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Item 1. Business

2021-02-19 compared with 2020-02-21 · 57 added, 63 removed, 66 unchanged (65% of the section changed)

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in April 2015.

We were originally formed to own, manage, acquire and develop a diversified portfolio of commercial real estate located throughout the United States, to partially own properties through joint ventures and to own investments in marketable securities and other assets.

We are focused on owning, managing, acquiring, and developing a multi-tenant retail platform.

Our wholly-owned, consolidated, and managed retail properties include grocery-anchored community and neighborhood centers, and select power centers that have a grocery component.

As of December 31, 2019 , we owned or had an interest in 65 retail properties with a gross leasable area ("GLA") of approximately 10.9 million square feet, which includes 11 retail properties with a GLA of approximately 2.6 million square feet owned through the Company's ownership interest in IAGM Retail Fund I, LLC ("IAGM"), an unconsolidated retail joint venture partnership between the Company as 55% owner and PGGM Private Real Estate Fund ("PGGM").

The following table summarizes the properties included in our multi-tenant retail portfolio as of December 31, 2019 :

We were originally formed to acquire, own, manage, and develop a diversified portfolio of commercial real estate located throughout the United States, to partially own properties through joint ventures and to own investments in marketable securities and other assets.

We are now focused on owning, managing, acquiring, and developing a multi-tenant retail platform.

Our wholly-owned and managed retail properties include grocery-anchored community and neighborhood centers and power centers, including those with necessity-based retailers.

As of December 31, 2020, we owned or had an interest in a total of 65 retail properties with a total gross leasable area ("GLA") of approximately 10.8 million square feet, which includes 10 retail properties with a GLA of approximately 2.5 million square feet owned through our 55% interest in IAGM Retail Fund I, LLC ("IAGM"), an unconsolidated retail joint venture partnership between the Company and PGGM Private Real Estate Fund ("PGGM").

Where appropriate, we have included results from the IAGM properties at 55% when combined with our wholly-owned properties, defined as "Pro Rata Combined Retail Portfolio" within "Part I" and "Part II" of this Annual Report.

The following table summarizes the properties included in our retail portfolio, on a wholly-owned, IAGM, and pro-rata combined basis, as of December 31, 2020.

Retail Properties IAGM

Retail Properties Pro Rata Combined

Retail Portfolio

of properties 55 10 65

(square feet)

GLA (square feet) 8,392,572 2,470,193 9,751,178

Economic occupancy (a) 94.8% 87.4% 93.8%

Wholly-owned and consolidated

Community and neighborhood center (c)

Power center (d)

Properties held by IAGM

Community and neighborhood center (c)

Power center (d)

Multi-tenant retail portfolio, totals

Economic occupancy is defined as the percentage of total GLA for which a tenant is obligated to pay rent under the terms of its lease agreement, regardless of the actual use or occupancy by that tenant of the area being leased.

ABR PSF (b) $18.69 $17.36 $18.52

(a) Economic occupancy is defined as the percentage of total GLA for which a tenant is obligated to pay rent under the terms of its lease agreement, regardless of the actual use or occupancy by that tenant of the area being leased.

Actual use may be less than economic occupancy.

Annualized Base Rent ("ABR") is computed as revenue for the last month of the period multiplied by twelve months.

(b) Annualized Base Rent ("ABR") is computed as revenue for the last month of the period multiplied by twelve months.

ABR includes the effect of rent abatements, lease inducements, straight-line rent GAAP adjustments and ground rent income.

ABR per square foot ("PSF") is computed as ABR divided by the total leased square footage at the end of the period.

Specialty leasing represents leases of less than one year in duration for inline space and includes any term length for a common area space, and is excluded from the ABR and leased square footage figures when computing the ABR per square foot.

Community and neighborhood centers are generally open-air and designed for tenants that offer a wide array of merchandise and services, including groceries, apparel, soft goods and convenience-oriented offerings.

Our community centers contain large anchor stores and a significant presence of national retail tenants.

Our neighborhood centers are generally smaller open-air centers with a grocery store anchor and/or drugstore, and other small service-type retailers.

Power centers are generally larger and consist of several anchors, such as discount department stores, off-price stores, specialty grocers and warehouse clubs.

Typically, the number of specialty tenants is limited and most are national or regional in scope.

Business Objective and Strategy

InvenTrust is a multi-tenant retail REIT.

Our objective is to own and operate grocery-anchored neighborhood shopping centers that provide essential retail in the Sun Belt markets.

Our objective is to own and operate grocery-anchored neighborhood shopping centers that provide essential retail in Sun Belt markets.

Our strategy to achieve our business objective includes the following:

• Acquire retail properties in Sun Belt markets;

Opportunistically dispose of retail properties where we believe the value has been maximized;

Pursue re-development opportunities (which may have a mixed-use component) at our current retail properties;

• Opportunistically dispose of retail properties;

• Maintain conservative leverage and a flexible capital structure;

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Using these criteria, we have identified 15 to 20 markets, including the metropolitan areas of Atlanta, Austin, Charlotte, Dallas-Fort Worth-Arlington, Houston, the greater Los Angeles and San Diego areas, Miami, Orlando, Raleigh-Durham, San Antonio and Tampa.

Opportunistically dispose of retail properties with maximized values.

We continue to opportunistically dispose of properties where we believe the properties' values have been maximized or the properties no longer meet our investment criteria.

These dispositions will allow the Company to re-deploy the proceeds into more attractive reinvestment opportunities.

Pursue re-development opportunities at our current retail properties.

We have a coordinated program to increase rental income by maximizing existing re-development opportunities and identifying locations in our current multi-tenant retail portfolio where we can increase the overall square footage of the property.

In addition, we work with our tenants to expand rentable square footage at select retail properties where demand warrants additional supply.

Certain redevelopment opportunities may include a non-retail component.

Opportunistically dispose of retail properties.

We continue to opportunistically dispose of properties where we believe they no longer meet our investment criteria.

These dispositions will allow the Company to re-deploy the proceeds in more attractive opportunities.

Maintain conservative leverage levels and a flexible capital structure.

We continually evaluate the economic and credit environment and its impact to our business.

We believe we have significant liquidity to continue executing on our strategy.

We believe we have the liquidity necessary to continue executing on our strategy.

We expect to have the ability to repay, refinance or extend any of our debt, and we believe we have adequate sources of funds to meet short-term cash needs related to these refinancings or extensions.

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We remain committed to transparency in our investment strategy with a focus on operating efficiency, responding to evolving trends, and addressing the needs of our tenants and communities by continuing to fully integrate environmental sustainability, social responsibility, and strong governance practices throughout our organization.

We believe the refinement of our multi-tenant retail platform has positioned us for future success and will allow us to evaluate and ultimately execute on a potential strategic transaction, achieve liquidity for and provide a return of capital to our stockholders in the long term.

While we believe in our ability to execute on our plan, the timing is uncertain and may be shortened or extended by external and macroeconomic factors including, among others, interest rate movements, local, regional, national and global economic performance, competitive factors, the impact of e-commerce on the retail industry, future retailer store closings, retailer consolidation, retailers reducing store size, retailer bankruptcies, and government policy changes.

The commercial retail real estate market is highly competitive.

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We also face significant competition from e-commerce retailers.

We believe the competition from e-commerce retailers has been increased and accelerated as a result of the COVID-19 pandemic and shelter-in-place mitigation measures.

As retailers increase their e-commerce presence it may cause them to adjust the size or number of brick and mortar retail locations in the future.

This shift could adversely impact our occupancy and rental rates, which would, in turn, adversely impact our revenues and cash flows.

We face significant competition and limited supply for attractive investment opportunities.

As a result of this competition, the purchase prices for attractive and suitable assets may be significantly elevated, which may adversely impact our ability to redeploy the proceeds from property sales for reinvestment.

In addition, our disposition activity could continue to cause us to experience dilution in financial operating performance.

We compete with many third parties engaged in real estate investment activities, including other REITs, specialty finance companies, savings and loan associations, banks, mortgage bankers, insurance companies, mutual funds, institutional investors, investment banking firms, lenders, hedge funds, governmental bodies and other entities.

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Compliance with federal, state and local environmental laws has not had a material adverse effect on our business, assets, results of operations, financial condition and/or our ability to pay distributions.

We do not believe that our existing multi-tenant retail platform will require us to incur material expenditures to comply with these laws and regulations.

We do not believe that our existing retail platform will require us to incur material expenditures to comply with these laws and regulations.

However, we cannot predict the impact of unforeseen environmental contingencies or new or changed laws or regulations on our properties.

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Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes on our income, property or net worth, respectively, and to federal income and excise taxes on our undistributed income.

As of December 31, 2019 , we had 122 employees.

Human Capital Management

We believe that our employees are our greatest asset.

We are committed to creating a corporate culture characterized by high levels of employee engagement, growth and development, health and wellness.

We seek to attract and retain diverse and talented professionals who provide a wide range of opinions and experiences to drive our business forward.

As of December 31, 2020, we have 124 full-time employees.

Women represent approximately 60% of our employees.

Approximately 39% of women employed by the Company hold management level/leadership roles.

Our human capital strategy is focused on talent management.

We base our hiring, development, training, compensation and advancement decisions on an objective evaluation of qualifications, performance, skills and experience.

Our employees are fairly compensated, without regard to gender, race and ethnicity.

All of our employees are offered a comprehensive benefits package, including, but not limited to, paid time off and parental leave, medical dental and vision insurance, disability, life insurance, 401(k) matching, tuition reimbursement, summer hours and work from home flexibility.

We have established an extensive employee review process and offer a number of incentives and acknowledgments throughout the year to increase employee engagement and development.

We monitor our performance through employee engagement surveys and utilize the results of those surveys to continually improve our organization.

We endeavor to maintain workplaces that are free from discrimination or harassment on the basis of color, race, sex, national origin, ethnicity, religion, age, disability, sexual orientation, gender identity or expression or any other status protected by applicable law.

To that end, we conduct annual training to raise awareness of, and prevent, harassment and discrimination.

We have a shared passion and dedication to giving back to our community and for this reason we have developed the InvenTrust Charitable Team, a program led by employees who actively contribute Company time and resources to support charitable causes.

Access to Company Information

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Executive Officers of Registrant

Set forth below is information concerning our executive officers as of January 31, 2020.

Set forth below is information concerning our executive officers as of February 1, 2021.

McGuinness, 65.

McGuinness currently serves as our President and Chief Executive Officer and is also a member of our board of directors.

He has served as our President since we initiated our self-management transactions in March 2014 and as our Chief Executive Officer since November 2014.

Prior to the self-management transactions, he served as our President and principal executive officer since September 2012 and President of our former business manager since January 2012.

McGuinness currently serves as our President and Chief Executive Officer and is also a member of our board of directors, where, in collaboration with senior management, he oversees the direction and strategic

initiatives of the Company.

McGuinness has served as President of the Company since our self-management transactions in March 2014 and as our Chief Executive Officer since November 2014.

Prior to the self-management transactions, he served as President and principal executive officer and President of our former business manager since September 2012 and January 2012, respectively.

McGuinness previously served as the president of the Chicagoland Apartment Association and as the regional vice president of the National Apartment Association.

He also served on the board of directors of the Apartment Building Owners and Managers Association, and was a trustee with the Service Employees' Local No.

McGuinness served on the board of directors of the Apartment Building Owners and Managers Association, and was a trustee with the Service Employees' Local No.

1 Health and Welfare Fund and its Pension Fund.

McGuinness is an Executive Committee member of our retail joint venture entity IAGM.

Greaner currently serves as our Executive Vice President, Chief Operating Officer.

She has served as our Chief Operating Officer since July 2018.

Prior to that time, Ms.

Greaner had been Regional Vice President of FivePoint (previously Lennar Urban) from 2016 to 2018.

Prior to Lennar’s combination with Rialto in 2016, she served as Executive Vice President and COO of Lennar Commercial for two years.

From 1999 to 2014, Ms.

Greaner was Partner and Chief Operating Officer of Ram Realty Services, where she oversaw company operations, ground-up development and all aspects of commercial and residential assets.

Previously, Ms.

Greaner served as Principal and Owner of Gadinsky & Greaner, a commercial real estate service and development company.

She attended Boston University and holds broker licenses for the states of Florida and North Carolina.

As an active member of the International Council of Shopping Centers ("ICSC"), Ms.

Greaner serves on the National Economic Committee's Infrastructure Task Force, and she served for many years as the Government Chair for ICSC’s Florida Government Relations Committee.

She is a member of Florida State University’s Real Estate Advisory Board, and is also a founding member of 100+ Women Who Care’s South Florida chapter, and supports Hope Outreach’s philanthropic mission.

Busch currently services as our Executive Vice President, Chief Financial Officer and Treasurer.

Busch joined InvenTrust in September 2019.

McGuinness also currently services as an Executive Committee member of our retail joint venture entity IAGM.

Busch currently serves as our Executive Vice President, Chief Financial Officer and Treasurer.

Busch joined InvenTrust in September 2019, providing oversight to our financial and accounting practices, and ensuring the financial viability of the Company's strategy.

Prior to that, Mr.

Busch served as Managing Director, Retail at Green Street Advisors, providing independent research on the shopping center, regional mall, and net lease sectors.

Busch served as Managing Director, Retail at Green Street Advisors, an independent research and advisory firm for the commercial real estate industry in North America and Europe, where he conducted independent research on the shopping center, regional mall, and net lease sectors.

Prior to serving as Managing Director, Mr.

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Christy David, 42.

David currently serves as our Executive Vice President, General Counsel and Corporate Secretary.

David currently serves as our Executive Vice President, Chief Investment Officer, General Counsel, and Corporate Secretary, leading the implementation of the Company's strategy within its transactional and investment initiatives.

David has served as InvenTrust’s General Counsel since 2017.

David joined InvenTrust in 2014 as Managing Counsel – Transactions and held that position until November 2016 when she was named Vice President, Deputy General Counsel and Secretary.

Prior to that, Ms.

David served at the Inland Group Inc., managing, reviewing and drafting legal documents and matters for InvenTrust’s acquisitions, dispositions, corporate contracts and spin-offs.

David was promoted to the Company's General Counsel in 2017 and has served in that role since that time.

Prior to joining the Company, Ms.

David served at The Inland Group Inc., where she managed, reviewed, and drafted legal documents and matters regarding InvenTrust's acquisitions, dispositions, corporate contracts and spin-offs.

Prior to joining the Inland Group, Ms.

David was an Associate Attorney at The Thollander Law Firm and held various positions at David & Associates.

David serves on the Ravinia Associates Board and Nominating Committee.

David served as an Associate Attorney at The Thollander Law Firm and held various positions at David & Associates.

David serves on the Ravinia Associates Board as well as its Nominating Committee.

David received a Juris Doctor from Washington University School of Law and a Bachelor of Business Administration in Finance from Loyola University.

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What changed 10-K

Item 1. Business