie Properties
Lachenaie, QC
50%
50%
South Oakville Properties (2)
Oakville, ON
50%
50%
Whitby Mall
Whitby, ON
50%
50%
Thickson Mall
Whitby, ON
50%
50%
St. Hubert Portfolio (3)
St. Hubert, QC
50%
50%
Ottawa Portfolio (3)
Ottawa, ON
50%
50%
West Island Portfolio (4)
Beaconsfield, QC / Kirkland, QC
50%
50%
Burlington Portfolio (5)
Burlington, ON
50%
50%
Seton Gateway
Calgary, AB
100%
50%
Sherwood Park (6)
Sherwood Park, AB
50%
50%
The Edmonton Brewery District
Edmonton, AB
50%
50%
138 Yorkville Avenue
Toronto, ON
33.3%
33.3%
Meadowbrook Centre
Edmonton, AB
50%
50%
Lakeview Plaza
Calgary, AB
50%
50%
West Springs Village
Calgary, AB
50%
50%
216 Elgin Street
Ottawa, ON
50%
50%
221 - 227 Sterling
Toronto, ON
35%
35%
London Portfolio (7)
London, ON
49.5%
49.5%
1071 King Street West
Toronto, ON
25.0%
66.6%
(1) Gatineau Portfolio includes Place Cite des Jeunes, Place Nelligan and Carrefour du Versant Ouest/Est.
(2) South Oakville Properties includes one property at 50% interest, with the remaining properties held at 100% interest.
(3) St. Hubert Portfolio includes Carrefour St-Hubert, Plaza Actuel and Promenades du Parc. Ottawa Portfolio includes Loblaws Plaza, Eagleson Place and Strandherd Crossing.
(4) West Island Portfolio includes Centre Commercial Beaconsfield, Plaza Beaconsfield, Centre St-Charles, Centre Kirkland and Place Kirkland.
(5) Burlington Portfolio includes Burlingwood Shopping Centre and Beacon Hill Plaza.
(6) Sherwood Park includes Sherwood Centre, Sherwood Towne Square, Village Market and Sherwood Centre 1000 Alder Avenue.
(7) London Portfolio includes Wellington Corners, Sunningdale Village, Byron Village, Hyde Park Plaza, Stoneybrook Plaza and Adelaide Shoppers.
FIRST CAPITAL REIT ANNUAL REPORT 2024
100
Ownership Interest
Property
Location
December 31, 2024
December 31, 2023
200 West Esplanade (Empire Theatres)
North Vancouver, BC
—%
50%
400 King Street West (1)
Toronto, ON
50%
50%
1120 Kingston Road (1)
Toronto, ON
—%
60%
(1) Co-ownership interests held by MMUR.
25. SUPPLEMENTAL OTHER COMPREHENSIVE INCOME (LOSS)
INFORMATION
(a) Accumulated other comprehensive income (loss)
Year ended December 31
2024
2023
Opening
Balance
January 1
Net Change
During
the Year
Closing
Balance
December 31
Opening
Balance
January 1
Net Change
During
the Year
Closing
Balance
December 31
Unrealized gain (loss) on cash flow
hedges
(3,122)
(11,037)
(14,159)
14,496
(17,618)
(3,122)
Accumulated other comprehensive
income (loss)
$
(3,122) $
(11,037) $
(14,159) $
14,496 $
(17,618) $
(3,122)
(b) Tax effects relating to each component of other comprehensive income (loss)
Year ended December 31
2024
2023
Before-Tax
Amount
Tax (Expense)
Recovery
Net of Tax
Amount
Before-Tax
Amount
Tax (Expense)
Recovery
Net of Tax
Amount
Unrealized gain (loss) on cash flow
hedges
$
(23,274) $
9,077 $
(14,197) $
(32,727) $
12,764 $
(19,963)
Reclassification of net (gain) loss on
cash flow hedges to net income
(loss)
5,180
(2,020)
3,160
3,845
(1,500)
2,345
Other comprehensive income (loss)
$
(18,094) $
7,057 $
(11,037) $
(28,882) $
11,264 $
(17,618)
26. SUPPLEMENTAL CASH FLOW INFORMATION
(a) Items not affecting cash and other items
Year ended December 31
Note
2024
2023
Straight-line rent adjustment
15
$
(7,168) $
414
Unit-based compensation expense
14
10,615
9,583
Unrealized (gain) loss on marketable securities classified as FVTPL
19
(445)
533
Net (gain) loss on early settlement of debt
19
8
—
(Gain) loss on Investment
19
—
(1,007)
Investment property selling costs
19
3,432
3,336
(Gain) loss on foreign currency translation
19
16,291
(8,659)
(Gain) loss on mark-to-market of derivatives
19
(16,221)
18,008
Increase (decrease) in value of unit-based compensation
14
5,381
(6,237)
Increase (decrease) in value of Exchangeable Units
—
(88)
Deferred income taxes expense (recovery)
20
14,290
(4,796)
Total
$
26,183 $
11,087
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
101
FIRST CAPITAL REIT ANNUAL REPORT 2024
(b) Net changes in other working capital items
The net changes in other working capital assets and liabilities consists of the following:
Year ended December 31
2024
2023
Amounts receivable
$
5,944 $
4,522
Prepaid expenses
133
2,788
Trade payables and accruals
(17,728)
9,247
Tenant security and other deposits
3,873
2,261
Residential development inventory
(35,179)
(34,242)
Other working capital changes
(13,769)
(12,897)
Total
$
(56,726) $
(28,321)
(c) Changes in loans, mortgages and other assets
Year ended December 31
2024
2023
Advances of loans and mortgages receivable
$
(17,566) $
(10,558)
Repayments of loans and mortgages receivable
53,771
66,146
Other investments, net
(1,114)
(1,798)
Total
$
35,091 $
53,790
(d) Cash and cash equivalents
As at
December 31, 2024
December 31, 2023
Cash and cash equivalents
$
150,291
$
87,421
27. COMMITMENTS AND CONTINGENCIES
(a) First Capital is involved in litigation and claims which arise from time to time in the normal course of business. None
of these contingencies, individually or in aggregate, would result in a liability that would have a significant adverse
effect on the financial position of FCR.
(b) First Capital is contingently liable, jointly and severally or as guarantor, for approximately $194.1 million
(December 31, 2023 – $168.1 million) to various lenders in connection with certain third-party obligations, including,
without limitation, loans advanced to its joint arrangement partners secured by the partners’ interest in the joint
arrangements and underlying assets.
(c) First Capital is contingently liable by way of letters of credit in the amount of $31.4 million (December 31, 2023 –
$28.6 million), issued by financial institutions on FCR's behalf in the ordinary course of business.
(d) First Capital has obligations as lessee under long-term leases for land. Annual commitments under these ground
leases are approximately $0.7 million (December 31, 2023 – $0.7 million) with a total obligation of $18.3 million
(December 31, 2023 – $19.0 million).
FIRST CAPITAL REIT ANNUAL REPORT 2024
102
28. RELATED PARTY TRANSACTIONS
(a) Subsidiaries of the Trust
The audited annual consolidated financial statements include the financial statements of First Capital Real Estate
Investment Trust and all of its subsidiaries, including First Capital Realty Inc., First Capital REIT Limited Partnership and
First Capital Holdings Trust. First Capital Realty Inc. and First Capital Holdings Trust are the significant subsidiaries of the
Trust and are wholly owned.
(b) Compensation of Key Management Personnel
Aggregate compensation for Trustees and the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer
included in corporate expenses is as follows:
Year ended December 31
2024
2023
Salaries and short-term employee benefits
$
4,783
$
4,483
Unit-based compensation (non-cash compensation expense)
7,672
6,822
$
12,455
$
11,305
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – continued
103
FIRST CAPITAL REIT ANNUAL REPORT 2024
Unitholder Information
HEAD OFFICE
Shops at King Liberty
MONTREAL OFFICE
Place Viau
CALGARY OFFICE
EDMONTON OFFICE
Edmonton Brewery District
VANCOUVER OFFICE
Shops at New West
TRANSFER AGENT
Computershare Trust Company
of Canada
EXECUTIVE LEADERSHIP TEAM
Adam Paul
Neil Downey
Jordan Robins
Carmine Francella
Alison Harnick
Michele Walkau
AUDITOR
Ernst & Young LLP
TRUSTEES
Paul Douglas
Leonard Abramsky
Sheila Botting
Ian Clarke
Dayna Gibbs
Ira Gluskin
Annalisa King
Al Mawani
Richard Nesbitt
Adam Paul
FCR.CA