Q4 2023 AFC Gamma Inc Earnings Call

Participants

Gabe Katz; Chief Legal Officer; AFC Gamma Inc

Leonard Tannenbaum; Chief Investment Officer & Executive Chairman; AFC Gamma Inc

Daniel Neville; Partner & Chief Executive Officer; AFC Gamma Inc

Brandon Hetzel; Chief Financial Officer, Treasurer; AFC Gamma Inc

Pablo Zuanic; Analyst; Zuanic & Associates

Presentation

Operator

Good morning, and welcome to AFC games Earnings Conference Call for the Fourth Quarter and Fiscal Year Ended December 31, 2023. (Operator Instructions) As a reminder, this call is being recorded, and I would now like to turn the call over to Gabriel Katz, chief legal officer. Please go ahead.

Gabe Katz

Good morning, and thank you all for joining AFC earnings call for the fourth quarter and fiscal year ended December 31st, 2023. I'm joined this morning by Leonard Tannenbaum, our Executive Chairman; Daniel Neville, our Chief Executive Officer; Rob Tanenbaum, our President; and Brandon Hensel our Chief Financial Officer.
Before we begin, I would like to note that this call is being recorded. Replay information is included in our January 31, 2024 press release and is posted on the Investor Relations portion of AFC gamma website at AFC gamma.com, along with our fourth quarter and fiscal year 2023 earnings release and investor presentation.
Today's conference call includes forward-looking statements and projections that reflect the Company's current views with respect to, among other things, future market developments, anticipated portfolio yield and financial performance and projections in 2024 and beyond. These statements are subject to inherent uncertainties in predicting future results. Please refer to AFC Gamma as most recent periodic filings with the SEC for certain conditions and significant factors that could cause actual results to differ materially from these forward-looking statements and projections.
During this call, we will refer to distributable earnings, which is a non-GAAP financial measure reconciliations of net income. The most comparable GAAP measure to distributable earnings can be found in AFC Gamma's earnings release and investor presentation available on AFC Gamma website.
The format for today's call is as follows. Len and Dan will provide introductory remarks an overview of our fourth quarter and full year financial performance as well as some strategic commentary. Brandon will summarize our financial results, and we will then open the lines for Q&A.
With that, I will now turn the call over to our Executive Chairman, Leonard Tannenbaum.

Leonard Tannenbaum

Thank you. Good morning, and welcome to AFC earnings call for the quarter and fiscal year ended December 31, 2023. I would like to thank everyone for joining us today to discuss our results for the quarter ended December 31st, 2023 AFC. generated distributable earnings of $0.49 per basic weighted average share of common stock.
As a reminder, distributable earnings is the primary metric the Board considers when declaring AFC.'s quarterly dividend. The Board of Directors declared a $0.48 dividend per share for the December quarter, which was in line with the previous two quarters since going public, we have generated distributable earnings that have met or exceeded our dividend each quarter and paid out $5.54 per share in dividends, including paying out to $2 per share during fiscal 2023.
For the full year 2023 AFC paid out approximately 99% of its distributable earnings in the form of dividends for the first quarter of 2024 the Board of Directors has declared a fourth consecutive $0.48 dividend which will be paid on April 15 to shareholders as of record March 31, 2024. Since Dan's appointment as CEO in mid-November, the team has been very busy as we continue to evaluate our portfolio with Dean's operating lens and bottoms up investment approach.
I am pleased with the progress the team has made on some of our underperforming assets. As we have discussed two weeks ago, AFC will return to its exclusive focus on lending to the cannabis industry after the spin-off of our commercial real estate portfolio is complete as a reminder, the commercial real estate portfolio will spin off into an independent publicly-traded Reed Sunrise Realty Trust, which is expected to trade on the NASDAQ exchange under the ticker symbol SUNS.
Upon completion of the separation, we have decided to pursue this transaction because we believe that both AFC & Sons will be better positioned to grow and realize their full potential as independent pure-play capital providers in the cannabis and commercial real estate space, respectively. The separation will allow each company to focus on its respective portfolio, articulate their own clear investment thesis and have the flexibility to tailor their business strategies to best capture market opportunities within their specialization.
We expect the spinoff to be completed by mid 2024 subject to SEC review, as well as final approval by our Board of Directors as Executive Chairman and the largest shareholder of both both entities post spin-off. I am very excited about the future for AFC and Sons. Cre debt markets today represent a significant opportunity to capitalize on market dislocations, precipitated by the rise in interest rates, declining liquidity and a pullback of regional banks from CRE lending. We are also seeing a large increase in CRE deal flow in the past few weeks.
With that, I will pass it to Dan to discuss our AFC. cannabis portfolio.

Daniel Neville

Thanks, Len. Good morning. I'm excited to be speaking to you for my first earnings call as CEO of AFC. It has been a busy and productive four months since I joined AFC as CEO and dove into our portfolio and future opportunities.
Before turning to the to our portfolio pipeline and the state of the industry. I wanted to take a minute to introduce myself to analysts and investors. I bring over 15 years of leadership experience in the areas of cannabis operations, M&A and portfolio management. Previously, I was at Ascend Wellness Holdings, a multistate vertically integrated cannabis operator, where I held various roles, including CFO and a stint at interim CEO.
I was one of their first employees at Ascend and have the valuable opportunity to help grow the company's operation across seven states to 2,200 employees and over $500 million in revenue prior to that, I was a managing director at SLF capital, a special situations hedge fund. And before that, I was an investment banker at Credit Suisse.
Turning to AFC, we are one of the leading debt providers of institutional capital to the cannabis industry, which is a growing $30 billion market with a limited supply of institutional capital. We are seeing our pipeline expand mainly driven by what we call cannabis 3.0 players. These are entrepreneurs that have founded businesses in cannabis or other industries were successful and are now entering or reentering the cannabis industry.
Many of these companies are building through a combination of organic growth and opportunistically acquiring distressed assets. We are excited to finance many of these operators that have clean capital stacks and are unburdened with debt sale leasebacks or legacy tax liabilities as the march toward legalization continues, demand for capital will only increase between Ohio, Pennsylvania, Florida and Virginia, an additional 58 million Americans could gain access to adult-use cannabis in the next few years.
Additionally, states like North Carolina, South Carolina and Kentucky, are likely to implement medical programs. This is all incremental demand that will also require significant additional capital to increase grow capacity, production and distribution infrastructure and retail points of distribution. We see these cannabis 3.0 operators, along with the continued march toward legalization in the US as the opportunities to expand AFC.'s platform in a market that has continually experienced a lack of access to capital.
Since joining AFC. in November. I have met with and continue to have read your points of contact with all the borrowers in AFC.'s portfolio. I have done deep dives on six markets flown over 40,000 miles and visited and toward 11 cultivation and 28 dispensaries. The main takeaway from my travels is that AFC.'s portfolio is well positioned in a volatile yet rapidly growing cannabis industry.
Our portfolio was concentrated on operators and solid limited license states with attractive supply demand dynamics. Also through our existing borrowers. We have good exposure to early-stage and expected near term adult use transition, state states such as Missouri, New Jersey, Ohio and Pennsylvania. I firmly believe that our investment thesis has and will continue to set us up well to generate strong risk-adjusted returns.
Turning to our portfolio, we continue to make progress on reducing our exposure to underperforming assets and are actively managing our portfolio. Two borrowers remain in receivership to optimize operations and maximize value for the benefit of all stakeholders. One of our borrowers private company A, has been actively liquidating assets and has so far paid down over $53 million in principal to AFC and syndicate partners, of which $4 million of principal paydown was received during the quarter.
As we have discussed during the last several quarters, we are working closely with subsidiary of private company G., which continues to have cash flow challenges. Last quarter we mentioned that we modified the interest payments for the remainder of 2023 to ensure the borrower had adequate working capital.
AFC received the $1 million cash interest that was due in the month of October and November. However, the borrower only made a partial payment for December. The parties have negotiated a joint plan that requires the borrower to make a significant equity contribution and installed top operators in each of Pennsylvania and New Jersey to optimize operations in exchange for reduced interest rates.
This will decrease the financial burden of debt service on the borrower in the near term, we also introduced a significant cash sweep for the remainder of the loan that we anticipate will pay down both current and unpaid interest and begin to amortize the loan three maturities. The New Jersey operations will now be fully managed by a Chief Restructuring Officer with significant operating and turnaround experience in the cannabis industry.
The borrower will also enter into a management services agreement with one of the top single-state operators in Pennsylvania to both supply and operate their dispensaries with both of these attractive assets in the hands of skilled operators with significant cannabis experience. We anticipate better performance from these assets in the coming quarters.
In early January 2024 private company, l entered into an agreement to sell their operations in Missouri. This sale will translate into a $20 million reduction in principal on private companies alone, offset by $10 million in future draws to fund their cultivation build-out in Ohio. On January 3, 2024, the company received the first portion of funds leading to a reduction in principal of $11.4 million. We expect to receive the remaining $8.3 million by the end of the first half of 2024.
Turning to the originations front, we have been quite active in states such as Ohio, Pennsylvania and Florida, where transaction activity picked up due to the potential for adult use cannabis transitions in the near term. Additionally, we are pursuing opportunities in states such as Georgia and Alabama where medical programs were recently implemented.
We currently have a signed cannabis term sheet and are in documentation phase for a borrower that we are excited to lend to in a strong limited license states. We look forward to updating our analysts and investors on the transaction once closed, which we expect will be in the next month or so as of March 1, 2024, our active pipeline of cannabis deals is currently $279 million.
I am particularly pleased with the quality of the operators and the deals in the pipeline. It's largely comprised of people who have done it before know how to execute, and we're confident we'll be able to create value for all of their stakeholders.
We continue to have liquidity to make additional investments. And given the limited supply of institutional capital, we believe this will allow us to move up the quality curve while still achieving mid to high 10s IRRs. We firmly believe that AFC is uniquely positioned to be the go-to provider of capital for this growing industry.
Looking ahead in 2024 my key priorities are first to substantially address the issues at select portfolio companies through an active portfolio management approach, second, to continue to underwrite new deals with an operator's eye and diversify our portfolio and third, and finally, to originate over $100 million of new deals with strong risk-adjusted returns.
Now I'll turn it over to Brendan to discuss our financials Thank you, Dan.

Brandon Hetzel

We are pleased to report strong results in the fourth quarter and fiscal year 2023, beginning with the quarterly results for the quarter ended December 31st, 2023, we generated net interest income of $16 million and distributable earnings of $10 million or $0.49 per basic weighted average common share and had a GAAP net loss of $9.2 million or $0.45 per basic weighted average common share.
The difference between our distributable earnings of $10 million and our GAAP net loss of $9.2 million. It's mainly driven by an increase in our unrealized losses on loans held at fair value of $7.4 million and an increase in our CECL reserve of $12 million for the fourth quarter on an annual basis. For the year ended December 31, 2023, we generated net interest income of $64.2 million and distributable earnings of $41.4 million or $2.04 per basic weighted average common share and had GAAP net income of $21 million or earnings of $1.2 per basic weighted average common share.
As previously mentioned, we believe providing serial earnings is helpful to shareholders in assessing the overall performance of AFC's business. Distributable earnings represent the net income computed in accordance with GAAP, excluding non-cash items such as stock compensation expense and the unrealized gains or losses for vision for current expected credit losses, also known as CECL, taxable REIT subsidiary income or loss, net of dividends and other noncash items recorded in net income or loss for the period.
We ended the fourth quarter of 2023 with $388.3 million of principal outstanding spread across 12 borrowers. Subsequent to December 31, 2023 AFC committed $56.4 million, of which $48.9 million was funded across two commercial real estate mezzanine loans, and we continue to see attractive CRE deals and have an active pipeline of 701 million. As of March first, 2024, our portfolio consisted of $416.3 million of principal outstanding across 14 loans. The weighted average portfolio yield to maturity, which is measured for each loan over the life of such loans was approximately 21% as of December 31, 2023 and March 1, 2024.
Next, let's take a look at our balance sheet, which remains strong. As of December 31st, 2023, we had total assets of $466.6 million, including cash and cash equivalents of $121.6 million and had $42 million drawn on our line of credit, which was subsequently repaid in full on January 2, 2024. Our line of credit provides us with up to $60 million in available funds that can be drawn as needed.
Currently, the majority of our cash is earning interest of approximately 4.5% to 5.3% as of December 31, 2023, the CECL reserve was $26.4 million or approximately 8.7% of our loans at carrying value, which increased $12 million or 4% from the September 30, 2023 reserve of $14.4 million or 4.7%. In addition to the increased CECL reserve during the fourth quarter, we had an increase in and in our unrealized losses on loans at fair value of $7.4 million.
We currently have four borrowers on nonaccrual, which represents 25% of our portfolio. As of December 31, 2023, our total shareholder equity was 320.1 million, and our book value per share was $15.64. On January 12, 2024 AFC paid a dividend of $0.48 per common share for the fourth quarter to shareholders of record as of December 31, 2023.
For the fiscal year 2023, we paid out dividends of approximately 99% of our distributable earnings. As a reminder, on an annual basis, our dividend policy is to pay between 85% and 100% of distribution earnings over the year. For the first quarter of 2024, the Board of Directors declared a $0.48 dividend, which will be paid on April 15, 2024, to shareholders of record as of March 31, 2024. With that I will now turn it back over to the operator to start the Q&A.

Question and Answer Session

Operator

(Operator Instructions)
Pablo Zuanic, Zuanic & Associates.

Pablo Zuanic

So what I can associate, congrats on the progress the company's making up. Just regarding the comment, I think you made in the prepared remarks or the regional banks pulling out the industry. Can you give more color or context on that?
But on the one hand, we saw by Needham getting more more active in the space, some refinancing there as it deals report talked about, First Citizens Bank 19th largest bank entering the space in terms of lending. I don't know if those are the exceptions or more of a trend, if you can just give more color in terms of the competition you're seeing from from the banking side? Thank you.

Daniel Neville

Yes. So Pablo, thanks for the question. Mr. Dan, you are seeing a little bit more activity on Needham. They've come into the space. They were looking to grow their loan book ahead of their IPO transaction. Our understanding is that now that they've deployed some capital into the space, they're kind of taking a step back and digesting a bit for the most part.
Needham has been lending to larger public companies. And those companies often do not have the real estate coverage that we require for rate status, Tom. So I still see very good opportunities and we're not really running into some of the commercial banks like Needham or others that have played in this space.
And the second thing I'd say is that this is a $30 billion industry that's sitting within $100 billion industry between the legal and illicit market. And so as more and more states flip, there's going to be a lot more capital that is required from.
I was just thinking last night, North Carolina is a great example. That state is going to have 10 verticals, 13 million people. It's a very attractive market and it probably implements a medical program sometime in the next year or two. Those 10 verticals come with 8 stores piece.
So one vertical is $20 million for our Grow and 2 million per store. That's $36 million of capital multiplied by the 10 verticals. You know, when we look at a state flipping and $360 million of capital incremental capital demand from that seems like a pretty good opportunity. And I think there continues to be a mismatch between the supply of available funds to institutional capital and the demand for that capital bankers with Cotara.

Pablo Zuanic

Maybe we may have to follow up on in terms of the move for Lennar, Robin, but maybe just more context of all the P word that you've made right a year ago, the idea was that you were exiting and diversify into commercial real estate.
And then of course, you're obviously doubling down on cannabis and then higher, Dan. And what do you see that you are seeing right now that I guess, made you change on the one hand, we see more deflation more licensing in some states creating more competition, so tougher industry conditions, but of course, on the other and no progress at the federal level. But on the other hand, of course, we are seeing more states going medical or going direct.
Right, but just remind us of the of why the change and I guess why the more apparently more positive view about industry trends that may you are focused on cannabis again, thank you.

Leonard Tannenbaum

So maybe the positives that happen was Ohio going rec, Pennsylvania, probably going rack and um and really have a very good experience that we have in Missouri with our borrowers. And that's really helped out a lot of the quality of their earnings. And I'm actually very excited about, George. I think George is going to be a great state to there's a number of other positive states on the horizon.
And of course, where we're sitting in Florida, where the where the governor has changed his view after he's left the presidential race and started to support our record here is years away by the way, but that dynamic creates a lot of demand as Dan sort of outlined. And so we see we see that. And plus you see that cannabis 3.0 players have literally said this for six consecutive quarters. We're sitting we're going to wait for the cannabis 3.02 data was done.
I think a lot of the legacy players have a lot of problems. We are happy to get the liquidations and exits that we did. We think we did a good job. Dan has done a phenomenal job. I'm really from an operating lens, taking a look at these their operating businesses what they're worth and how they should be run. And that's that's a very different approach. Maybe I should have done that a year or two ago, but happy to have Dan here now with that with that approach.
So I'm afraid of accountants, and I'm equally excited about real estate outlook. Our shareholders, they have CAs are going to own about one-third of their of their of their stock incentives and science will be spun out. And then I'm pretty excited about that to the opportunity of real estate. I'm a direct lender by background and build a $5 billion direct lending industry direct lending, also direct lending, real estate, direct lending and private equity. Same thing, the regionals are or pullback, and they are taking lower LTCs.
And that opportunity set is going to be phenomenal for SUNS, and we're excited about. I'm excited about the opportunity set there and the cannabis. So I think you've got two, really great opportunities that are going to be led by two great leaders.

Pablo Zuanic

Thank you. That's very helpful. Thank you.

Operator

That concludes today's question-and-answer session. This concludes today's conference call. Thank you for participating, and you may now disconnect.