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  DLC Realty Trust (DLC)IPOreport
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Ambow Education Holding (AMBO)

DLC Realty Trust (DLC), $848mm market cap at price range mid-point of $16

Scheduled for Wednesday, August 11

SUMMARY

A recently formed up REIT

Compare/contrast with Excel Trust (EXL) & Simon Properties (SPG), both of which are in the shopping center ownership/leasing businesses

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

DLC Realty Trust (DLC)

$848

n/a

n/a

2.0

2.0

Excel Trust (EXL), REIT retail

$180

n/a

n/a

0.9

1.0

IPO April 22 @$14, off 18%

Simon Property Group (SPG)

$27,270

n/a

n/a

5.9

5.9

VALUATION

. Simon is one of the big elephant industry leaders and yields 2.6%. DLC is no Simon Properties
. DLC is more like Excel Trust, valued about 1 times book, but Excel’s distribution potential is not as clear as DLC’s.

. Because DLC is a new ‘up-reit’ and because competitors to Excel Trust that are listed at Google Finance mostly yield over 5%, DLC appears overpriced at $16 with a 4.3% estimated distribution target

UP-REIT

. Formed as a Maryland corporation on March 8, 2010.

. Acquiring properties for the purpose of the IPO

DISTRIBUTION POLICY

$.70 annually

4.3% return at price range mid-point of $16

Payout ratio based of 2011estimated cash available for distribution as of March 31, 2011: 108%

BUSINESS

. 13th largest private owner of shopping centers in the United States as of December 2009, according to Retail Traffic magazine
. As of December 31, 2009, portfolio consisted of 86 shopping centers totaling approximately 13.4 million square feet of gross leasable area, or GLA, located in 24 states
. Portfolio was 88.3% leased as of March 31, 2010, with approximately 1.6 million square feet of GLA available for leasing.

ACQUISITION CRITERIA

DLC targets acquisitions that may have significant upside through one or more of the following:

. Vacant space for immediate lease-up,
. Below-market rents in the existing tenancy,
. Expansion opportunities,
. Reducible cost structures,
. Economies of scale and/or repositioning or redevelopment opportunities.

DLC believes its focus differentiates it from many competitors, who frequently target core, stabilized properties.
DLC also seeks to acquire assets in opportunistic off-market transactions

USE OF IPO PRODEEDS

$500mm

Repay debt & IPO expenses

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