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Retail Opportunity Investments Corp (ROIC) SEC Filing 8-K Material Event for the period ending Tuesday, February 19, 2019

Retail Opportunity Investments Corp

CIK: 1407623 Ticker: ROIC

Retail Opportunity Investments Corp.                 TRADED: NASDAQ: ROIC
11250 El Camino Real, Suite 200
San Diego, CA 92130        

FOR IMMEDIATE RELEASE
Tuesday, February 19, 2019

Retail Opportunity Investments Corp. Reports 2018 Results
San Diego, CA, February 19, 2019 - Retail Opportunity Investments Corp. (NASDAQ:ROIC) announced today financial and operating results for the twelve and three months ended December 31, 2018.
YEAR 2018 HIGHLIGHTS
$42.7mm of net income attributable to common stockholders ($0.38 per diluted share)
$142.1mm in Funds From Operations(1) ($1.14 per diluted share)
97.7% portfolio lease rate at year-end 2018 (5th consecutive year above 97%)
1.5 million square feet of leases executed (new and renewed)
21.7% increase in same-space cash rents on new leases (9.1% increase on renewals)
2.5% increase in same-center cash net operating income (2018 vs. 2017)
$43.6 million of shopping center acquisitions
$28.0 million of property dispositions
$25.4 million of common equity raised through ATM program
89.5% of total debt effectively fixed-rate at year-end
94.7% of portfolio’s gross leasable area unencumbered at year-end
4.0% increase in total cash dividends paid (2018 vs. 2017)
4TH QUARTER 2018 HIGHLIGHTS
$10.5mm of net income attributable to common stockholders ($0.09 per diluted share)
$36.5 million in Funds From Operations(1) ($0.29 per diluted share)
2.5% increase in same-center cash net operating income (4Q’18 vs. 4Q’17)
26.8% increase in same-space cash rents on new leases (12.0% increase on renewals)
$0.1950 quarterly cash dividend paid in 4Q’18
$0.1970 quarterly cash dividend declared in 1Q’19
_______________________________________
(1) A reconciliation of GAAP net income to Funds From Operations (FFO) is provided at the end of this press release.
Stuart A. Tanz, President and Chief Executive Officer of Retail Opportunity Investments Corp. stated, “During 2018, we again achieved strong, record-setting results with property operations. We leased a record 1.5 million square feet during



the year, more than double the amount of space originally scheduled to expire. For the fifth consecutive year we achieved a portfolio lease rate above 97%, ending 2018 at a new record high year-end rate of 97.7%. Additionally, for the seventh consecutive year, we achieved same-center NOI growth, along with again achieving strong, double-digit growth in our releasing spreads, specifically a 21.7% increase on new leases.” Tanz also commented, “During 2018, we embarked on several key initiatives aimed at enhancing the long-term intrinsic value and competitive strength of the company’s portfolio, most notably focusing on disposing non-core properties and identifying densification opportunities. Additionally, in terms of balance sheet initiatives, during 2018 we raised equity, reduced secured debt and enhanced our debt maturity schedule.”
FINANCIAL SUMMARY
For the twelve months ended December 31, 2018, GAAP net income attributable to common stockholders was $42.7 million, or $0.38 per diluted share, as compared to GAAP net income of $38.5 million, or $0.35 per diluted share for the twelve months ended December 31, 2017. For the three months ended December 31, 2018, GAAP net income attributable to common stockholders was $10.5 million, or $0.09 per diluted share, as compared to GAAP net income of $10.8 million, or $0.10 per diluted share for the three months ended December 31, 2017.
FFO for the full year 2018 was $142.1 million, or $1.14 per diluted share, as compared to $138.9 million in FFO, or $1.14 per diluted share, for the full year 2017. FFO for the fourth quarter of 2018 was $36.5 million, or $0.29 per diluted share, as compared to $37.0 million in FFO, or $0.30 per diluted share for the fourth quarter of 2017. ROIC reports FFO as a supplemental performance measure in accordance with the definition set forth by the National Association of Real Estate Investment Trusts. A reconciliation of GAAP net income to FFO is provided at the end of this press release.
At December 31, 2018, ROIC had a total market capitalization of approximately $3.5 billion, including approximately $1.5 billion of principal debt outstanding and an equity market capitalization of approximately $2.0 billion. ROIC’s principal debt outstanding was comprised of $86.7 million of mortgage debt and approximately $1.4 billion of unsecured debt, including $156.0 million outstanding on its unsecured revolving credit facility at December 31, 2018. During 2018, ROIC retired two mortgage loans, totaling $18.9 million. Additionally, during the fourth quarter ROIC entered into additional interest rate swap agreements regarding its $300 million floating-rate unsecured term loan. Taking into account the new swap agreements, together with the existing agreements, the interest rate on the term loan is fixed through it’s maturity in 2022 at a blended annual rate of 3.1%. For the fourth quarter of 2018, ROIC’s interest coverage was 3.4 times and 94.7% of its portfolio was unencumbered (based on gross leasable area) at year-end 2018. Additionally, at December 31, 2018, 89.5% of ROIC’s total debt was effectively fixed-rate with a remaining weighted average maturity of 6.7 years. ROIC currently has no scheduled debt maturities in 2019 or 2020.
ACQUISITION & DISPOSITION SUMMARY
During 2018, ROIC completed a total of $43.6 million of acquisitions, including two grocery-anchored shopping centers totaling $34.6 million, one freestanding pad for $4.0 million at an existing ROIC grocery-anchored shopping center, and one redevelopment site for $5.0 million adjacent to an existing ROIC grocery-anchored shopping center. Additionally, during 2018 ROIC sold one property for $28.0 million.
2019 DISPOSITION ACTIVITY
In February 2019, ROIC sold Vancouver Market Center for $17.0 million. Additionally, ROIC currently has a contract to sell a property for approximately $13.5 million.
PROPERTY OPERATIONS SUMMARY
At December 31, 2018, ROIC’s portfolio was 97.7% leased. For the full year 2018, same-center net operating income (NOI) was $172.5 million, as compared to $168.3 million in same-center NOI for the full year 2017, representing a 2.5% increase. For the fourth quarter of 2018, same-center NOI was $47.4 million, as compared to $46.2 million in same-center NOI for the fourth quarter of 2017, representing a 2.5% increase. ROIC reports same-center NOI on a cash basis. A reconciliation of GAAP operating income to same-center NOI is provided at the end of this press release.



For the full year 2018, ROIC executed 406 leases, totaling approximately 1.5 million square feet, including 156 new leases, totaling approximately 440,939 square feet, achieving a 21.7% increase in same-space comparative base rent, and 250 renewed leases, totaling approximately 1.1 million square feet, achieving a 9.1% increase in base rent. During the fourth quarter of 2018, ROIC executed 109 leases, totaling 402,008 square feet, including 40 new leases, totaling 117,649 square feet, achieving a 26.8% increase in same-space comparative base rent, and 69 renewed leases, totaling 284,359 square feet, achieving a 12.0% increase in base rent. ROIC reports same-space comparative base rent on a cash basis.
CAPITAL MARKETS SUMMARY
During 2018, ROIC issued approximately 1.3 million shares of common stock through its ATM program, raising approximately $25.4 million in net proceeds. During the fourth quarter of 2018, ROIC did not issue any shares of common stock.
CASH DIVIDEND
On December 28, 2018, ROIC distributed a $0.1950 per share cash dividend. For the year 2018, ROIC distributed cash dividends totaling $0.78 per share, representing a 4.0% increase over dividends paid during 2017. On February 19, 2019, ROIC’s board of directors declared a cash dividend of $0.1970 per share, payable on March 28, 2019 to stockholders of record on March 14, 2019.
2019 FFO GUIDANCE
ROIC currently estimates that FFO for the full year 2019 to be within the range of $1.11 to $1.15 per diluted share, and net income to be within the range of $0.40 to $0.44 per diluted share. The following table provides a reconciliation of GAAP net income to FFO (in thousands, except per share data and percentages).

 
Year Ended December 31, 2019 (1)
 
Low End
 
High End
GAAP net income applicable to stockholders
$
45,886

 
$
50,926

Plus: Depreciation and amortization
100,838

 
102,653

Less: Gain on sale of real estate
(12,000
)
 
(14,000
)
Funds from operations (FFO) – basic
134,724

 
139,579

Net income attributable to non-controlling interests
4,581

 
4,746

Funds from operations (FFO) – diluted
$
139,305

 
$
144,325

 
 
 
 
Diluted Shares
125,500

 
125,500

 
 
 
 
Earnings per share (diluted)
$
0.40

 
$
0.44

FFO per share (diluted)
$
1.11

 
$
1.15

 
 
 
 
Key Assumptions
 
 
 
Acquisitions
$

 
$
50,000

Dispositions
$
50,000

 
$
50,000

Debt retired
$
50,000

 
$

 
 
 
 
Same-center cash NOI growth (vs 2018)
2
%
 
3
%
_______________________________________
(1) Included in ROIC’s 2019 FFO Guidance is $0.02 to $0.03 per diluted share of projected expenses attributable to: i) additional interest expense in connection with swap agreements entered into in December 2018 locking in the interest rate on the company’s $300 million unsecured term loan through its maturity in 2022; and ii) additional general and administrative expenses as a result of the FASB accounting rule change requiring certain costs associated with leasing activities to be expensed rather than capitalized starting in January 2019.




ROIC’s management will discuss the company’s guidance and underlying assumptions on its February 20, 2019 conference call. ROIC’s guidance is a forward-looking statement and is subject to risks and other factors described elsewhere in this press release.
CONFERENCE CALL
ROIC will conduct a conference call and audio webcast to discuss its results on Wednesday, February 20, 2019 at 9:00a.m. Eastern Time / 6:00 a.m. Pacific Time. Those interested in participating in the conference call should dial (877) 312-8783 (domestic), or (408) 940-3874 (international) at least ten minutes prior to the scheduled start of the call. When prompted, provide the Conference ID: 8872579. A live webcast will also be available in listen-only mode at http://www.roireit.net/. The conference call will be recorded and available for replay beginning at 12:00 p.m. Eastern Time on February 20, 2019 and will be available until 12:00a.m. Eastern Time on February 27, 2019. To access the conference call recording, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and use the Conference ID: 8872579. The conference call will also be archived on http://www.roireit.net/ for approximately 90 days.
ABOUT RETAIL OPPORTUNITY INVESTMENTS CORP.
Retail Opportunity Investments Corp. (NASDAQ: ROIC), is a fully-integrated, self-managed real estate investment trust (REIT) that specializes in the acquisition, ownership and management of grocery-anchored shopping centers located in densely-populated, metropolitan markets across the West Coast.  As of December 31, 2018, ROIC owned 91 shopping centers encompassing approximately 10.5 million square feet.  ROIC is the largest publicly-traded, grocery-anchored shopping center REIT focused exclusively on the West Coast.  ROIC is a member of the S&P SmallCap 600 Index and has investment-grade corporate debt ratings from Moody's Investor Services and Standard & Poor's.  Additional information is available at: www.roireit.net.
When used herein, the words "believes," "anticipates," "projects," "should," "estimates," "expects," “guidance” and similar expressions are intended to identify forward-looking statements with the meaning of that term in Section 27A of the Securities Act of 1933, as amended, and in Section 21F of the Securities and Exchange Act of 1934, as amended. Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results of ROIC to differ materially from future results expressed or implied by such forward-looking statements. Information regarding such risks and factors is described in ROIC's filings with the SEC, including its most recent Annual Report on Form 10-K, which is available at: www.roireit.net.




RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Balance Sheets
(In thousands, except share data)
 
December 31,
 
2018
 
2017
ASSETS
 

 
 

Real Estate Investments:
 

 
 

Land
$
894,240

 
$
878,797

Building and improvements
2,266,232

 
2,230,600

 
3,160,472

 
3,109,397

Less:  accumulated depreciation
329,207

 
260,115

Real Estate Investments, net
2,831,265

 
2,849,282

Cash and cash equivalents
6,076

 
11,553

Restricted cash
1,373

 
5,412

Tenant and other receivables, net
46,832

 
43,257

Deposits

 
500

Acquired lease intangible assets, net
72,109

 
82,778

Prepaid expenses
4,194

 
2,853

Deferred charges, net
33,857

 
37,167

Other
7,365

 
6,396

Total assets
$
3,003,071

 
$
3,039,198

 
 
 
 
LIABILITIES AND EQUITY
 

 
 

Liabilities:
 

 
 

Term loan
$
299,076

 
$
298,816

Credit facility
153,689

 
140,329

Senior Notes
941,449

 
940,086

Mortgage notes payable
88,511

 
107,915

Acquired lease intangible liabilities, net
166,146

 
178,984

Accounts payable and accrued expenses
15,488

 
18,638

Tenants’ security deposits
7,065

 
6,771

Other liabilities
23,219

 
18,018

Total liabilities
1,694,643

 
1,709,557

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Equity:
 

 
 

Preferred stock, $0.0001 par value 50,000,000 shares authorized; none issued and outstanding

 

Common stock, $0.0001 par value, 500,000,000 shares authorized; 113,992,837 and 112,347,451 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively
11

 
11

Additional paid-in capital
1,441,080

 
1,412,590

Dividends in excess of earnings
(256,438
)
 
(210,490
)
Accumulated other comprehensive income
3,561

 
1,856

Total Retail Opportunity Investments Corp. stockholders’ equity
1,188,214

 
1,203,967

Non-controlling interests
120,214

 
125,674

Total equity
1,308,428

 
1,329,641

Total liabilities and equity
$
3,003,071

 
$
3,039,198

 
 
 
 



RETAIL OPPORTUNITY INVESTMENTS CORP.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2018
 
2017
 
2018
 
2017
Revenues
 
 
 
 
 

 
 

Base rents
$
56,797

 
$
55,686

 
$
223,797

 
$
210,564

Recoveries from tenants
16,717

 
15,718

 
65,804

 
58,818

Other income
1,644

 
1,350

 
6,197

 
3,878

Total revenues
75,158

 
72,754

 
295,798

 
273,260

 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
Property operating
11,206

 
10,521

 
43,851

 
39,151

Property taxes
8,361

 
7,862

 
32,349

 
29,663

Depreciation and amortization
24,955

 
24,926

 
100,838

 
96,256

General and administrative expenses
3,627

 
3,312

 
14,918

 
14,103

Acquisition transaction costs

 

 

 
4

Other expense
89

 
103

 
478

 
418

Total operating expenses
48,238

 
46,724

 
192,434

 
179,595

 
 
 
 
 
 
 
 
Gain on sale of real estate

 

 
5,890

 

 
 
 
 
 
 
 
 
Operating income
26,920

 
26,030

 
109,254

 
93,665

Non-operating expenses
 
 
 
 
 

 
 

Interest expense and other finance expenses
(15,352
)
 
(13,917
)
 
(62,113
)
 
(50,977
)
Net income
11,568

 
12,113

 
47,141

 
42,688

Net income attributable to non-controlling interests
(1,067
)
 
(1,264
)
 
(4,405
)
 
(4,211
)
Net Income Attributable to Retail Opportunity Investments Corp.
$
10,501

 
$
10,849

 
$
42,736

 
$
38,477

 
 
 
 
 
 
 
 
Earnings per share  basic and diluted
$
0.09

 
$
0.10

 
$
0.38

 
$
0.35

 
 
 
 
 
 
 
 
Dividends per common share
$
0.1950

 
$
0.1875

 
$
0.7800

 
$
0.7500

 
 
 
 
 
 
 
 






CALCULATION OF FUNDS FROM OPERATIONS
(Unaudited)
(In thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2018
 
2017
 
2018
 
2017
Net income attributable to ROIC
$
10,501

 
$
10,849

 
$
42,736

 
$
38,477

Plus:  Depreciation and amortization
24,955

 
24,926

 
100,838

 
96,256

Less: Gain on sale of real estate

 

 
(5,890
)
 

Funds from operations – basic
35,456

 
35,775

 
137,684

 
134,733

Net income attributable to non-controlling interests
1,067

 
1,264

 
4,405

 
4,211

Funds from operations – diluted
$
36,523

 
$
37,039

 
$
142,089

 
$
138,944

 
 
 
 
 
 
 
 

SAME-CENTER CASH NET OPERATING INCOME ANALYSIS
(Unaudited)
(In thousands, except number of shopping centers and percentages)
 
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
2018
 
2017
 
$ Change
 
% Change
 
2018
 
2017
 
$ Change
 
% Change
Number of shopping centers included in same-center analysis
84

 
84

 
 
 
 
 
78

 
78

 
 
 
 
Same-center occupancy
97.7
%
 
97.5
%
 
 
 
0.2
 %
 
97.6
%
 
97.5
%
 
 
 
0.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Base rents
$
48,229

 
$
46,666

 
$
1,563

 
3.3
 %
 
$
178,508

 
$
173,340

 
$
5,168

 
3.0
 %
 
Percentage rent
1,263

 
1,117

 
146

 
13.1
 %
 
1,402

 
1,428

 
(26
)
 
(1.8
)%
 
Recoveries from tenants
15,797

 
14,953

 
844

 
5.6
 %
 
57,579

 
54,963

 
2,616

 
4.8
 %
 
Other property income
543

 
1,277

 
(734
)
 
(57.5
)%
 
2,425

 
3,711

 
(1,286
)
 
(34.7
)%
Total Revenues
65,832

 
64,013

 
1,819

 
2.8
 %
 
239,914

 
233,442

 
6,472

 
2.8
 %
Operating Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property operating expenses
10,616

 
9,919

 
697

 
7.0
 %
 
38,832

 
36,003

 
2,829

 
7.9
 %
 
Bad debt expense
152

 
411

 
(259
)
 
(63.0
)%
 
863

 
1,597

 
(734
)
 
(46.0
)%
 
Property taxes
7,651

 
7,436

 
215

 
2.9
 %
 
27,691

 
27,530

 
161

 
0.6
 %
Total Operating Expenses
18,419

 
17,766

 
653

 
3.7
 %
 
67,386

 
65,130

 
2,256

 
3.5
 %
Same-Center Cash Net Operating Income
$
47,413

 
$
46,247

 
$
1,166

 
2.5
 %
 
$
172,528

 
$
168,312

 
$
4,216

 
2.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





SAME-CENTER CASH NET OPERATING INCOME RECONCILIATION
(Unaudited)
(In thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2018
 
2017
 
2018
 
2017
GAAP operating income
$
26,920

 
$
26,030

 
$
109,254

 
$
93,665

Depreciation and amortization
24,955

 
24,926

 
100,838

 
96,256

General and administrative expenses
3,627

 
3,312

 
14,918

 
14,103

Acquisition transaction costs

 

 

 
4

Other expense
89

 
103

 
478

 
418

Gain on sale of real estate

 

 
(5,890
)
 

Property revenues and other expenses (1)
(4,741
)
 
(5,421
)
 
(18,907
)
 
(22,492
)
Total Company cash NOI
50,850

 
48,950

 
200,691

 
181,954

Non same-center cash NOI
(3,437
)
 
(2,703
)
 
(28,163
)
 
(13,642
)
Same-center cash NOI
$
47,413

 
$
46,247

 
$
172,528

 
$
168,312

 
 
 
 
 
 
 
 
____________________
(1)
Includes straight-line rents, amortization of above and below-market lease intangibles, anchor lease termination fees, net of contractual amounts, and expense and recovery adjustments related to prior periods.

NON-GAAP DISCLOSURES
Funds from operations (“FFO”), is a widely recognized non-GAAP financial measure for REITs that the Company believes when considered with financial statements presented in accordance with GAAP, provides additional and useful means to assess its financial performance. FFO is frequently used by securities analysts, investors and other interested parties to evaluate the performance of REITs, most of which present FFO along with net income as calculated in accordance with GAAP. The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income attributable to common stockholders (determined in accordance with GAAP) excluding gains or losses from debt restructuring, sales of depreciable property and impairments, plus real estate related depreciation and amortization, and after adjustments for partnerships and unconsolidated joint ventures.
The Company uses cash net operating income (“NOI”) internally to evaluate and compare the operating performance of the Company’s properties. The Company believes cash NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level, and when compared across periods, can be used to determine trends in earnings of the Company’s properties as this measure is not affected by the non-cash revenue and expense recognition items, the cost of the Company’s funding, the impact of depreciation and amortization expenses, gains or losses from the acquisition and sale of operating real estate assets, general and administrative expenses or other gains and losses that relate to the Company’s ownership of properties. The Company believes the exclusion of these items from operating income is useful because the resulting measure captures the actual revenue generated and actual expenses incurred in operating the Company’s properties as well as trends in occupancy rates, rental rates and operating costs. Cash NOI is a measure of the operating performance of the Company’s properties but does not measure the Company’s performance as a whole and is therefore not a substitute for net income or operating income as computed in accordance with GAAP. The Company defines cash NOI as operating revenues (base rent and recoveries from tenants), less property and related expenses (property operating expenses and property taxes), adjusted for non-cash revenue and operating expense items such as straight-line rent and amortization of lease intangibles, debt-related expenses and other adjustments. Cash NOI also excludes general and administrative expenses, depreciation and amortization,



acquisition transaction costs, other expense, interest expense, gains and losses from property acquisitions and dispositions, extraordinary items, tenant improvements and leasing commissions. Other REITs may use different methodologies for calculating cash NOI, and accordingly, the Company’s cash NOI may not be comparable to other REITs.

Contact:
Ashley Rubino, Investor Relations
858-255-4913
arubino@roireit.net


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 8-K
_________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 19, 2019

RETAIL OPPORTUNITY INVESTMENTS CORP.
(Exact Name of Registrant as Specified in Its Charter)
_________________
Maryland 
(State or other jurisdiction of incorporation)
001-33749 
(Commission
File Number)
26-0500600 
(I.R.S. Employer
Identification No.)
_________________
RETAIL OPPORTUNITY INVESTMENTS PARTNERSHIP, LP
(Exact Name of Registrant as Specified in Its Charter)
_________________
Delaware 
(State or other jurisdiction of incorporation)
333-189057-01 
(Commission File Number)
94-2969738 
(LR.S. Employer Identification No.)
11250 El Camino Real, Suite 200 San Diego, California
(858) 677-0900 
(Registrants' Telephone Number, Including Area Code)
92130
(Zip Code)
 
Not applicable 
(Former Name or Former Address, if Changed Since Last Report)
 
_________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[_]    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

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

[_]    Emerging growth company

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




Item 2.02.    Results of Operations and Financial Condition.
On February 19, 2019, Retail Opportunity Investments Corp. (the "Company") issued an earnings release announcing its financial results for the quarter and year ended December 31, 2018. A copy of the earnings release is attached as Exhibit 99.1 hereto and incorporated herein by reference. On February 19, 2019, in connection with this earnings release, the Company posted certain supplemental information regarding the Company's operations for the quarter ended December 31, 2018 on its website, www.roireit.net. A copy of the supplemental information is attached as Exhibit 99.2 hereto and incorporated herein by reference.
The information in this Current Report, including the exhibits hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.        






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RETAIL OPPORTUNITY INVESTMENTS CORP.
Dated: February 19, 2019
By:
/s/ Michael B. Haines    
Name: Michael B. Haines
Title: Chief Financial Officer
RETAIL OPPORTUNITY INVESTMENTS
PARTNERSHIP, LP
By:
RETAIL OPPORTUNITY INVESTMENTS GP, LLC, its general partner
By:
/s/ Michael B. Haines    
Name: Michael B. Haines
Title: Chief Financial Officer

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Definitive Proxy Statement (Form DEF 14A)
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Retail Opportunity Investments Corp's Definitive Proxy Statement (Form DEF 14A) filed after their 2019 10-K Annual Report includes:

  • Voting Procedures
  • Board Members
  • Executive Team
  • Salaries, Bonuses, Perks
  • Peers / Competitors

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Retail Opportunity Investments Corp provided additional information to their SEC Filing as exhibits

Ticker: ROIC
CIK: 1407623
Form Type: 8-K Corporate News
Accession Number: 0001407623-19-000003
Submitted to the SEC: Tue Feb 19 2019 4:19:48 PM EST
Accepted by the SEC: Tue Feb 19 2019
Period: Tuesday, February 19, 2019
Industry: Real Estate Investment Trusts
Events:
  1. Earnings Release
  2. Financial Exhibit

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