Blue Orca Archives - Green Market Report

Debra BorchardtApril 15, 2022


Blue Orca Capital, named for the killer fish, issued a short-seller report on cannabis REIT Innovative Industrial Properties (NYSE: IIPR) on Thursday. The stock fell over 7% on Thursday to close at $169.68 near its 52-week lows. Markets in the U.S. are closed on Friday for the Good Friday holiday.

Parallel Exposure

The report wrote, “In the last 18 months, we think IIPR’s loan book appears to have degraded significantly as the sector has become more competitive and IIPR stretched for lower quality tenants in search of continuing growth. IIPR’s largest tenant is a failed SPAC that appears in severe financial distress and was recently sued by investors accusing it of securities fraud and being in effect a Ponzi scheme.” Green Market Report wrote about this exposure recently when it uncovered the extent to which IIP depends on rent from Parallel Cannabis.

The report went on to say, “Unlike with other REITs, IIPR cannot expect to recover the lost income from defaulting tenants because it appears that the actual values of its properties are substantially below their carrying value on IIPR’s balance sheet. IIPR’s stock has already priced in robust net income growth in FY 2022, meaning a repricing is likely given the risk of default at its primary tenant and the deteriorating fundamentals of other IIPR portfolio companies.”

Kings Garden Risk

Beyond the issues with Parallel Cannabis, Blue Orca also points to Kings Garden saying, “IIPR’s second largest tenant is a private California cannabis company, Kings Garden. In May 2021, its co-founder sued Kings Garden and its executives alleging unlawful and fraudulent conduct with respect to Kings Garden’s financial, regulatory and tax reporting. Notably, the lawsuit accused Kings Garden of falsifying books and records and of selling substantial quantities of illegal cannabis on the black market.” The report went on to say, “If we look at the portfolio of Kings Garden properties, based on the price paid by Kings Garden before flipping them to IIPR, we estimate that the residual value of the properties is a fraction of the carrying value of the properties on IIPR’s balance sheet and that even assuming a 10% yield, rent from a replacement tenant would likely be more than 80% lower.”

Blue Orca also suggests that falling cannabis stock valuations are another risk for IIPR because it makes it harder for cannabis companies to raise money. “This creates a cycle of equity raises and falling stock prices, raising their cost of capital. Most of these companies report negative net income and negative free cash flows. This matters because IIPR’s stock price is
contingent on the financial health of its tenant portfolio and the ability of its cannabis companies to continue to pay high lease rates over the next 15-20 years. We think falling share prices and deteriorating financials amongst IIPR’s borrowers should cause investors to reprice IIPR’s shares, given the mounting risks to its long-term loan book.”

IIPR Fires Back

IIP said the report was so flawed it did not warrant a response but gave one anyway. The company said, “In particular, it is IIP’s opinion that this short-seller fails to have any comprehension of the scope of significant infrastructure improvements that are needed for the transformation of a standard industrial building to a mission-critical facility with the enhanced environmental controls and other building systems necessary for regulated cannabis cultivation and processing. In addition, the writers do not understand the process that IIP employs for underwriting those improvements, and that any IIP reimbursements relate only to verified, qualified improvements to the buildings for these purposes, and never as funding for any type of “loan” to be utilized for any other purpose.”

Blue Orca finally noted, “We think of Parallel as the canary in the coal mine – demonstrative of broader risk that we believe exists across much of IIPR’s portfolio; long-term leases made to low credit quality tenants with significant downside in the event of default”

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