CDR Cedar Realty Trust, Inc.

Risks

• The geographic concentration of our properties in the Washington, D.C. to Boston corridor exposes us to greater economic risks than if the distribution of our properties encompassed a broader region.
• Our performance and value are subject to risks associated with real estate assets and with the real estate industry.
• Our success depends on key personnel whose continued service is not guaranteed.
• The level of our indebtedness and any constraints on credit may impede our operating performance, and put us at a competitive disadvantage.
• We may be exposed to additional risks through our hedging activities, including the risks that a counterparty will not perform and that the hedge will not yield the economic benefits we anticipate.
• As substantially all of our revenues are derived from rental income, failure of tenants to pay rent or delays in arranging leases and occupancy at our properties could seriously harm our operating results and financial condition.
• We face potential material adverse effects from tenant bankruptcies.
• Our development and redevelopment activities may not yield anticipated returns, which would harm our operating results and reduce funds available for distributions to shareholders.
• “New Technology” developments may negatively impact our tenants and our business.
• Competition may impede our ability to renew leases or re‑let spaces as leases expire, which could harm our business and operating results.
• The financial covenants in our loan agreements may restrict our operating or acquisition activities, which may harm our financial condition and operating results.
• Mortgage debt obligations could expose us to the possibility of foreclosure, which could result in the loss of our investment in a property or group of properties subject to mortgage debt.
• Our capital migration strategy entails various risks.
• Competition and saturation in our existing markets may limit our ability for further growth in these geographic regions.
• Future acquisitions may result in disruptions to our business, may strain management resources and may result in earnings per share and shareholder dilution.
• Commercial real estate investments are relatively illiquid.
• Natural disasters and severe weather conditions could have an adverse impact on our cash flow and operating results.
• Potential losses may not be covered by insurance.
• We could incur significant costs related to government regulation and litigation over environmental matters and various other federal, state and local regulatory requirements.
• The Americans with Disabilities Act of 1990 (the “ADA”) could require us to take remedial steps with respect to our properties.
• We face risks relating to cybersecurity attacks, loss of confidential information and other business disruptions.
• Future terrorist attacks and shooting incidents could harm the demand for, and the value of, our properties.
• We could be subject to litigation that may negatively impact our cash flows, financial condition and results of operations.
• Changes in accounting standards may adversely impact our financial condition and results of operations.
• If we fail to continue to qualify as a REIT, our distributions will not be deductible, and our income will be subject to taxation, thereby reducing earnings available for distribution.
• Complying with REIT requirements may cause us to forego otherwise attractive opportunities and limit our growth opportunities.
• Frequent asset sales could trigger adverse tax consequences.
• Failure to qualify as a domestically-controlled REIT could subject our non-U.S. shareholders to adverse federal income tax consequences.
• We may choose to make distributions in our own stock, in which case you may be required to pay income taxes without receiving any cash dividends.
• Dividends paid by REITs generally do not qualify for reduced tax rates.
• Changes to the federal, state and municipality tax laws could have a significant negative impact on the overall economy, our tenants, and our business.
• Our charter and Maryland law contain provisions that may delay, defer or prevent a change of control transaction and depress our stock price.
• Our ability to pay dividends is limited by the requirements of Maryland law.
• Our Board of Directors may change our strategy without shareholder approval.
• Future offerings of debt securities, which would be senior to our common and preferred stock, or equity securities, which would dilute the interests of our existing shareholders and may be senior to our existing common stock, may adversely affect the market prices of our common and preferred stock.