UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

x

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31 2017

, 2023

or

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to


Commission File Number 1-12298 (Regency Centers Corporation)

Commission File Number 0-24763 (Regency Centers, L.P.)


REGENCY CENTERS CORPORATION

REGENCY CENTERS, L.P.

(Exact name of registrant as specified in its charter)

FLORIDA

Florida (REGENCY CENTERS CORPORATION)

 

59-3191743

DELAWARE

Delaware (REGENCY CENTERS, L.P.)

img38278871_0.jpg

59-3429602

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

One Independent Drive, Suite 114

Jacksonville, Florida32202

(904)

(904) 598-7000

(Address of principal executive offices) (zip code)

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Regency Centers Corporation

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $.01$0.01 par value

New York

REG

The Nasdaq Stock ExchangeMarket LLC

6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share

REGCP

The Nasdaq Stock Market LLC

5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share

REGCO

The Nasdaq Stock Market LLC

Regency Centers, L.P.

Title of each class

Trading Symbol

Name of each exchange on which registered

None

N/A

N/A

Securities registered pursuant to Section 12(g) of the Act:

Regency Centers Corporation: None

Regency Centers, L.P.:Units of Partnership Interest

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Regency Centers Corporation YES    xNO    oYesNo Regency Centers, L.P. YES    xNO    o

YesNo

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act

Regency Centers Corporation YES    oNO    xYes NoRegency Centers, L.P. YES    oNO    x

Yes No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Regency Centers Corporation YES    xNO    oYesNo Regency Centers, L.P. YES    xNO    oYesNo



Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Regency Centers Corporation YES    xNO    oYesNo Regency Centers, L.P. YES    xNO    o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
Regency Centers Corporation    xRegency Centers, L.P    x
YesNo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large"large accelerated filer,” “accelerated" "accelerated filer,” “smaller" "smaller reporting company," and “emerging"emerging growth company”company" in Rule 12b-2 of the Exchange Act. (Check one):

Regency Centers Corporation:

Large accelerated filer

x

Accelerated filer

o

Emerging growth company

o

Non-accelerated filer

o

Smaller reporting company

o

Regency Centers, L.P.:

Large accelerated filer

o

Accelerated filer

x

Emerging growth company

o

Non-accelerated filer

o

Smaller reporting company

o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Regency Centers Corporation YES    oNO    oRegency Centers, L.P. YES    oNO    o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Regency Centers Corporation Regency Centers, L.P.

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.1

Regency Centers Corporation Regency Centers, L.P.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to Section 240.10D-1(b).1

Regency Centers Corporation Regency Centers, L.P.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Regency Centers Corporation YES    oNO    xYes No Regency Centers, L.P. YES    oNO    x

Yes No

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrants' most recently completed second fiscal quarter.

Regency Centers Corporation $9.3$10.5 billion Regency Centers, L.P. N/A

The number of shares outstanding of the Regency Centers Corporation’s common stock was 170,794,466184,578,554 as of February 23, 2018.

15, 2024.

Documents Incorporated by Reference

Portions of Regency Centers Corporation's proxy statement, prepared in connection with its 2018upcoming 2024 Annual Meeting of StockholdersShareholders, are incorporated by reference in Part III.III of this Annual Report on Form 10-K to the extent described therein.

1 Per SEC guidance, this blank checkbox is included on this cover page but no disclosure with respect thereto shall be made until the adoption and effectiveness of related stock exchange listing standards.





EXPLANATORY NOTE

This reportAnnual Report on Form 10-K (this "Report") combines the annual reports on Form 10-K for the year ended December 31, 20172023, of Regency Centers Corporation and Regency Centers, L.P. Unless stated otherwise or the context otherwise requires, references to “Regency"Regency Centers Corporation”Corporation" or the “Parent Company”"Parent Company" mean Regency Centers Corporation and its controlled subsidiaries;subsidiaries and references to “Regency"Regency Centers, L.P." or the “Operating Partnership”"Operating Partnership" mean Regency Centers, L.P. and its controlled subsidiaries. The term “the Company”,terms "the Company," "Regency Centers" or “Regency” meansCenters," "Regency," "we," "our," and "us" as used in this Report mean the Parent Company and the Operating Partnership, collectively.

The Parent Company is a real estate investment trust (“REIT”("REIT") and the general partner of the Operating Partnership. The Operating Partnership's capital includes general and limited common Partnership Units (“Units”). As of December 31, 2017, the Parent Company owned approximately 99.8% of the Units in the Operating Partnership. The remaining limited Units are owned by investors. As the sole general partner of the Operating Partnership, the Parent Company has exclusive control of the Operating Partnership's day-to-day management.

The Operating Partnership's capital includes general and limited common partnership units ("Common Units"). As of December 31, 2023, the Parent Company owned approximately 99.4% of the Common Units in the Operating Partnership. The remaining Common Units, which are all limited Common Units, are owned by third party investors. In addition to the Common Units, the Operating Partnership has also issued two series of preferred units: the 6.250% Series A Cumulative Redeemable Preferred Units (the “Series A Preferred Units”) and the 5.875% Series B Cumulative Redeemable Preferred Units (the “Series B Preferred Units”). The Parent Company currently owns all of the Series A Preferred Units and Series B Preferred Units. The Series A Preferred Units and Series B Preferred Units are sometimes referred to collectively as the “Preferred Units."

The Company believes combining the annual reports on Form 10-K of the Parent Company and the Operating Partnership into this single report provides the following benefits:

Enhances investors' understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
Eliminates duplicative disclosure and provides a more streamlined and readable presentation; and
Creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

Management operates the Parent Company and the Operating Partnership as one business. The management of the Parent Company consists of the same individuals as the management of the Operating Partnership. These individuals are officers of the Parent Company, and officers and employees of the Operating Partnership.

The Company believes it is important to understand the key differences between the Parent Company and the Operating Partnership in the context of how the Parent Company and the Operating Partnership operate as a consolidated company. The Parent Company is a REIT, whose only material asset is its ownership of partnership interestsCommon and Preferred Units of the Operating Partnership. As a result, the Parent Company does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership. Except for the $500$200 million of unsecured public and private placement debt, assumed with the Equity One merger on March 1, 2017, the Parent Company does not hold any indebtedness, but guarantees all of the unsecured debt of the Operating Partnership. The Operating Partnership, directly or indirectly, is also the co-issuer and guarantees the $500 million of debtguarantor of the $200 million Parent Company assumed in the Equity One merger.Company’s unsecured private placement debt referenced above. The Operating Partnership holds all the assets of the Company and retainsownership of the ownershipCompany's subsidiaries and equity interests in the Company'sits joint ventures. Except for net proceeds from public equity issuances by the Parent Company, which are contributed to the Operating Partnership in exchange for partnership units,Common Units or Preferred Units, the Operating Partnership generates all remainingother capital required by the Company's business. These sources include the Operating Partnership's operations, its direct or indirect incurrence of indebtedness, and the issuance of partnership units.

Stockholders'Common Units and Preferred Units

Shareholders' equity, partners' capital, and noncontrolling interests are the main areas of difference between the consolidated financial statementsConsolidated Financial Statements of the Parent Company and those of the Operating Partnership. The Operating Partnership's capital includes generalthe Common Units and limited common Partnershipthe Preferred Units. The limited partners' unitsCommon Units in the Operating Partnership owned by third parties are accounted for in partners' capital in the Operating Partnership's financial statements and outside of stockholders'shareholders' equity in noncontrolling interests in the Parent Company's financial statements.

The Preferred Units owned by the Parent Company are eliminated in consolidation in the accompanying consolidated financial statements of the Parent Company and are classified as preferred units of general partner in the accompanying consolidated financial statements of the Operating Partnership.

In order to highlight the differences between the Parent Company and the Operating Partnership, there are sections in this reportReport that separately discuss the Parent Company and the Operating Partnership, including separate financial statements, controls and procedures sections, and separate Exhibit 31 and 32 certifications. In the sections that combine disclosure for the Parent Company and the Operating Partnership, this reportReport refers to actions or holdings as being actions or holdings of the Company.

As general partner with control of the Operating Partnership, the Parent Company consolidates the Operating Partnership for financial reporting purposes, and the Parent Company does not have assets other than its investment in the Operating Partnership. Therefore, while stockholders'shareholders' equity and partners' capital differ as discussed above, the assets and liabilities of the Parent Company and the Operating Partnership are the same on their respective financial statements.





TABLE OF CONTENTS

 

 

 

 

Item No.

Form 10-K

Report Page

PART I

1.

Business

1

 

1A.

Risk Factors

9

 

1B.

Unresolved Staff Comments

22

 

1C.

Cybersecurity

22

 

 

 

2.

Properties

24

 

3.

Legal Proceedings

41

 

4.

Mine Safety Disclosures

41

 

PART II

 

 

5.

Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

41

 

6.

Reserved

42

 

7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

43

 

7A.

Quantitative and Qualitative Disclosures About Market Risk

58

 

8.

Consolidated Financial Statements and Supplementary Data

59

 

9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

126

 

9A.

Controls and Procedures

126

 

9B.

Other Information

127

 

9C.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspection

128

 

PART III

 

 

10.

Directors, Executive Officers, and Corporate Governance

128

 

11.

Executive Compensation

128

 

12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

128

 

13.

Certain Relationships and Related Transactions, and Director Independence

128

 

14.

Principal Accountant Fees and Services

129

 

PART IV

 

 

15.

Exhibits and Financial Statement Schedules

130

 

16.

Form 10-K Summary

136

 

SIGNATURES

 

 

17.

Signatures

137






Forward-Looking Statements

In addition to historical information, information

Certain statements in this Form 10-K contains forward-lookingdocument regarding anticipated financial, business, legal or other outcomes including business and market conditions, outlook and other similar statements as defined underrelating to Regency's future events, developments, or financial or operational performance or results, are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements include statements about anticipated changes in our revenues,are identified by the sizeuse of our developmentwords such as "may," "will," "could," "should," "would," "expect," "estimate," "believe," "intend," "forecast," "project," "plan," "anticipate," "guidance," and redevelopment program, earnings per share and unit, returns and portfolio value, and expectations about our liquidity. Theseother similar language. However, the absence of these or similar words or expressions does not mean a statement is not forward-looking. While we believe these forward-looking statements are based on current expectations, estimates and projections about the real estate industry and markets in which the Company operates, and management's beliefs and assumptions. Forward-lookingreasonable when made, forward-looking statements are not guarantees of future performance or events and involve certain knownundue reliance should not be placed on these statements. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance these expectations will be attained, and unknown risks and uncertainties that could causeit is possible actual results tomay differ materially from those expressed or impliedindicated by such statements. Knownthese forward-looking statements due to a variety of risks and uncertainties.

Our operations are subject to a number of risks and uncertainties areincluding, but not limited to, risk factors described furtherin "Item 1A. Risk Factors"of this Report. When considering an investment in our securities, you should carefully read and consider these risks, together with all other information in our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and our other filings with and submissions to the Securities and Exchange Commission ("SEC"), including those made in connection with the Company's acquisition of Urstadt Biddle Properties Inc. (“UBP” or “Urstadt Biddle”). If any of the events described in the risk factors actually occur, our business, financial condition or operating results, as well as the market price of our securities, could be materially adversely affected. Forward-looking statements are only as of the date they are made, and Regency undertakes no duty to update its forward-looking statements, whether as a result of new information, future events or developments or otherwise, except as and to the extent required by law.

PART I

Item 1A. Risk Factors below. The following discussion should be read in conjunction with the accompanying Consolidated Financial Statements and Notes thereto of 1. Business

Regency Centers Corporation is a fully integrated real estate company and Regency Centers, L.P. appearing elsewhere herein. We do not undertake any obligation to release publicly any revisions to such forward-looking statements to reflect events or uncertainties after the date hereof or to reflect the occurrence of uncertain events.

PART I
Item 1. Business
Regency Centersself-administered and self-managed real estate investment trust that began its operations as a publicly-traded REIT in 1993,1993. Our corporate headquarters are located at One Independent Drive, Suite 114, Jacksonville, Florida. Regency Centers, L.P. is a subsidiary through which Regency Centers Corporation conducts substantially all of its operations, and aswhich owns, directly or indirectly, substantially all of its assets. Our business consists of acquiring, developing, owning, and operating income-producing retail real estate principally located in suburban trade areas with compelling demographics within the United States of America ("USA" or "United States"). We generate revenues by leasing space to necessity, service, convenience, and value-based retailers serving the essential needs of our communities. Regency has been an S&P 500 Index member since 2017. Our business experienced material growth in 2023 due to our acquisition of UBP which is further discussed in "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

As of December 31, 2017,2023, we had full or partial ownership interests in 426 retail482 properties, primarily anchored by market leading grocery stores. Our properties are principally located in affluent and infill trade areas of the United States, and contain 53.9stores, encompassing 56.8 million square feet ("SF") of gross leasable area ("GLA"). Our pro-rata ownershipPro-rata share of this GLA is 44.048.6 million square feet. All offeet, including our operating, investing, and financing activities are performed through the Operating Partnership, our wholly-owned subsidiaries, and through our co-investment partnerships.

On March 1, 2017, Regency completed its merger with Equity One Inc. ("Equity One"), whereby Equity One merged with and into Regency, with Regency continuing as the surviving public company. Under the terms of the Merger Agreement, each Equity One stockholder received 0.45 of a newly issued share of Regency common stock for each shareproperties owned through unconsolidated real estate partnerships.

We are a preeminent national owner, operator, and developer of Equity One common stock owned immediately prior to the effective time of the merger resultingneighborhood and community shopping centers predominantly located in approximately 65.5 million shares being issued to effect the merger. As part of the merger, Regency acquired 121 properties representing 16.0 million SF of GLA, including 8 properties heldsuburban trade areas with compelling demographics that have strategic attributes supporting growth through co-investment partnerships.

economic cycles. Our mission is to becreate thriving environments for retailers and service providers to connect with surrounding neighborhoods and communities. Our vision is to elevate quality of life as an integral thread in the preeminent national shopping center owner, operator,fabric of our communities. Our portfolio includes thriving properties merchandised with highly productive grocers, restaurants, service providers, and developer. best-in-class retailers that connect with their neighborhoods, communities, and customers.

Our strategyvalues:

We are our people: Our people are our greatest asset, and we believe that a talented team from diverse backgrounds and experiences makes us better.
We do what is right: We act with unwavering standards of honesty and integrity.
We connect with our communities: We promote philanthropic ideas and strive for the betterment of our neighborhoods by giving our time and financial support.
We are responsible: Our duty is to balance purpose and profit, being good stewards of capital and the environment for the benefit of all our stakeholders.
We strive for excellence: When we are passionate about what we do, it is reflected in our performance.
We are better together: When we listen to each other and our customers, we will succeed together.

1


Our goals are to:

Own and manage an unequaleda portfolio of high-quality neighborhood and community shopping centers anchored primarily by market leading grocers and principally located in affluent suburban and near urban trade areas in the country’s most desirable metro areas.areas in the United States. We expectbelieve that this combinationstrategy will produceresult in highly desirable and attractive centers with best-in-class retailers. These centers should command higher rental and occupancy rates resulting in excellent prospects to grow net operating income ("NOI");
Create shareholder value by increasing earnings and dividends per share that generate total returns at or near the top of our shopping center peers;
Maintain an industry leading, and disciplined development and redevelopment platform to delivercreate exceptional retail centers at higher returns as compared to acquisitions;that deliver favorable returns;
Support our business activities with a conservative capital structure, including a strong balance sheet;sheet with sufficient liquidity to meet our capital needs together with a carefully constructed debt maturity profile;
Implement leading environmental, social, and governance ("ESG") practices through our Corporate Responsibility program to support and enhance our business goals and objectives; and
Engage a talented, dedicatedand retain an exceptional and diverse team of employees, who arethat is guided by Regency’sour strong values, while fostering an environment of innovation and special culture, which are aligned with shareholder interests.continuous improvement.

Key goalsstrategies to achieve our strategygoals are to:

Sustain superior
Generate same property NOI growth compared to our shopping center peers;
Develop and redevelop high quality shopping centers at attractive returns on investment;
Maintain a conservative balance sheet providing financial flexibility to cost effectively fund investment opportunities and debt maturities on a favorable basis, and to weather economic downturns;
Attract and motivate an exceptional team of employees who operate efficiently and are recognized as industry leaders; and
Generate reliable growth in earnings per share, funds from operations per share, and most importantly total shareholder returns that over the long-term consistently rankranks at or near the top of our shopping center REITS.peers;
Sustainability
Reinvest free cash flow and portfolio enhancement disposition proceeds into high-quality developments, redevelopments and acquisitions in a long term accretive manner;
We believe sustainability
Maintain a conservative balance sheet that provides liquidity, financial flexibility and cost-effective funding of investment opportunities, while also managing debt maturities that enable us to weather economic downturns;
Pursue best-in-class ESG programs and practices; and
Attract, retain, and engage an exceptional and diverse team that is in the best interestguided by our values while fostering an environment of our tenants, investors, employees,innovation and the communities in which we operate and are committed to reducing our environmental impact, including energy and water use, greenhouse gas emissions, and waste. We believe this commitment is not only the right thing to do, but also assists the Company in achieving key strategic objectives in operations and development. We are committed to transparency with regard to our sustainability performance, risks and opportunities, and will continue to increase disclosure using industry accepted reporting frameworks. We currently have a Green Star rating from the Global Real Estate Sustainability Benchmark, or GRESB, for the thirdcontinuous improvement.


consecutive year. More information about our sustainability strategy, goals, performance, and formal disclosures are available on our website at www.regencycenters.com.

Competition

We are among the largest owners of shopping centers in the nationUSA based on revenues, number of properties, GLA, and market capitalization. There are numerous companies and individuals engaged in the ownership, development, acquisition, and operationour line of shopping centersbusiness that compete with us in our targeted markets, including grocery store chains that own shopping centers and also anchor some of our shopping centers. This dynamic results in competition for attracting anchor tenants as well as the acquisition ofacquiring existing shopping centers and new development sites. In addition, brick and mortar shopping centers face continued competition from alternative shopping and delivery methods. We believe that our competitive advantages are driven by:

our locations within our market areas;
the designmarket areas in which we operate, and highthe locations of our shopping centers within those trade areas;
the quality of our shopping centers;centers including our strategy of maintaining and renovating these centers to our high standards;
the strongcompelling demographics surrounding our shopping centers;
our relationships with our anchor, tenants and our side-shopshop, and out-parcel retailers;tenants;
our practice of maintainingexperienced leadership team and renovating our shopping centers;cycle-tested expertise; and
our ability to sourcesuccessfully develop, redevelop, and develop newacquire shopping centers.

Employees

2


Corporate Responsibility and Human Capital

To execute our mission, which is to create thriving environments for retailers and service providers to connect with surrounding neighborhoods and communities, we strive to achieve best-in-class corporate responsibility. For this reason, corporate responsibility, including our focus on ESG practices that support and enhance our business, is a foundational strategy of Regency. We believe that alignment of strategy and business sustainability is critical to the long-term success of our Company, our shareholders, the environment, and the communities in which we operate. To achieve this alignment, our corporate responsibility (which term we use interchangeably with “ESG”) practices are built on four pillars:

Our People;
Our Communities;
Ethics and Governance; and
Environmental Stewardship.

These practices are guided by three overarching concepts: long-term value creation, our Regency brand and reputation, and the importance of maintaining our culture, which has been a crucial driver of our long-term success. Our continued commitment to these concepts helps to guide our business strategy, and identify and focus on key corporate headquartersresponsibility-related drivers that we expect to contribute to our future success.

We regularly review our corporate responsibility strategies, goals, and objectives under these four pillars with our Board of Directors (or the "Board") and its committees, which oversee our programs. More information about our corporate responsibility strategy, goals, performance, and reporting, including our annual Corporate Responsibility Report, and our policies and practices related to corporate responsibility, is available on our website at www.regencycenters.com. The content of our website and other information contained therein, including relating to corporate responsibility, is not incorporated by reference into this Report or in any other report or document we file with the SEC, and any references to our website are located at One Independent Drive, Suite 114, Jacksonville, Florida.intended to be inactive textual references only.

Our People – Our people are our most important asset, and we strive to ensure that they are engaged, passionate about their work, connected to their teams, and supported to deliver their best performance. Regency recognizes and values the importance to the Company's success of attracting and retaining talented individuals with different skills, backgrounds, and experiences to encourage diversity of thought and ideas. In addition, we strive to maintain a safe and healthy workspace, promote employee well-being, and empower our employees by focusing on their personal and professional development through training and education opportunities.

As of December 31, 2023, we had 497 employees, including 5 part-time employees. We presently maintain 2124 market offices nationwide, including our corporate headquarters where we conduct management, leasing, construction, and investment activities. We have 446in Jacksonville, Florida. None of our employees throughout the United Statesare represented by a collective bargaining unit, and we believe that our relationsrelationship with our employees is good.

In 2023, we continued implementing our comprehensive diversity, equity, and inclusion ("DEI") strategy focused on promoting and advancing diversity across our organization. The goals of this strategy are good.to attract, recruit, and retain a diverse group of employees to grow, develop, and succeed, as we collectively work to implement our mission and contribute to the long-term success of the organization. Furthermore, aligned with our near-and long-term human capital goals, we remained focused on employee engagement, leveraging our annual employee survey to identify opportunities to improve and further engage our people.

Diversity, Equity, and Inclusion - We believe that much of our success is rooted in the diversity and inclusion of our teams and our commitment to a diverse and inclusive culture. We continue to foster a culture in which everyone is respected, valued, and has an equal opportunity to contribute and thrive. Our shopping centers are in trade areas throughout the U.S. and our tenants and visitors to our centers represent a cross section of those communities. We remain focused on building a workforce that represents the many tenants and visitors to our centers we serve and the communities in which we operate.

Our most recent U.S. Equal Employment Opportunity Commission EEO-1 survey data can be found on our website, including additional information related to employee gender and ethnic diversity.

Human Rights – Regency is committed to a workplace free from discrimination and harassment and is focused on advancing fundamental human rights. Anti-discrimination and anti-harassment training is provided to all employees at orientation, and annually thereafter.

Talent Attraction and Retention – Our core values place a strong importance on our people, which we believe make us an employer of choice. We understand the importance of attracting and retaining the best talent to sustain our history of success and build long-term value. We strive to offer some of the most competitive pay and benefits in the industry in which we operate and are continually looking for new opportunities to ensure that we attract and retain our people.

3


Training and Development– We strive to provide an environment where our people are connected to their teams, passionate about what they do, and supported to deliver their best efforts and results. From individual contributors to managers and senior leaders, we want to empower our employees to take control of their career growth and realize their full potential through meaningful training and development opportunities.

Health, Safety, and Well-Being – The safety, health, and well-being of our people are a top priority for Regency. We strive to provide a benefit package that is comprehensive, competitive, and thoughtfully designed to attract and retain the best in the business. We prioritize employee safety at our centers and offices, and require contractors working at our sites to engage in safe work practices.

Our Communities – Our predominately grocery-anchored neighborhood and community shopping centers provide many benefits to the communities in which we live and work, including significant local economic impacts in the form of investment, jobs, and taxes. Our local teams are passionate about investing in and engaging with our communities as they customize and cultivate our centers to create a distinctive environment to bring our tenants and shoppers together for the best retail experience.

We believe philanthropy and charitable giving are important elements of our corporate responsibility commitment to the communities in which we operate. Throughout 2023, Regency supported its employees to serve and invest in community organizations through volunteer and financial support. Charitable contributions were made directly by the Company, as well as by the vast majority of our employees who donated their time and money to local non-profits directly serving their communities. Furthermore, as part of our strategy, we continued to improve our communities by investing in property enhancements and placemaking at our new and existing shopping centers.

Ethics and Governance – As long-term stewards of our investors’ capital, we are committed to best-in-class corporate governance. To create long-term value for our stakeholders, we place great emphasis on our culture and core values, the integrity and transparency of our reporting practices, and our overall governance structure in respect of oversight and shareholder rights.

To continue to strive for the best achievable mix of skills, experience, backgrounds, tenures, and competencies, including gender, ethnicity, age, and other attributes, Regency’s Board of Directors annually reviews its overall composition and succession planning process. As an outcome of this process, on September 26, 2022, the Company's Board of Directors elected Kristin A. Campbell to serve as one of the Regency's directors effective January 15, 2023. Ms. Campbell’s skill set, background, experience and competencies align with Regency’s ongoing commitment to board refreshment and best-in-class corporate governance.

Environmental Stewardship – We believe sustainability is in the best interest of our investors, tenants, employees, and the communities in which we operate, and we strive to integrate sustainable practices throughout our business.

We have identified eight strategic priorities to foster sustainable business practices and minimize both our environmental impact and the long-term risks to Regency’s business: green building, energy efficiency, electric vehicle charging stations, renewable energy, greenhouse gas emissions (“GHG”) reduction, water conservation, waste management, and climate change as it applies to our real estate portfolio. We believe these strategic priorities are not only the right thing to do to address environmental concerns such as climate change, resource scarcity and pollution (including GHG emissions reduction), but also support our achievement of key strategic financial and business objectives relating to our operations and development and redevelopment projects.

Throughout 2023, we continued to make progress towards our target to reduce GHG emissions and collaborate closely with our tenants to minimize their operational environmental impact. Aligned with the Science Based Targets initiative (SBTi), our target aims to reduce our absolute Scope 1 and 2 GHG emissions by 28% by 2030, measured against a 2019 baseline year, and to achieve net-zero Scope 1 and 2 GHG emissions across all operations by 2050. In addition, the Company has established targets to enhance energy efficiency, manage water and waste responsibly and invest in renewable energy sources and electric vehicle charging stations. These targets reflect our proactive stance in addressing environmental challenges and contributing to a more sustainable future. Regency’s progress towards these targets, together with our strategy and efforts influenced by climate change, are further described in our 2022 Corporate Responsibility Report. Based on our current estimates and asset base, we do not expect the pursuit of these targets to materially impact our operating results and financial condition.

As a long-term owner, operator, and developer of real estate, we acknowledge the potential for climate change to have a material impact on our properties, people, and long-term success. Regency wants to ensure that our properties can safely, sustainably, and responsibly withstand the test of time. We continue to refine our understanding of our exposure to climate-related impacts by conducting ongoing property-level analysis as well as the risks that climate change may pose to our business.

Compliance with Governmental Regulations

We are subject to various regulatory and tax-related requirements within the jurisdictions in which we operate. Changes to such requirements may result in unanticipated material financial impacts or adverse tax consequences and could materially affect our operating results and financial condition. Significant regulatory requirements include the laws and regulations described below.

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REIT Laws and Regulations

We have elected to be taxed as a REIT under the federal income tax laws. As a REIT, we are generally not subject to federal income tax on taxable income that we distribute to our shareholders. Under the Internal Revenue Code (the "Code"), REITs are subject to numerous regulatory requirements, including the requirement to generally distribute at least 90% of taxable income each year. We will be subject to federal income tax on our taxable income at regular corporate rates if we fail to qualify as a REIT for tax purposes in any taxable year, or to the extent we distribute less than 100% of our taxable income. We will also generally not qualify for treatment as a REIT for federal income tax purposes for four years following the year during which qualification is lost. Even if we qualify as a REIT for federal income tax purposes, we may be subject to certain state and local income and franchise taxes and to federal income and excise taxes on our undistributed taxable income.

We have elected to treat certain of our subsidiaries as taxable REIT subsidiaries ("TRS"). In general, a TRS may engage in any real estate business and certain non-real estate businesses, subject to certain limitations under the Code. A TRS is subject to federal and state income taxes which, to date, have not been material to us.

Environmental Laws and Regulations

Under various federal, state and local laws, ordinances and regulations (collectively, "environmental laws"), we may be liable for some or all of the cost to remove orassess and remediate certain hazardous or toxic substances at our shopping centers. To the extent any environmental issues arise, they most typically stem from the historic practices of current and former dry cleaners, gas stations, and other similar businesses at our centers, as well as the presence of asbestos in some structures. These environmental laws often impose liability without regard to whether the owner knew of, or was responsible for,committed the acts or omissions that caused the presence of the hazardous or toxic substances. The cost of required remediation and the owner's liability for remediation could exceed the value of the property and/or the aggregate assets of the owner. The presence of such substances, or the failure to properly remediateaddress contamination caused by such substances, may adversely affect our ability to sell or lease the property or borrow using the property as collateral.collateral, and could result in claims by and liabilities to third parties relating to contamination that emanated from our properties. Although we have a number of properties that could require or are currently undergoing varying levels of environmentalassessment and remediation, known environmental remediation isliabilities are not currently expected to have a material financial impact on us due to insurance programs designed to mitigate the cost of remediation, various state-regulated programs that shift the responsibility and cost to the state, and existing accrued liabilities for remediation.

our financial condition.

Information About Our Executive Officers

Our executive officers are appointed each year by our Board of Directors. EachDirectors and each of our executive officers has been employed by us for more than five years.

As of the date of this Report, our executive officers are:

Name

Age

Title

Executive Officer in
Position Shown Since

Martin E. Stein, Jr.

71

Executive Chairman of the Board of Directors

2020 (1)

Lisa Palmer

56

President and Chief Executive Officer

2020 (2)

Michael J. Mas

48

Executive Vice President, Chief Financial Officer

2019 (3)

Alan T. Roth

48

East Region President & Chief Operating Officer

2023 (4)

Nicholas A. Wibbenmeyer

43

West Region President & Chief Investment Officer

2023(5)

(1)
Mr. Stein was appointed Executive Chairman of the Board of Directors effective January 1, 2020. Prior to this appointment, Mr. Stein served as Chief Executive Officer from 1993 through December 31, 2019 and Chairman of the Board since 1999.
NameAgeTitleExecutive Officer in Position Shown Since
Martin E. Stein, Jr.65Chairman and Chief Executive Officer1993
Lisa Palmer50President and Chief Financial Officer
2016 (1)
Dan M. Chandler, III50Executive Vice President of Investments
2016 (2)
James D. Thompson62Executive Vice President of Operations
2016 (3)
(1) Ms. Palmer assumed the responsibilities of President, effective January 1, 2016 in addition to her responsibilities as Chief Financial Officer, which she has held since January 2013. Prior to that, Ms. Palmer served as Senior Vice President of Capital Markets since 2003 and has been with the Company since 1996.
(2) Mr. Chandler assumed the role of Executive Vice President of Investments on January 1, 2016 and previously served as Managing Director since 2006. Prior to that, Mr. Chandler served in various investment officer positions since the merger with Pacific Retail Trust in 1999.
(3) Mr. Thompson assumed the role of Executive Vice President of Operations on January 1, 2016 and previously served as our Managing Director - East since our initial public offering in 1993. Prior to that time, Mr. Thompson served as Executive Vice President of our predecessor real estate division beginning in 1981.

(2)
Ms. Palmer was named Chief Executive Officer effective January 1, 2020, in addition to her responsibilities as President, a position she has held since January 2016. Prior to this appointment, Ms. Palmer served as Chief Financial Officer since January 2013. Prior to that, Ms. Palmer served as Senior Vice President of Capital Markets since 2003 and has been with the Company since 1996.

(3)
Mr. Mas assumed the responsibilities of Executive Vice President, Chief Financial Officer effective August 2019. Prior to this appointment, Mr. Mas served as Managing Director, Finance, since February 2017, and Senior Vice President, Capital Markets, since 2013, and has been with the Company since 2003.

(4)
Mr. Alan T. Roth was named East Region President & Chief Operating Officer, effective January 1, 2024. Prior to this appointment, Mr. Roth served as Executive Vice President, National Property Operations and East Region President, since 2023, and Senior Managing Director, East Region since 2020. Prior to that, he served as Managing Director Northeast Region since 2016 and has been with the Company since 1997.
(5)
Mr. Nicholas A. Wibbenmeyer was named West Region President & Chief Investment Officer, effective January 1, 2024. Prior to this appointment, Mr. Wibbenmeyer served as Executive Vice President, West Region President since 2023 and Senior Managing Director, West Region since 2020. Prior to that, he served as Managing Director of Florida and the Midwest Region since 2016, and has been with the Company since 2005.

Company Website Access and SEC Filings

Our website may be accessed at www.regencycenters.com. All of our filings with the Securities and Exchange CommissionSEC can be accessed free of charge through our website promptly after filing; however, in the event that the website is inaccessible, we will provide paper copies of our most recent annual report on Form 10-K, the most recent quarterly report on Form 10-Q, current reports filed or furnished on Form 8-K, and all

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related amendments, excluding exhibits, free of charge upon request. These filings are also accessible on the SEC's website at www.sec.gov.

The content of our website is not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

General Information

Our registrar and stock transfer agent is Broadridge Corporate Issuer Solutions, Inc. (“Broadridge”LLC ("Broadridge"), Philadelphia, PA.Edgewood, NY. We offer a dividend reinvestment plan (“DRIP”("DRIP") that enables our shareholders to reinvest dividends automatically, as well as to make voluntary cash payments toward the purchase of additional shares. For more information, contact Broadridge toll free at (855) 449-0975(877) 830-4936 or our Shareholder Relations Department at (904) 598-7000.

The Company's stock is listed on the NASDAQ Global Select Market, with its common stock traded under the ticker symbol "REG," and the Company's 6.250% Series A Cumulative Redeemable Preferred Stock, and 5.875% Series B Cumulative Redeemable Preferred Stock trade under the ticker symbols "REGCP", and "REGCO", respectively.

Our independent registered public accounting firm is KPMG LLP, Jacksonville, Florida. Our legal counsel is Foley & Lardner LLP, Jacksonville, Florida.

Florida, Firm ID 185.

Annual Meeting of Shareholders

Our 20182024 annual meeting of shareholders is currently expected to be held on Wednesday, May 1, 2024, and will be held atconducted in a virtual-only format to the Ponte Vedra Inn and Club, 200 Ponte Vedra Blvd., Ponte Vedra Beach, Florida, at 10:30 a.m. on Thursday, April 26, 2018.

Defined Terms
We use certain non-GAAP performance measures, inextent permitted by applicable law.

Non-GAAP Measures

In addition to the required GAAPGenerally Accepted Accounting Principles ("GAAP") presentations, we use and report certain non-GAAP measures as we believe these measures improve the understanding of the Company'sour operational results. We manage our entire real estate portfolio without regard to ownership structure, although certain decisions impacting properties owned through partnerships require partner approval. Therefore, we believe presenting our pro-rata share of certain operating metrics regardless of ownership structure, along with otherthese non-GAAP measures makes comparisonsprovide useful information to our Board of other REITs' operatingDirectors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to the Company's more meaningful.compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the public, and thus such reported measures could change.

We do not consider non-GAAP measures an alternative to financial measures determined in accordance with GAAP, rather they supplement GAAP measures by providing additional information we believe to be useful to our shareholders. The principal limitation of these non-GAAP measures is that they may exclude significant expense and income items that are required by GAAP to be recognized in our Consolidated Financial Statements. In addition, they reflect the exercise of management's judgment about which expense and income items are excluded or included in determining these non-GAAP measures. In order to compensate for these limitations, reconciliations of the non-GAAP measures we use to their most directly comparable GAAP measures are provided. Non-GAAP measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects of the Company.

Defined Terms

The following terms, as defined, are commonly used by management and the investing public to understand, and evaluate our operational results:

results, and are included in this document:

Same Property informationCore Operating Earnings is provided for retail operating propertiesan additional performance measure we use because the computation of Nareit Funds from Operations ("Nareit FFO") includes certain non-comparable items that were ownedaffect our period-over-period performance. Core Operating Earnings excludes from Nareit FFO: (i) transaction related income or expenses, (ii) gains or losses from the early extinguishment of debt, (iii) certain non-cash components of earnings derived from straight-line rents, above and operated for the entiretybelow market rent amortization, and debt and derivative mark-to-market amortization, and (iv) other amounts as they occur. We provide reconciliations of both calendar year periods being comparedNet Income Attributable to Common Shareholders to Nareit FFO and excludes Non-Same Properties and Properties in Development.Nareit FFO to Core Operating Earnings.
A Non-Same Property is a property acquired, sold, or a Development Completion during either calendar year period being compared. Non-retail properties and corporate activities, including activities of our captive insurance company, are part of Non-Same Property.
A Retail Operating Property is any property where the majority of the income is generated from retail uses, and is not termed a Property in Development.
Property In Development includes land or Retail Operating Properties in various stages of development and redevelopment including active pre-development activities.
Development Completion is a development project that is deemed complete upon the earliestearlier of: (i) 90% of total estimated net development costs have been incurred and percent leased equals or exceeds 95%, or (ii) the projectproperty features at least two years of anchor operations, or (iii) three years have passed since the start of construction.operations. Once deemed complete, the property is termed a Retail Operating Property.
Pro-RataFixed Charge Coverage Ratio is defined as Operating EBITDAre divided by the sum of the gross interest and scheduled mortgage principal paid to our lenders.
Nareit EBITDAre is a measure of REIT performance, which the National Association of Real Estate Investment Trusts ("Nareit") defines as net income, computed in accordance with GAAP, excluding (i) interest expense, (ii) income tax

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expense, (iii) depreciation and amortization, (iv) gains on sales of real estate, (v) impairments of real estate, and (vi) adjustments to reflect the Company's share of unconsolidated partnerships and joint ventures.
Nareit Funds from Operations ("Nareit FFO") is a commonly used measure of REIT performance, which Nareit defines as net income, computed in accordance with GAAP, excluding gains on sales and impairments of real estate, net of tax, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. We compute Nareit FFO for all periods presented in accordance with Nareit's definition.

Companies use different depreciable lives and methods, and real estate values historically fluctuate with market conditions. Since Nareit FFO excludes depreciation and amortization and gains on sale and impairments of real estate, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in percent leased, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, Nareit FFO is a supplemental non-GAAP financial measure of our operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. We provide a reconciliation of Net Income Attributable to Common Shareholders to Nareit FFO.

Net Operating Income ("NOI") is the sum of base rent, percentage rent, recoveries from tenants, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, and uncollectible lease income. NOI excludes straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. We also provide disclosure of NOI excluding termination fees, which excludes both termination fee income and expenses.
A Non-Same Property is any property, during either calendar year period being compared, that was acquired, sold, a Property in Development, a Development Completion, or a property under, or being positioned for, significant redevelopment that distorts comparability between periods. Non-retail properties and corporate activities, including the captive insurance program, are part of Non-Same Property.
Operating EBITDAre begins with Nareit EBITDAre and excludes certain non-cash components of earnings derived from straight-line rents and above and below market rent amortization. We provide a reconciliation of Net income to Nareit EBITDAre to Operating EBITDAre.
Pro-rata information includes 100% of our consolidated properties plus our economic share (based on our ownership interest) in our unconsolidated real estate investment partnerships.

We provide Pro-rata financial information because we believe it assists investors and analysts in estimating our economic interest in our consolidated and unconsolidated partnerships, when read in conjunction with our reported results under GAAP. We believe presenting our Pro-rata share of assets, liabilities, operating results, and other metrics, along with certain other non-GAAP measures, makes comparisons of our operating results to those of other REITs more meaningful. The pro-rataPro-rata information provided is not, nor is it intended to be, presented in accordance with GAAP. The Pro-rata supplemental details of assets and liabilities and supplemental details of operations reflect our proportionate economic ownership of the assets, liabilities, and operating results of the properties in our portfolio

The Pro-rata information is prepared on a basis consistent with the comparable consolidated amounts and is intended to more accurately reflect our proportionate economic interest in the assets, liabilities, and operating results of properties in our portfolio. We do not control the unconsolidated investment partnerships, and the pro-rataPro-rata presentations of the assets and liabilities, and revenues and expenses do not represent our legal claim to such items. The partners are entitled to profit or loss allocations and distributions of cash flows according to the operating agreements, which generally provide for such



allocations according to their invested capital. Our share of invested capital establishes the ownership interests we use to prepare our pro-rataPro-rata share.

The presentation of pro-rataPro-rata information has limitations which include, but are not limited to, the following:

o
The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting or allocating noncontrolling interests, and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and
o
Other companies in our industry may calculate their pro-rataPro-rata interest differently, limiting the comparability of pro-rataPro-rata information.

Because of these limitations, the pro-rataPro-rata financial information should not be considered independently or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP financial statements, using the pro-rataPro-rata information as a supplement.

Adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, real estate gains and losses, development and acquisition pursuit costs, straight line rental income, and above and below market rent amortization.Property In Development includes properties in various stages of ground-up development.
Fixed Charge Coverage Ratio Property In Redevelopment includes Retail Operating Properties under redevelopment or being positioned for redevelopment. Unless otherwise indicated, a Property in Redevelopment is defined as Adjusted EBITDA divided byincluded in the sumSame Property pool.

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Redevelopment Completion is a Property in Redevelopment that is deemed complete upon the earlier of: (i) 90% of total estimated project costs have been incurred and percent leased equals or exceeds 95% for the Company owned GLA related to the project, or (ii) the property features at least two years of anchor operations, if applicable.
Retail Operating Property is any retail property not termed a Property in Development. A retail property is any property where the majority of the gross interest and scheduled mortgage principal paid to our lenders plus dividends paid to our preferred stockholders.income is generated from retail uses.
Net Operating Income ("NOI") is the sum of minimum rent, percentage rent and recoveries from tenants and other income, less operating and maintenance, real estate taxes, and provision for doubtful accounts. NOI excludes straight-line rental income and expense, above and below market rent and ground rent amortization and other fees. The Company also provides disclosure of NOI excluding termination fees, which excludes both termination fee income and expenses.
NAREIT Funds from Operations ("NAREIT FFO")Same Property is a commonly used measureRetail Operating Property that was owned and operated for the entirety of REIT performance, which the National Association of Real Estate Investment Trusts ("NAREIT") defines as net income, computedboth calendar year periods being compared. This term excludes Properties in accordance with GAAP, excluding gainsDevelopment, prior year Development Completions, and losses from sales of depreciable property, net of tax, excluding operating real estate impairments, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. We compute NAREIT FFO for all periods presentedNon-Same Properties. Properties in accordance with NAREIT's definition. Many companies use different depreciable lives and methods, and real estate values historically fluctuate with market conditions. Since NAREIT FFO excludes depreciation and amortization and gains and losses from depreciable property dispositions, and impairments, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of our operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations. The Company provides a reconciliation of Net Income (Loss) Attributable to Common Stockholders to NAREIT FFO.Redevelopment are included unless otherwise indicated.

8


Core FFO is an additional performance measure used by Regency as the computation of NAREIT FFO includes certain non-comparable items that affect the Company's period-over-period performance. Core FFO excludes from NAREIT FFO: (a) transaction related income or expense; (b) impairments on land; (c) gains or losses from the early extinguishment of debt; and (d) other amounts as they occur. The Company provides a reconciliation of NAREIT FFO to Core FFO.




Item 1A. Risk Factors

Our operations are subject to a number of risks and uncertainties including, but not limited to, those listed below. When considering an investment in our securities, carefully read and consider these risks, together with all other information in our other filings and submissions to the SEC, which provide much more information and detail. If any of the events described in the following risk factors actually occur, our business, financial condition and/ or operating results, as well as the market price of our securities, could be materially adversely affected.

Risk Factors Related to the Retail IndustryCurrent Economic and Geopolitical Environments

Interest rates in the current economic environment may adversely impact our cost to borrow, real estate valuation, and stock price.

On multiple occasions during 2022 and 2023, the Board of Governors of the Federal Reserve System ("the U.S. Federal Reserve") raised its benchmark federal funds rate, which has led to numerous increases in interest rates in the credit markets, with further increases possible. Higher interest rates may negatively impact consumer spending, our tenants' businesses, and/or future demand for space in our shopping centers.

Additionally, higher interest rates adversely impact our cost of borrowing. Our exposure to higher interest rates in the short term includes our variable-rate borrowings, which consist of borrowings under our unsecured senior line of credit and variable rate based secured notes payable. Increases in interest rates could increase our financing costs over time, either through near-term borrowings on our floating-rate line of credit or refinancing of our existing borrowings that may incur higher interest expenses related to the issuance of new debt. Prolonged periods of higher interest rates may negatively impact the valuation of our real estate asset portfolio and could result in a decline of our stock price and market capitalization, which may adversely impact our ability and willingness to raise equity capital on favorable terms through sales of our common shares, including through our At the Market ("ATM") program.

Although the extent of any prolonged periods of higher interest rates remains unknown at this time, negative impacts to our cost of capital may also adversely affect our future business plans and growth, at least in the near term.

Current economic challenges, including the potential for recession, may adversely impact our tenants and our business.

The success of our tenants in operating their businesses and their corresponding ability to pay us rent continue to be significantly impacted by many current economic challenges, which impact their cost of doing business, including, but not limited to, inflation, labor shortages, supply chain constraints, decreasing consumer confidence and discretionary spending, and increasing energy prices and interest rates. Additionally, macroeconomic and geopolitical risks create challenges that may exacerbate current market conditions in the United States, including the potential for a recession.

These economic challenges could adversely impact our volume of leasing activity, which could include tenant move outs and/or higher levels of uncollectible lease income, as well as negatively affect the business and financial results of our tenants. The aggregate impacts of these current economic challenges may also negatively affect the overall market for retail space, resulting in decreased demand for space in our centers. This, in turn, could result in pricing pressure on rent that we are able to charge to new or renewing tenants, such that future rent spreads could be adversely impacted. Further, we may experience higher costs for tenant buildouts, as costs of materials and labor may increase and supply and availability of both may become more limited.

Unfavorable developments affecting the banking and financial services industry could adversely affect our business, liquidity and financial condition, and overall results of operations.

Actual events, concerns or speculation about disruption or instability in the banking and financial services industry, such as liquidity constraints or lack of available credit, the failure of individual institutions, or the inability of individual institutions or the banking and financial service industry generally to meet their contractual obligations, could significantly impair our access to capital, delay access to deposits or other financial assets, or cause actual loss of funds subject to cash management arrangements. Similarly, these events, concerns or speculation could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us and our tenants to acquire financing on acceptable terms or at all. Additionally, our critical vendors and business partners also could be adversely affected by these risks as described above, which in turn could result in their committing a breach or default under their contractual agreements with us, their insolvency or bankruptcy, or other adverse effects.

Any decline in available funding, lack of credit in the commercial real estate market, or access to cash and liquidity resources, or non-compliance of banking and financial services counterparties with their contractual commitments to us, our tenants or our critical vendors and business partners could, among other risks, have material adverse impacts on our ability to meet our operating expenses and other financial needs, could result in breaches of our financial and/or contractual obligations, and could have material adverse impacts on our business, financial condition and results of operations.

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Current geopolitical challenges could impact the U.S. economy and consumer spending and our results of operations and financial condition.

The success of our business, and the businesses of our tenants, largely depends on consumer spending. While we currently own no shopping centers or other assets outside of the U.S. nor have meaningful direct international supply chain exposure, geopolitical challenges and their potential impact on the global macroeconomic environment, including the war involving Russia and Ukraine, Middle East conflicts and wars, and the economic and other possible conflicts involving China (including any slowing of its economy), could impact aspects of the U.S. economy and, therefore, consumer spending. In addition, these geopolitical challenges could impact other areas of the U.S. economy, which could impact our business and the businesses of our tenants through rising inflation and interest rates (and, hence, reduced availability and/or increased costs of borrowing), increased energy prices, labor shortages, supply chain constraints and, potentially, a U.S. economic recession. It is unclear whether and when these geopolitical challenges and uncertainties will be mitigated or resolved, and what effects they may have on global political and economic conditions over the long term. However, a substantial delay in or lack of resolution of these challenges could have an adverse impact on the U.S. economy and consumer spending and, therefore, an adverse effect on our results of operations and the financial condition of the Company.

Risks Relating to Regency's Financial Performance Relating to the Urstadt Biddle Merger

Regency may not realize the anticipated benefits and synergies from the Urstadt Biddle merger.

On August 18, 2023, Regency completed its merger with Urstadt Biddle. The success of the merger will depend, in part, on Regency’s ability to realize the anticipated benefits from successfully combining its and Urstadt Biddle’s businesses. Regency is devoting substantial management attention and resources to integrating its and Urstadt Biddle’s business practices and operations so that Regency can fully realize the anticipated benefits of the mergers. Nonetheless, the business and assets acquired may not be successful or continue to grow at the same rate as when operated independently or may require greater resources and investments than originally anticipated. The mergers could also result in the assumption of unknown or contingent liabilities. Potential difficulties Regency may encounter in the integration process include the following:

the inability to successfully combine the businesses of Regency and Urstadt Biddle in a manner that permits Regency to achieve the cost savings anticipated to result from the mergers, which would result in some anticipated benefits of the mergers not being realized in the time frame currently anticipated, or at all;
the failure to integrate operations and internal systems, programs and controls;
the inability to successfully realize the anticipated value from some of Urstadt Biddle’s assets;
lost sales, loss of tenants and other commercial relationships;
the complexities associated with managing the combined company;
the complexities of combining two companies with different histories, cultures, markets, strategies and customer bases;
the failure to retain key employees of either of the two companies that may be difficult to replace;
the disruption of each company’s ongoing businesses or inconsistencies in services, standards, controls, procedures and policies;
potential unknown liabilities and unforeseen increased expenses, delays or regulatory conditions associated with the mergers; and
performance shortfalls as a result of the diversion of management’s attention caused by completing the mergers and integrating Regency’s and Urstadt Biddle’s operations.

As a result, the anticipated benefits of the mergers may not be realized fully within the expected time frame or at all or may take longer to realize or cost more than expected, which could adversely affect Regency’s business, financial condition, results of operations and growth prospects.

Risk Factors Related to Pandemics or other Health Crises

Pandemics or other health crises, such as the COVID-19 pandemic, may adversely affect our tenants' financial condition, the profitability of our properties, and our access to the capital markets and could have a material adverse effect on our business, results of operations, cash flows and financial condition.

In response to the COVID-19 pandemic, federal, state, and local governments mandated or recommended various actions to reduce or prevent the spread of COVID-19, which altered customer behaviors and temporarily limited many of our tenants’ ability to operate. As a result, certain tenants requested rent concessions or sought to renegotiate future rents based on changes to the economic environment. Some tenants chose not to reopen or to honor the terms of their lease agreements. In addition, moratoria and other legal restrictions in certain states impacted our ability to bring legal action to enforce our leases and our ability to collect rent. Should

10


federal, state, and local governments mandate or recommend lockdowns again in the future due to a pandemic or other similar health crises, tenants could request rent concessions or seek to renegotiate future rents.

In the event of future pandemics or similar health crises, consumers could elect to make more of their purchases online instead of in physical stores and businesses could delay executing new or renewals of leases amidst the immediate and uncertain economic impacts. These developments, coupled with potential tenant failures and a reduction in newly-formed businesses, could result in decreased demand for retail space in our centers, which could result in lower occupancy or higher levels of uncollectible lease income, as well as downward pressure on rents. Additionally, delays in construction of tenant improvements due to the impacts of constraints on supply chains and labor, resulting from government ordered lockdowns, could result in delayed rent commencement due to it taking longer for new tenants to open and operate.

Although the vast majority of our lease income is derived from contractual rent payments, the ability of certain of our tenants to meet their lease obligations could be negatively impacted by the disruptions and uncertainties of a new virus strain of COVID-19 or any future pandemic or other health crisis. Our tenants' ability to respond to these disruptions and uncertainties, including adjusting to governmental orders and changes in their customers' shopping habits and behaviors, may impact their ability to survive, and ultimately, their ability to comply with their lease obligations. Our future results of operations and overall financial performance could be uncertain should a new virus strain of COVID-19, or any future pandemic or other health crises occur.

Risk Factors Related to Operating Retail-Based Shopping Centers

Economic and market conditions may adversely affect the retail industry and consequently reduce our revenues and cash flow, and increase our operating expenses.

Our properties are leased primarily to retail tenants from whom we derive most of our revenue in the form of minimumbase rent, expense recoveries and other income. Therefore, our performance and operating results are directly linked to the economic and market conditions occurring in the retail industry. We are subject to the risks that, upon expiration, leases for space in our properties are not renewed by existing tenants, vacant space is not leased to new tenants, and/or tenants demand newmodified lease terms, including costs for renovations or concessions. The economic and market for leasingconditions potentially affecting the retail space inindustry and our properties may be adversely affected by any ofspecifically include the following:

changes in national, regional and local economic conditions;
changes in population and migration patterns to/from the markets in which we operate;
deterioration in the competitiveness and creditworthiness of our retail tenants;
increased competition from the use of e-commerce by retailers and consumers as well as other concepts suchthat could impact more traditional retail;
labor challenges and supply delays and shortages due to a variety of macroeconomic factors, including disruptions to global supply chains as super-storesa result of wars involving Russia and warehouse clubs;Ukraine, Israel and Gaza, the slowing of China's economy, pandemics, and/or inflationary pressures;
tenant bankruptcies and subsequent rejections of our leases;
reductions in consumer spending and retail sales;sales, including inflationary impacts on consumer behavior;
reduced tenant demand for retail space;
oversupply of retail space;
reduced consumer demand for certain retail categories;
consolidation within the retail sector;
increased operating costs;costs attendant to owning and operating retail shopping centers;
perceptions by retailers and shoppers of the safety, convenience and attractiveness of our properties; and
casualties, natural disasters and terrorist attacks; and
other factors which could alter shopping habits or otherwise deter customers from visiting our shopping centers, such as criminal activity, including civil unrest, acts of terrorism, or other types of violent crimes.
armed conflicts against the United States.

To the extent that any or a combination of these conditions occur, they are likely to impact the retail industry, our retail tenants, the emergence of new tenants, the demand and market rents for retail space, market rents and rent growth, capital expenditures, the occupancypercent leased levels of our properties, the value of our properties, our ability to sell, acquire or develop properties, our operating results and our cash available for distributions to stockflows.

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Shifts in retail trends, sales, and unit holders.

The integration of bricksdelivery methods between brick and mortar stores, e-commerce, home delivery, and e-commerce by retailers and a continued shift in retail sales towards e-commercecurbside pick-up may adversely impact our revenues, results of operations, and cash flows.
The recent merger of Amazon.com with Whole Foods Market, Inc. highlights the increasing impact of

Retailers are increasingly impacted by e-commerce on retailers and changes in customer buying habits, including shopping from home and the delivery or curbside pick-up of items ordered on line and home delivery of food kits, such as Blue Apron and HelloFresh.online. Retailers are considering these e-commercecustomer buying habits and other trends when making decisions regarding their bricksbrick and mortar stores and how they will compete and innovate in a rapidly changing e-commerceretail environment. Many retailers in our shopping centers provide services or sell goods which have historically been less likely to be purchased online; however, the continuing change in customer buying habits, including increase in e-commerce sales in all retail categories may cause retailers to adjust the size or number of their retail locations in the future or close stores. This shift may adverselyFor example, our grocer tenants are incorporating e-commerce concepts through home delivery and curbside pick-up, which could reduce foot traffic at our centers. These alternative delivery methods are more likely to impact foot traffic at our occupancy and rental rates, which would impact our revenues and cash flows.centers in certain higher-income markets where consumers are willing to pay premiums for such services. Changes in customer buying habits and shopping trends as a result of the growth in e-commerce may also impact the profitability and financial condition of retailers that do not adapt to changes in market conditions. These conditions, and therefore may impact their ability to pay rent. This shift may adversely impact our percent leased and rental rates, which would impact our results of operations and cash flows if we are unable to meet the needs of our tenants or if our tenants encounter financial difficulties as a result of changing market conditions.

Our business is dependent on perceptions by retailers and shoppers of the safety, convenience and attractiveness of our retail properties.
We are dependent on perceptions by retailers or shoppers of the safety, convenience and attractiveness of our retail properties. If retailers and shoppers perceive competing retail properties and other retailing options to be safer, more convenient, or of a higher quality, our revenues may be adversely affected.
flows.

Changing economic and retail market conditions in geographic areas where our properties are concentrated may reduce our revenues and cash flow.

Economic conditions in markets where our properties are concentrated can greatly influence our financial performance. During the year ended December 31, 2017, ourOur properties in California and Florida represent 23.4% and Texas accounted for 30.1%, 17.3%, and 7.8%19.3%, respectively, of our NOI from Consolidated Properties plus our pro-rata share from Unconsolidated



Properties ("pro-rata basis").annualized base rent. Our revenues and cash flow may be adversely affected by this geographic concentration if market conditions, such as supply of or demand for retail space, deteriorate more significantly in California, Florida, or Texasthese states compared to other geographic areas.
Additionally, there is a risk that businesses and residents in major metropolitan cities may relocate to different states or suburban markets.

Our success depends on the success and continued presence and success of our “anchor”"anchor" tenants.

Anchor Tenants ("

"Anchor Tenants" or "Anchors"(tenants occupying 10,000 square feet or more) occupyoperate large stores in our shopping centers, pay a significant portion of the total rent at a property and contribute to the attraction and success of other tenants by attractingdrawing shoppers to the property.We derive significant revenues from anchor tenants such as Publix, Kroger, Albertsons/Safeway, TJX Companies, and Whole Foods who accounted for 3.1%, 3.1%, 2.9%, 2.4%, and 2.3%, respectively, of our total annualized base rent on a pro-rata basis, for the year ended December 31, 2017. Our net income and cash flow may be adversely affected by the loss of revenues and incurrence of additional costs in the event a significant anchor tenant:

Anchor Tenant:

becomes bankrupt or insolvent;
experiences a downturn in its business;
shifts its capital allocation away from brick and mortar formats;
materially defaults on its leases;
does not renew its leases as they expire;
renews at lower rental rates and/or requires a tenant improvement allowance; or
renews but reduces its store size, which results in down-time and additional tenant improvement costs to the landlord to releasere-lease the vacated space.

Some anchors have the right to vacate their space and may prevent us from re-tenanting by continuing to comply and pay rent in accordance with their lease agreement. Vacated anchor"Anchor Space" (spaces 10,000 square feet or more), including space including spacethat may be owned by the anchor (as discussed below), can reduce rental revenues generated by the shopping center in other spaces because of the loss of the departed anchor's customer drawing power. IfIn addition, if a significant tenant vacates a property, co-tenancy clausesso-called "co-tenancy clauses" in select centersleases may allow other tenants to modify or terminate their rent payment or other lease obligations. Co-tenancy clauses have several variants: they may allow a tenant to postpone a store opening if certain other tenants fail to open their stores; they may allow a tenant to close its store prior to lease expiration if another tenant closes its store prior to lease expiration; or more commonly, they may allow a tenant to pay reduced levels of rent until a certain number of tenants open their stores within the same shopping center.

Additionally, some of our shopping centers are anchored by retailers who own their space in a location that is within or immediately adjacent to our shopping center ("shadow anchors"). In those cases, the shadow anchors appear to the consumer as a retail tenant of the shopping center and, as a result, attract additional consumer traffic to the center. In the event that a shadow Anchor Space becomes vacant, it could negatively impact our center as consumer traffic would likely be reduced.

A significant percentage of our revenues are derived from smaller shop space"local" tenants and our net income may be adversely impacted if our smaller shopthese tenants are not successful.

A significant percentagesuccessful, or if the demand for the types or mix of our revenues are derived from smaller shop space tenants ("Shop Space Tenants" occupyingsignificantly change.

At December 31, 2023, tenants with less than 10,000 square feet). Shop Space Tenants may be more vulnerable to negative economic conditions as they have more limited resources than Anchor Tenants. Shop Space Tenants are facing reductions in sales as a resultthree locations ("Local Tenants") represent approximately 22% of an increase in competition including from e-commerce retailers. Certain Shop Space Tenants are incorporating e-commerce into their business strategies and may seek to reduce their store sizes upon lease expiration as they adjust to and implement alternative distribution channels. The types of Shop Spaceannualized base rent. Local Tenants vary from retail shops and restaurants to service providers. If we are unable to attract the right type or mix of Shop SpaceThese Local Tenants into our centers, our revenues and cash flow may be adversely impacted.more vulnerable to negative

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At December 31, 2017, Shop Space Tenants represent approximately 36%

economic conditions and changing customer buying habits and retail trends as they may have more limited resources and access to capital than other tenants. As such, in the event of our GLA leasedsuch changing conditions, habits and trends, they may suffer disproportionately greater impacts and be at average base rentsgreater risk of $32 PSF. A one-percent decline in our shop space occupancy may result in a reduction to minimum rent of approximately $4.7 million.

lease default than other tenants.

We may be unable to collect balances due from tenants in bankruptcy.

Although minimum rent and recoveries from tenants arelease income is supported by long-term lease contracts, tenants who file for bankruptcy have the legal right to reject any or all of their leases and close related stores. Any unsecured claim we hold against a bankrupt tenant for unpaid rent mightmay be paid only to the extent that funds are available and only in the same percentage as is paid to all other holders of unsecured claims. As a result, it is likely that we would recover substantially less than the full value of any unsecured claims we hold. Additionally, we may incur significant expense to recover our claim and to releasere-lease the vacated space. In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy and rejects its leases, we may experience a significant reduction in our revenues and may not be able to collect all pre-petition amounts owed by the bankrupt tenant.

Many of our costs and expenses associated with operating our properties may remain constant or increase, even if our lease income decreases.

Certain costs and expenses associated with our operating our properties, such as real estate taxes, insurance, utilities and common area expenses, generally do not decrease in the event of reduced occupancy or rental rates, non-payment of rents by tenants, general economic downturns, pandemics or other similar circumstances. In fact, in some cases, such as real estate taxes and insurance, they may actually increase despite such events. As such, we may not be able to lower the operating expenses of our properties sufficiently to fully offset such circumstances and may not be able to fully recoup these costs from our tenants. In such cases, our cash flows, operating results and financial performance may be adversely impacted.

Compliance with the Americans with Disabilities Act and other building, fire, and safety regulations may have a material negative effect on us.

All of our properties are required to comply with the Americans with Disabilities Act ("ADA"), which generally requires that buildings be made accessible to people with disabilities. Compliance with ADA requirements may require removal of access barriers, and noncompliance may result in imposition of fines by the U.S. government or an award of damages to private litigants, or both. While the tenants to whom we lease space in our properties are obligated by law to comply with the ADA provisions, and typically under tenant leases are obligated to cover costs associated with compliance, if required changes involve greater expenditures than anticipated, or if the changes must be made on a more accelerated basis than anticipated, the ability of these tenants to cover costs may be adversely affected. In addition, we are required to operate the properties in compliance with fire and safety regulations and building codes as they may be adopted by governmental entities and become applicable to the properties. Costs to be in compliance with the ADA or any other building, fire, and safety regulations could have a material negative impact on our results of operations.

Risk Factors Related to Real Estate Investments and Operations

We are subject to numerous laws and regulations that may adversely affect our operations or expose us to liability.


Our properties are subject to numerous federal, state, and local laws and regulations, some of which may conflict with one another or be subject to varying judicial or regulatory interpretations. These laws and regulations may include zoning laws, building codes, competition laws, rules and agreements, landlord-tenant laws, property tax regulations, changes in real estate assessments and other laws and regulations generally applicable to business operations. Noncompliance with such laws and regulations, and any associated litigation may expose us to liability.

Our real estate assets may decline in value and be subject to impairment losses which may reduce our net income.

Our real estate properties are carried at cost unless circumstances indicate that the carrying value of these assets may not be recoverable.recoverable which may result in impairment. We evaluate whether there are any indicators, including declines in property operating performance and general market conditions, such that the value of the real estate properties (including any related tangible or intangible assets or liabilities, andincluding goodwill) may not be recoverable. Through therecoverable and therefore may be impaired. Our evaluation we compare the current carrying value of the asset to the estimated undiscounted cash flows that are directly associated with the use and ultimate disposition of the asset. Our estimated cash flows are based onincludes several key assumptions, including rental rates, costs of tenant improvements, leasing commissions, anticipated holding periods, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and may differ materially from actual results. Changes in our investment, redevelopment, and disposition strategystrategies or changes in the marketplacemarket where an asset is located may alter themanagement's intended holding period of an asset or asset group, which may result in an impairment loss and such loss may be material to the Company'sour financial condition or operating performance. To the extent that the carrying value of the asset exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over fair value.

The fair value of real estate assets is subjective and is determined through the use of comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the traditional discounted cash flow approach. Such cash flow projections take into account expected future operating income, trends and prospects, as well as the effects of demand, competition and other relevant criteria, and therefore are subject to management judgment. Changes in these factors may impact the determination of fair value. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information.

These subjective assessments have a direct impact on our net income because recording an impairment charge results in an immediate negative adjustment to net income, which may be material. There can be no assurance that we will not record impairment charges in the future related to our assets.

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We face risks associated with development, redevelopment, and expansion of properties.

We actively pursue opportunities for new retail development orand existing property redevelopment and/or expansion. Development and redevelopment activities require various government and other approvals for entitlements, and any delay in such approvals may significantly delay this process.development and redevelopment projects. We may not recover our investment in development or redevelopmentour projects for which approvals are not received.received, and delays may adversely impact our expected returns. Additionally, changes in political elections and policies may impact our ability to obtain favorable land use and zoning for in-process and future developments and redevelopment projects. We are subject to other risks associated with these activities, including the following risks:

following:

we may be unable to lease developments or redevelopments to full occupancy on a timely basis;
the occupancy rates and rents of a completed project may not be sufficient to make the project profitable;profitable, or otherwise not meet our investment return expectations;
actual costs of a project may exceed original estimates, possibly making the project unprofitable;unprofitable, or not meet our investment return expectations;
delays in the development or construction process may increase our costs;
construction cost increases may reduce investment returns on development and redevelopment opportunities;
we may abandon a development opportunityor redevelopment opportunities and lose our investment;investment due to adverse market conditions;
the size of our development and redevelopment pipeline may strain our labor or capital capacity to complete developmentsthe development and redevelopment projects within targeted timelines and may reduce our investment returns;
a reduction in the demand for new retail space may reduce our future development and redevelopment activities, which in turn may reduce our net operating income;NOI; and
changes in the level of future development and redevelopment activity may adversely impact our results fromof operations by reducing the amount of internal general overhead costs that may be capitalized;capitalized.
a shift

We face risks associated with the development of mixed-use commercial properties.

If we engage in ourmore complex acquisitions and mixed-use development and acquisition focusredevelopment projects, there could be more unique risks to mixed use propertiesour return on investment. Mixed-use projects refer to real estate projects that, in very dense urban locations (with or without joint venture or development partnersaddition to retail space, may also include space for residential, office, hotel or office components),other commercial purposes. We have less experience in developing and managing non-retail real estate than we do retail real estate. As a result, if a development or redevelopment project includes a non-retail use, we may seek to develop that component ourselves, sell the rights to that component to a third-party developer, or partner with differing tenant profilesa developer.

If we decide to develop the non-retail components ourselves, we would be exposed not only to those risks typically associated with the development of commercial real estate, but also to risks associated with developing, owning, operating or mixes, and/or multi-story buildings, allselling non-retail real estate, including but not limited to more complex entitlement processes and multiple-story buildings. These unique risks may adversely impact our return on investment in select cases.these mixed-use development projects.

If we sell the non-retail components, our retail component will be impacted by the decisions made by the other owners, and actions of those occupying the non-retail spaces in these mixed-use properties.
If we partner with a developer, it makes us dependent upon the partner's ability to perform and to agree on major decisions that impact our investment returns of the project. In addition, there is a risk that the non-retail developer may default on its obligations necessitating that we complete the other components ourselves, including providing necessary financing.

We face risks associated with the acquisition of properties.

Our investment strategy includes investing in high-quality shopping centers that are leased to market-dominantmarket-leading grocers, category-leading anchors, specialty retailers, and/or restaurants located in areas with high barriers to entry and above



average household incomes and population densities. The acquisition of properties and/or real estate entities entails risks that include, but are not limited to, the following, any of which may adversely affect our results of operations and cash flows:

properties we acquire may fail to achieve the occupancy or rental rates we project, within the time frames we estimate, which may result in the properties' failure to achieve theexpected investment returns we project;returns;
our investigation of an entity, property or building prior to our acquisition, and any representation we may have received from such seller, may fail to reveal various liabilities including defects, and necessary repairs or environmental matters requiring corrective action, which may increase our costs;
our estimate of the costs to improve, reposition or redevelop a property may prove to be too low, or the time we estimate to complete the improvement, repositioning or redevelopment may be too short, either of which may result in the property failing to achieve our projected return, either temporarily or permanently;
we may not recover our costs from an unsuccessful acquisition;

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our acquisition activities may distract or strain our management capacity; and
we may not be able to successfully integrate an acquisition into our existing operations platform.

We face risks if we expand into new markets.
If opportunities arise, we may acquire or develop properties in markets where we currently have no presence. Each of the risks applicable to acquiring or developing properties in our current markets are applicable to acquiring, developing and integrating properties in new markets. In addition, we may not possess the same level of familiarity with the dynamics and conditions of the new markets we may enter, which may adversely affect our operating results and investment returns in those markets.

We may be unable to sell properties when appropriatedesired because real estate investments are illiquid.

of market conditions.

Our properties, including their related tangible and intangible assets, represent the majority of our total consolidated assets and they are relatively illiquid.may not be readily convertible to cash. Market conditions, including macroeconomic events, pandemics and other health crises, may impact our ability to sell properties on our preferred timing and at prices and returns we deem acceptable. As a result, our ability to sell one or more of our properties, including properties held in joint ventureventures, in response to changes in economic, industry, financial market, or other conditions may be limited. The real estate market is affected by many factors, such as general economic conditions, availability and terms of financing, interest rates and other factors, including supply and demand for space, that are beyond our control. There may be less demand for lower quality properties that we have identified for ultimate disposition in markets with uncertain economic or retail environments, and where buyers are more reliant on the availability of third party mortgage financing. If we want to sell a property, we can provide no assurance that we will be able to dispose of it in the desired time period or at all or that the sales price of a property will be attractive at the relevant time or even exceed the carrying value of our investment. Moreover, if a property is mortgaged, we may not be able to obtain a release

Changes in tax laws could impact our acquisition or disposition of the lien on that property without the payment of a substantial prepayment penalty, which may restrict our ability to dispose of the property, even though the sale might otherwise be desirable.

real estate.

Certain properties we own have a low tax basis, which may result in a meaningful taxable gain on sale. We utilize, and intend to continue to utilize, Internal Revenue Code Section 1031 like-kind exchanges to mitigate taxable income;tax-efficiently buy and sell properties; however, there can be no assurance that we will identify properties that meet our investment objectives for acquisitions.acquisitions or that changes to the tax laws do not eliminate the benefits of effectuating 1031 exchanges, or significantly change the requirements for a transaction to qualify for 1031 exchange treatment. In the event that we cannot or do not utilize 1031 exchanges, we may be required to distribute the gain proceeds to shareholders or pay income tax, which may reduce our cash flow available to fund our commitments.

Certaincommitments or other priorities.

Risk Factors Related to the Environment Affecting Our Properties

Climate change may adversely impact our properties directly and may lead to additional compliance obligations and costs as well as additional taxes and fees.

While we work with experts to plan for the impacts of climate change on our business, we cannot reliably predict the extent, rate, timing, or impact of climate change. To the extent climate change causes adverse changes in weather patterns, our properties in certain markets, especially those nearer to the coasts, may experience increases in storm frequency and intensity and rising sea‑levels. Further, population migration may occur in response to these or other factors and negatively impact our portfolio are subject to ground leases; if we are found to becenters. For example, climate and other environmental changes may result in breachmore unpredictable or decreased demand for retail space at certain of a ground leaseour properties, reduced rent or, are unable to renew a ground lease, we may be materially and adversely affected.

We have 28 properties in extreme cases, our portfolio that are either partially or completely on land subject to ground leases with third parties. Accordingly, we only own a long-term leasehold or similar interest in those properties. If we are found to be in breach of a ground lease, we may lose our interest in the improvements and the rightinability to operate certain properties at all. Climate change may also have indirect effects on our business by increasing the propertycost of insurance or making insurance unavailable. While the federal government has not yet enacted comprehensive legislation to address climate change that is subjectwould directly impact us, certain states in which we own and operate shopping centers, including California and New York, have done so. Compliance with these and future new laws or regulations related to the ground lease. In addition, unlessclimate change may require us to make additional investments in or for our existing properties, resulting in increased capital expenditures and operating costs, implement new or additional processes and controls to facilitate compliance, and/or pay additional energy, insurance, taxes and related fees and costs. At this time, there can be no assurance that we can purchaseanticipate all potential material impacts of climate change, or that climate change will not have a fee interest in the underlying land or extend the terms of these leases before or upon their expiration, as to which no assurance can be given, we will lose our interest in the improvements and the right to operate such properties. The existing lease terms, including renewal options, were taken into consideration when making our investment decisions. The purchase price and subsequent improvements are being depreciated over the shorter of the remaining life of the ground leases or the useful life of the underlying assets. If we were to lose the right to operate a property due to a breach or not exercising renewal options of the ground lease, we would be unable to derive income from such property, which would impairmaterial adverse effect on the value of our investments,properties and materially and adversely affect our financial condition, results of operations and cash flows.
performance in the future.

Geographic concentration of our properties makes our business more vulnerable to natural disasters, severe weather conditions and climate change. An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties.



A significant number of our properties are located in areas that are susceptible to earthquakes, tropical storms, hurricanes, tornadoes, wildfires, sea-level rise, and other natural disasters. As ofAt December 31, 2017, 26%2023, 18.7% of the total insured valueGLA of our portfolio is located in the state of California, including a number of properties in the San Francisco Bay and Los Angeles areas. Additionally, 18%20.1% and 7%7.1% of the total insured valueGLA of our portfolio is located in the states of Florida and Texas, respectively. RecentInsurance costs for properties in these areas have increased significantly, and recent intense weather conditions may cause property insurance premiums to increase significantly in the future. We recognize that the frequency and / or intensity of extreme weather events, sea-level rise, and other climatic changes may continue to increase, and as a result, our exposure to these events may increase. These weather conditions may disrupt our business and the business of our tenants, which may affect the ability of some tenants to pay rent and may reduce the willingness of tenants or residents to remain in or move to these affected areas. Therefore, as a result of the geographic concentration of our properties, we face risks, including higher costs, such as uninsured property losses and higher insurance premiums, and disruptions to our business and the businesses of our tenants.tenants and higher costs, such as uninsured property losses, higher insurance premiums, and potential additional regulatory requirements by government agencies in response to perceived risks.

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Costs of environmental remediation may adversely impact our financial performance and reduce our cash flow.

Under various federal, state, and local laws, an owner or manager of real property may be liable for some or all the costs to assess and remediate the presence of hazardous substances on the property, which in our case most typically arise from current or former dry cleaners, gas stations, asbestos usage, and historic land use practices. These laws often impose liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous substances, which may adversely impact our financial performance and reduce our cash flow. The presence of, or the failure to properly address the presence of, hazardous substances may adversely affect our ability to sell or lease the property or borrow using the property as collateral. We can provide no assurance that we are aware of all potential environmental liabilities or their ultimate cost to address; that our properties will not be affected by tenants or nearby properties or other unrelated third parties; and that future uses or conditions, or changes in environmental laws and regulations, or their interpretation, will not result in additional material environmental liabilities to us.

Risk Factors Related to Corporate Matters

An increased focus on metrics and reporting related to environmental, social and governance ("ESG") factors, may impose additional costs and expose us to new risks.

Investors have become more focused on understanding how companies address a variety of ESG factors. As they evaluate investment decisions, many investors look not only at company disclosures but also to ESG rating systems that have been developed by third parties to allow ESG comparisons between companies. Although we participate in a number of these ratings systems, we do not participate in all such systems, and may not score as well in all of the available ratings systems as other REITs and real estate operators. Further, the criteria used in these ratings systems may conflict with each other and change frequently, and we cannot guaranty that we will be able to score well in the future. We supplement our participation in ratings systems by disclosing on our website information about our ESG activities, but some investors may desire additional disclosures that we do not provide. In addition, the SEC is currently considering adopting new regulations that would impose additional ESG disclosure and other compliance requirements on us. California has adopted a number of climate disclosure laws which will increase our compliance costs and require us to make additional climate disclosures. Other states are considering legislation similar to California’s new laws. Failure to participate in certain of the third-party ratings systems, failure to score well in those ratings systems or failure to provide certain ESG disclosures could adversely impact us when investors compare us against similar companies in our industry, and could cause certain investors to be unwilling to invest in our stock, which could adversely impact our stock price and our ability to raise capital. In addition, failure to comply with new government climate and other ESG disclosure obligations could subject us to significant fines and penalties.

An uninsured loss or a loss that exceeds the insurance coverage on our properties may subject us to loss of capital and revenue on those properties.

We carry comprehensive liability, fire, flood, terrorism, rental loss,business interruption, and environmental insurance for our properties with policy specifications and insured limits customarily carried for similar properties. Some types of losses, such as losses from named wind storms,windstorms, earthquakes, terrorism, or wars may have more limited coverage, or in some cases, can be excluded from insurance coverage. Although we carry specificIn addition, it is possible that the availability of insurance coverage for named windstormin certain areas may decrease in the future, and earthquake losses, the policies are subjectcost to deductibles upprocure such insurance may increase due to 2%factors beyond our control. As a result, we may reduce the insurance we procure or we may elect or be compelled to 5%self-insure or otherwise assume some of the total insured value of each property, up to a $10 million maximum deductible per occurrence for each of these perils, with limits of $300 million per occurrence for all perils except earthquake, which has a total annual aggregate limit of $300 million. Terrorism coverage is limited to $200 million per occurrence related to property damage. Liability claims are limited to $151 million per occurrence.this risk. Should a loss occur at any of our properties that is subject to a substantial deductible or is in excess of the property or casualty insurance limits of our policies, we may lose part or all of our invested capital and revenues from such property, which may have a material adverse impact on our operating results, financial condition, and our ability to make distributions to stock and unit holders.

To the extent climate change causes adverse changes in weather patterns, our properties in certain markets may experience increases in storm intensity and rising sea‑levels. Over time, these conditions may result in volatile or decreased demand for retail space at certain of our properties or, in extreme cases, our inability to operate the properties at all. Climate change may also have indirect effects on our business by increasing the cost of insurance on favorable terms, or making insurance unavailable. Moreover, compliance with new laws or regulations related to climate change, including compliance with “green” building codes, may require us to make improvements to our existing properties or increase taxes and fees assessed on us or our properties. At this time, there can be no assurance that climate change will not have a material adverse effect on us.

Terrorist activities or violence occurring at our properties also may directly affect the value of our properties through damage, destruction or loss. Insurance for such acts may be unavailable or cost more resulting in an increase to our operating expenses and adversely affect our results of operations. To the extent that our tenants are affected by such attacks and threats of attacks,violence, their businesses may be adversely affected, including their ability to continue to meet obligations under their existing leases.

Loss of our

Failure to attract and retain key personnel may adversely affect our business and operations.

The success of our business depends, in significant part, on the leadership and performance of our executive management team and other key employees,personnel, and our ability to attract, retain and motivate talented and diverse employees may significantly impact our future performance. Competition for these individuals is intense, and we cannot assure yoube assured that we will retain all of our executive management team and other key employeespersonnel or that we will be able to attract and retain other highly qualified individuals for these positions in the future. Losing any one or more of these personskey personnel may have a materialan adverse effect on us.

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We face competition from numerous sources, including other REITs and other real estate owners.

The ownership of shopping centers is highly fragmented. We face competition from other public REITs, large private investors, institutional investors, and from numerous small owners in the acquisition, ownership, and leasing of shopping centers. We also compete to develop shopping centers with other REITs engaged in development activities as well as with local, regional, and national real estate developers. This competition may:
reduce the number of properties available for acquisition or development;
increase the cost of properties available for acquisition or development; and
hinder our ability to attract and retain tenants, leading to increased vacancy rates and/or reduced rents.

If we cannot successfully compete in our targeted markets, our cash flow, and therefore distributions to stock and unit holders, may be adversely affected.


Costs of environmental remediation may reduce our cash flow available for distribution to stock and unit holders.
Under various federal, state, and local laws, an owner or manager of real property may be liable for the costs of removal or remediation of hazardous or toxic substances on the property. These laws often impose liability without regard to whether the owner knew of, or was responsible for, the presence of hazardous or toxic substances. The cost of any required remediation may exceed the value of the property and/or the aggregate assets of the owner or the responsible party. The presence of, or the failure to properly remediate, hazardous or toxic substances may adversely affect our ability to sell or lease a contaminated property or to use the property as collateral for a loan. We can provide no assurance that we are aware of all potential environmental liabilities; that any previous owner, occupant or tenant did not create any material environmental condition not known to us; that our properties will not be affected by tenants or nearby properties or other unrelated third parties; and that future uses or conditions, or changes in environmental laws and regulations will not result in additional material environmental liabilities to us.
Compliance with the Americans with Disabilities Act and fire, safety and other regulations may require us to make unintended expenditures.
All of our properties are required to comply with the Americans with Disabilities Act (“ADA”), which generally requires that buildings be made accessible to people with disabilities. Compliance with ADA requirements may require removal of access barriers, and noncompliance may result in imposition of fines by the U.S. government or an award of damages to private litigants, or both. While the tenants to whom we lease space in our properties are obligated by law to comply with the ADA provisions, and typically under tenant leases are obligated to cover costs associated with compliance, if required changes involve greater expenditures than anticipated, or if the changes must be made on a more accelerated basis than anticipated, the ability of these tenants to cover costs may be adversely affected. In addition, we are required to operate the properties in compliance with fire and safety regulations, building codes and other land use regulations, as they may be adopted by governmental entities and become applicable to the properties. We may be required to make substantial capital expenditures to comply with these requirements, and these expenditures may have a material adverse effect on our ability to meet our financial obligations and make distributions to our stock and unit holders.
We face risks associated with security breaches through cyber‑attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology (IT) networks and related systems.
We face risks associated with security breaches, whether through cyber‑attacks or cyber intrusions over the internet, malware, computer viruses, attachments to e‑mails, persons inside our organization or persons with access to systems, and other significant disruptions of our IT networks and related systems. Our IT networks and related systems are essential to the operation of our business and our ability to perform day‑to‑day operations and, in some cases, may be critical to the operations of certain of our tenants and co-investment partners. Although we make efforts to maintain the security and integrity of our IT networks and related systems, and we have implemented various measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Even the most well protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted security breaches evolve and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected. Accordingly, we may be unable to anticipate these techniques or to implement adequate security barriers or other preventative measures, and thus it is impossible for us to entirely mitigate this risk.
A breach or significant and extended disruption in the functioning of our systems, including our primary website, may damage our reputation and cause us to lose customers, tenants and revenues, generate third party claims, result in the unintended and/or unauthorized public disclosure or the misappropriation of proprietary, personal identifying and confidential information, and require us to incur significant expenses to address and remediate or otherwise resolve these kinds of issues, and we may not be able to recover these expenses in whole or in any part from our service providers, responsible parties, or insurance carriers.

Risk Factors Related to Our Partnerships and Joint Ventures

We do not have voting control over all of the properties owned in our co-investmentreal estate partnerships and joint ventures, so we are unable to ensure that our objectives will be pursued.

We have invested substantial capital as a partner in a number of partnerships and joint ventures to acquire, own, lease, develop or redevelop properties. These activities are subject to the same risks as our investments in our wholly-owned properties. TheseHowever, these investments, and other future similar investments may involve risks that would not be present were a third party not involved, including the possibility that partners or other owners might become bankrupt, suffer a deterioration in their creditworthiness, or fail to fund their share of required capital contributions. Partners or other owners may have economic or



other business interests or goals that are inconsistent with our own business interests or goals, and may be in a position to take actions contrary to our policies or objectives.

These investments, and other future similar investments, also have the potential risk of creating impasses on decisions, such as a sale or financing, because neither we nor our partner or other owner has full control over the partnership or joint venture. Disputes between us and partners or other owners might result in a premature termination of the applicable partnership or joint venture, or potentially litigation or arbitration, that may increase our investment and related risk as well as our costs and expenses associated with the investment, and preventdistract management from sufficiently focusing their time and efforts on others areas of our business. Consequently, actions by, or disputes with, partners or other owners might result in subjecting properties owned by the partnership or joint venture to additional risk. In addition, we risk the possibility of being held liable for the actions of our partners or other owners. These factors may limit the return that we receive from such investments or cause our cash flows to be lower than our estimates.

The termination of our partnerships may adversely affect our cash flow, operating results, and our ability to make distributions to stock and unit holders.

If partnerships owning a significant number of properties were dissolved for any reason, we wouldcould lose the asset, property management, leasing and construction management fees from these partnerships as well as the operating income of the properties, which may adversely affect our operating results and our cash available for distribution to stock and unit holders.

Certain of our partnership operating agreements provide either member the ability to elect buy/sell clauses. The election of these dissolution provisions could require us to invest additional capital to acquire the partners’ interest or to sell our share of the property thereby losing the operating income and cash flow.

Risk Factors Related to Funding Strategies and Capital Structure

Higher market capitalization rates and lower net operating income ("NOI") at our properties may adversely impact our

Our ability to sell properties and fund developments and acquisitions and developments may be adversely impacted by higher market capitalization rates and lower NOI at our properties which may dilute earnings.

As part of our funding strategy, we sell operating properties that no longer meet our strategic objectives or investment standards and/or those with a limited future growth profile. These sales proceeds are used to fund the constructiondebt repayment, acquisition of other properties, and new developments redevelopments, and repay debt and acquisitions.redevelopments. An increase in market capitalization rates (which may or may not be driven by an increase in interest rates) or a decline in NOI may cause a reduction in the value of centers identified for sale, which would have an adverse impact on the amount of cash generated. In order to meet the cash requirements of our development program, we may be required to sell more properties than initially planned, which may have a negative impact on our earnings. Additionally, the sale of properties resulting in significant tax gains may require higher distributions to our stockholders or payment of additional income taxes in order to maintain our REIT status. We intend to utilize 1031 exchanges to mitigate taxable income, however there can be no assurance that we will identify properties that meet our investment objectives for acquisitions.

We depend on external sources of capital, which may not be available in the future on favorable terms or at all.

To qualify as a REIT, the Parent Company must, among other things, distribute to its stockholders each year at least 90% of its REIT taxable income (excluding any net capital gains). Because of these distribution requirements, we may not be able to fund all future capital needs with income from operations. We therefore will have toIn such instances, we would rely on third-party sources of capital, which may or may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of things, including the market's perception of our growth potential and our current and potential future earnings. Our access to debt depends on our credit rating, the willingness of creditors to lend to us and conditions in the capital markets. In addition to finding creditorslenders willing to lend to us, we are dependent upon our joint venture partners to contribute their pro rata share of any amount needed to repay or refinance existing debt when lenders reduce the amount of debt our partnerships and joint ventures are eligible to refinance.

In addition, our existing debt arrangements also impose covenants that limit our flexibility in obtaining other financing. Additional equity offerings may result in substantial dilution of stockholders' interests and additional debt financing may substantially increase our degree of leverage.

Without access to external sources of capital, we would be required to pay outstanding debt with our operating cash flows and proceeds from property sales. Our operating cash flows may not be sufficient to pay our outstanding debt as it comes due and real estate investments generally cannot be sold quickly at a return we believe is appropriate. If we are required to deleverage our business

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with operating cash flows and proceeds from property sales, we may be forced to reduce the amount of, or eliminate altogether, our distributions to stock and unit holders or refrain from making investments in our business.

Our debt financing may adversely affect our business and financial condition.

Our ability to make scheduled payments or to refinance our indebtedness will depend primarily on our future performance, which to a certain extent is subject to economic, financial, competitive and other factors beyond our control. In addition, we do not expect to generate sufficient operating cash flow to make balloon principal payments on our debt when due. If we are unable to refinance our debt on acceptable terms, we may be forced (i) to dispose of properties, which might result in losses, or (ii) to obtain financing at unfavorable terms, either of which may reduce the cash flow available for distributions to



stock and unit holders. If we cannot make required mortgage loan payments, the mortgagee may foreclose on the property securing the mortgage.

Covenants in our debt agreements may restrict our operating activities and adversely affect our financial condition.

Our unsecured notes unsecured term loans, and unsecured line of credit (the "Line") contain customary covenants, including compliance with financial ratios, such as ratio of total debtindebtedness to grosstotal asset value and fixed charge coverage ratio. Fixed charge coverage ratio is defined as earnings before interest, taxes, depreciation and amortization ("EBITDA") divided by the sum of interest expense and scheduled mortgage principal paid to our lenders plus dividends paid to our preferred stockholders, if any. These covenants may limit our operational flexibility and our acquisitioninvestment activities. Moreover, if we breach any of the covenants in our debt agreements, and do not cure the breach within the applicable cure period, our lenders may require us to repay the debt immediately, even in the absence of a payment default. Many of our debt arrangements, including our unsecured notes unsecured term loans, and unsecured line of creditthe Line, are cross-defaulted, which means that the lenders under those debt arrangements can put us in default and require immediate repayment of their debt if we breach and fail to cure a default under certain of our other material debt obligations. As a result, any default under our debt covenants may have an adverse effect on our financial condition, our results of operations, our ability to meet our obligations, and the market value of our stock.

Increases in interest rates would cause our borrowing costs to rise and negatively impact our results of operations.

Although a significant amount of our outstanding debt has fixed interest rates, we do borrow funds at variable interest rates under our credit facilitiesfacility, and term loans.certain secured borrowings. As of December 31, 2017, 2.7%2023, less than 1.0% of our outstanding debt was variable rate debt not hedged to fixed rate debt. Increases in interest rates would increase our interest expense on any variable rate debt to the extent we have not hedged our exposure to changes in interest rates. In addition, increases in interest rates will affect the terms under which we refinance our existing debt as it matures, to the extent we have not hedged our exposure to changes in interest rates. This would reduce our future earnings and cash flows, which may adversely affect our ability to service our debt and meet our other obligations and also may reduce the amount we are able to distribute to our stock and unit holders.

Hedging activity may expose us to risks, including the risks that a counterparty will not perform and that the hedge will not yield the economic benefits we anticipate, which may adversely affect us.

From time to time, we

We manage our exposure to interest rate volatility by using interest rate hedging arrangements. These arrangements that involve risk, such as the risk that counterparties may fail to honor their obligations under these arrangements, and that these arrangements may not be effective in reducing our exposure to interest rate changes. There can be no assurance that our hedging arrangements will qualify for hedge accounting or that our hedging activities will have the desired beneficial impact on our results of operations. Should we desire to terminate a hedging agreement,arrangement, there may be significant costs and cash requirements involved to fulfill our obligations under the hedging agreement. Failurearrangement. In addition, failure to effectively hedge effectively against interest rate changes may adversely affect our results of operations.


Risk Factors Related to Information Management and Technology

The unauthorized access, use, theft or destruction of tenant or employee personal, financial or other data, or of Regency's proprietary or confidential information stored in our information systems or by third parties on our behalf could impact our reputation and brand and expose us to potential liabilities and adverse financial impact.

Many of our information technology systems (including the systems of our real estate partners and other third-party business partners and service providers, whether cloud-based or hosted in our servers) contain personal, financial or other information that is entrusted to us by our tenants and employees. Many of our information technology systems contain our proprietary information and other confidential information related to our business.

We are subject to attempts to compromise our information technology systems. To the extent we or a third party were to experience a material breach of our information technology systems that results in the unauthorized access, theft, use, destruction or other compromises of tenants' or employees' data or our confidential information stored in such systems, including through cyber-attacks such as ransomware, denial of service or other methods, such a breach may acquire propertiesdamage our reputation and cause us to lose tenants and employees, result in adverse financial impact, incur third party claims and cause disruption to our business and plans. Despite planning, preparation, and preventative measures, such attacks may be successful in the future and our business may be significantly

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disrupted if unable to quickly recover. Such security breaches also could result in a violation of applicable U.S. privacy and other laws, and potentially subject us to litigation and governmental investigations and proceedings, any of which could result in our exposure to material civil or portfolioscriminal liability, and we may not be able to recover these expenses from our service providers, responsible parties, or insurance carriers. Despite the ongoing significant investments in technology and training we make relating to cybersecurity, we can provide no assurance that we will avoid or prevent such breaches or attacks.

In addition, despite the implementation of properties through tax-deferred contribution transactions,security measures for our disaster recovery and business continuity plans, our information systems may be vulnerable to damage or other adverse impact from multiple sources other than cybersecurity risks, including computer viruses, energy blackouts, natural disasters, terrorism, war, and telecommunication failure. Any system failure or accident that causes disruption or interruptions to our information systems could result in a material disruption to our operations and business, and cause us to incur material costs to remedy such damages or adverse impacts.

The use of technology based on artificial intelligence presents risks relating to confidentiality, creation of inaccurate and flawed outputs and emerging regulatory risk, any or all of which may adversely affect our business and results of operations.

As with many technological innovations, artificial intelligence (“AI") presents great promise but also risks and challenges that could adversely affect our business. Sensitive, proprietary, or confidential information of the Company, our tenants and employees, could be leaked, disclosed, or revealed as a result of or in connection with the use of generative AI technologies by our employees or vendors. Any such information input into a third-party generative AI or machine learning platform could be revealed to others, including if information is used to train the third party's generative AI or machine learning models. Additionally, where a generative AI or machine learning model ingests personal information and makes connections using such data, those technologies may reveal other sensitive, proprietary, or confidential information generated by the model. Moreover, generative AI or machine learning models may create incomplete, inaccurate, or otherwise flawed outputs, some of which may appear correct. Due to these issues, these models could lead us to make flawed decisions that could result in stockholder dilutionadverse consequences to us, including exposure to reputational and competitive harm, customer loss, and legal liability. In addition, uncertainty in the legal regulatory regime relating to AI may require significant resources to modify and maintain business practices to comply with applicable law, the nature of which cannot be determined at this time. Several jurisdictions have already proposed or enacted laws governing AI. For example, on October 30, 2023, the Biden administration issued an Executive Order to, among other things, establish extensive new standards for AI safety and security. Other jurisdictions may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging. These obligations may prevent or limit our ability to sell such assets.

We may acquire properties or portfolios of properties through tax deferred contribution transactions in exchange for partnership interestsuse AI in our operating partnership, whichbusiness, lead to regulatory fines or penalties, or require us to change our business practices. If we cannot use AI, or that use is restricted, our business may result in stockholder dilution. This acquisition structure may have the effect of, among other things, reducing the amount of tax depreciationbe less efficient, or we may deduct over the tax life of the acquired properties, and may require that we agree to protect the contributors’ ability to defer recognition of taxable gain through restrictions on our ability to dispose of the acquired properties and/or the allocation of partnership debt to the contributors to maintain their tax bases. These restrictions may limit our ability to sell an assetbe at a time, or on terms, that would be favorable absent such restrictions.
competitive disadvantage. Any of these factors could adversely affect our business, financial condition, and results of operations.

Risk Factors Related to our Company and the Market Price for Our Securities

As a result of our merger with Equity One, Inc., the Gazit Parties became significant stockholders of Regency Centers and may have interests that are different from our other stockholders.
Mr. Chaim Katzman and Gazit-Globe, Ltd. and certain of its affiliated entities ("the Gazit Parties") own less than 10% of outstanding shares of our common stock. This concentration of ownership in one group of stockholders may potentially be disadvantageous to the interests of our other stockholders. The Gazit Parties have sold some of the shares they own in Regency Centers since we merged, and have filed a plan with the SEC to continue selling shares. Continued sales of our shares may cause volatility in our stock price, and we may find it more expensive to raise capital, if needed, through the sale of additional equity securities.


Under the governance agreement entered into as a part of the merger with Equity One, we nominated Mr. Katzman to our board of directors. Effective February 14, 2018, Mr. Katzman resigned from our board. However, so long as the Gazit Parties beneficially own 7% or more of our outstanding common stock, the Gazit Parties will have the right to designate another person to be appointed to our board of directors, which person must be reasonably acceptable to our board of directors.

Changes in economic and market conditions may adversely affect the market price of our securities.

The market price of our debt and equity securities may fluctuate significantly in response to many factors, many of which are out of our control, including:

actual or anticipated variations in our operating results;
changes in our funds from operations or earnings estimates;
publication of research reports about us or the real estate industry in general and recommendations by financial analysts or actions taken by rating agencies with respect to our securities or those of other REIT's;REITs;
the ability of our tenants to pay rent and meet their other obligations to us under current lease terms and our ability to re-lease space as leases expire;
increases in market interest rates that drive investors in, or potential purchasers of, our stock to seek other investments or demand a higher dividend yield;
changes in market valuations of similar companies;
adverse market reaction to any additional debt we incur in the future;
any future issuances of equity securities;
additions or departures of key management personnel;
strategic actions by us or our competitors, such as acquisitions or restructurings;
actions by institutional stockholders;
reports by corporate governance rating companies;
increased investor focus on sustainability-related risks, including climate change;
changes in our dividend payments;
potential tax law changes onrelating to REITs;
speculation in the press or investment community; and
general market and economic conditions.

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These factors may cause the market price of our securities to decline, regardless of our financial condition, results of operations, business or prospects. It is impossible to ensure that the market price of our securities, including our common stock, will not fall in the future. A decrease in the market price of our common stock may reduce our ability to raise additional equity capital in the public markets. Selling common stock at a decreased market price would have a dilutive impact on existing stockholders.

There is no assurance that we will continue to pay dividends at current or historical rates.

Our ability to continue to pay dividends at current or historical rates or to increase our dividend rate will depend on a number of factors, including, among others, the following:

our financial condition and results of future operations;
the terms of our loan covenants; and
our ability to acquire, finance, develop or redevelop and lease additional properties at attractive rates.

If we do not maintain or periodically increase the dividend on our common stock, it may have an adverse effect on the market price of our common stock and other securities.


Risk Factors Related to LawsTaxes and Regulations

the Parent the Company's Qualification as a REIT

If the Parent Company fails to qualify as a REIT for federal income tax purposes, it would be subject to federal income tax at regular corporate rates.

We believe that the Parent Company qualifies for taxation as a REIT for federal income tax purposes, and we plan to operate so that wethe Parent Company can continue to meet the requirements for taxation as a REIT. If the Parent Company continues to qualify as a REIT, it generally will not be subject to federal income tax on income that we distribute to our stockholders. Many REIT requirements, however, are highly technical and complex. The determination that the Parent Company is a REIT requires an analysis of various factual matters and circumstances, some of which may not be totally within our control and some of which involve questions of interpretation. For example, to qualify as a REIT, at least 95% of our gross income must come from specific passive sources, like rent, that are itemized in the REIT tax laws. There can be no assurance that the Internal Revenue Service (“IRS”("IRS") or a court would agree with the positions we have taken in interpreting the REIT requirements. We areThe Parent Company is also



required to distribute to ourthe stockholders at least 90% of ourits REIT taxable income, excluding net capital gains. The Parent Company will be subject to U.S. federal income tax on undistributed taxable income and net capital gains and to a 4% nondeductible excise tax on any amount by which distributions the Parent Company pays with respect to any calendar year are less than the sum of 85% of our ordinary income, 95% of our capital gain net income and 100% of our undistributed income from prior years. The fact that we hold many of our assets through co-investmentreal estate partnerships and their subsidiaries further complicates the application of the REIT requirements. Furthermore, Congress and the IRS might make changes to the tax laws and regulations, and the courts might issue new rulings, that make it more difficult or impossible, for the Parent Company to remain qualified as a REIT.

Also, unless the IRS granted relief under certain statutory provisions, the Parent Company would remain disqualified as a REIT for four years following the year it first failed to qualify. If the Parent Company failed to qualify as a REIT (currently and/or with respect to any tax years for which the statute of limitations has not expired), wethe Parent Company would have to pay significant income taxes, reducing cash available to pay dividends, which would likely have a significant adverse effect on the value of our securities. In addition, we would no longer be required to pay any dividends to stockholders.stockholders in order to maintain our REIT status. Although we believe that the Parent Company qualifies as a REIT, we cannot assure yoube assured that the Parent Company will continue to qualify or remain qualified as a REIT for tax purposes.

Even if the Parent Company qualifies as a REIT for federal income tax purposes, we arethe Parent Company is required to pay certain federal, state, and local taxes on ourits income and property. For example, if we have net income from “prohibited"prohibited transactions," that income will be subject to a 100% tax. In general, prohibited transactions include sales or other dispositions of property held primarily for sale to customers in the ordinary course of business. The determination as to whether a particular sale is a prohibited transaction depends on the facts and circumstances related to that sale. While we have undertaken a significant number of asset sales in recent years, we do not believe that those sales should be considered prohibited transactions, but there can be no assurance that the IRS would not contend otherwise.

In addition, on December 22, 2017, H.R. 1, commonly referred to as the Tax Cuts and Jobs Act (the "Tax Cuts and Jobs Act") was signed into law by the U.S. President. Although we are not aware of any provision in the final tax reform legislation or any pending tax legislation that would adversely affect our ability to operate as a REIT, new

New legislation, as well as new regulations, administrative interpretations, or court decisions may be introduced, enacted, or promulgated from time to time, that may change the tax laws or interpretations of the tax laws regarding qualification as a REIT, or the federal income tax consequences of that qualification, in a manner that is adverse to our stockholders.


Recent changes to the U.S. tax laws may have a significant negative impact on the overall economy, our tenants, our investors, and our business.

The Tax Cuts and Jobs Act made significant changes to the Internal Revenue Code of 1986, as amended (the "Code"). While the changes in the Tax Cuts and Jobs Act generally appear to be favorable with respect to REITs, the extensive changes to non-REIT provisions in the Code may have unanticipated effects on us or our stockholders. Moreover, Congressional leaders have recognized that the process of adopting extensive tax legislation in a short amount of time without hearings and substantial time for review is likely to have led to drafting errors, issues needing clarification and unintended consequences that will have to be reviewed in subsequent tax legislation. At this point, it is not clear when Congress will address these issues or when the Internal Revenue Service will issue administrative guidance on the changes made in the Tax Cuts and Jobs Act.

As a result of the changes to U.S. federal tax laws implemented by the Tax Cuts and Jobs Act, our taxable income and the amount of distributions to our stockholders required in order to maintain our REIT status, and our relative tax advantage as a REIT, may significantly change. The long-term impact of the Tax Cuts and Jobs Act on the overall economy, government revenues, our tenants, us, and the real estate industry cannot be reliably predicted at this early stage of the new law’s implementation. Furthermore, the Tax Cuts and Jobs Act may negatively impact certain of our tenants’ operating results, financial condition, and future business plans. The Tax Cuts and Jobs Act may also result in reduced government revenues, and therefore reduced government spending, which may negatively impact some of our tenants that rely on government funding. There can be no assurance that the Tax Cuts and Jobs Act will not negatively impact our operating results, financial condition, and future business operations.

Dividends paid by REITs generally do not qualify for reduced tax rates.

Subject to limited exceptions, dividends paid by REITs (other than distributions designated as capital gain dividends, qualified dividends or returns of capital) are not eligible for reduced rates for qualified dividends paid by "C" corporations and are taxable at ordinary income tax rates. The more favorable rates applicableUnder the Tax Cuts and Jobs Act of 2017 (the "TCJA"), however, domestic shareholders that are individuals, trusts, and estates generally may deduct up to regular corporate20% of the ordinary dividends (e.g., dividends not designated as capital gain dividends or qualified dividend income) received from a REIT for taxable years beginning after December 3, 2017, and before

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January 1, 2026. Although these rules do not adversely affect the taxation of REITs or dividends may causepayable by REITs, investors who are individuals, trusts and estates tomay perceive investments in REITs to be relatively less attractive than investments in the stocks of non-REIT corporations that pay dividends, which may adversely affect the value of the shares of REITs, including the shares of our capital stock.

Under the recently passed Tax Cuts and Jobs Act, the rate brackets for non-corporate taxpayer’s ordinary income are adjusted, the top tax rate is reduced from 39.6% to 37% (excluding the 3.8% Medicare tax on net investment income), and


ordinary REIT dividends are taxed at even lower effective rates. Under the Tax Cuts and Jobs Act, for taxable years beginning after December 31, 2017 and before January 1, 2026, distributions from REITs that are treated as dividends but are not designated as qualified dividends or capital gain dividends are generally taxed as ordinary income after deducting 20%per share trading price of the amount of the dividend in the case of non-corporate stockholders. At the maximum ordinary income tax rate of 37% applicable for taxable years beginning after December 31, 2017 and before January 1, 2026, the maximum tax rate on ordinary REIT dividends for non-corporate stockholders is generally 29.6% (plus the 3.8% Medicare tax on net investment income).
ForeignParent Company's capital stock.

Certain foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition of our common stock if we do not qualify as a "domestically controlled" REIT.

A foreign person, other than a "qualified shareholder" or a "qualified foreign pension fund," as each is defined for purposes of the Code, disposing of a U.S. real property interest, including shares of a U.S. corporation whose assets consist principally of U.S. real property interests is generally subject to U.S. federal income tax on anythe gain recognized on the disposition. This tax does not apply, however, to the disposition of stock in a REIT if the REIT is "domestically controlled." In general, wethe Parent Company will be a domestically controlled REIT if, at all times during the five-year period ending on the applicable stockholder’s disposition of our stock, less than 50% in value of our stock was held directly or indirectly by non-U.S. persons. If wethe Parent Company were to fail to qualify as a domestically controlled REIT, gain recognized by a foreign stockholder on a disposition of our common stock would be subject to U.S. federal income tax unless our common stock was traded on an established securities market and the foreign stockholder did not at any time during a specified testing period directly or indirectly own more than 10% of our outstanding common stock.

We seek to act in the best interests of the Parent Company as a whole and do not take into consideration the particular tax consequences to any specific holder of our stock. Foreign persons should inform themselves as to the U.S. tax consequences, and the tax consequences within the countries of their citizenship, residence, domicile, and place of business, with respect to the purchase, ownership, and disposition of shares of our common stock.

Legislative or other actions affecting REITs may have a negative effect on us.

us or our investors.

The rules dealing with federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Department of the Treasury. Changes to the tax laws, with or without retroactive application, may adversely affect Regencythe Parent Company or our investors. We cannot predict how changes in the tax laws might affect Regencythe Parent Company or our investors. New legislation, Treasury Regulations, administrative interpretations or court decisions may significantly and negatively affect our ability to qualify as a REIT or the federal income tax consequences of such qualification, or the federal income tax consequences of an investment in us. There is also a risk that REIT status may be adversely impacted by a change in tax or other laws. Also, the law relating to the tax treatment of other entities, or an investment in other entities, may change, making an investment in such other entities more attractive relative to an investment in a REIT.

Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities.

The REIT provisions of the Code limit our ability to hedge our liabilities. Generally, income from a hedging transaction that constitutes “qualifying income” for purposes of the 75% or 95% gross income tests applicable to REITs, does not constitute “gross income”"gross income" for purposes of the 75% or 95% gross income tests, provided that we properly identify the hedging transaction pursuant to the applicable sections of the Code and Treasury Regulations. To the extent that we enter into other types of hedging transactions, or fail to make the proper tax identifications, the income from those transactions is likely to be treated as non-qualifying income for purposes of both gross income tests. As a result of these rules, we may need to limit our use of otherwise advantageous hedging techniques or implement those hedges through a taxable REIT subsidiary,TRS.

Partnership tax audit rules could have a material adverse effect.

Under current federal partnership tax audit rules, subject to certain exceptions, any audit adjustment to items of income, gain, loss, deduction, or TRS.

Changescredit of a partnership (and a partner’s allocable share thereof) is determined, and taxes, interest, and penalties attributable thereto are assessed and collected, at the partnership level. With respect to any partnership in accounting standards may impact our financial results.
The Financial Accounting Standards Board ("FASB"), in conjunction withwhich we invest, unless such partnership makes an election or takes certain steps to require the SEC, has several key projects recently completed orpartners to pay their tax on their agendaallocable shares of the adjustment, it is possible that such partnership would be required to pay additional taxes, interest, and penalties as a result of an audit adjustment. We could be required to bear the economic burden of those taxes, interest, and penalties even though we may impact how we currently account for our material transactions, including lease accounting and other convergence projects with the International Accounting Standards Board. The largest projects, Revenue from Contracts with Customers and Leases,not otherwise have been issued and will be adopted byrequired to pay additional taxes had we owned the Company by their effective dates, as further described in note 1. The Leases standard is expectedassets of the partnership directly.

Risk Factors Related to have an impact on our financial statements when adopted to require all of our operating leases for office, ground and equipment leases to be recorded on our balance sheet. Also, we will no longer capitalize internal leasing compensation costs and legal costs associated with leasing activities under the new standard, which will result in an increase in our general and administrative costs and a reduction to our net income.

Company's Common Stock

Restrictions on the ownership of the Parent Company's capital stock to preserve its REIT status may delay or prevent a change in control.

Ownership of more than 7% by value of our outstanding capital stock is prohibited, with certain exceptions, by the Parent Company's articles of incorporation, for the purpose of maintaining its qualification as a REIT. This 7% limitation may discourage a change in control and may also (i) deter tender offers for our capital stock, which offers may be attractive to our stockholders, or (ii) limit the opportunity for our stockholders to receive a premium for their capital stock that might otherwise exist if an investor attempted to assemble a block in excess of 7% of our outstanding capital stock or to affect a change in control.

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The issuance of the Parent Company's capital stock may delay or prevent a change in control.

The Parent Company's articles of incorporation authorize our Board of Directors to issue up to 30,000,000 shares of preferred stock (less the shares of preferred stock already issued and outstanding) and 10,000,000 shares of special common stock and to establish the preferences and rights of any shares issued. The issuance of preferred stock or special common stock may have the effect of delaying or preventing a change in control. The provisions of the Florida Business Corporation Act regarding affiliated transactions may also deter potential acquisitions by preventing the acquiring party from consummating a merger or other extraordinary corporate transaction without the approval of our disinterested stockholders.


Ownership in the Parent Company may be diluted in the future.

In the future, a stockholder's percentage ownership in the Company may be diluted because of equity issuances for acquisitions, capital market transactions or other corporate purposes, including equity awards we will grant to our directors, officers and employees. In the past we have issued equity in the secondary market and may do so again in the future, depending on the price of our stock and other factors.

In addition, our restated articles of incorporation, as amended, authorizes our Board of Directors to issue, without the approval of our stockholders, one or more classes or series of preferred stock having such preferences, limitations, and relative rights, including preferences over our common stock respecting dividends and distributions, as our Board of Directors generally may determine. The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. For example, we could grant the holders of preferred stock the right to elect some number of our directors in all events or on the happening of specified events or the right to veto specified transactions. Similarly, the repurchase or redemption rights or liquidation preferences we could assign to holders of preferred stock could affect the residual value of the common stock.

Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

Cybersecurity Risk Management and Strategy

The Company employs a tiered structure of management and oversight for cybersecurity, characterized by distinct layers of responsibility and decision making, which includes operation staff, management, and senior management and board-level governance. As discussed in more detail below under “Cybersecurity Governance”, this involves management responsibility through a specialized Cyber Risk Committee (the “CRC”) and oversight of that committee by a group of the most senior leaders of the Company, which comprise the Company’s Executive Committee. At the Company’s Board of Directors (the “Board”) level, the Audit Committee oversees our cybersecurity risk management program.

Our strategy for managing cybersecurity risk is integrated into the Company’s overall risk management program and structure, as depicted in the Corporate Governance section of our Proxy under “Risk Oversight”.

The Company, through its Chief Information Security Officer (“CISO”), other Company employees experienced in information network security, and the use of third-party expertise, references various recognized cybersecurity frameworks. These frameworks are used to benchmark and tailor the Company’s cybersecurity strategies and program to our risk profile and specific operational needs and goals. Our core cybersecurity strategy focuses on five key pillars: identification, protection, detection, response, and recovery, each tailored to meet the specific challenges and needs of our business. The primary goal of this strategy is to proactively safeguard the confidentiality, security, and availability of the information we collect and store. This proactive approach includes identifying, preventing, and mitigating cybersecurity threats, as well as preparing to respond to cybersecurity incidents quickly and efficiently to minimize their impact. Under the leadership of our CISO and CRC, we are committed to a continuous evaluation and enhancement of our cybersecurity practices to facilitate adaptation to the constantly evolving landscape of cybersecurity threats.

We have adopted a risk-based strategy to manage cybersecurity risks associated with third parties. We prioritize our cybersecurity efforts relating to third parties based on the likelihood and potential impact of cybersecurity threats. This includes reviewing the security protocols of key vendors, service providers, and external users of our systems.

The CRC engages third-party expertise from time to time as it deems necessary or appropriate to test our cybersecurity defenses, to evaluate the cybersecurity programs of current and potential vendors and service providers, and to seek specialized legal advice regarding cybersecurity.

Since at least January 1, 2021, we are not aware of any cybersecurity incidents that have materially affected the Company. Based on our current understanding of the cyber risk environment and our preparedness level, we do not believe it to be reasonably likely in the near term that a cybersecurity threat will materially impact our business strategy, results of operations or financial condition.

22


None.

Cybersecurity Governance

The Audit Committee of the Board is charged with overseeing our cybersecurity risk management program. The CRC Chair and the CISO provide the Audit Committee with quarterly updates. These updates cover the overall status of the Company’s cybersecurity program, as well as developments and potential new risks and trends. In the event of a significant cybersecurity threat or incident, the CRC would escalate communication frequency and intensity with the Audit Committee, Board, and the Company’s Executive Committee (discussed below).

As designated by the Company’s Executive Committee and the Audit Committee, our CRC leads Regency's cybersecurity risk management program. This includes risk identification, assessment, management, prevention and mitigation, as well as securing necessary resources and reporting on cybersecurity preparedness to the Executive Committee (which is currently comprised of the CEO, CFO, and several of the Company’s other senior leaders) and the Audit Committee.

CRC membership, which is subject to change from time to time, includes management leadership possessing a diverse range of education, experience and expertise, and is currently comprised of Company’s CISO, chief accounting officer, head of internal audit, general counsel and chief compliance officer, head of litigation, head of human resources, head of IT operations and the manager of network security. The collective experience of this committee encompasses areas such as IT, network security, change and incident management, public company governance, accounting, financial controls, insurance, risk management, communications, human capital, and legal matters including securities, privacy and technology contracting.


23




Item 2. Properties

The following table is a list of theour shopping centers, summarized by state and in order of largest holdings by number of properties, presented for Consolidated Propertiesconsolidated properties (excludes properties owned by unconsolidated co-investmentreal estate partnerships):

  December 31, 2017 December 31, 2016
Location Number of Properties GLA (in thousands) Percent of Total GLA Percent Leased Number of Properties GLA (in thousands) Percent of Total GLA Percent Leased
Florida 96
 11,255
 29.1% 94.7% 37
 4,168
 17.4% 93.6%
California 56
 8,549
 22.1% 96.5% 43
 5,734
 24.0% 97.7%
Texas 23
 3,018
 7.8% 97.4% 23
 3,014
 12.6% 96.0%
Georgia 21
 2,047
 5.3% 95.2% 15
 1,395
 5.8% 93.8%
Connecticut 14
 1,458
 3.8% 96.9% 3
 316
 1.3% 94.7%
Virginia 8
 1,420
 3.7% 86.3% 7
 1,233
 5.2% 87.5%
New York 9
 1,198
 3.1% 99.0% 1
 105
 0.4% —%
Ohio 8
 1,196
 3.1% 99.5% 8
 1,184
 4.9% 98.4%
Colorado 14
 1,146
 3.0% 97.2% 14
 1,146
 4.8% 93.8%
Illinois 6
 1,069
 2.8% 88.3% 5
 817
 3.4% 98.7%
Massachusetts 9
 907
 2.3% 99.1% 3
 516
 2.2% 95.5%
North Carolina 10
 895
 2.3% 97.0% 10
 895
 3.8% 96.2%
Washington 7
 825
 2.1% 99.4% 6
 672
 2.8% 99.3%
Louisiana 5
 753
 1.9% 94.2% 
 
 % %
Oregon 7
 741
 1.9% 94.8% 7
 741
 3.1% 93.3%
Missouri 4
 408
 1.1% 99.7% 4
 408
 1.7% 99.5%
Maryland 3
 372
 1.0% 86.6% 1
 117
 0.5% 97.9%
Tennessee 3
 317
 0.8% 97.6% 3
 317
 1.3% 96.3%
Pennsylvania 3
 317
 0.8% 93.2% 3
 317
 1.3% 94.7%
Indiana 1
 254
 0.7% 97.7% 1
 254
 1.1% 97.9%
Delaware 1
 232
 0.6% 95.6% 1
 232
 1.0% 93.6%
New Jersey 1
 218
 0.6% 86.7% 1
 218
 0.9% 65.9%
Michigan 1
 97
 0.3% 98.6% 1
 97
 0.4% 97.1%
South Carolina 1
 51
 0.1% 71.2% 
 
 —%
 —%
Arizona 
 
 % % 1
 36
 0.1% 60.4%
Total 311
 38,743
 100.0% 95.5% 198
 23,932
 100.0% 94.8%
Certain Consolidated Properties are encumbered by mortgage loans of $636.7 million, excluding debt issuance costs and premiums and discounts, as of December 31, 2017.

 

 

December 31, 2023

 

 

December 31, 2022

 

Location

 

Number of
Properties

 

 

GLA (in
thousands)

 

 

Percent of
Total GLA

 

 

Percent
Leased

 

 

Number of
Properties

 

 

GLA (in
thousands)

 

 

Percent of
Total GLA

 

 

Percent
Leased

 

Florida

 

 

88

 

 

 

10,767

 

 

 

24.6

%

 

 

95.1

%

 

 

88

 

 

 

10,783

 

 

 

27.8

%

 

 

95.1

%

California

 

 

54

 

 

 

8,300

 

 

 

19.0

%

 

 

94.9

%

 

 

53

 

 

 

8,204

 

 

 

21.1

%

 

 

93.9

%

Connecticut

 

 

43

 

 

 

3,702

 

 

 

8.5

%

 

 

92.5

%

 

 

14

 

 

 

1,452

 

 

 

3.7

%

 

 

91.1

%

New York

 

 

42

 

 

 

3,399

 

 

 

7.8

%

 

 

88.7

%

 

 

16

 

 

 

1,953

 

 

 

5.0

%

 

 

89.0

%

Texas

 

 

26

 

 

 

3,288

 

 

 

7.5

%

 

 

97.3

%

 

 

25

 

 

 

3,239

 

 

 

8.3

%

 

 

98.0

%

Georgia

 

 

22

 

 

 

2,121

 

 

 

4.8

%

 

 

94.2

%

 

 

22

 

 

 

2,120

 

 

 

5.5

%

 

 

92.9

%

New Jersey

 

 

17

 

 

 

1,585

 

 

 

3.6

%

 

 

93.3

%

 

 

2

 

 

 

573

 

 

 

1.5

%

 

 

89.2

%

Colorado

 

 

13

 

 

 

1,097

 

 

 

2.5

%

 

 

97.7

%

 

 

13

 

 

 

1,097

 

 

 

2.8

%

 

 

96.6

%

North Carolina

 

 

10

 

 

 

1,221

 

 

 

2.8

%

 

 

98.1

%

 

 

10

 

 

 

1,222

 

 

 

3.2

%

 

 

98.2

%

Washington

 

 

10

 

 

 

962

 

 

 

2.2

%

 

 

96.0

%

 

 

10

 

 

 

963

 

 

 

2.5

%

 

 

97.3

%

Massachusetts

 

 

9

 

 

 

996

 

 

 

2.3

%

 

 

98.5

%

 

 

8

 

 

 

897

 

 

 

2.3

%

 

 

97.6

%

Ohio

 

 

8

 

 

 

1,221

 

 

 

2.8

%

 

 

98.8

%

 

 

8

 

 

 

1,224

 

 

 

3.2

%

 

 

96.7

%

Oregon

 

 

7

 

 

 

741

 

 

 

1.7

%

 

 

95.0

%

 

 

7

 

 

 

742

 

 

 

1.9

%

 

 

94.6

%

Illinois

 

 

6

 

 

 

1,085

 

 

 

2.5

%

 

 

94.1

%

 

 

6

 

 

 

1,085

 

 

 

2.8

%

 

 

94.9

%

Virginia

 

 

6

 

 

 

939

 

 

 

2.1

%

 

 

97.7

%

 

 

6

 

 

 

939

 

 

 

2.4

%

 

 

93.4

%

Pennsylvania

 

 

4

 

 

 

443

 

 

 

1.0

%

 

 

99.5

%

 

 

4

 

 

 

443

 

 

 

1.1

%

 

 

98.7

%

Missouri

 

 

4

 

 

 

408

 

 

 

0.9

%

 

 

98.9

%

 

 

4

 

 

 

408

 

 

 

1.1

%

 

 

99.5

%

Tennessee

 

 

3

 

 

 

314

 

 

 

0.7

%

 

 

99.5

%

 

 

3

 

 

 

314

 

 

 

0.8

%

 

 

99.1

%

Maryland

 

 

2

 

 

 

244

 

 

 

0.6

%

 

 

89.9

%

 

 

2

 

 

 

250

 

 

 

0.6

%

 

 

94.4

%

Minnesota

 

 

2

 

 

 

246

 

 

 

0.6

%

 

 

100.0

%

 

 

2

 

 

 

246

 

 

 

0.6

%

 

 

100.0

%

Indiana

 

 

1

 

 

 

279

 

 

 

0.6

%

 

 

100.0

%

 

 

1

 

 

 

279

 

 

 

0.7

%

 

 

100.0

%

Delaware

 

 

1

 

 

 

229

 

 

 

0.5

%

 

 

96.2

%

 

 

1

 

 

 

230

 

 

 

0.6

%

 

 

94.5

%

Michigan

 

 

1

 

 

 

97

 

 

 

0.2

%

 

 

74.0

%

 

 

1

 

 

 

97

 

 

 

0.3

%

 

 

74.0

%

South Carolina

 

 

1

 

 

 

51

 

 

 

0.1

%

 

 

100.0

%

 

 

1

 

 

 

51

 

 

 

0.1

%

 

 

100.0

%

District of Columbia

 

 

1

 

 

 

23

 

 

 

0.1

%

 

 

100.0

%

 

 

1

 

 

 

23

 

 

 

0.1

%

 

 

85.8

%

Total

 

 

381

 

 

 

43,758

 

 

 

100.0

%

 

 

94.9

%

 

 

308

 

 

 

38,834

 

 

 

100.0

%

 

 

94.8

%

The weighted average annual effective rent for the consolidated portfolio of properties, net of tenant concessions, is $21.01$24.67 and $19.70$23.95 per square foot ("PSF") as of December 31, 20172023 and 2016,2022, respectively.

24




The following table is a list of theour shopping centers, summarized by state and in order of largest holdings by number of properties, presented for Unconsolidated Properties (includesunconsolidated properties (properties owned by our unconsolidated co-investmentreal estate partnerships):

  December 31, 2017 December 31, 2016
Location Number of Properties GLA (in thousands) Percent of Total GLA Percent Leased Number of Properties GLA (in thousands) Percent of Total GLA Percent Leased
California 21
 2,791
 18.4% 97.0% 20
 2,652
 19.1% 97.5%
Virginia 18
 2,554
 16.9% 94.3% 18
 2,551
 18.3% 95.1%
North Carolina 8
 1,326
 8.8% 91.6% 8
 1,275
 9.2% 95.3%
Maryland 11
 1,184
 7.8% 95.8% 11
 1,182
 8.5% 96.1%
Florida 10
 1,040
 6.9% 97.4% 7
 729
 5.2% 98.4%
Texas 7
 933
 6.2% 97.4% 7
 932
 6.7% 98.4%
Colorado 5
 836
 5.5% 96.2% 5
 853
 6.1% 95.1%
Massachusetts 2
 726
 4.8% 95.7% 
 
 % %
Minnesota 5
 674
 4.4% 98.3% 5
 674
 4.8% 98.6%
Illinois 4
 671
 4.4% 95.5% 4
 671
 4.8% 95.7%
Pennsylvania 6
 666
 4.4% 95.7% 6
 664
 4.8% 91.7%
Washington 5
 621
 4.1% 96.5% 5
 621
 4.6% 95.2%
New Jersey 3
 287
 1.9% 98.2% 2
 158
 1.1% 100.0%
Connecticut 1
 186
 1.2% 100.0% 1
 186
 1.3% 94.8%
New York 1
 141
 0.9% 100.0% 1
 141
 1.0% 100.0%
Indiana 2
 139
 0.9% 99.1% 2
 139
 1.0% 100.0%
Oregon 1
 93
 0.6% 98.4% 1
 93
 0.7% 94.7%
Georgia 1
 86
 0.6% 97.5% 1
 86
 0.6% 98.5%
South Carolina 1
 80
 0.5% 100.0% 1
 80
 0.6% 100.0%
Delaware 1
 64
 0.4% 90.1% 1
 64
 0.5% 92.6%
District of Columbia 2
 40
 0.3% 91.8% 2
 40
 0.3% 100.0%
Arizona 
 
 % % 1
 108
 0.8% 89.7%
    Total 115
 15,138
 100.0% 95.6% 109
 13,899
 100.0% 96.3%
Certain Unconsolidated Properties are encumbered by mortgage loans of $1.5 billion, excluding debt issuance costs and premiums and discounts, as of December 31, 2017.

 

 

December 31, 2023

 

 

December 31, 2022

 

Location

 

Number of
Properties

 

 

GLA (in
thousands)

 

 

Percent of
Total GLA

 

 

Percent
Leased

 

 

Number of
Properties

 

 

GLA (in
thousands)

 

 

Percent of
Total GLA

 

 

Percent
Leased

 

California

 

 

17

 

 

 

2,320

 

 

 

17.8

%

 

 

98.4

%

 

 

17

 

 

 

2,320

 

 

 

18.9

%

 

 

97.4

%

Virginia

 

 

14

 

 

 

1,982

 

 

 

15.2

%

 

 

92.7

%

 

 

15

 

 

 

2,082

 

 

 

16.9

%

 

 

93.9

%

Maryland

 

 

9

 

 

 

848

 

 

 

6.5

%

 

 

96.0

%

 

 

9

 

 

 

849

 

 

 

6.9

%

 

 

96.3

%

North Carolina

 

 

7

 

 

 

1,237

 

 

 

9.5

%

 

 

97.9

%

 

 

7

 

 

 

1,197

 

 

 

9.7

%

 

 

95.5

%

Washington

 

 

7

 

 

 

874

 

 

 

6.7

%

 

 

98.0

%

 

 

7

 

 

 

874

 

 

 

7.1

%

 

 

97.4

%

Colorado

 

 

6

 

 

 

858

 

 

 

6.6

%

 

 

95.5

%

 

 

6

 

 

 

858

 

 

 

7.0

%

 

 

93.3

%

Florida

 

 

6

 

 

 

669

 

 

 

5.1

%

 

 

99.0

%

 

 

6

 

 

 

663

 

 

 

5.4

%

 

 

99.4

%

Pennsylvania

 

 

6

 

 

 

669

 

 

 

5.1

%

 

 

96.0

%

 

 

6

 

 

 

669

 

 

 

5.4

%

 

 

84.5

%

New York

 

 

5

 

 

 

786

 

 

 

6.0

%

 

 

98.0

%

 

 

1

 

 

 

141

 

 

 

1.2

%

 

 

100.0

%

Illinois

 

 

5

 

 

 

777

 

 

 

5.9

%

 

 

98.6

%

 

 

4

 

 

 

690

 

 

 

5.6

%

 

 

91.9

%

Texas

 

 

5

 

 

 

741

 

 

 

5.7

%

 

 

97.1

%

 

 

5

 

 

 

742

 

 

 

6.0

%

 

 

94.4

%

New Jersey

 

 

4

 

 

 

301

 

 

 

2.3

%

 

 

85.4

%

 

 

3

 

 

 

224

 

 

 

1.8

%

 

 

81.8

%

Minnesota

 

 

3

 

 

 

423

 

 

 

3.2

%

 

 

98.7

%

 

 

3

 

 

 

423

 

 

 

3.4

%

 

 

98.3

%

Indiana

 

 

2

 

 

 

139

 

 

 

1.1

%

 

 

93.0

%

 

 

2

 

 

 

139

 

 

 

1.1

%

 

 

82.9

%

Connecticut

 

 

1

 

 

 

189

 

 

 

1.4

%

 

 

98.1

%

 

 

1

 

 

 

186

 

 

 

1.5

%

 

 

98.1

%

Oregon

 

 

1

 

 

 

93

 

 

 

0.7

%

 

 

100.0

%

 

 

1

 

 

 

93

 

 

 

0.8

%

 

 

97.7

%

South Carolina

 

 

1

 

 

 

80

 

 

 

0.6

%

 

 

100.0

%

 

 

1

 

 

 

80

 

 

 

0.7

%

 

 

96.7

%

Delaware

 

 

1

 

 

 

64

 

 

 

0.5

%

 

 

94.6

%

 

 

1

 

 

 

64

 

 

 

0.5

%

 

 

100.0

%

District of Columbia

 

 

1

 

 

 

17

 

 

 

0.1

%

 

 

100.0

%

 

 

1

 

 

 

17

 

 

 

0.1

%

 

 

100.0

%

Total

 

 

101

 

 

 

13,067

 

 

 

100.0

%

 

 

96.6

%

 

 

96

 

 

 

12,311

 

 

 

100.0

%

 

 

94.8

%

The weighted average annual effective rent for the unconsolidated portfolio of properties, net of tenant concessions, is $20.63$24.04 and $19.25$23.15 PSF as of December 31, 20172023 and 2016,2022, respectively.

25




The following table summarizes the largestour top tenants occupying our shopping centers for Consolidated Propertiesconsolidated properties plus our pro-rataPro-rata share of Unconsolidated Properties,unconsolidated properties, as of December 31, 2017,2023, based upon a percentage of total annualized base rent (GLA and dollars in thousands):

Tenant GLA Percent of Company Owned GLA Annualized Base Rent Percent of Annualized Base Rent Number of Leased Stores
Publix 2,750 6.2% $28,002
 3.1% 69
Kroger 2,868 6.5% 27,560
 3.1% 58
Albertsons/Safeway 1,772 4.0% 25,465
 2.9% 46
TJX Companies 1,427 3.2% 20,958
 2.4% 58
Whole Foods 970 2.2% 20,133
 2.3% 27
Ahold/Delhaize 623 1.4% 13,509
 1.5% 16
CVS 640 1.5% 12,975
 1.5% 57
Nordstrom 320 0.7% 8,747
 1.0% 9
L.A. Fitness Sports Club 445 1.0% 8,384
 0.9% 12
PETCO 351 0.8% 8,233
 0.9% 43
Ross Dress For Less 564 1.3% 8,072
 0.9% 24
Bed Bath & Beyond 500 1.1% 7,880
 0.9% 16
Trader Joe's 252 0.6% 7,667
 0.9% 25
Gap 197 0.4% 6,542
 0.7% 15
Dick's Sporting Goods 417 0.9% 6,520
 0.7% 8
Wells Fargo Bank 133 0.3% 6,465
 0.7% 54
Starbucks 137 0.3% 6,423
 0.7% 103
Target 570 1.3% 6,365
 0.7% 6
Bank of America 115 0.3% 5,911
 0.7% 39
JPMorgan Chase Bank 109 0.2% 5,855
 0.7% 36
H.E.B. 344 0.8% 5,762
 0.6% 5
Kohl's 612 1.4% 5,645
 0.6% 8
Wal-Mart 573 1.3% 4,935
 0.6% 7
Best Buy 216 0.5% 4,822
 0.5% 7
Walgreens 222 0.5% 4,700
 0.5% 18

Tenant

 

GLA

 

 

Percent of
Company
Owned GLA

 

 

Annualized
Base Rent

 

 

Percent of
Annualized
Base Rent

 

 

Number of
Leased Stores

 

Publix

 

 

2,955

 

 

 

6.4

%

 

$

33,949

 

 

 

3.0

%

 

 

68

 

Albertsons Companies, Inc.

 

 

2,192

 

 

 

4.8

%

 

 

33,559

 

 

 

3.0

%

 

 

53

 

Kroger Co.

 

 

2,933

 

 

 

6.4

%

 

 

30,228

 

 

 

2.7

%

 

 

52

 

Amazon/Whole Foods

 

 

1,255

 

 

 

2.7

%

 

 

29,809

 

 

 

2.6

%

 

 

38

 

TJX Companies, Inc.

 

 

1,659

 

 

 

3.6

%

 

 

29,715

 

 

 

2.6

%

 

 

70

 

Ahold Delhaize

 

 

906

 

 

 

2.0

%

 

 

22,583

 

 

 

2.0

%

 

 

20

 

CVS

 

 

782

 

 

 

1.7

%

 

 

20,628

 

 

 

1.8

%

 

 

66

 

L.A. Fitness Sports Club

 

 

516

 

 

 

1.1

%

 

 

11,137

 

 

 

1.0

%

 

 

14

 

Trader Joe's

 

 

311

 

 

 

0.7

%

 

 

11,023

 

 

 

1.0

%

 

 

30

 

JPMorgan Chase Bank

 

 

176

 

 

 

0.4

%

 

 

10,667

 

 

 

0.9

%

 

 

56

 

Ross Dress For Less

 

 

534

 

 

 

1.2

%

 

 

9,259

 

 

 

0.8

%

 

 

24

 

Gap, Inc

 

 

279

 

 

 

0.6

%

 

 

8,933

 

 

 

0.8

%

 

 

24

 

Bank of America

 

 

154

 

 

 

0.3

%

 

 

8,657

 

 

 

0.8

%

 

 

44

 

Starbucks

 

 

147

 

 

 

0.3

%

 

 

8,617

 

 

 

0.8

%

 

 

94

 

Nordstrom

 

 

308

 

 

 

0.7

%

 

 

8,573

 

 

 

0.8

%

 

 

9

 

Wells Fargo Bank

 

 

135

 

 

 

0.3

%

 

 

7,800

 

 

 

0.7

%

 

 

47

 

Petco Health and Wellness Company

 

 

312

 

 

 

0.7

%

 

 

7,534

 

 

 

0.7

%

 

 

31

 

H.E. Butt Grocery Company

 

 

482

 

 

 

1.0

%

 

 

7,376

 

 

 

0.7

%

 

 

6

 

Walgreens Boots Alliance

 

 

266

 

 

 

0.6

%

 

 

6,858

 

 

 

0.6

%

 

 

24

 

JAB Holding Company

 

 

164

 

 

 

0.4

%

 

 

6,826

 

 

 

0.6

%

 

 

59

 

Target

 

 

654

 

 

 

1.4

%

 

 

6,790

 

 

 

0.6

%

 

 

6

 

Kohl's

 

 

526

 

 

 

1.1

%

 

 

6,247

 

 

 

0.6

%

 

 

7

 

Xponential Fitness

 

 

137

 

 

 

0.3

%

 

 

5,402

 

 

 

0.5

%

 

 

81

 

Walmart

 

 

819

 

 

 

1.8

%

 

 

5,362

 

 

 

0.5

%

 

 

8

 

Ulta

 

 

184

 

 

 

0.4

%

 

 

5,288

 

 

 

0.5

%

 

 

21

 

Best Buy

 

 

229

 

 

 

0.5

%

 

 

5,277

 

 

 

0.5

%

 

 

7

 

Staples

 

 

217

 

 

 

0.5

%

 

 

5,109

 

 

 

0.5

%

 

 

12

 

Top Tenants

 

 

19,232

 

 

 

41.9

%

 

$

353,206

 

 

 

31.6

%

 

 

971

 

Our leases for tenant space under 10,000 square feet generally have initial terms ranging from three to seven years. Leases greater than 10,000 square feet ("Anchor Leases") generally have initial lease terms in excess of five years and are mostly comprised of anchor tenants.Anchor Tenants. Many of the anchor leases contain provisions allowing the tenant the option of extending the term of the lease at expiration. Our leases typically provide for the payment of fixed minimumbase rent, the tenant's pro-ratatenant’s Pro-rata share of real estate taxes, insurance, and common area maintenance (“CAM”("CAM") expenses, and reimbursement for utility costs if not directly metered.

26




The following table summarizes pro-rataPro-rata lease expirations for the next ten years and thereafter, for our Consolidatedconsolidated and Unconsolidated Properties,unconsolidated properties, assuming no tenants renew their leases (GLA and dollars of In Place Annual Base Rent Expiring Under Leases in thousands):

Lease Expiration Year

 

Number of Tenants with Expiring Leases

 

 

Pro-rata Expiring GLA

 

 

Percent of Total Company GLA

 

 

In Place Annual Base Rent Expiring Under Leases

 

 

Percent of In Place Annual Base Rent

 

 

Pro-rata Expiring Average Annual Base Rent PSF

 

(1)

 

 

180

 

 

 

312

 

 

 

0.7

%

 

$

8,044

 

 

 

0.7

%

 

$

25.76

 

2024

 

 

1,081

 

 

 

3,902

 

 

 

8.6

%

 

 

92,635

 

 

 

8.4

%

 

 

23.74

 

2025

 

 

1,358

 

 

 

5,552

 

 

 

12.3

%

 

 

136,495

 

 

 

12.4

%

 

 

24.58

 

2026

 

 

1,256

 

 

 

5,648

 

 

 

12.5

%

 

 

137,458

 

 

 

12.5

%

 

 

24.34

 

2027

 

 

1,316

 

 

 

6,280

 

 

 

13.9

%

 

 

155,730

 

 

 

14.2

%

 

 

24.80

 

2028

 

 

1,272

 

 

 

5,915

 

 

 

13.1

%

 

 

154,464

 

 

 

14.1

%

 

 

26.11

 

2029

 

 

712

 

 

 

4,305

 

 

 

9.5

%

 

 

96,481

 

 

 

8.8

%

 

 

22.41

 

2030

 

 

394

 

 

 

2,250

 

 

 

5.0

%

 

 

57,467

 

 

 

5.2

%

 

 

25.54

 

2031

 

 

394

 

 

 

1,889

 

 

 

4.2

%

 

 

50,664

 

 

 

4.6

%

 

 

26.83

 

2032

 

 

430

 

 

 

1,865

 

 

 

4.1

%

 

 

52,983

 

 

 

4.8

%

 

 

28.41

 

2033

 

 

542

 

 

 

1,947

 

 

 

4.3

%

 

 

55,662

 

 

 

5.1

%

 

 

28.59

 

Thereafter

 

 

389

 

 

 

5,330

 

 

 

11.8

%

 

 

100,519

 

 

 

9.2

%

 

 

18.86

 

Total

 

 

9,324

 

 

 

45,195

 

 

 

100.0

%

 

$

1,098,602

 

 

 

100.0

%

 

$

24.31

 

(1)
Leases currently under month-to-month rent or in process of renewal.
Lease Expiration Year Number of Tenants with Expiring Leases Pro-rata Expiring GLA Percent of Total Company GLA In Place Base Rent Expiring Under Leases Percent of Base Rent Pro-rata Expiring ABR
(1) 316
 343
 0.8% $8,718
 1.0% $25.40
2018 1,055
 2,776
 6.8% 64,498
 7.5% 23.23
2019 1,236
 5,224
 12.7% 100,542
 11.7% 19.25
2020 1,313
 4,742
 11.5% 99,892
 11.6% 21.07
2021 1,216
 4,919
 12.0% 100,850
 11.7% 20.50
2022 1,313
 5,658
 13.8% 121,526
 14.1% 21.48
2023 575
 3,435
 8.4% 72,658
 8.4% 21.15
2024 372
 2,109
 5.1% 49,721
 5.8% 23.58
2025 344
 2,003
 4.9% 47,950
 5.6% 23.94
2026 306
 1,984
 4.8% 47,744
 5.5% 24.06
2027 357
 1,973
 4.8% 43,156
 5.0% 21.87
Thereafter 565
 5,945
 14.4% 105,542
 12.1% 17.75
Total 8,968
 41,111
 100.0% $862,797
 100.0% $21.00
             
(1) Leases currently under month-to-month rent or in process of renewal.

During 2018,2024, we have a total of 1,0551,081 leases expiring, representing 2.83.9 million square feet of GLA. These expiring leases have an average base rent of $23.23$23.74 PSF. The average base rent of new leases signed during 20172023 was $25.13$29.89 PSF. During periods of recessioneconomic weakness or when occupancypercent leased is low, tenants have more bargaining power, which may result in rental rate declines on new or renewal leases. In periods of recovery and/or when occupancypercent leased levels are high, landlords have more bargaining power, which generally results in rental rate growth on new and renewal leases. Based

Demand for retail space in high quality, community centers located in areas with compelling demographics remains strong, especially among successful business operators and growing innovative business concepts. However, inflationary challenges and the potential for an economic recession could result in pressure on current economic trends and expectations, the quality and mix of tenants in our centers, and pro-rata percent leased of 95.6%, we expect average base rent ongrowth for new and renewal leases during 2018as businesses seek to meet or exceed average rental rates on leases expiring in 2018. Exceptions may arise in certain geographic areas or at specific shopping centers based on the local economic situation, competition, location, quality,manage costs.

27


The following table lists information about our consolidated and size of the space being leased, among other factors. Additionally, significant changes or uncertainties affecting micro- or macroeconomic climates may cause significant changes to our current expectations.




See the following property table and alsounconsolidated properties. For further information, see Item"Item 7, Management's Discussion and Analysis for further information about our Consolidatedof Financial Condition and Unconsolidated Properties.Results of Operations" of this Report.

Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Amerige Heights Town Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2000

 

2000

 

$

 

 

 

97

 

 

98.0%

 

$

32.06

 

 

Albertsons, (Target)

Bloom on Third (fka Town and Country Center)

 

Los Angeles-Long Beach-Anaheim

 

CA

 

35%

 

2018

 

1992

 

 

107,893

 

 

 

73

 

 

100.0%

 

 

57.60

 

 

Whole Foods, CVS, Citibank

Brea Marketplace

 

Los Angeles-Long Beach-Anaheim

 

CA

 

40%

 

2005

 

1987

 

 

 

 

 

352

 

 

100.0%

 

 

21.19

 

 

24 Hour Fitness, Big 5 Sporting Goods, Childtime Childcare, Old Navy, Sprout's, Target, Smart Parke

Circle Center West

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2017

 

1989

 

 

 

 

 

63

 

 

100.0%

 

 

39.20

 

 

Marshalls

Circle Marina Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2019

 

1994

 

 

24,000

 

 

 

118

 

 

84.3%

 

 

34.58

 

 

Sprouts, Big 5 Sporting Goods, Centinela Feed & Pet Supplies

Culver Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2017

 

2000

 

 

 

 

 

217

 

 

94.2%

 

 

33.32

 

 

Ralphs, Best Buy, LA Fitness, Sit N' Sleep

El Camino Shopping Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

2017

 

 

 

 

 

136

 

 

100.0%

 

 

43.60

 

 

Bristol Farms, CVS

Granada Village

 

Los Angeles-Long Beach-Anaheim

 

CA

 

40%

 

2005

 

2012

 

 

50,000

 

 

 

226

 

 

100.0%

 

 

27.98

 

 

Sprout's Markets, Rite Aid, PETCO, Homegoods, Burlington, TJ Maxx

Hasley Canyon Village

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2003

 

2003

 

 

16,000

 

 

 

66

 

 

100.0%

 

 

27.10

 

 

Ralphs

Heritage Plaza

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

2012

 

 

 

 

 

230

 

 

100.0%

 

 

43.43

 

 

Ralphs, CVS, Daiso, Mitsuwa Marketplace, Big 5 Sporting Goods

Laguna Niguel Plaza

 

Los Angeles-Long Beach-Anaheim

 

CA

 

40%

 

2005

 

1985

 

 

 

 

 

42

 

 

100.0%

 

 

31.01

 

 

CVS,(Albertsons)

Morningside Plaza

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

1996

 

 

 

 

 

91

 

 

100.0%

 

 

25.58

 

 

Stater Bros.

Newland Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

2016

 

 

 

 

 

152

 

 

97.7%

 

 

29.53

 

 

Albertsons

Nohl Plaza(6)

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2023

 

1966

 

 

 

 

 

104

 

 

92.8%

 

 

16.36

 

 

Vons

Plaza Hermosa

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

2013

 

 

 

 

 

95

 

 

100.0%

 

 

28.96

 

 

Von's, CVS

Ralphs Circle Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2017

 

1983

 

 

 

 

 

60

 

 

98.5%

 

 

20.94

 

 

Ralphs

Rona Plaza

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

1989

 

 

 

 

 

52

 

 

98.1%

 

 

22.12

 

 

Superior Super Warehouse

Seal Beach

 

Los Angeles-Long Beach-Anaheim

 

CA

 

20%

 

2002

 

1966

 

 

 

 

 

97

 

 

98.5%

 

 

27.77

 

 

Pavilions, CVS

Talega Village Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2017

 

2007

 

 

 

 

 

102

 

 

92.9%

 

 

22.25

 

 

Ralphs

Tustin Legacy

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2016

 

2017

 

 

 

 

 

112

 

 

100.0%

 

 

35.66

 

 

Stater Bros, CVS

Twin Oaks Shopping Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

40%

 

2005

 

2019

 

 

19,000

 

 

 

98

 

 

100.0%

 

 

26.03

 

 

Ralphs, Ace Hardware

Valencia Crossroads

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2002

 

2003

 

 

 

 

 

173

 

 

100.0%

 

 

29.08

 

 

Whole Foods, Kohl's

Village at La Floresta

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2014

 

2014

 

 

 

 

 

87

 

 

98.9%

 

 

37.86

 

 

Whole Foods

Von's Circle Center

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

2017

 

1972

 

 

4,273

 

 

 

151

 

 

100.0%

 

 

28.32

 

 

Von's, Ross Dress for Less, Planet Fitness

Woodman Van Nuys

 

Los Angeles-Long Beach-Anaheim

 

CA

 

 

 

1999

 

1992

 

 

 

 

 

108

 

 

99.2%

 

 

17.60

 

 

El Super

Silverado Plaza

 

Napa

 

CA

 

40%

 

2005

 

1974

 

 

15,600

 

 

 

85

 

 

95.7%

 

 

21.65

 

 

Nob Hill, CVS

Gelson's Westlake Market Plaza

 

Oxnard-Thousand Oaks-Ventura

 

CA

 

 

 

2002

 

2016

 

 

 

 

 

85

 

 

98.8%

 

 

32.94

 

 

Gelson's Markets, John of Italy Salon & Spa

Oakbrook Plaza

 

Oxnard-Thousand Oaks-Ventura

 

CA

 

 

 

1999

 

2017

 

 

 

 

 

83

 

 

97.4%

 

 

23.07

 

 

Gelson's Markets, (CVS), (Ace Hardware)

Westlake Village Plaza and Center

 

Oxnard-Thousand Oaks-Ventura

 

CA

 

 

 

1999

 

2015

 

 

 

 

 

201

 

 

99.0%

 

 

42.54

 

 

Von's, Sprouts, (CVS)

French Valley Village Center

 

Rvrside-San Bernardino-Ontario

 

CA

 

 

 

2004

 

2004

 

 

 

 

 

99

 

 

100.0%

 

 

28.28

 

 

Stater Bros, CVS

Oakshade Town Center

 

Sacramento-Roseville-Folsom

 

CA

 

 

 

2011

 

1998

 

 

4,085

 

 

 

104

 

 

59.5%

 

 

22.19

 

 

Safeway

Prairie City Crossing

 

Sacramento-Roseville-Folsom

 

CA

 

 

 

1999

 

1999

 

 

 

 

 

90

 

 

100.0%

 

 

22.78

 

 

Safeway

Raley's Supermarket

 

Sacramento-Roseville-Folsom

 

CA

 

20%

 

2007

 

1964

 

 

 

 

 

63

 

 

100.0%

 

 

14.00

 

 

Raley's

The Marketplace

 

Sacramento-Roseville-Folsom

 

CA

 

 

 

2017

 

1990

 

 

 

 

 

111

 

 

100.0%

 

 

27.60

 

 

Safeway, CVS, Petco

4S Commons Town Center

 

San Diego-Chula Vista-Carlsbad

 

CA

 

85%

 

2004

 

2004

 

 

79,032

 

 

 

252

 

 

100.0%

 

 

34.79

 

 

Restoration Hardware Outlet, Ace Hardware, Cost Plus World Market, CVS, Jimbo's…Naturally!, Ralphs, ULTA

Balboa Mesa Shopping Center

 

San Diego-Chula Vista-Carlsbad

 

CA

 

 

 

2012

 

2014

 

 

 

 

 

207

 

 

100.0%

 

 

29.43

 

 

CVS, Kohl's, Von's

El Norte Pkwy Plaza

 

San Diego-Chula Vista-Carlsbad

 

CA

 

 

 

1999

 

2013

 

 

 

 

 

91

 

 

94.4%

 

 

19.91

 

 

Von's, Children's Paradise, ACE Hardware

Friars Mission Center

 

San Diego-Chula Vista-Carlsbad

 

CA

 

 

 

1999

 

1989

 

 

 

 

 

147

 

 

97.7%

 

 

39.86

 

 

Ralphs, CVS

28


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Navajo Shopping Center

 

San Diego-Chula Vista-Carlsbad

 

CA

 

40%

 

2005

 

1964

 

 

11,000

 

 

 

102

 

 

98.7%

 

 

15.47

 

 

Albertsons, Rite Aid, O'Reilly Auto Parts

Point Loma Plaza

 

San Diego-Chula Vista-Carlsbad

 

CA

 

40%

 

2005

 

1987

 

 

38,900

 

 

 

205

 

 

98.6%

 

 

23.75

 

 

Von's, Jo-Ann Fabrics, Marshalls, UFC Gym

Rancho San Diego Village

 

San Diego-Chula Vista-Carlsbad

 

CA

 

40%

 

2005

 

1981

 

 

 

 

 

153

 

 

93.9%

 

 

25.15

 

 

Smart & Final, 24 Hour Fitness, (Longs Drug)

Scripps Ranch Marketplace

 

San Diego-Chula Vista-Carlsbad

 

CA

 

 

 

2017

 

2017

 

 

 

 

 

132

 

 

100.0%

 

 

35.29

 

 

Vons, CVS

The Hub Hillcrest Market

 

San Diego-Chula Vista-Carlsbad

 

CA

 

 

 

2012

 

2015

 

 

 

 

 

149

 

 

96.9%

 

 

43.33

 

 

Ralphs, Trader Joe's

Twin Peaks

 

San Diego-Chula Vista-Carlsbad

 

CA

 

 

 

1999

 

1988

 

 

 

 

 

208

 

 

99.4%

 

 

24.18

 

 

Target, Grocer

200 Potrero

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2017

 

1928

 

 

 

 

 

31

 

 

100.0%

 

 

11.92

 

 

Gizmo Art Production, INC.

Bayhill Shopping Center

 

San Francisco-Oakland-Berkeley

 

CA

 

40%

 

2005

 

2019

 

 

28,800

 

 

 

122

 

 

97.4%

 

 

29.15

 

 

CVS, Mollie Stone's Market

Clayton Valley Shopping Center

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2003

 

2004

 

 

 

 

 

260

 

 

90.8%

 

 

23.67

 

 

Grocery Outlet, Central, CVS, Dollar Tree, Ross Dress For Less

Diablo Plaza

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

1999

 

1982

 

 

 

 

 

63

 

 

100.0%

 

 

43.59

 

 

Bevmo!, (Safeway), (CVS)

El Cerrito Plaza

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2000

 

2000

 

 

 

 

 

256

 

 

96.6%

 

 

29.49

 

 

Barnes & Noble, Jo-Ann Fabrics, PETCO, Ross Dress For Less, Trader Joe's, Marshalls, (CVS)

Encina Grande

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

1999

 

2016

 

 

 

 

 

106

 

 

100.0%

 

 

36.12

 

 

Whole Foods, Walgreens

Persimmon Place

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2014

 

2014

 

 

 

 

 

153

 

 

100.0%

 

 

37.86

 

 

Whole Foods, Nordstrom Rack, Homegoods

Plaza Escuela

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2017

 

2002

 

 

 

 

 

154

 

 

93.5%

 

 

44.22

 

 

The Container Store, Trufusion, Talbots, The Cheesecake Factory, Barnes & Noble

Pleasant Hill Shopping Center

 

San Francisco-Oakland-Berkeley

 

CA

 

40%

 

2005

 

2016

 

 

50,000

 

 

 

227

 

 

100.0%

 

 

24.52

 

 

Target, Burlington, Ross Dress for Less, Homegoods

Potrero Center

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2017

 

1997

 

 

 

 

 

227

 

 

70.9%

 

 

34.12

 

 

Safeway, 24 Hour Fitness, Ross Dress for Less, Petco

Powell Street Plaza

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2001

 

1987

 

 

 

 

 

166

 

 

97.1%

 

 

35.91

 

 

Trader Joe's, Bevmo!, Ross Dress For Less, Marshalls, Old Navy

San Carlos Marketplace

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2017

 

2007

 

 

 

 

 

154

 

 

87.2%

 

 

39.10

 

 

TJ Maxx, Best Buy, PetSmart, Bassett Furniture

San Leandro Plaza

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

1999

 

1982

 

 

 

 

 

50

 

 

100.0%

 

 

41.14

 

 

(Safeway), (CVS)

Serramonte Center

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2017

 

2018

 

 

 

 

 

1,072

 

 

97.6%

 

 

27.48

 

 

Buy Buy Baby, Cost Plus World Market, Crunch Fitness, DAISO, Dave & Buster's, Dick's Sporting Goods, Divano Homes, H&M, Macy's, Nordstrom Rack, Old Navy, Party City, Ross Dress for Less, Target, TJ Maxx, Uniqlo, Jagalchi

Tassajara Crossing

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

1999

 

1990

 

 

 

 

 

146

 

 

96.9%

 

 

26.56

 

 

Safeway, CVS, Alamo Hardware

Willows Shopping Center(6)

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

2017

 

2015

 

 

 

 

 

241

 

 

82.7%

 

 

30.58

 

 

REI, UFC Gym, Old Navy, Ulta, Five Below

Woodside Central

 

San Francisco-Oakland-Berkeley

 

CA

 

 

 

1999

 

1993

 

 

 

 

 

81

 

 

93.4%

 

 

26.39

 

 

Chuck E. Cheese, Marshalls, (Target)

Ygnacio Plaza

 

San Francisco-Oakland-Berkeley

 

CA

 

40%

 

2005

 

1968

 

 

25,850

 

 

 

110

 

 

97.6%

 

 

40.58

 

 

Sports Basement,TJ Maxx

Blossom Valley

 

San Jose-Sunnyvale-Santa Clara

 

CA

 

 

 

1999

 

1990

 

 

22,300

 

 

 

93

 

 

97.7%

 

 

28.61

 

 

Safeway

Mariposa Shopping Center

 

San Jose-Sunnyvale-Santa Clara

 

CA

 

40%

 

2005

 

2020

 

 

26,950

 

 

 

127

 

 

94.0%

 

 

22.24

 

 

Safeway, CVS, Ross Dress for Less

Shoppes at Homestead

 

San Jose-Sunnyvale-Santa Clara

 

CA

 

 

 

1999

 

1983

 

 

 

 

 

116

 

 

96.7%

 

 

26.25

 

 

CVS, Crunch Fitness, (Orchard Supply Hardware)

Snell & Branham Plaza

 

San Jose-Sunnyvale-Santa Clara

 

CA

 

40%

 

2005

 

1988

 

 

19,200

 

 

 

92

 

 

98.5%

 

 

22.25

 

 

Safeway

The Pruneyard

 

San Jose-Sunnyvale-Santa Clara

 

CA

 

 

 

2019

 

2014

 

 

2,200

 

 

 

260

 

 

97.9%

 

 

42.54

 

 

Trader Joe's, The Sports Basement, Camera Cinemas, Marshalls

West Park Plaza

 

San Jose-Sunnyvale-Santa Clara

 

CA

 

 

 

1999

 

1996

 

 

 

 

 

88

 

 

100.0%

 

 

22.07

 

 

Safeway, Crunch Fitness

Golden Hills Plaza

 

San Luis Obispo-Paso Robles

 

CA

 

 

 

2006

 

2017

 

 

 

 

 

244

 

 

87.0%

 

 

7.13

 

 

Lowe's, TJ Maxx

Five Points Shopping Center

 

Santa Maria-Santa Barbara

 

CA

 

40%

 

2005

 

2014

 

 

 

 

 

145

 

 

97.6%

 

 

31.02

 

 

Smart & Final, CVS, Ross Dress for Less, Big 5 Sporting Goods, PETCO

Corral Hollow

 

Stockton

 

CA

 

 

 

2000

 

2000

 

 

 

 

 

167

 

 

70.4%

 

 

20.82

 

 

Safeway, CVS

Alcove On Arapahoe

 

Boulder

 

CO

 

40%

 

2005

 

2019

 

 

26,700

 

 

 

159

 

 

91.8%

 

 

19.79

 

 

Petco, HomeGoods, Jo-Ann Fabrics, Safeway, Ulta Salon

Crossroads Commons

 

Boulder

 

CO

 

20%

 

2001

 

1986

 

 

34,500

 

 

 

143

 

 

93.6%

 

 

30.27

 

 

Whole Foods, Barnes & Noble

29


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Crossroads Commons II

 

Boulder

 

CO

 

20%

 

2018

 

1995

 

 

5,500

 

 

 

18

 

 

100.0%

 

 

41.45

 

 

(Whole Foods), (Barnes & Noble)

Falcon Marketplace

 

Colorado Springs

 

CO

 

 

 

2005

 

2005

 

 

 

 

 

22

 

 

100.0%

 

 

26.36

 

 

(Wal-Mart)

Marketplace at Briargate

 

Colorado Springs

 

CO

 

 

 

2006

 

2006

 

 

 

 

 

29

 

 

100.0%

 

 

36.20

 

 

(King Soopers)

Monument Jackson Creek

 

Colorado Springs

 

CO

 

 

 

1998

 

1999

 

 

 

 

 

85

 

 

100.0%

 

 

12.99

 

 

King Soopers

Woodmen Plaza

 

Colorado Springs

 

CO

 

 

 

1998

 

1998

 

 

 

 

 

116

 

 

97.6%

 

 

13.93

 

 

King Soopers

Applewood Shopping Ctr

 

Denver-Aurora-Lakewood

 

CO

 

40%

 

2005

 

2020

 

 

 

 

 

360

 

 

95.8%

 

 

16.51

 

 

Applejack Liquors, Hobby Lobby, Homegoods, King Soopers, PetSmart, Sierra Trading Post, Ulta, Three Little Mingos

Belleview Square

 

Denver-Aurora-Lakewood

 

CO

 

 

 

2004

 

2013

 

 

 

 

 

117

 

 

96.1%

 

 

21.81

 

 

King Soopers

Boulevard Center

 

Denver-Aurora-Lakewood

 

CO

 

 

 

1999

 

1986

 

 

 

 

 

77

 

 

91.5%

 

 

32.51

 

 

Eye Care Specialists, (Safeway)

Buckley Square

 

Denver-Aurora-Lakewood

 

CO

 

 

 

1999

 

1978

 

 

 

 

 

116

 

 

93.6%

 

 

11.90

 

 

Ace Hardware, King Soopers

Cherrywood Square Shop Ctr

 

Denver-Aurora-Lakewood

 

CO

 

40%

 

2005

 

1978

 

 

9,650

 

 

 

97

 

 

100.0%

 

 

13.03

 

 

King Soopers

Hilltop Village

 

Denver-Aurora-Lakewood

 

CO

 

 

 

2002

 

2018

 

 

 

 

 

101

 

 

100.0%

 

 

13.58

 

 

King Soopers

Littleton Square

 

Denver-Aurora-Lakewood

 

CO

 

 

 

1999

 

2015

 

 

 

 

 

99

 

 

97.2%

 

 

11.50

 

 

King Soopers

Lloyd King Center

 

Denver-Aurora-Lakewood

 

CO

 

 

 

1998

 

1998

 

 

 

 

 

83

 

 

100.0%

 

 

12.25

 

 

King Soopers

Ralston Square Shopping Center

 

Denver-Aurora-Lakewood

 

CO

 

40%

 

2005

 

1977

 

 

 

 

 

83

 

 

98.5%

 

 

16.44

 

 

King Soopers

Shops at Quail Creek

 

Denver-Aurora-Lakewood

 

CO

 

 

 

2008

 

2008

 

 

 

 

 

38

 

 

96.3%

 

 

28.22

 

 

(King Soopers)

Stroh Ranch

 

Denver-Aurora-Lakewood

 

CO

 

 

 

1998

 

1998

 

 

 

 

 

93

 

 

100.0%

 

 

14.43

 

 

King Soopers

Centerplace of Greeley III

 

Greeley

 

CO

 

 

 

2007

 

2007

 

 

 

 

 

119

 

 

100.0%

 

 

12.31

 

 

Hobby Lobby, Best Buy, TJ Maxx

22 Crescent Road

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

1984

 

 

 

 

 

4

 

 

100.0%

 

 

69.00

 

 

-

25 Valley Drive

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1977

 

 

 

 

 

18

 

 

100.0%

 

 

46.25

 

 

-

321-323 Railroad Ave

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1983

 

 

 

 

 

21

 

 

100.0%

 

 

37.48

 

 

-

470 Main Street

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1972

 

 

 

 

 

23

 

 

98.5%

 

 

29.32

 

 

-

530 Old Post Rd

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1979

 

 

 

 

 

8

 

 

75.0%

 

 

43.25

 

 

-

7 Riversville

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1978

 

 

 

 

 

11

 

 

80.9%

 

 

39.61

 

 

-

91 Danbury Road

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

1965

 

 

 

 

 

5

 

 

77.3%

 

 

29.44

 

 

-

970 High Ridge Center

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1960

 

 

 

 

 

27

 

 

89.6%

 

 

36.15

 

 

BevMax

Airport Plaza

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1974

 

 

 

 

 

33

 

 

100.0%

 

 

31.48

 

 

-

Bethel Hub Center

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1957

 

 

 

 

 

31

 

 

60.8%

 

 

14.91

 

 

La Placita Bethel Market

Black Rock

 

Bridgeport-Stamford-Norwalk

 

CT

 

80%

 

2014

 

1996

 

 

15,342

 

 

 

95

 

 

97.7%

 

 

29.89

 

 

Old Navy, The Clubhouse

Brick Walk(6)

 

Bridgeport-Stamford-Norwalk

 

CT

 

80%

 

2014

 

2007

 

 

30,919

 

 

 

123

 

 

96.2%

 

 

46.08

 

 

-

Compo Acres Shopping Center

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

2011

 

 

 

 

 

43

 

 

95.9%

 

 

55.85

 

 

Trader Joe's

Copps Hill Plaza

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

2002

 

 

7,706

 

 

 

173

 

 

88.1%

 

 

22.26

 

 

Stop & Shop, Homegoods, Marshalls, Rite Aid, Michael's

Cos Cob Commons

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1986

 

 

13,142

 

 

 

48

 

 

93.9%

 

 

53.16

 

 

CVS

Cos Cob Plaza

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1947

 

 

3,902

 

 

 

15

 

 

93.4%

 

 

52.79

 

 

-

Danbury Green

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

2006

 

 

 

 

 

124

 

 

99.0%

 

 

27.17

 

 

Trader Joe's, Hilton Garden Inn, DSW, Staples, Rite Aid, Warehouse Wines & Liquors

Danbury Square

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1987

 

 

 

 

 

194

 

 

73.2%

 

 

13.80

 

 

Ocean State Job Lot, Planet Fitness, Elicit Brewing Company

Darinor Plaza(6)

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

1978

 

 

 

 

 

153

 

 

100.0%

 

 

20.45

 

 

Kohl's, Old Navy, Party City

Fairfield Center(6)

 

Bridgeport-Stamford-Norwalk

 

CT

 

80%

 

2014

 

2000

 

 

 

 

 

95

 

 

87.8%

 

 

34.04

 

 

Fairfield University Bookstore, Merril Lynch

Fairfield Crossroads

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1995

 

 

 

 

 

62

 

 

100.0%

 

 

25.28

 

 

Marshalls, DSW

Goodwives Shopping Center

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1955

 

 

23,078

 

 

 

96

 

 

90.1%

 

 

41.03

 

 

Stop & Shop

Greens Farms Plaza

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1958

 

 

 

 

 

40

 

 

51.3%

 

 

25.81

 

 

BevMax

Greenwich Commons

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1961

 

 

4,866

 

 

 

10

 

 

100.0%

 

 

89.23

 

 

-

High Ridge Center

 

Bridgeport-Stamford-Norwalk

 

CT

 

100%

 

2023

 

1968

 

 

9,047

 

 

 

91

 

 

69.2%

 

 

56.28

 

 

Trader Joe's

Knotts Landing

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1994

 

 

 

 

 

3

 

 

100.0%

 

 

76.05

 

 

-

Main & Bailey

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1950

 

 

 

 

 

62

 

 

96.1%

 

 

26.17

 

 

-

Newfield Green

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1966

 

 

19,278

 

 

 

74

 

 

95.8%

 

 

38.15

 

 

Grade A Market, CVS

Old Greenwich CVS

 

Bridgeport-Stamford-Norwalk

 

CT

 

100%

 

2023

 

1941

 

 

891

 

 

 

8

 

 

100.0%

 

 

30.17

 

 

-

30


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Post Road Plaza

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

1978

 

 

 

 

 

20

 

 

100.0%

 

 

59.79

 

 

Trader Joe's

Ridgeway Shopping Center

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1952

 

 

43,150

 

 

 

365

 

 

91.7%

 

 

30.17

 

 

Stop & Shop, LA Fitness, Marshalls, Michael's, Staples, Ashley Furniture, Old Navy, ULTA

Shelton Square

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1982

 

 

 

 

 

189

 

 

99.1%

 

 

19.12

 

 

Stop & Shop, Homegoods, Hawley Lane, Edge Fitness

Station Centre @ Old Greenwich

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1952

 

 

6,770

 

 

 

39

 

 

91.4%

 

 

35.73

 

 

Kings Food Markets

The Dock-Dockside

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2023

 

1974

 

 

33,667

 

 

 

278

 

 

100.0%

 

 

19.81

 

 

Stop & Shop, BJ's Whole Sale, Edge Fitness, West Marine, Petco, Dollar Tree, Osaka Hibachi

Walmart Norwalk

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

2003

 

 

 

 

 

142

 

 

100.0%

 

 

0.56

 

 

WalMart, HomeGoods

Westport Row

 

Bridgeport-Stamford-Norwalk

 

CT

 

 

 

2017

 

2020

 

 

 

 

 

95

 

 

100.0%

 

 

45.10

 

 

The Fresh Market, Pottery Barn

Brookside Plaza

 

Hartford-E Hartford-Middletown

 

CT

 

 

 

2017

 

2006

 

 

 

 

 

227

 

 

95.8%

 

 

16.41

 

 

Burlington Coat Factory, PetSmart, ShopRite, Staples, TJ Maxx, LL Bean

Corbin's Corner

 

Hartford-E Hartford-Middletown

 

CT

 

40%

 

2005

 

2015

 

 

53,000

 

 

 

189

 

 

98.1%

 

 

32.12

 

 

Best Buy, Edge Fitness, Old Navy, The Tile Shop, Total Wine and More, Trader Joe's

Aldi Square

 

New Haven-Milford

 

CT

 

 

 

2023

 

2014

 

 

 

 

 

38

 

 

100.0%

 

 

16.19

 

 

Aldi

Orange Meadows

 

New Haven-Milford

 

CT

 

 

 

2023

 

1990

 

 

 

 

 

78

 

 

100.0%

 

 

24.13

 

 

Trader Joe's, TJMaxx, Bob's Discount Furniture, Ulta

Southbury Green

 

New Haven-Milford

 

CT

 

 

 

2017

 

2002

 

 

 

 

 

156

 

 

87.5%

 

 

22.41

 

 

ShopRite, Homegoods

New Milford Plaza

 

Torrington

 

CT

 

 

 

2023

 

1970

 

 

 

 

 

235

 

 

100.0%

 

 

9.31

 

 

Walmart, Stop & Shop, Club 24, Dollar Tree

Sunny Valley Shops

 

Torrington

 

CT

 

 

 

2023

 

2003

 

 

 

 

 

72

 

 

55.5%

 

 

15.62

 

 

Staples

Veterans Plaza

 

Torrington

 

CT

 

 

 

2023

 

1966

 

 

 

 

 

80

 

 

100.0%

 

 

12.23

 

 

Big Y World Class Market, BevMax

Shops at The Columbia

 

Washington-Arlington-Alexandri

 

DC

 

 

 

2006

 

2006

 

 

 

 

 

23

 

 

100.0%

 

 

38.34

 

 

Trader Joe's

Spring Valley Shopping Center

 

Washington-Arlington-Alexandri

 

DC

 

40%

 

2005

 

1930

 

 

13,000

 

 

 

17

 

 

100.0%

 

 

101.60

 

 

-

Pike Creek

 

Philadelphia-Camden-Wilmington

 

DE

 

 

 

1998

 

2013

 

 

 

 

 

229

 

 

96.2%

 

 

17.39

 

 

Acme Markets, Edge Fitness, Pike Creek Community Hardware

Shoppes of Graylyn

 

Philadelphia-Camden-Wilmington

 

DE

 

40%

 

2005

 

1971

 

 

 

 

 

64

 

 

94.6%

 

 

25.73

 

 

Rite Aid

Corkscrew Village

 

Cape Coral-Fort Myers

 

FL

 

 

 

2007

 

1997

 

 

 

 

 

82

 

 

97.8%

 

 

15.55

 

 

Publix

Shoppes of Grande Oak

 

Cape Coral-Fort Myers

 

FL

 

 

 

2000

 

2000

 

 

 

 

 

79

 

 

98.5%

 

 

17.93

 

 

Publix

Millhopper Shopping Center

 

Gainesville

 

FL

 

 

 

1993

 

2017

 

 

 

 

 

80

 

 

100.0%

 

 

19.82

 

 

Publix

Newberry Square

 

Gainesville

 

FL

 

 

 

1994

 

1986

 

 

 

 

 

181

 

 

89.7%

 

 

9.63

 

 

Publix, Floor & Décor, Dollar Tree

Anastasia Plaza

 

Jacksonville

 

FL

 

 

 

1993

 

1988

 

 

 

 

 

102

 

 

95.0%

 

 

15.39

 

 

Publix

Atlantic Village

 

Jacksonville

 

FL

 

 

 

2017

 

2014

 

 

 

 

 

110

 

 

100.0%

 

 

19.09

 

 

LA Fitness, Pet Supplies Plus

Brooklyn Station on Riverside

 

Jacksonville

 

FL

 

 

 

2013

 

2013

 

 

 

 

 

50

 

 

100.0%

 

 

28.73

 

 

The Fresh Market

Courtyard Shopping Center

 

Jacksonville

 

FL

 

 

 

1993

 

1987

 

 

 

 

 

137

 

 

100.0%

 

 

3.68

 

 

Target, (Publix)

East San Marco

 

Jacksonville

 

FL

 

 

 

2007

 

2022

 

 

 

 

 

59

 

 

100.0%

 

 

28.33

 

 

Publix

Fleming Island

 

Jacksonville

 

FL

 

 

 

1998

 

2000

 

 

 

 

 

132

 

 

97.3%

 

 

17.69

 

 

Publix, PETCO, Planet Fitness, (Target)

Hibernia Pavilion

 

Jacksonville

 

FL

 

 

 

2006

 

2006

 

 

 

 

 

51

 

 

100.0%

 

 

16.52

 

 

Publix

John's Creek Center

 

Jacksonville

 

FL

 

20%

 

2003

 

2004

 

 

9,000

 

 

 

82

 

 

100.0%

 

 

16.67

 

 

Publix

Julington Village

 

Jacksonville

 

FL

 

20%

 

1999

 

1999

 

 

10,000

 

 

 

82

 

 

100.0%

 

 

17.65

 

 

Publix, (CVS)

Mandarin Landing

 

Jacksonville

 

FL

 

 

 

2017

 

1976

 

 

 

 

 

129

 

 

98.3%

 

 

23.52

 

 

Whole Foods, Aveda Institute, Baptist Health, Cooper's Hawk

Nocatee Town Center

 

Jacksonville

 

FL

 

 

 

2007

 

2017

 

 

 

 

 

114

 

 

100.0%

 

 

23.56

 

 

Publix

Oakleaf Commons

 

Jacksonville

 

FL

 

 

 

2006

 

2006

 

 

 

 

 

77

 

 

100.0%

 

 

16.93

 

 

Publix

Old St Augustine Plaza

 

Jacksonville

 

FL

 

 

 

1996

 

2020

 

 

 

 

 

248

 

 

100.0%

 

 

11.52

 

 

Publix, Burlington Coat Factory, Hobby Lobby, LA Fitness, Ross Dress for Less

Pablo Plaza

 

Jacksonville

 

FL

 

 

 

2017

 

2020

 

 

 

 

 

161

 

 

100.0%

 

 

18.80

 

 

Whole Foods, Office Depot, Marshalls, HomeGoods, PetSmart

Pine Tree Plaza

 

Jacksonville

 

FL

 

 

 

1997

 

1999

 

 

 

 

 

63

 

 

96.9%

 

 

14.97

 

 

Publix

31


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Seminole Shoppes

 

Jacksonville

 

FL

 

50%

 

2009

 

2018

 

 

7,272

 

 

 

87

 

 

100.0%

 

 

24.27

 

 

Publix

Shoppes at Bartram Park

 

Jacksonville

 

FL

 

50%

 

2005

 

2017

 

 

 

 

 

135

 

 

100.0%

 

 

22.67

 

 

Publix, (Kohl's), (Tutor Time)

Shops at John's Creek

 

Jacksonville

 

FL

 

 

 

2003

 

2004

 

 

 

 

 

15

 

 

100.0%

 

 

27.73

 

 

-

South Beach Regional

 

Jacksonville

 

FL

 

 

 

2017

 

1990

 

 

 

 

 

303

 

 

86.7%

 

 

17.95

 

 

Trader Joe's, Home Depot, Ross Dress for Less, Staples, Nordstrom Rack

Starke(6)

 

Jacksonville

 

FL

 

 

 

2000

 

2000

 

 

 

 

 

13

 

 

100.0%

 

 

27.05

 

 

CVS

Avenida Biscayne (fka Aventura Square)(6)

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1991

 

 

 

 

 

143

 

 

83.5%

 

 

52.86

 

 

DSW, Jewelry Exchange, Old Navy, The Fresh Market

Aventura Shopping Center

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1994

 

2017

 

 

 

 

 

97

 

 

94.9%

 

 

38.14

 

 

CVS, Publix

Banco Popular Building

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1971

 

 

 

 

 

5

 

 

100.0%

 

 

92.31

 

 

-

Bird 107 Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1990

 

 

 

 

 

40

 

 

100.0%

 

 

22.51

 

 

Walgreens

Bird Ludlam

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1998

 

 

 

 

 

192

 

 

97.6%

 

 

26.34

 

 

CVS, Goodwill, Winn-Dixie

Boca Village Square

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2014

 

 

 

 

 

92

 

 

100.0%

 

 

23.14

 

 

CVS, Publix

Boynton Lakes Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1997

 

2012

 

 

 

 

 

110

 

 

91.9%

 

 

16.98

 

 

Citi Trends, Pet Supermarket, Publix

Boynton Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2015

 

 

 

 

 

105

 

 

100.0%

 

 

21.54

 

 

CVS, Publix

Caligo Crossing

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2007

 

2007

 

 

 

 

 

11

 

 

100.0%

 

 

47.17

 

 

(Kohl's)

Chasewood Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1993

 

2015

 

 

 

 

 

152

 

 

97.1%

 

 

28.26

 

 

Publix, Pet Smart

Concord Shopping Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1993

 

 

 

 

 

309

 

 

100.0%

 

 

14.90

 

 

Big Lots, Dollar Tree, Home Depot, Winn-Dixie, YouFit Health Club

Coral Reef Shopping Center

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1990

 

 

 

 

 

75

 

 

98.7%

 

 

33.13

 

 

Aldi, Walgreens

Country Walk Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2008

 

 

16,000

 

 

 

101

 

 

94.8%

 

 

22.71

 

 

Publix, CVS

Countryside Shops

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2018

 

 

 

 

 

193

 

 

72.6%

 

 

25.82

 

 

Publix, Ross Dress for Less

Fountain Square

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2013

 

2013

 

 

 

 

 

177

 

 

100.0%

 

 

29.26

 

 

Publix, Ross Dress for Less, TJ Maxx, Ulta, (Target)

Gardens Square

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1997

 

1991

 

 

 

 

 

90

 

 

100.0%

 

 

19.66

 

 

Publix

Greenwood Shopping Centre

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1994

 

 

 

 

 

133

 

 

96.8%

 

 

17.36

 

 

Publix, Bealls

Hammocks Town Center

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1993

 

 

 

 

 

187

 

 

92.2%

 

 

18.87

 

 

CVS, Goodwill, Publix, Metro-Dade Public Library, YouFit Health Club, (Kendall Ice Arena)

Pine Island

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1999

 

 

 

 

 

255

 

 

99.5%

 

 

15.39

 

 

Publix, Burlington Coat Factory, Beall's Outlet, YouFit Health Club, Floor and Décor

Pine Ridge Square

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2013

 

 

 

 

 

118

 

 

72.7%

 

 

20.51

 

 

The Fresh Market, Marshalls, Ulta

Pinecrest Place(6)

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2017

 

 

 

 

 

70

 

 

96.3%

 

 

42.97

 

 

Whole Foods, (Target)

Point Royale Shopping Center

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2018

 

 

 

 

 

202

 

 

100.0%

 

 

17.02

 

 

Winn-Dixie, Burlington Coat Factory, Pasteur Medical Center, Planet Fitness, Rana Furniture

Prosperity Centre

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1993

 

 

 

 

 

124

 

 

69.6%

 

 

26.61

 

 

Office Depot, TJ Maxx, CVS

Sawgrass Promenade

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1998

 

 

 

 

 

107

 

 

89.9%

 

 

15.40

 

 

Publix, Walgreens, Dollar Tree

Sheridan Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2022

 

 

 

 

 

507

 

 

95.3%

 

 

20.47

 

 

Publix, Kohl's, LA Fitness, Ross Dress for Less, Pet Supplies Plus, Wellmax, Burlington, Marshalls

Shoppes @ 104

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1998

 

2018

 

 

 

 

 

112

 

 

95.0%

 

 

20.73

 

 

Fresco y Mas, CVS

Shoppes at Lago Mar

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1995

 

 

 

 

 

83

 

 

91.0%

 

 

16.11

 

 

Publix, YouFit Health Club

Shoppes of Jonathan's Landing

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1997

 

 

 

 

 

27

 

 

94.2%

 

 

31.19

 

 

(Publix)

Shoppes of Oakbrook

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2003

 

 

 

 

 

200

 

 

53.8%

 

 

22.37

 

 

Publix, Duffy's Sports Bar, CVS

Shoppes of Silver Lakes

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1997

 

 

 

 

 

127

 

 

97.1%

 

 

21.03

 

 

Publix, Goodwill

Shoppes of Sunset

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2009

 

 

 

 

 

22

 

 

71.2%

 

 

26.90

 

 

-

Shoppes of Sunset II

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2009

 

 

 

 

 

28

 

 

89.9%

 

 

24.32

 

 

-

Shops at Skylake

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2006

 

 

 

 

 

287

 

 

98.0%

 

 

25.49

 

 

Publix, LA Fitness, TJ Maxx, Goodwill, Pasteur Medical

Tamarac Town Square

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

1987

 

 

 

 

 

125

 

 

84.8%

 

 

13.28

 

 

Publix, Dollar Tree, Retro Fitness

University Commons(6)

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2015

 

2001

 

 

 

 

 

180

 

 

100.0%

 

 

35.02

 

 

Whole Foods, Nordstrom Rack, Barnes & Noble, Bed Bath & Beyond

32


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Waterstone Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2005

 

 

 

 

 

61

 

 

100.0%

 

 

18.36

 

 

Publix

Welleby Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1996

 

1982

 

 

 

 

 

110

 

 

98.9%

 

 

15.28

 

 

Publix, Dollar Tree

Wellington Town Square

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

1996

 

2022

 

 

 

 

 

108

 

 

97.4%

 

 

25.62

 

 

Publix, CVS

West Bird Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2021

 

 

 

 

 

99

 

 

97.9%

 

 

26.51

 

 

Publix

West Lake Shopping Center

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2000

 

 

 

 

 

101

 

 

100.0%

 

 

23.33

 

 

Fresco y Mas, CVS

Westport Plaza

 

Miami-Ft Lauderdale-PompanoBch

 

FL

 

 

 

2017

 

2002

 

 

 

 

 

47

 

 

100.0%

 

 

22.93

 

 

Publix

Berkshire Commons

 

Naples-Marco Island

 

FL

 

 

 

1994

 

1992

 

 

 

 

 

110

 

 

100.0%

 

 

16.18

 

 

Publix, Walgreens

Naples Walk

 

Naples-Marco Island

 

FL

 

 

 

2007

 

1999

 

 

 

 

 

125

 

 

96.6%

 

 

19.57

 

 

Publix

Pavillion

 

Naples-Marco Island

 

FL

 

 

 

2017

 

2011

 

 

 

 

 

168

 

 

100.0%

 

 

24.44

 

 

LA Fitness, Paragon Theaters, J. Lee Salon Suites

Shoppes of Pebblebrook Plaza

 

Naples-Marco Island

 

FL

 

50%

 

2000

 

2000

 

 

 

 

 

80

 

 

97.0%

 

 

16.70

 

 

Publix, (Walgreens)

Glengary Shoppes

 

North Port-Sarasota-Bradenton

 

FL

 

 

 

2017

 

1995

 

 

 

 

 

93

 

 

97.0%

 

 

20.50

 

 

Best Buy, Barnes & Noble

Alafaya Village

 

Orlando-Kissimmee-Sanford

 

FL

 

 

 

2017

 

1986

 

 

 

 

 

39

 

 

100.0%

 

 

25.80

 

 

-

Kirkman Shoppes

 

Orlando-Kissimmee-Sanford

 

FL

 

 

 

2017

 

2015

 

 

 

 

 

116

 

 

100.0%

 

 

26.68

 

 

LA Fitness, Walgreens

Lake Mary Centre

 

Orlando-Kissimmee-Sanford

 

FL

 

 

 

2017

 

2015

 

 

 

 

 

356

 

 

94.8%

 

 

18.15

 

 

The Fresh Market, Academy Sports, Hobby Lobby, LA Fitness, Ross Dress for Less, Office Depot

Plaza Venezia

 

Orlando-Kissimmee-Sanford

 

FL

 

20%

 

2016

 

2000

 

 

36,500

 

 

 

203

 

 

98.0%

 

 

34.21

 

 

Publix, Eddie V's

Town and Country

 

Orlando-Kissimmee-Sanford

 

FL

 

 

 

2017

 

1993

 

 

 

 

 

78

 

 

100.0%

 

 

11.75

 

 

Ross Dress for Less

Unigold Shopping Center

 

Orlando-Kissimmee-Sanford

 

FL

 

 

 

2017

 

1987

 

 

 

 

 

115

 

 

91.2%

 

 

15.99

 

 

YouFit Health Club, Ross Dress for Less

Willa Springs

 

Orlando-Kissimmee-Sanford

 

FL

 

 

 

2000

 

2000

 

 

16,700

 

 

 

90

 

 

100.0%

 

 

24.76

 

 

Publix

Cashmere Corners

 

Port St. Lucie

 

FL

 

 

 

2017

 

2016

 

 

 

 

 

86

 

 

100.0%

 

 

14.82

 

 

WalMart

The Plaza at St. Lucie West

 

Port St. Lucie

 

FL

 

 

 

2017

 

2006

 

 

 

 

 

27

 

 

100.0%

 

 

26.33

 

 

-

Charlotte Square

 

Punta Gorda

 

FL

 

 

 

2017

 

1980

 

 

 

 

 

91

 

 

94.1%

 

 

11.94

 

 

WalMart, Buffet City

Ryanwood Square

 

Sebastian-Vero Beach

 

FL

 

 

 

2017

 

1987

 

 

 

 

 

115

 

 

93.3%

 

 

12.84

 

 

Publix, Beall's, Harbor Freight Tools

South Point

 

Sebastian-Vero Beach

 

FL

 

 

 

2017

 

2003

 

 

 

 

 

65

 

 

100.0%

 

 

16.66

 

 

Publix

Treasure Coast Plaza

 

Sebastian-Vero Beach

 

FL

 

 

 

2017

 

1983

 

 

 

 

 

134

 

 

100.0%

 

 

19.28

 

 

Publix, TJ Maxx

Carriage Gate

 

Tallahassee

 

FL

 

 

 

1994

 

2013

 

 

 

 

 

73

 

 

100.0%

 

 

25.58

 

 

Trader Joe's, TJ Maxx

Ocala Corners(6)

 

Tallahassee

 

FL

 

 

 

2000

 

2000

 

 

 

 

 

93

 

 

93.0%

 

 

14.51

 

 

Publix

Bloomingdale Square

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

1998

 

2021

 

 

 

 

 

252

 

 

96.9%

 

 

20.57

 

 

Bealls, Dollar Tree, Home Centric, LA Fitness, Publix

Northgate Square

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

2007

 

1995

 

 

 

 

 

75

 

 

100.0%

 

 

16.74

 

 

Publix

Regency Square

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

1993

 

2013

 

 

 

 

 

352

 

 

98.4%

 

 

20.68

 

 

AMC Theater, Dollar Tree, Five Below, Marshalls, Michael's, PETCO, Shoe Carnival, Staples, TJ Maxx, Ulta, Old Navy, (Best Buy), (Macdill)

Shoppes at Sunlake Centre

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

2017

 

2008

 

 

 

 

 

117

 

 

100.0%

 

 

25.32

 

 

Publix

Suncoast Crossing

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

2007

 

2007

 

 

 

 

 

118

 

 

98.8%

 

 

7.34

 

 

Kohl's, (Target)

The Village at Hunter's Lake

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

2018

 

2018

 

 

 

 

 

72

 

 

100.0%

 

 

28.47

 

 

Sprouts

Town Square

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

1997

 

1999

 

 

 

 

 

44

 

 

100.0%

 

 

35.55

 

 

PETCO, Barnes & Noble

Village Center

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

1995

 

2014

 

 

 

 

 

186

 

 

100.0%

 

 

22.80

 

 

Publix, PGA Tour Superstore, Walgreens

Westchase

 

Tampa-St Petersburg-Clearwater

 

FL

 

 

 

2007

 

1998

 

 

 

 

 

79

 

 

100.0%

 

 

17.97

 

 

Publix

Ashford Place

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1993

 

 

 

 

 

53

 

 

89.3%

 

 

26.57

 

 

Harbor Freight Tools

Briarcliff La Vista

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1962

 

 

 

 

 

43

 

 

100.0%

 

 

22.64

 

 

Michael's

Briarcliff Village

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1990

 

 

 

 

 

189

 

 

100.0%

 

 

17.51

 

 

Burlington, Party City, Publix, Shoe Carnival, TJ Maxx

Bridgemill Market

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2017

 

2000

 

 

 

 

 

89

 

 

96.3%

 

 

19.02

 

 

Publix

Brighten Park

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

2016

 

 

 

 

 

137

 

 

97.1%

 

 

28.81

 

 

Lidl, Big Blue Swim School, Kohl's

Buckhead Court

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1984

 

 

 

 

 

49

 

 

93.8%

 

 

32.18

 

 

-

Buckhead Landing

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2017

 

1998

 

 

 

 

 

152

 

 

81.7%

 

 

32.88

 

 

Binders Art Supplies & Frames, Publix

Buckhead Station

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2017

 

1996

 

 

 

 

 

234

 

 

82.9%

 

 

26.80

 

 

Cost Plus World Market, DSW Warehouse, Nordstrom Rack, Old Navy, Saks Off 5th, TJ Maxx, Ulta

33


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Cambridge Square

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1996

 

1979

 

 

 

 

 

70

 

 

97.2%

 

 

24.98

 

 

Publix

Chastain Square

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2017

 

2001

 

 

 

 

 

92

 

 

100.0%

 

 

24.11

 

 

Publix

Cornerstone Square

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1990

 

 

 

 

 

80

 

 

100.0%

 

 

19.24

 

 

Aldi, Barking Hound Village, CVS, HealthMarkets Insurance

Dunwoody Hall

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1986

 

 

13,800

 

 

 

86

 

 

100.0%

 

 

21.71

 

 

Publix

Dunwoody Village

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1975

 

 

 

 

 

121

 

 

89.4%

 

 

22.27

 

 

The Fresh Market, Walgreens, Dunwoody Prep

Howell Mill Village

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2004

 

1984

 

 

 

 

 

92

 

 

97.6%

 

 

25.42

 

 

Publix

Paces Ferry Plaza

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

2018

 

 

 

 

 

82

 

 

97.0%

 

 

42.09

 

 

Whole Foods

Powers Ferry Square

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

2013

 

 

 

 

 

97

 

 

100.0%

 

 

36.45

 

 

HomeGoods, PETCO

Powers Ferry Village

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1997

 

1994

 

 

 

 

 

69

 

 

98.3%

 

 

10.25

 

 

Publix, Barrel Town

Russell Ridge

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1994

 

1995

 

 

 

 

 

108

 

 

91.4%

 

 

12.98

 

 

Kroger

Sandy Springs

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2012

 

2006

 

 

 

 

 

113

 

 

100.0%

 

 

27.21

 

 

Trader Joe's, Fox's, Peter Glenn Ski & Sports

Sope Creek Crossing

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

1998

 

2016

 

 

 

 

 

99

 

 

95.5%

 

 

17.06

 

 

Publix

The Shops at Hampton Oaks

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2017

 

2009

 

 

 

 

 

21

 

 

89.8%

 

 

12.30

 

 

(CVS)

Williamsburg at Dunwoody

 

Atlanta-SandySprings-Alpharett

 

GA

 

 

 

2017

 

1983

 

 

 

 

 

45

 

 

95.6%

 

 

25.72

 

 

-

Civic Center Plaza

 

Chicago-Naperville-Elgin

 

IL

 

40%

 

2005

 

1989

 

 

22,000

 

 

 

265

 

 

96.6%

 

 

10.78

 

 

Super H Mart, Home Depot, O'Reilly Automotive, King Spa

Clybourn Commons

 

Chicago-Naperville-Elgin

 

IL

 

 

 

2014

 

1999

 

 

 

 

 

32

 

 

100.0%

 

 

37.82

 

 

PETCO

Glen Oak Plaza

 

Chicago-Naperville-Elgin

 

IL

 

 

 

2010

 

1967

 

 

 

 

 

63

 

 

96.2%

 

 

27.83

 

 

Trader Joe's, Walgreens, Northshore University Healthsystems

Hinsdale Lake Commons

 

Chicago-Naperville-Elgin

 

IL

 

 

 

1998

 

2015

 

 

 

 

 

185

 

 

94.3%

 

 

16.68

 

 

Whole Foods, Goodwill, Charter Fitness, Petco

Mellody Farm

 

Chicago-Naperville-Elgin

 

IL

 

 

 

2017

 

2017

 

 

 

 

 

259

 

 

97.1%

 

 

31.25

 

 

Whole Foods, Nordstrom Rack, REI, HomeGoods, Barnes & Noble, West Elm

Naperville Plaza

 

Chicago-Naperville-Elgin

 

IL

 

20%

 

2023

 

1961

 

 

23,000

 

 

 

115

 

 

100.0%

 

 

26.91

 

 

Casey's Foods, Trader Joe's, Oswald's Pharmacy

Old Town Square

 

Chicago-Naperville-Elgin

 

IL

 

20%

 

2023

 

1998

 

 

14,000

 

 

 

87

 

 

97.5%

 

 

27.10

 

 

Jewel-Osco

Riverside Sq & River's Edge

 

Chicago-Naperville-Elgin

 

IL

 

40%

 

2005

 

1986

 

 

 

 

 

169

 

 

100.0%

 

 

18.66

 

 

Mariano's Fresh Market, Dollar Tree, Party City, Blink Fitness

Roscoe Square

 

Chicago-Naperville-Elgin

 

IL

 

40%

 

2005

 

2012

 

 

24,500

 

 

 

140

 

 

100.0%

 

 

24.78

 

 

Mariano's Fresh Market, Walgreens, Altitude Trampoline Park

Westchester Commons

 

Chicago-Naperville-Elgin

 

IL

 

 

 

2001

 

2014

 

 

 

 

 

143

 

 

93.1%

 

 

18.28

 

 

Mariano's Fresh Market, Goodwill

Willow Festival

 

Chicago-Naperville-Elgin

 

IL

 

 

 

2010

 

2007

 

 

 

 

 

404

 

 

91.7%

 

 

19.23

 

 

Whole Foods, Lowe's, CVS, HomeGoods, REI, Ulta

Shops on Main

 

Chicago-Naperville-Elgin

 

IN

 

94%

 

2007

 

2020

 

 

 

 

 

279

 

 

100.0%

 

 

16.54

 

 

Whole Foods, Dick's Sporting Goods, Ross Dress for Less, HomeGoods, DSW, Nordstrom Rack, Marshalls

Willow Lake Shopping Center

 

Indianapolis-Carmel-Anderson

 

IN

 

40%

 

2005

 

1987

 

 

 

 

 

86

 

 

88.6%

 

 

17.44

 

 

Indiana Bureau of Motor Vehicles, Snipes USA, (Kroger)

Willow Lake West Shopping Center

 

Indianapolis-Carmel-Anderson

 

IN

 

40%

 

2005

 

2001

 

 

10,000

 

 

 

53

 

 

100.0%

 

 

28.23

 

 

Trader Joe's

Fellsway Plaza

 

Boston-Cambridge-Newton

 

MA

 

75%

 

2013

 

2016

 

 

34,873

 

 

 

158

 

 

100.0%

 

 

27.34

 

 

Stop & Shop, Planet Fitness, BioLife Plasma Services

Shaw's at Plymouth

 

Boston-Cambridge-Newton

 

MA

 

 

 

2017

 

1993

 

 

 

 

 

60

 

 

100.0%

 

 

19.34

 

 

Shaw's

Shops at Saugus

 

Boston-Cambridge-Newton

 

MA

 

 

 

2006

 

2006

 

 

 

 

 

87

 

 

100.0%

 

 

31.64

 

 

Trader Joe's, La-Z-Boy, PetSmart

Star's at Cambridge

 

Boston-Cambridge-Newton

 

MA

 

 

 

2017

 

1997

 

 

 

 

 

66

 

 

100.0%

 

 

41.18

 

 

Star Market

Star's at Quincy

 

Boston-Cambridge-Newton

 

MA

 

 

 

2017

 

1995

 

 

 

 

 

101

 

 

100.0%

 

 

23.63

 

 

Star Market

Star's at West Roxbury

 

Boston-Cambridge-Newton

 

MA

 

 

 

2017

 

2006

 

 

 

 

 

76

 

 

100.0%

 

 

27.61

 

 

Shaw's

The Abbot

 

Boston-Cambridge-Newton

 

MA

 

 

 

2017

 

1912

 

 

 

 

 

64

 

 

77.1%

 

 

94.03

 

 

Center for Effective Alturism

Twin City Plaza

 

Boston-Cambridge-Newton

 

MA

 

 

 

2006

 

2004

 

 

 

 

 

285

 

 

100.0%

 

 

22.43

 

 

Shaw's, Marshall's, Extra Space Storage, Walgreens, K&G Fashion, Dollar Tree, Everfitness, Formlabs

The Longmeadow Shops

 

Springfield, MA

 

MA

 

 

 

2023

 

1962

 

 

13,000

 

 

 

99

 

 

100.0%

 

 

32.16

 

 

CVS

34


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Festival at Woodholme

 

Baltimore-Columbia-Towson

 

MD

 

40%

 

2005

 

1986

 

 

18,510

 

 

 

81

 

 

95.1%

 

 

40.40

 

 

Trader Joe's

Parkville Shopping Center

 

Baltimore-Columbia-Towson

 

MD

 

40%

 

2005

 

2013

 

 

23,200

 

 

 

165

 

 

96.6%

 

 

17.61

 

 

Giant, Parkville Lanes, Dollar Tree, Petco, The Cellar Parkville

Southside Marketplace

 

Baltimore-Columbia-Towson

 

MD

 

40%

 

2005

 

2011

 

 

24,800

 

 

 

125

 

 

93.5%

 

 

24.51

 

 

Giant

Village at Lee Airpark

 

Baltimore-Columbia-Towson

 

MD

 

 

 

2005

 

2014

 

 

 

 

 

118

 

 

97.8%

 

 

31.38

 

 

Giant, (Sunrise)

Burnt Mills

 

Washington-Arlington-Alexandri

 

MD

 

20%

 

2013

 

2004

 

 

 

 

 

31

 

 

92.3%

 

 

38.58

 

 

Trader Joe's

Cloppers Mill Village

 

Washington-Arlington-Alexandri

 

MD

 

40%

 

2005

 

1995

 

 

 

 

 

137

 

 

94.7%

 

 

19.48

 

 

Shoppers Food Warehouse, Dollar Tree

Firstfield Shopping Center

 

Washington-Arlington-Alexandri

 

MD

 

40%

 

2005

 

2014

 

 

 

 

 

22

 

 

100.0%

 

 

44.25

 

 

-

Takoma Park

 

Washington-Arlington-Alexandri

 

MD

 

40%

 

2005

 

1960

 

 

 

 

 

107

 

 

97.4%

 

 

15.05

 

 

Planet Fitness

Watkins Park Plaza

 

Washington-Arlington-Alexandri

 

MD

 

40%

 

2005

 

1985

 

 

 

 

 

111

 

 

98.5%

 

 

29.47

 

 

LA Fitness, CVS

Westbard Square

 

Washington-Arlington-Alexandri

 

MD

 

 

 

2017

 

2001

 

 

 

 

 

126

 

 

82.5%

 

 

36.56

 

 

Giant, Bowlmor AMF

Woodmoor Shopping Center

 

Washington-Arlington-Alexandri

 

MD

 

40%

 

2005

 

1954

 

 

19,000

 

 

 

68

 

 

96.3%

 

 

37.93

 

 

CVS

Fenton Marketplace

 

Flint

 

MI

 

 

 

1999

 

1999

 

 

 

 

 

97

 

 

74.0%

 

 

9.14

 

 

Family Farm & Home

Apple Valley Square

 

Minneapol-St. Paul-Bloomington

 

MN

 

 

 

2006

 

1998

 

 

 

 

 

179

 

 

100.0%

 

 

17.01

 

 

Jo-Ann Fabrics, PETCO, Savers, Experience Fitness, (Burlington Coat Factory), (Aldi)

Cedar Commons

 

Minneapol-St. Paul-Bloomington

 

MN

 

 

 

2011

 

1999

 

 

 

 

 

66

 

 

100.0%

 

 

28.59

 

 

Whole Foods

Colonial Square

 

Minneapol-St. Paul-Bloomington

 

MN

 

40%

 

2005

 

2014

 

 

19,700

 

 

 

93

 

 

97.9%

 

 

27.54

 

 

Lund's

Rockford Road Plaza

 

Minneapol-St. Paul-Bloomington

 

MN

 

40%

 

2005

 

1991

 

 

20,000

 

 

 

204

 

 

99.4%

 

 

14.27

 

 

Kohl's, PetSmart, HomeGoods, TJ Maxx, ULTA

Rockridge Center

 

Minneapol-St. Paul-Bloomington

 

MN

 

20%

 

2011

 

2006

 

 

14,500

 

 

 

125

 

 

98.2%

 

 

14.71

 

 

CUB Foods

Brentwood Plaza

 

St. Louis

 

MO

 

 

 

2007

 

2002

 

 

 

 

 

60

 

 

92.6%

 

 

10.38

 

 

Schnucks

Bridgeton

 

St. Louis

 

MO

 

 

 

2007

 

2005

 

 

 

 

 

71

 

 

100.0%

 

 

12.87

 

 

Schnucks, (Home Depot)

Dardenne Crossing

 

St. Louis

 

MO

 

 

 

2007

 

1996

 

 

 

 

 

67

 

 

100.0%

 

 

11.72

 

 

Schnucks

Kirkwood Commons

 

St. Louis

 

MO

 

 

 

2007

 

2000

 

 

 

 

 

210

 

 

100.0%

 

 

10.39

 

 

Walmart, TJ Maxx, HomeGoods, Famous Footwear, (Target), (Lowe's)

Blakeney Town Center

 

Charlotte-Concord-Gastonia

 

NC

 

 

 

2021

 

2006

 

 

 

 

 

384

 

 

99.7%

 

 

27.08

 

 

Harris Teeter, Marshalls, Best Buy, Petsmart, Off Broadway Shoes, Old Navy, (Target)

Carmel Commons

 

Charlotte-Concord-Gastonia

 

NC

 

 

 

1997

 

2012

 

 

 

 

 

141

 

 

89.4%

 

 

25.09

 

 

Chuck E. Cheese, The Fresh Market, Party City

Cochran Commons

 

Charlotte-Concord-Gastonia

 

NC

 

20%

 

2007

 

2003

 

 

2,975

 

 

 

66

 

 

100.0%

 

 

17.91

 

 

Harris Teeter, (Walgreens)

Willow Oaks

 

Charlotte-Concord-Gastonia

 

NC

 

 

 

2014

 

2014

 

 

 

 

 

65

 

 

97.9%

 

 

17.89

 

 

Publix

Shops at Erwin Mill

 

Durham-Chapel Hill

 

NC

 

55%

 

2012

 

2012

 

 

10,000

 

 

 

91

 

 

100.0%

 

 

20.47

 

 

Harris Teeter

Southpoint Crossing

 

Durham-Chapel Hill

 

NC

 

 

 

1998

 

1998

 

 

 

 

 

103

 

 

100.0%

 

 

17.42

 

 

Harris Teeter

Village Plaza

 

Durham-Chapel Hill

 

NC

 

20%

 

2012

 

2020

 

 

11,793

 

 

 

73

 

 

100.0%

 

 

25.22

 

 

Whole Foods

Woodcroft Shopping Center

 

Durham-Chapel Hill

 

NC

 

 

 

1996

 

1984

 

 

 

 

 

90

 

 

95.4%

 

 

14.52

 

 

Food Lion, ACE Hardware

Glenwood Village

 

Raleigh-Cary

 

NC

 

 

 

1997

 

1983

 

 

 

 

 

43

 

 

100.0%

 

 

18.71

 

 

Harris Teeter

Holly Park

 

Raleigh-Cary

 

NC

 

 

 

2013

 

1969

 

 

 

 

 

158

 

 

99.0%

 

 

20.54

 

 

DSW Warehouse, Trader Joe's, Ross Dress For Less, Staples, US Fitness Products, Jerry's Artarama, Pet Supplies Plus, Ulta

Lake Pine Plaza

 

Raleigh-Cary

 

NC

 

 

 

1998

 

1997

 

 

 

 

 

88

 

 

100.0%

 

 

14.55

 

 

Harris Teeter

Market at Colonnade Center

 

Raleigh-Cary

 

NC

 

 

 

2009

 

2009

 

 

 

 

 

58

 

 

100.0%

 

 

28.83

 

 

Whole Foods

Midtown East

 

Raleigh-Cary

 

NC

 

50%

 

2017

 

2017

 

 

36,000

 

 

 

159

 

 

100.0%

 

 

24.51

 

 

Wegmans

Ridgewood Shopping Center

 

Raleigh-Cary

 

NC

 

20%

 

2018

 

1951

 

 

9,025

 

 

 

94

 

 

89.9%

 

 

28.41

 

 

Whole Foods, Walgreens

Shoppes of Kildaire

 

Raleigh-Cary

 

NC

 

40%

 

2005

 

1986

 

 

20,000

 

 

 

145

 

 

100.0%

 

 

21.28

 

 

Trader Joe's, Aldi, Staples, Barnes & Noble

Sutton Square

 

Raleigh-Cary

 

NC

 

20%

 

2006

 

1985

 

 

 

 

 

101

 

 

93.8%

 

 

21.21

 

 

The Fresh Market

35


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Village District

 

Raleigh-Cary

 

NC

 

30%

 

2004

 

2018

 

 

75,000

 

 

 

599

 

 

98.3%

 

 

25.47

 

 

Harris Teeter, The Fresh Market, The Oberlin, Wake Public Library, Walgreens, Talbots, Great Outdoor Provision Co., York Properties,The Cheshire Cat Gallery, Crunch Fitness Select Club, Bailey's Fine Jewelry, Sephora, Barnes & Noble, Goodnight's Comedy Club, Ballard Designs

Bloomfield Crossing

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

0

 

 

 

 

 

59

 

 

100.0%

 

 

15.17

 

 

Superfresh

Boonton ACME Shopping Center

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1999

 

 

10,585

 

 

 

63

 

 

97.1%

 

 

24.19

 

 

Acme Markets

Cedar Hill Shopping Center

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1971

 

 

7,035

 

 

 

43

 

 

100.0%

 

 

30.72

 

 

Walgreens

Chestnut Ridge Shopping Center

 

New York-Newark-Jersey City

 

NJ

 

50%

 

2023

 

1965

 

 

 

 

 

76

 

 

94.2%

 

 

30.43

 

 

Fresh Market, Drop Fitness

Chimney Rock

 

New York-Newark-Jersey City

 

NJ

 

 

 

2016

 

2016

 

 

 

 

 

218

 

 

91.9%

 

 

39.18

 

 

Whole Foods, Nordstrom Rack, Saks Off 5th, The Container Store, Ulta

District at Metuchen

 

New York-Newark-Jersey City

 

NJ

 

20%

 

2018

 

2017

 

 

16,000

 

 

 

67

 

 

100.0%

 

 

32.89

 

 

Whole Foods

Emerson Plaza

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1981

 

 

 

 

 

93

 

 

84.9%

 

 

14.14

 

 

Shoprite, K-9 Resorts Luxury Pet Hotel

Ferry Street Plaza

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1995

 

 

8,796

 

 

 

108

 

 

100.0%

 

 

21.49

 

 

Seabra Foods, Flaming Grill

H Mart Plaza

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1967

 

 

 

 

 

7

 

 

100.0%

 

 

46.32

 

 

-

Meadtown Shopping Center

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1961

 

 

9,364

 

 

 

77

 

 

100.0%

 

 

25.09

 

 

Marshalls, Petco, Walgreens

Midland Park Shopping Center

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1966

 

 

17,722

 

 

 

129

 

 

81.5%

 

 

25.21

 

 

Kings Food Markets, Crunch Fitness

Plaza Square

 

New York-Newark-Jersey City

 

NJ

 

40%

 

2005

 

1990

 

 

 

 

 

104

 

 

62.0%

 

 

19.91

 

 

Grocer

Pompton Lakes Towne Square

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

2000

 

 

 

 

 

66

 

 

92.8%

 

 

25.82

 

 

Planet Fitness

Rite Aid Plaza-Waldwick Plaza

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1953

 

 

 

 

 

20

 

 

100.0%

 

 

30.42

 

 

Rite Aid

South Pass Village

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1965

 

 

20,144

 

 

 

109

 

 

97.0%

 

 

30.18

 

 

Acme Markets

Valley Ridge Shopping Center

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1962

 

 

16,775

 

 

 

103

 

 

93.4%

 

 

28.44

 

 

Whole Foods

Van Houten Plaza

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1974

 

 

 

 

 

37

 

 

91.4%

 

 

11.70

 

 

Dollar Tree

Waldwick Plaza

 

New York-Newark-Jersey City

 

NJ

 

 

 

2023

 

1960

 

 

 

 

 

27

 

 

90.3%

 

 

28.06

 

 

-

Washington Commons

 

New York-Newark-Jersey City

 

NJ

 

100%

 

2023

 

1992

 

 

8,766

 

 

 

74

 

 

99.1%

 

 

25.95

 

 

Stop & Shop

Glenwood Green(7)

 

Philadelphia-Camden-Wilmington

 

NJ

 

70%

 

2023

 

2023

 

 

 

 

 

353

 

 

92.4%

 

 

15.25

 

 

ShopRite, Target, Rendina

Haddon Commons

 

Philadelphia-Camden-Wilmington

 

NJ

 

40%

 

2005

 

1985

 

 

 

 

 

54

 

 

100.0%

 

 

15.24

 

 

Acme Markets

101 7th Avenue

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

1930

 

 

 

 

 

57

 

 

0.0%

 

 

-

 

 

-

111 Kraft Avenue

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1902

 

 

 

 

 

9

 

 

100.0%

 

 

47.40

 

 

-

1175 Third Avenue

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

1995

 

 

 

 

 

25

 

 

35.9%

 

 

185.00

 

 

-

1225-1239 Second Ave

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

1987

 

 

 

 

 

18

 

 

100.0%

 

 

137.95

 

 

CVS

260-270 Sawmill Road

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1953

 

 

 

 

 

3

 

 

100.0%

 

 

1.69

 

 

-

27 Purchase Street

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

0

 

 

 

 

 

10

 

 

82.6%

 

 

40.30

 

 

-

410 South Broadway

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1936

 

 

 

 

 

7

 

 

100.0%

 

 

1.21

 

 

-

48 Purchase Street

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

0

 

 

 

 

 

6

 

 

100.0%

 

 

78.05

 

 

-

90 - 30 Metropolitan Avenue

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

2007

 

 

 

 

 

60

 

 

100.0%

 

 

36.15

 

 

Michaels, Staples, Trader Joe's

Arcadian Shopping Center

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1978

 

 

13,033

 

 

 

166

 

 

97.9%

 

 

23.90

 

 

Stop & Shop, Westchester Community College, The 19th Hole

Biltmore Shopping Center

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1967

 

 

 

 

 

17

 

 

100.0%

 

 

38.93

 

 

-

Broadway Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

2014

 

 

 

 

 

147

 

 

88.5%

 

 

40.28

 

 

Aldi, Best Buy, Bob's Discount Furniture, TJ Maxx, Blink Fitness

Carmel ShopRite Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1981

 

 

 

 

 

145

 

 

95.1%

 

 

14.06

 

 

Shoprite, Carmel Cinema, Gold's Gyn, Rite Aid

Chilmark Shopping Center

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1963

 

 

 

 

 

47

 

 

100.0%

 

 

34.28

 

 

CVS

Clocktower Plaza Shopping Ctr

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

1995

 

 

 

 

 

79

 

 

90.4%

 

 

50.88

 

 

Stop & Shop

DeCicco's Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1978

 

 

 

 

 

70

 

 

91.8%

 

 

35.70

 

 

Decicco & Sons

East Meadow

 

New York-Newark-Jersey City

 

NY

 

 

 

2021

 

1980

 

 

 

 

 

141

 

 

93.3%

 

 

16.10

 

 

Marshalls, Stew Leonard's, Net Cost Market

36


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

East Meadow Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1971

 

 

 

 

 

195

 

 

60.6%

 

 

25.61

 

 

Lidl, Dollar Deal

Eastchester Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1963

 

 

 

 

 

24

 

 

100.0%

 

 

36.54

 

 

CVS

Eastport

 

New York-Newark-Jersey City

 

NY

 

 

 

2021

 

1980

 

 

 

 

 

48

 

 

97.3%

 

 

13.57

 

 

King Kullen, Rite Aid

Gateway Plaza

 

New York-Newark-Jersey City

 

NY

 

50%

 

2023

 

0

 

 

14,000

 

 

 

198

 

 

100.0%

 

 

9.46

 

 

Walmart, Bob's Discount Furniture

Harrison Shopping Square

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1958

 

 

 

 

 

26

 

 

100.0%

 

 

33.40

 

 

The Harrison Market

Heritage 202 Center

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1989

 

 

 

 

 

19

 

 

100.0%

 

 

33.99

 

 

-

Hewlett Crossing I & II

 

New York-Newark-Jersey City

 

NY

 

 

 

2018

 

1954

 

 

 

 

 

52

 

 

100.0%

 

 

39.41

 

 

-

Lake Grove Commons

 

New York-Newark-Jersey City

 

NY

 

40%

 

2012

 

2008

 

 

49,895

 

 

 

141

 

 

100.0%

 

 

37.08

 

 

Whole Foods, LA Fitness

Lakeview Shopping Center

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1981

 

 

10,944

 

 

 

165

 

 

92.6%

 

 

18.20

 

 

Acme, Planet Fitness, Montclare Children's School, Rite Aid

McLean Plaza

 

New York-Newark-Jersey City

 

NY

 

100%

 

2023

 

1982

 

 

5,000

 

 

 

58

 

 

86.9%

 

 

19.23

 

 

Acme Markets

Midway Shopping Center

 

New York-Newark-Jersey City

 

NY

 

12%

 

2023

 

1958

 

 

22,492

 

 

 

244

 

 

99.2%

 

 

28.95

 

 

Shoprite, JoAnn, Amazing Savings, Daiso, CVS, Planet Fitness, Denny's Kids

New City PCSB Bank Pad

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1973

 

 

 

 

 

3

 

 

100.0%

 

 

53.28

 

 

-

Orangetown Shopping Center

 

New York-Newark-Jersey City

 

NY

 

100%

 

2023

 

1966

 

 

6,005

 

 

 

74

 

 

95.4%

 

 

22.01

 

 

CVS

Pelham Manor Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1960

 

 

 

 

 

25

 

 

87.7%

 

 

35.28

 

 

Manor Market

Purchase Street Shops

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

0

 

 

 

 

 

6

 

 

100.0%

 

 

33.82

 

 

-

Putnam Plaza

 

New York-Newark-Jersey City

 

NY

 

67%

 

2023

 

1971

 

 

17,284

 

 

 

189

 

 

92.9%

 

 

16.16

 

 

Tops, NY Sports Club, Dollar World, Rite Aid

Riverhead Plaza

 

New York-Newark-Jersey City

 

NY

 

50%

 

2023

 

0

 

 

 

 

 

13

 

 

100.0%

 

 

34.20

 

 

-

Rivertowns Square

 

New York-Newark-Jersey City

 

NY

 

 

 

2018

 

2016

 

 

 

 

 

116

 

 

92.6%

 

 

27.63

 

 

Ulta, The Learning Experience, Mom's Organic Market, Look Cinemas

Somers Commons

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

2003

 

 

 

 

 

135

 

 

89.3%

 

 

17.01

 

 

Level Fitness, Tractor Supply, Goodwill

Staples Plaza-Yorktown Heights

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1970

 

 

 

 

 

125

 

 

100.0%

 

 

12.09

 

 

Level Fitness, Staples, Party City, Extra Space Storage

Tanglewood Shopping Center

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1953

 

 

3,163

 

 

 

27

 

 

100.0%

 

 

40.47

 

 

-

The Gallery at Westbury Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

2013

 

 

 

 

 

312

 

 

100.0%

 

 

53.17

 

 

Trader Joe's, Nordstrom Rack, Saks Fifth Avenue, Bloomingdale's, The Container Store, HomeGoods, Old Navy, Gap Outlet, Bassett Home Furnishings, Famous Footwear

The Point at Garden City Park

 

New York-Newark-Jersey City

 

NY

 

 

 

2016

 

2018

 

 

 

 

 

105

 

 

100.0%

 

 

30.73

 

 

King Kullen, Ace Hardware

The Shops at SunVet (fka SunVet)(6)(7)

 

New York-Newark-Jersey City

 

NY

 

100%

 

2023

 

2023

 

 

 

 

 

173

 

 

33.7%

 

 

38.55

 

 

Whole Foods

Towne Centre at Somers

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1988

 

 

 

 

 

84

 

 

100.0%

 

 

31.08

 

 

CVS

Valley Stream

 

New York-Newark-Jersey City

 

NY

 

 

 

2021

 

1950

 

 

 

 

 

99

 

 

95.0%

 

 

28.68

 

 

King Kullen

Village Commons

 

New York-Newark-Jersey City

 

NY

 

 

 

2023

 

1980

 

 

 

 

 

28

 

 

88.6%

 

 

38.95

 

 

-

Wading River

 

New York-Newark-Jersey City

 

NY

 

 

 

2021

 

2002

 

 

 

 

 

99

 

 

89.8%

 

 

24.18

 

 

King Kullen, CVS, Ace Hardware

Westbury Plaza

 

New York-Newark-Jersey City

 

NY

 

 

 

2017

 

2004

 

 

88,000

 

 

 

390

 

 

100.0%

 

 

27.26

 

 

WalMart, Costco, Marshalls, Total Wine and More, Olive Garden

Marine's Taste of Italy

 

Torrington

 

NY

 

 

 

2023

 

1988

 

 

 

 

 

3

 

 

100.0%

 

 

28.73

 

 

-

Cherry Grove

 

Cincinnati

 

OH

 

 

 

1998

 

2012

 

 

 

 

 

203

 

 

99.0%

 

 

13.05

 

 

Kroger, Shoe Carnival, TJ Maxx, Tuesday Morning

Hyde Park

 

Cincinnati

 

OH

 

 

 

1997

 

1995

 

 

 

 

 

397

 

 

98.8%

 

 

17.40

 

 

Kroger, Kohl's, Walgreens, Jo-Ann Fabrics, Ace Hardware, Staples, Marshalls, Five Below

Red Bank Village

 

Cincinnati

 

OH

 

 

 

2006

 

2018

 

 

 

 

 

176

 

 

100.0%

 

 

7.89

 

 

WalMart

Regency Commons

 

Cincinnati

 

OH

 

 

 

2004

 

2004

 

 

 

 

 

34

 

 

78.8%

 

 

27.76

 

 

-

West Chester Plaza

 

Cincinnati

 

OH

 

 

 

1998

 

1988

 

 

 

 

 

88

 

 

100.0%

 

 

10.56

 

 

Kroger

East Pointe

 

Columbus

 

OH

 

 

 

1998

 

2014

 

 

 

 

 

111

 

 

100.0%

 

 

11.53

 

 

Kroger

Kroger New Albany Center

 

Columbus

 

OH

 

 

 

1999

 

1999

 

 

 

 

 

93

 

 

100.0%

 

 

13.90

 

 

Kroger

Northgate Plaza (Maxtown Road)

 

Columbus

 

OH

 

 

 

1998

 

2017

 

 

 

 

 

117

 

 

100.0%

 

 

12.33

 

 

Kroger, (Home Depot)

Corvallis Market Center

 

Corvallis

 

OR

 

 

 

2006

 

2006

 

 

 

 

 

85

 

 

100.0%

 

 

22.68

 

 

Michaels, TJ Maxx, Trader Joe's

Northgate Marketplace

 

Medford

 

OR

 

 

 

2011

 

2011

 

 

 

 

 

81

 

 

93.2%

 

 

24.56

 

 

Trader Joe's, REI, PETCO

37


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Northgate Marketplace Ph II

 

Medford

 

OR

 

 

 

2015

 

2015

 

 

 

 

 

177

 

 

96.4%

 

 

18.05

 

 

Dick's Sporting Goods, Homegoods, Marshalls

Greenway Town Center

 

Portland-Vancouver-Hillsboro

 

OR

 

40%

 

2005

 

2014

 

 

 

 

 

93

 

 

100.0%

 

 

16.79

 

 

Dollar Tree, Rite Aid, Whole Foods

Murrayhill Marketplace

 

Portland-Vancouver-Hillsboro

 

OR

 

 

 

1999

 

2016

 

 

 

 

 

150

 

 

85.9%

 

 

20.98

 

 

Safeway, Planet Fitness

Sherwood Crossroads

 

Portland-Vancouver-Hillsboro

 

OR

 

 

 

1999

 

1999

 

 

 

 

 

88

 

 

98.6%

 

 

12.69

 

 

Safeway

Tanasbourne Market

 

Portland-Vancouver-Hillsboro

 

OR

 

 

 

2006

 

2006

 

 

 

 

 

71

 

 

100.0%

 

 

33.03

 

 

Whole Foods

Walker Center

 

Portland-Vancouver-Hillsboro

 

OR

 

 

 

1999

 

1987

 

 

 

 

 

89

 

 

96.8%

 

 

28.59

 

 

REI

Allen Street Shopping Ctr

 

Allentown-Bethlehem-Easton

 

PA

 

40%

 

2005

 

1958

 

 

 

 

 

46

 

 

100.0%

 

 

19.07

 

 

Grocery Outlet Bargain Market

Lower Nazareth Commons

 

Allentown-Bethlehem-Easton

 

PA

 

 

 

2007

 

2012

 

 

 

 

 

96

 

 

100.0%

 

 

27.85

 

 

Burlington Coat Factory, PETCO, (Wegmans), (Target)

Stefko Boulevard Shopping Center

 

Allentown-Bethlehem-Easton

 

PA

 

40%

 

2005

 

1976

 

 

 

 

 

134

 

 

97.9%

 

 

10.69

 

 

Valley Farm Market, Dollar Tree, Muscle Inc. Gym

Hershey

 

Harrisburg-Carlisle

 

PA

 

 

 

2000

 

2000

 

 

 

 

 

6

 

 

100.0%

 

 

30.00

 

 

-

Baederwood Shopping Center

 

Philadelphia-Camden-Wilmington

 

PA

 

80%

 

2023

 

1999

 

 

24,365

 

 

 

117

 

 

100.0%

 

 

28.11

 

 

Whole Foods, Planet Fitness

City Avenue Shopping Center

 

Philadelphia-Camden-Wilmington

 

PA

 

40%

 

2005

 

1960

 

 

 

 

 

162

 

 

89.4%

 

 

21.77

 

 

Ross Dress for Less, TJ Maxx, Dollar Tree

Gateway Shopping Center

 

Philadelphia-Camden-Wilmington

 

PA

 

 

 

2004

 

2016

 

 

 

 

 

224

 

 

99.0%

 

 

35.87

 

 

Trader Joe's, Staples, TJ Maxx, Jo-Ann Fabrics

Mercer Square Shopping Center

 

Philadelphia-Camden-Wilmington

 

PA

 

40%

 

2005

 

1988

 

 

 

 

 

91

 

 

100.0%

 

 

23.28

 

 

Weis Markets

Newtown Square Shopping Center

 

Philadelphia-Camden-Wilmington

 

PA

 

40%

 

2005

 

2020

 

 

20,000

 

 

 

142

 

 

97.2%

 

 

19.49

 

 

Acme Markets, Michael's

Warwick Square Shopping Center

 

Philadelphia-Camden-Wilmington

 

PA

 

40%

 

2005

 

1999

 

 

 

 

 

93

 

 

96.7%

 

 

17.49

 

 

Grocery Outlet Bargain Market, Planet Fitness

Indigo Square

 

Charleston-North Charleston

 

SC

 

 

 

2017

 

2017

 

 

 

 

 

51

 

 

100.0%

 

 

30.99

 

 

Greenwise (Vac 8/29/20)

Merchants Village

 

Charleston-North Charleston

 

SC

 

40%

 

1997

 

1997

 

 

9,000

 

 

 

80

 

 

100.0%

 

 

18.63

 

 

Publix

Harpeth Village Fieldstone

 

Nashvil-Davdsn-Murfree-Frankln

 

TN

 

 

 

1997

 

1998

 

 

 

 

 

70

 

 

100.0%

 

 

17.31

 

 

Publix

Northlake Village

 

Nashvil-Davdsn-Murfree-Frankln

 

TN

 

 

 

2000

 

2013

 

 

 

 

 

135

 

 

98.9%

 

 

15.83

 

 

Kroger

Peartree Village

 

Nashvil-Davdsn-Murfree-Frankln

 

TN

 

 

 

1997

 

1997

 

 

 

 

 

110

 

 

100.0%

 

 

20.43

 

 

Kroger, PETCO

Hancock

 

Austin-Round Rock-Georgetown

 

TX

 

 

 

1999

 

1998

 

 

 

 

 

263

 

 

98.1%

 

 

20.04

 

 

24 Hour Fitness, Firestone Complete Auto Care, H.E.B, PETCO, Twin Liquors

Market at Round Rock

 

Austin-Round Rock-Georgetown

 

TX

 

 

 

1999

 

1987

 

 

 

 

 

123

 

 

86.5%

 

 

21.19

 

 

Sprout's Markets, Office Depot

North Hills

 

Austin-Round Rock-Georgetown

 

TX

 

 

 

1999

 

1995

 

 

 

 

 

164

 

 

98.8%

 

 

22.11

 

 

H.E.B.

Shops at Mira Vista

 

Austin-Round Rock-Georgetown

 

TX

 

 

 

2014

 

2002

 

 

165

 

 

 

68

 

 

100.0%

 

 

26.25

 

 

Trader Joe's, Champions Westlake Gymnastics & Cheer

Tech Ridge Center

 

Austin-Round Rock-Georgetown

 

TX

 

 

 

2011

 

2020

 

 

 

 

 

216

 

 

99.4%

 

 

24.23

 

 

H.E.B., Pinstack, Baylor Scott & White

Bethany Park Place

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1998

 

1998

 

 

10,200

 

 

 

99

 

 

100.0%

 

 

12.23

 

 

Kroger

CityLine Market

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

2014

 

2014

 

 

 

 

 

81

 

 

100.0%

 

 

30.41

 

 

Whole Foods

CityLine Market Phase II

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

2015

 

2015

 

 

 

 

 

22

 

 

100.0%

 

 

28.58

 

 

CVS

Hillcrest Village

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1999

 

1991

 

 

 

 

 

15

 

 

100.0%

 

 

51.23

 

 

-

Keller Town Center

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1999

 

2014

 

 

 

 

 

120

 

 

97.4%

 

 

17.43

 

 

Tom Thumb

Lebanon/Legacy Center

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

2000

 

2002

 

 

 

 

 

56

 

 

100.0%

 

 

30.26

 

 

(WalMart)

Market at Preston Forest

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1999

 

1990

 

 

 

 

 

96

 

 

97.4%

 

 

22.34

 

 

Tom Thumb

Mockingbird Commons

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1999

 

1987

 

 

 

 

 

120

 

 

95.9%

 

 

21.36

 

 

Tom Thumb, Ogle School of Hair Design

Preston Oaks

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

2013

 

2022

 

 

 

 

 

103

 

 

100.0%

 

 

40.79

 

 

Central Market, Talbots

Prestonbrook

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1998

 

1998

 

 

 

 

 

92

 

 

98.9%

 

 

15.57

 

 

Kroger

Shiloh Springs

 

Dallas-Fort Worth-Arlington

 

TX

 

 

 

1998

 

1998

 

 

 

 

 

110

 

 

93.6%

 

 

15.32

 

 

Kroger

Alden Bridge

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2002

 

1998

 

 

26,000

 

 

 

139

 

 

98.4%

 

 

21.64

 

 

Kroger, Walgreens

Baybrook East(7)

 

Houston-Woodlands-Sugar Land

 

TX

 

50%

 

2020

 

2021

 

 

10,222

 

 

 

156

 

 

93.9%

 

 

13.16

 

 

H.E.B

Cochran's Crossing

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2002

 

1994

 

 

 

 

 

138

 

 

100.0%

 

 

20.77

 

 

Kroger

Indian Springs Center

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2002

 

2003

 

 

 

 

 

137

 

 

98.9%

 

 

25.71

 

 

H.E.B.

Market at Springwoods Village

 

Houston-Woodlands-Sugar Land

 

TX

 

53%

 

2016

 

2018

 

 

3,750

 

 

 

167

 

 

98.9%

 

 

18.14

 

 

Kroger

Panther Creek

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2002

 

1994

 

 

 

 

 

166

 

 

100.0%

 

 

25.24

 

 

CVS, The Woodlands Childrens Museum, Fitness Project

38


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Sienna(7)

 

Houston-Woodlands-Sugar Land

 

TX

 

75%

 

2023

 

2023

 

 

 

 

 

30

 

 

19.2%

 

 

37.38

 

 

-

Southpark at Cinco Ranch

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2012

 

2017

 

 

 

 

 

265

 

 

100.0%

 

 

14.72

 

 

Kroger, Academy Sports, PETCO, Spec's Liquor and Finer Foods

Sterling Ridge

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2002

 

2000

 

 

 

 

 

129

 

 

98.9%

 

 

22.48

 

 

Kroger, CVS

Sweetwater Plaza

 

Houston-Woodlands-Sugar Land

 

TX

 

20%

 

2001

 

2000

 

 

20,000

 

 

 

134

 

 

98.1%

 

 

19.07

 

 

Kroger, Walgreens

The Village at Riverstone

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2016

 

2016

 

 

 

 

 

165

 

 

95.1%

 

 

17.19

 

 

Kroger

Weslayan Plaza East

 

Houston-Woodlands-Sugar Land

 

TX

 

40%

 

2005

 

1969

 

 

 

 

 

169

 

 

100.0%

 

 

21.90

 

 

Berings, Ross Dress for Less, Michaels, The Next Level Fitness, Spec's Liquor, Trek Bicycle

Weslayan Plaza West

 

Houston-Woodlands-Sugar Land

 

TX

 

40%

 

2005

 

1969

 

 

 

 

 

186

 

 

98.1%

 

 

21.79

 

 

Randalls Food, Walgreens, PETCO, Homegoods, Barnes & Noble

Westwood Village

 

Houston-Woodlands-Sugar Land

 

TX

 

 

 

2006

 

2006

 

 

 

 

 

206

 

 

96.8%

 

 

21.77

 

 

Fitness Project, PetSmart, Office Max, Ross Dress For Less, TJ Maxx, (Target)

Woodway Collection

 

Houston-Woodlands-Sugar Land

 

TX

 

40%

 

2005

 

2012

 

 

25,900

 

 

 

97

 

 

94.2%

 

 

32.19

 

 

Whole Foods

Carytown Exchange

 

Richmond

 

VA

 

68%

 

2018

 

2022

 

 

 

 

 

116

 

 

95.6%

 

 

28.13

 

 

Publix, CVS

Hanover Village Shopping Center

 

Richmond

 

VA

 

40%

 

2005

 

1971

 

 

 

 

 

90

 

 

87.8%

 

 

9.68

 

 

Aldi, Tractor Supply Company, Harbor Freight Tools

Village Shopping Center

 

Richmond

 

VA

 

40%

 

2005

 

1948

 

 

24,250

 

 

 

116

 

 

84.1%

 

 

25.64

 

 

Publix, CVS

Ashburn Farm Village Center

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

1996

 

 

 

 

 

92

 

 

100.0%

 

 

17.76

 

 

Patel Brothers, The Shop Gym

Belmont Chase

 

Washington-Arlington-Alexandri

 

VA

 

 

 

2014

 

2014

 

 

 

 

 

91

 

 

98.3%

 

 

34.38

 

 

Cooper's Hawk Winery, Whole Foods

Centre Ridge Marketplace

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

1996

 

 

11,640

 

 

 

107

 

 

100.0%

 

 

21.37

 

 

United States Coast Guard Ex, Planet Fitness

Festival at Manchester Lakes

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

2021

 

 

 

 

 

169

 

 

100.0%

 

 

31.35

 

 

Amazon Fresh, Homesense, Hyper Kidz

Fox Mill Shopping Center

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

2013

 

 

22,500

 

 

 

103

 

 

97.6%

 

 

27.22

 

 

Giant

Greenbriar Town Center

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

1972

 

 

76,200

 

 

 

340

 

 

99.3%

 

 

29.41

 

 

Big Blue Swim School, Bob's Discount Furniture, CVS, Giant, Marshalls, Planet Fitness, Ross Dress for Less, Total Wine and More

Kamp Washington Shopping Center

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

1960

 

 

 

 

 

71

 

 

93.8%

 

 

33.91

 

 

PGA Tour Superstore

Kings Park Shopping Center

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

2015

 

 

21,800

 

 

 

96

 

 

100.0%

 

 

34.12

 

 

Giant, CVS

Lorton Station Marketplace

 

Washington-Arlington-Alexandri

 

VA

 

20%

 

2006

 

2005

 

 

7,300

 

 

 

136

 

 

84.1%

 

 

26.68

 

 

Amazon Fresh, Planet Fitness

Point 50

 

Washington-Arlington-Alexandri

 

VA

 

 

 

2007

 

2021

 

 

 

 

 

48

 

 

100.0%

 

 

32.94

 

 

Amazon Fresh

Saratoga Shopping Center

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

1977

 

 

22,800

 

 

 

113

 

 

93.4%

 

 

21.77

 

 

Giant

Shops at County Center

 

Washington-Arlington-Alexandri

 

VA

 

 

 

2005

 

2005

 

 

 

 

 

97

 

 

98.3%

 

 

19.26

 

 

Harris Teeter, Planet Fitness

The Crossing Clarendon

 

Washington-Arlington-Alexandri

 

VA

 

 

 

2016

 

2023

 

 

 

 

 

420

 

 

96.9%

 

 

38.07

 

 

Whole Foods, Crate & Barrel, The Container Store, Barnes & Noble, Pottery Barn, Ethan Allen, The Cheesecake Factory, LifeTime, Corobus Sports

The Field at Commonwealth

 

Washington-Arlington-Alexandri

 

VA

 

 

 

2017

 

2018

 

 

 

 

 

167

 

 

100.0%

 

 

23.62

 

 

Wegmans

Village Center at Dulles

 

Washington-Arlington-Alexandri

 

VA

 

20%

 

2002

 

1991

 

 

52,000

 

 

 

307

 

 

83.3%

 

 

30.56

 

 

Giant, CVS, Advance Auto Parts, Chuck E. Cheese, HomeGoods, Goodwill, Furniture Max

Willston Centre I

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

1952

 

 

 

 

 

105

 

 

82.2%

 

 

31.65

 

 

Fashion K City

Willston Centre II

 

Washington-Arlington-Alexandri

 

VA

 

40%

 

2005

 

2010

 

 

23,823

 

 

 

136

 

 

94.4%

 

 

27.81

 

 

Safeway, (Target), (PetSmart)

6401 Roosevelt

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

2019

 

1929

 

 

 

 

 

8

 

 

100.0%

 

 

27.10

 

 

-

Aurora Marketplace

 

Seattle-Tacoma-Bellevue

 

WA

 

40%

 

2005

 

1991

 

 

13,400

 

 

 

107

 

 

100.0%

 

 

18.92

 

 

Safeway, TJ Maxx

Ballard Blocks I

 

Seattle-Tacoma-Bellevue

 

WA

 

50%

 

2018

 

2007

 

 

 

 

 

132

 

 

98.4%

 

 

28.01

 

 

LA Fitness, Ross Dress for Less, Trader Joe's

Ballard Blocks II

 

Seattle-Tacoma-Bellevue

 

WA

 

50%

 

2018

 

2018

 

 

 

 

 

117

 

 

98.4%

 

 

35.12

 

 

Bright Horizons, Kaiser Permanente, PCC Community Markets, Prokarma, Trufusion, West Marine

39


Property Name

 

CBSA (1)

 

State

 

Owner-
ship
Interest
 (2)

 

Year
Acquired

 

Year
Constructed
or Last Major
Renovation

 

Mortgages or
Encumbrances
(in 000's)

 

 

Gross
Leasable
Area
(GLA)
(in 000's)

 

 

Percent
Leased
 (3)

 

Average
Base Rent
PSF
(4)

 

 

Major Tenant(s) (5)

Broadway Market

 

Seattle-Tacoma-Bellevue

 

WA

 

20%

 

2014

 

1988

 

 

21,500

 

 

 

140

 

 

95.7%

 

 

28.83

 

 

Gold's Gym, Mosaic Salon Group, Quality Food Centers

Cascade Plaza

 

Seattle-Tacoma-Bellevue

 

WA

 

20%

 

1999

 

1999

 

 

 

 

 

207

 

 

97.9%

 

 

13.26

 

 

Big 5 Sporting Goods, Dollar Tree, Jo-Ann Fabrics, Planet Fitness, Ross Dress For Less, Safeway, Aaron's

Eastgate Plaza

 

Seattle-Tacoma-Bellevue

 

WA

 

40%

 

2005

 

2021

 

 

22,000

 

 

 

85

 

 

96.5%

 

 

32.61

 

 

Safeway, Rite Aid

Grand Ridge Plaza

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

2012

 

2018

 

 

 

 

 

331

 

 

99.2%

 

 

26.62

 

 

Bevmo!, Dick's Sporting Goods, Marshalls, Regal Cinemas,Safeway, Ulta

Inglewood Plaza

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

1999

 

1985

 

 

 

 

 

17

 

 

95.9%

 

 

47.01

 

 

-

Island Village

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

2023

 

2013

 

 

 

 

 

106

 

 

100.0%

 

 

16.38

 

 

Safeway, Rite Aid

Klahanie Shopping Center

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

2016

 

1998

 

 

 

 

 

67

 

 

96.7%

 

 

38.28

 

 

(QFC)

Melrose Market

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

2019

 

2009

 

 

 

 

 

21

 

 

84.2%

 

 

35.14

 

 

-

Overlake Fashion Plaza

 

Seattle-Tacoma-Bellevue

 

WA

 

40%

 

2005

 

2020

 

 

 

 

 

87

 

 

100.0%

 

 

30.25

 

 

Marshalls, Bevmo!, Amazon Go Grocery

Pine Lake Village

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

1999

 

1989

 

 

 

 

 

103

 

 

98.6%

 

 

26.79

 

 

Quality Food Centers, Rite Aid

Roosevelt Square

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

2017

 

2017

 

 

 

 

 

150

 

 

81.3%

 

 

27.33

 

 

Whole Foods, Guitar Center, LA Fitness

Sammamish-Highlands

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

1999

 

2013

 

 

 

 

 

101

 

 

100.0%

 

 

38.84

 

 

Trader Joe's, Bartell Drugs, (Safeway)

Southcenter

 

Seattle-Tacoma-Bellevue

 

WA

 

 

 

1999

 

1990

 

 

 

 

 

59

 

 

100.0%

 

 

35.51

 

 

(Target)

Regency Centers Total

 

 

 

 

 

 

 

 

 

 

 

$

2,268,157

 

 

 

56,825

 

 

95.1%

 

$

24.44

 

 

 

(1)
CBSA refers to Core-Based Statistical Area (e.g. metropolitan area).

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
200 Potrero San Francisco-Oakland-Fremont CA   2017 1928 $— 31 55.1% $8.93 --
4S Commons Town Center San Diego-Carlsbad-San Marcos CA 85% 2004 2004 85,000 240 100.0% 33.20 Ralphs, Jimbo's...Naturally!
Amerige Heights Town Center Los Angeles-Long Beach-Santa Ana CA   2000 2000 15,844 89 100.0% 29.35 Albertsons, (Target)
Balboa Mesa Shopping Center San Diego-Carlsbad-San Marcos CA   2012 2014  207 100.0% 25.40 Von's Food & Drug, Kohl's
Bayhill Shopping Center San Francisco-Oakland-Fremont CA 40% 2005 1990 20,412 122 97.3% 24.73 Mollie Stone's Market
Blossom Valley San Jose-Sunnyvale-Santa Clara CA 20% 1999 1990 22,300 93 100.0% 26.44 Safeway
Brea Marketplace (6)
 Los Angeles-Long Beach-Santa Ana CA 40% 2005 1987 46,121 352 99.2% 18.71 Sprout's Markets, Target
Circle Center West Los Angeles-Long Beach-Santa Ana CA   2017 1989 10,198 64 100.0% 27.36 --
Clayton Valley Shopping Center San Francisco-Oakland-Fremont CA   2003 2004  260 92.8% 22.27 Grocery Outlet, Orchard Supply Hardware
Corral Hollow Stockton CA 25% 2000 2000  167 100.0% 17.39 Safeway, Orchard Supply & Hardware
Costa Verde Center San Diego-Carlsbad-San Marcos CA   1999 1988  179 91.3% 36.64 Bristol Farms
Culver Center Los Angeles-Long Beach-Santa Ana CA   2017 2000  217 100.0% 32.02 Ralphs, Best Buy, LA Fitness
Diablo Plaza San Francisco-Oakland-Fremont CA   1999 1982  63 98.3% 39.54 (Safeway)
East Washington Place Santa Rosa-Petaluma CA   2011 2011  203 99.5% 24.07 (Target), Dick's Sporting Goods, TJ Maxx
El Camino Shopping Center Los Angeles-Long Beach-Santa Ana CA   1999 2017  136 98.1% 36.64 Bristol Farms
El Cerrito Plaza San Francisco-Oakland-Fremont CA   2000 2000 36,436 256 96.9% 29.44 (Lucky's), Trader Joe's
El Norte Pkwy Plaza San Diego-Carlsbad-San Marcos CA   1999 2013  91 95.5% 18.10 Von's Food & Drug
Encina Grande San Francisco-Oakland-Fremont CA   1999 2016  106 100.0% 31.06 Whole Foods
Five Points Shopping Center Santa Barbara-Santa Maria-Goleta CA 40% 2005 2014 26,063 145 97.3% 28.12 Smart & Final
Folsom Prairie City Crossing Sacramento--Arden-Arcade--Roseville CA   1999 1999  90 98.7% 20.73 Safeway
French Valley Village Center Riverside-San Bernardino-Ontario CA   2004 2004  99 100.0% 26.32 Stater Bros.
Friars Mission Center San Diego-Carlsbad-San Marcos CA   1999 1989  147 98.5% 33.52 Ralphs
Gateway 101 San Francisco-Oakland-Fremont CA   2008 2008  92 100.0% 32.05 (Home Depot), (Best Buy), Target, Nordstrom Rack
Gelson's Westlake Market Plaza Oxnard-Thousand Oaks-Ventura CA   2002 2016  85 97.1% 27.35 Gelson's Markets
Golden Hills Promenade San Luis Obispo-Paso Robles CA   2006 2017  244 97.5% 7.55 Lowe's
Granada Village Los Angeles-Long Beach-Santa Ana CA 40% 2005 2012 50,000 226 100.0% 23.51 Sprout's Markets
Hasley Canyon Village Los Angeles-Long Beach-Santa Ana CA 20% 2003 2003 16,000 66 100.0% 25.25 Ralphs
Heritage Plaza Los Angeles-Long Beach-Santa Ana CA   1999 2012  230 100.0% 36.45 Ralphs
Indio Towne Center Riverside-San Bernardino-Ontario CA   2006 2010  182 95.2% 19.13 (Home Depot), (WinCo), Toys R Us
Jefferson Square Riverside-San Bernardino-Ontario CA   2007 2007  38 45.6% 16.13 --
Laguna Niguel Plaza Los Angeles-Long Beach-Santa Ana CA 40% 2005 1985  42 100.0% 27.93 (Albertsons)
Marina Shores Los Angeles-Long Beach-Santa Ana CA 20% 2008 2001 10,701 68 100.0% 34.91 Whole Foods
Mariposa Shopping Center San Jose-Sunnyvale-Santa Clara CA 40% 2005 1957 19,734 127 100.0% 19.58 Safeway
Morningside Plaza Los Angeles-Long Beach-Santa Ana CA   1999 1996  91 98.4% 22.89 Stater Bros.
Navajo Shopping Center San Diego-Carlsbad-San Marcos CA 40% 2005 1964 8,047 102 98.0% 14.07 Albertsons
(2)


Represents our percentage ownership interest in the property, if not wholly-owned.

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Newland Center Los Angeles-Long Beach-Santa Ana CA   1999 2016  152 100.0% 25.58 Albertsons
Oak Shade Town Center Sacramento--Arden-Arcade--Roseville CA   2011 1998 8,149 104 100.0% 21.32 Safeway
Oakbrook Plaza Oxnard-Thousand Oaks-Ventura CA   1999 2017  83 92.6% 19.86 Gelson's Markets
Parnassus Heights Medical San Francisco-Oakland-Fremont CA 50% 2017 1968  146 99.6% 37.94 Central Parking System
Persimmon Place San Francisco-Oakland-Fremont CA   2014 2014  153 100.0% 34.55 Whole Foods, Nordstrom Rack
Plaza Escuela San Francisco-Oakland-Fremont CA   2017 2002  155 88.9% 45.46 --
Plaza Hermosa Los Angeles-Long Beach-Santa Ana CA   1999 2013  95 100.0% 25.94 Von's Food & Drug
Pleasant Hill Shopping Center San Francisco-Oakland-Fremont CA 40% 2005 2016 50,000 232 80.8% 23.74 Target, Toys "R" Us
Pleasanton Plaza San Francisco-Oakland-Fremont CA   2017 1981  163 82.6% 12.82 JCPenney
Point Loma Plaza San Diego-Carlsbad-San Marcos CA 40% 2005 1987 25,456 205 97.2% 22.31 Von's Food & Drug
Potrero Center San Francisco-Oakland-Fremont CA   2017 1997  227 84.2% 33.29 Safeway
Powell Street Plaza San Francisco-Oakland-Fremont CA   2001 1987  166 92.4% 33.46 Trader Joe's
Raley's Supermarket Sacramento--Arden-Arcade--Roseville CA 20% 2007 1964  63 100.0% 12.50 Raley's
Ralphs Circle Center Los Angeles-Long Beach-Santa Ana CA   2017 1983  60 100.0% 18.38 Ralphs
Rancho San Diego Village San Diego-Carlsbad-San Marcos CA 40% 2005 1981 21,941 153 93.7% 21.94 Smart & Final
Rona Plaza Los Angeles-Long Beach-Santa Ana CA   1999 1989  52 95.9% 20.00 Superior Super Warehouse
San Carlos Marketplace San Francisco-Oakland-Fremont CA   2017 2007  154 100.0% 33.83 TJ Maxx, Best Buy
Scripps Ranch Marketplace San Diego-Carlsbad-San Marcos CA   2017 2017 27,000 132 97.9% 27.17 Vons
San Leandro Plaza San Francisco-Oakland-Fremont CA   1999 1982  50 95.3% 35.09 (Safeway)
Seal Beach Los Angeles-Long Beach-Santa Ana CA 20% 2002 1966 2,200 97 97.8% 25.76 Von's Food & Drug
Sequoia Station San Francisco-Oakland-Fremont CA   1999 1996  103 100.0% 40.17 (Safeway)
Serramonte Shopping Center San Francisco-Oakland-Fremont CA   2017 In Process  1,076 95.3% 24.39 Macy's, Target, Dick's Sporting Goods, JCPenney, Dave & Buster's, Nordstrom Rack
Shoppes at Homestead (fka Loehmanns Plaza California) San Jose-Sunnyvale-Santa Clara CA   1999 1983  113 100.0% 22.50 (Safeway)
Silverado Plaza Napa CA 40% 2005 1974 9,853 85 97.4% 16.99 Nob Hill
Snell & Branham Plaza San Jose-Sunnyvale-Santa Clara CA 40% 2005 1988 13,154 92 100.0% 18.58 Safeway
South Bay Village Los Angeles-Long Beach-Santa Ana CA   2012 2012  108 100.0% 20.15 Wal-Mart, Orchard Supply Hardware
Talega Village Center Los Angeles-Long Beach-Santa Ana CA   2017 2007  102 100.0% 21.28 Ralphs
Tassajara Crossing San Francisco-Oakland-Fremont CA   1999 1990  146 93.0% 23.30 Safeway
The Hub Hillcrest Market (fka Uptown District) San Diego-Carlsbad-San Marcos CA   2012 2015  149 98.0% 38.52 Ralphs, Trader Joe's
The Marketplace Shopping Ctr Sacramento-Arden Arcade-Roseville CA   2017 1990  111 95.2% 24.47 Safeway
Tustin Legacy Los Angeles-Long Beach-Santa Ana CA   2016 2017  112 97.2% 30.93 Stater Bros.
Twin Oaks Shopping Center Los Angeles-Long Beach-Santa Ana CA 40% 2005 1978 9,721 98 95.6% 17.65 Ralphs
Twin Peaks San Diego-Carlsbad-San Marcos CA   1999 1988  208 99.4% 20.25 Target
Valencia Crossroads Los Angeles-Long Beach-Santa Ana CA   2002 2003  173 100.0% 26.30 Whole Foods, Kohl's
Village at La Floresta Los Angeles-Long Beach-Santa Ana CA   2014 2014  87 100.0% 33.09 Whole Foods
Von's Circle Center Los Angeles-Long Beach-Santa Ana CA   2017 1972 8,283 151 100.0% 19.49 Von's, Ross Dress for Less
(3)


Percentages also include properties where we have not yet incurred at least 90% of the expected costs to complete development and the property is not yet 95% occupied or the anchor has not yet been open for at least two years ("development properties" or "properties in development"). However, if development properties were excluded, the total percent leased would be 94.9% for our Combined Portfolio of shopping centers.

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
West Park Plaza San Jose-Sunnyvale-Santa Clara CA   1999 1996  88 97.8% 18.39 Safeway
Westlake Village Plaza and Center Oxnard-Thousand Oaks-Ventura CA   1999 2015  197 96.6% 37.49 Von's Food & Drug and Sprouts
Willows Shopping Center San Francisco-Oakland-Fremont CA   2017 2015  249 99.0% 28.18 --
Woodman Van Nuys Los Angeles-Long Beach-Santa Ana CA   1999 1992  108 100.0% 15.69 El Super
Woodside Central San Francisco-Oakland-Fremont CA   1999 1993  81 96.8% 24.25 (Target)
Ygnacio Plaza San Francisco-Oakland-Fremont CA 40% 2005 1968 26,767 110 98.5% 36.89 Sports Basement
Applewood Shopping Center Denver-Aurora CO 40% 2005 2017  355 93.6% 12.18 King Soopers, Wal-Mart
Arapahoe Village Boulder CO 40% 2005 1957/In Process 13,689 159 96.7% 18.30 Safeway
Belleview Square Denver-Aurora CO   2004 2013  117 100.0% 19.57 King Soopers
Boulevard Center Denver-Aurora CO   1999 1986  79 89.7% 28.73 (Safeway)
Buckley Square Denver-Aurora CO   1999 1978  116 98.6% 11.16 King Soopers
Centerplace of Greeley III Phase I Greeley CO   2007 2007  119 100.0% 11.99 Hobby Lobby
Cherrywood Square Denver-Aurora CO 40% 2005 1978 4,226 97 100.0% 10.85 King Soopers
Crossroads Commons Boulder CO 20% 2001 1986 16,222 143 98.7% 27.15 Whole Foods
Falcon Marketplace Colorado Springs CO   2005 2005  22 93.8% 22.48 (Wal-Mart)
Hilltop Village Denver-Aurora CO   2002 In Process  100 97.4% 10.55 King Soopers
Kent Place Denver-Aurora CO 50% 2011 2011 8,250 48 100.0% 20.64 King Soopers
Littleton Square Denver-Aurora CO   1999 2015  99 95.4% 10.21 King Soopers
Lloyd King Center Denver-Aurora CO   1998 1998  83 98.3% 12.03 King Soopers
Marketplace at Briargate Colorado Springs CO   2006 2006  29 100.0% 31.36 (King Soopers)
Monument Jackson Creek Colorado Springs CO   1998 1999  85 100.0% 11.92 King Soopers
Ralston Square Shopping Center Denver-Aurora CO 40% 2005 1977 4,226 83 97.5% 11.40 King Soopers
Shops at Quail Creek Denver-Aurora CO   2008 2008  38 85.3% 29.04 (King Soopers)
Stroh Ranch Denver-Aurora CO   1998 1998  93 98.5% 12.92 King Soopers
Woodmen Plaza Colorado Springs CO   1998 1998  116 95.3% 13.30 King Soopers
22 Crescent Road Bridgeport-Stamford-Norwalk CT   2017 -  8 50.0% 60.00 --
91 Danbury Road Bridgeport-Stamford-Norwalk CT   2017 1965  5 100.0% 26.32 --
Black Rock Bridgeport-Stamford-Norwalk CT 80% 2014 1996 20,000 98 97.8% 31.37 --
Brick Walk (6)
 Bridgeport-Stamford-Norwalk CT 80% 2014 2007 33,000 123 95.5% 45.88 --
Brookside Plaza Hartford-West Hartford-East Hartford CT   2017 2006  217 95.1% 14.87 ShopRite
Compo Acres Shopping Center Bridgeport-Stamford-Norwalk CT   2017 2011  43 86.2% 48.28 Trader Joe's
Copps Hill Plaza Bridgeport-Stamford-Norwalk CT   2017 2002 14,221 185 100.0% 14.17 Stop & Shop, Kohl's
Corbin's Corner Hartford-West Hartford-East Hartford CT 40% 2005 2015 38,734 186 100.0% 27.84 Trader Joe's, Toys "R" Us, Best Buy, The Tile Shop
Danbury Green Bridgeport-Stamford-Norwalk CT   2017 2006  124 100.0% 23.53 Trader Joe's
Darinor Plaza (6)
 Bridgeport-Stamford-Norwalk CT   2017 1978  153 100.0% 18.80 Kohl's
Fairfield Center (6)
 Bridgeport-Stamford-Norwalk CT 80% 2014 2000  94 97.1% 34.96 --
(4)


Average base rent PSF is calculated based on annual minimum contractual base rent per the tenant lease, excluding percentage rent and recovery revenue.

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Post Road Plaza Bridgeport-Stamford-Norwalk CT   2017 1978  20 100.0% 52.35 Trader Joe's
Southbury Green Bridgeport-Stamford-Norwalk CT   2017 2002  156 96.4% 22.51 ShopRite
The Village Center Bridgeport-Stamford-Norwalk CT   2017 2010 13,930 90 90.8% 40.19 The Fresh Market
Walmart Norwalk Bridgeport-Stamford-Norwalk CT   2017 2003  142 100.0% 0.56 Wal-Mart
Shops at The Columbia Washington-Arlington-Alexandria DC 25% 2006 2006  23 85.8% 40.91 Trader Joe's
Spring Valley Shopping Center Washington-Arlington-Alexandria DC 40% 2005 1930 12,275 17 100.0% 101.56 --
Pike Creek Philadelphia-Camden-Wilmington DE   1998 2013  232 95.6% 14.67 Acme Markets, K-Mart
Shoppes of Graylyn Philadelphia-Camden-Wilmington DE 40% 2005 1971  64 90.1% 23.54 --
Alafaya Commons Orlando FL   2017 2015  131 91.3% 14.86 Academy Sports
Alafaya Village Orlando FL   2017 1986  38 90.3% 21.62 (Lucky's)
Anastasia Plaza Jacksonville FL   1993 1988  102 97.1% 13.40 Publix
Atlantic Village Jacksonville FL   2017 2014  105 97.0% 16.03 LA Fitness
Aventura Shopping Center Miami-Fort Lauderdale-Miami Beach FL   1994 2017  95 98.9% 34.15 Publix
Aventura Square (6)
 Miami-Fort Lauderdale-Miami Beach FL   2017 1991 8,176 144 100.0% 30.16 Bed, Bath & Beyond
Banco Popular Building Miami-Fort Lauderdale-Miami Beach FL   2017 1971  33 64.0% 11.02 --
Berkshire Commons Naples-Marco Island FL   1994 1992  110 96.7% 14.07 Publix
Bird 107 Plaza Miami-Fort Lauderdale-Miami Beach FL   2017 1990  40 97.5% 19.91 --
Bird Ludlum Miami-Fort Lauderdale-Miami Beach FL   2017 1998  192 97.1% 22.86 Winn-Dixie
Bloomingdale Square Tampa-St. Petersburg-Clearwater FL   1998 1987  268 61.8% 13.65 Publix, Bealls
Bluffs Square Shoppes Miami-Fort Lauderdale-Miami Beach FL   2017 1986  124 93.8% 14.07 Publix
Boca Village Square Miami-Fort Lauderdale-Miami Beach FL   2017 2014  92 100.0% 21.87 Publix Greenwise
Boynton Lakes Plaza Miami-Fort Lauderdale-Miami Beach FL   1997 2012  110 94.9% 16.29 Publix
Boynton Plaza Miami-Fort Lauderdale-Miami Beach FL   2017 2015  105 97.2% 21.40 Publix
Brooklyn Station on Riverside (fka Shoppes on Riverside) Jacksonville FL   2013 2013  50 96.7% 25.94 The Fresh Market
Caligo Crossing Miami-Fort Lauderdale-Miami Beach FL   2007 2007  11 47.0% 50.75 (Kohl's)
Carriage Gate Tallahassee FL   1994 2013  72 89.1% 22.40 Trader Joe's
Cashmere Corners Port St. Lucie FL   2017 2016  86 85.9% 13.31 Wal-Mart
Charlotte Square Punta Gorda FL   2017 1980  91 73.7% 10.26 Wal-Mart
Chasewood Plaza Miami-Fort Lauderdale-Miami Beach FL   1993 2015  151 99.4% 25.19 Publix
Concord Plaza Shopping Center Miami-Fort Lauderdale-Miami Beach FL   2017 1993 27,750 309 99.0% 12.49 Winn-Dixie, Home Depot
Coral Reef Shopping Center Miami-Fort Lauderdale-Miami Beach FL   2017 1990  74 100.0% 30.68 Aldi
Corkscrew Village Cape Coral-Fort Myers FL   2007 1997  82 97.0% 13.77 Publix
Country Walk Plaza Miami-Fort Lauderdale-Miami Beach FL 30% 2017 2008 16,000 101 93.6% 19.56 Publix
Countryside Shops Miami-Fort Lauderdale-Miami Beach FL   2017 1991/In Process  193 91.2% 17.63 Publix, Stein Mart
Courtyard Shopping Center Jacksonville FL   1993 1987  137 100.0% 3.50 (Publix), Target
Crossroads Square Miami-Fort Lauderdale-Miami Beach FL   2017 1973  82 98.6% 19.92 (Lowe's)
(5)


Retailers in parenthesis are shadow anchors at our shopping centers. We have no ownership or leasehold interest in their space, which is within or adjacent to our property.

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Fleming Island Jacksonville FL   1998 2000  132 100.0% 15.53 Publix, (Target)
Fountain Square Miami-Fort Lauderdale-Miami Beach FL   2013 2013  177 97.2% 25.80 Publix, (Target)
Ft. Caroline Jacksonville FL   2017 1995  77 100.0% 7.40 Winn-Dixie
Garden Square Miami-Fort Lauderdale-Miami Beach FL   1997 1991  90 98.8% 17.54 Publix
Glengary Shoppes North Port-Sarasota-Bradenton FL   2017 1995  93 100.0% 21.06 Best Buy
Grande Oak Cape Coral-Fort Myers FL   2000 2000  79 100.0% 15.84 Publix
Greenwood Shopping Centre Miami-Fort Lauderdale-Miami Beach FL   2017 1994  133 94.8% 14.48 Publix
Hammocks Town Center Miami-Fort Lauderdale-Miami Beach FL   2017 1993  184 99.6% 16.51 Publix, Metro-Dade Public Library, (Kendall Ice Arena)
Hibernia Pavilion Jacksonville FL   2006 2006  51 89.6% 15.90 Publix
Homestead McDonald's Miami-Fort Lauderdale-Miami Beach FL   2017 2014  4 100.0% 27.74 --
John's Creek Center Jacksonville FL 20% 2003 2004 9,000 75 100.0% 15.00 Publix
Julington Village Jacksonville FL 20% 1999 1999 10,000 82 96.6% 15.50 Publix
Kirkman Shoppes Orlando FL   2017 2015  114 96.7% 22.87 LA Fitness
Lake Mary Center Orlando FL   2017 2015  360 93.9% 15.41 Academy Sports, Hobby Lobby, LA Fitness
Lantan Outparcels Miami-Fort Lauderdale-Miami Beach FL   2017 1999  17 100.0% 18.01 --
Magnolia Shoppes Miami-Fort Lauderdale-Miami Beach FL   2017 1998  114 100.0% 17.28 Regal Cinemas
Mandarin Landing Jacksonville FL   2017 1976  140 92.3% 17.88 Whole Foods
Marketplace Shopping Center Tampa-St. Petersburg-Clearwater FL   1995 2012  90 90.6% 19.68 LA Fitness
Millhopper Shopping Center Gainesville FL   1993 2017  83 100.0% 17.17 Publix
Naples Walk Shopping Center Naples-Marco Island FL   2007 1999  125 93.9% 16.34 Publix
Newberry Square Gainesville FL   1994 1986  181 90.9% 7.67 Publix, K-Mart
Nocatee Town Center Jacksonville FL   2007 2017  107 100.0% 18.94 Publix
Northgate Square Tampa-St. Petersburg-Clearwater FL   2007 1995  75 100.0% 14.61 Publix
Oakleaf Commons Jacksonville FL   2006 2006  74 96.2% 15.70 Publix
Ocala Corners (6)
 Tallahassee FL   2000 2000 4,389 87 98.6% 14.46 Publix
Old Kings Commons Palm Coast FL   2017 1988  85 100.0% 10.38 --
Old St Augustine Plaza Jacksonville FL   1996 2017  256 100.0% 9.87 Publix, Burlington Coat Factory, Hobby Lobby
Pablo Plaza Jacksonville FL   2017 2017  153 85.0% 13.77 --
Pavillion Naples-Marco Island FL   2017 2011  168 96.2% 20.71 LA Fitness
Pebblebrook Plaza Naples-Marco Island FL 50% 2000 2000  77 100.0% 14.99 Publix
Pine Island Miami-Fort Lauderdale-Miami Beach FL   2017 1999  255 98.3% 14.29 Publix, Burlington Coat Factory
Pine Ridge Square Miami-Fort Lauderdale-Miami Beach FL   2017 2013  118 96.6% 17.62 The Fresh Market
Pine Tree Plaza Jacksonville FL   1997 1999  63 92.9% 14.14 Publix
Pinecrest Place (6) (7)
 Miami-Fort Lauderdale-Miami Beach FL   2017 2017  70 74.6% 36.01 Whole Foods, (Target)
Plaza Venezia Orlando FL 20% 2016 2000 36,500 203 96.3% 25.95 Publix
Point Royale Shopping Center Miami-Fort Lauderdale-Miami Beach FL   2017 In Process  202 97.0% 15.16 Winn-Dixie, Burlington Coat Factory
(6)


The ground underlying the building and improvements is not owned by Regency or its unconsolidated real estate partnerships, but is subject to a ground lease.

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Prosperity Centre Miami-Fort Lauderdale-Miami Beach FL   2017 1993  124 100.0% 21.36 Bed, Bath & Beyond
Regency Square Tampa-St. Petersburg-Clearwater FL   1993 2013  352 95.1% 17.04 AMC Theater, Michaels, (Best Buy), (Macdill)
Ryanwood Square Sebastian-Vero Beach FL   2017 1987  115 88.8% 11.11 --
Salerno Village Port St. Lucie FL   2017 1987  5 100.0% 16.53 --
Sawgrass Promenade Miami-Fort Lauderdale-Miami Beach FL   2017 1998  107 93.2% 12.49 Publix
Seminole Shoppes Jacksonville FL 50% 2009 In Process 9,152 87 90.5% 22.29 Publix
Sheridan Plaza Miami-Fort Lauderdale-Miami Beach FL   2017 1991 55,872 506 98.7% 18.23 Publix, Kohl's, LA Fitmess
Shoppes @ 104 Miami-Fort Lauderdale-Miami Beach FL   1998 1990  108 100.0% 17.58 Winn-Dixie
Shoppes at Bartram Park Jacksonville FL 50% 2005 2017  130 98.8% 19.65 Publix, (Kohl's)
Shoppes at Largo Mar Miami-Fort Lauderdale-Miami Beach FL   2017 1995  83 98.7% 15.35 Publix
Shoppes at Sunlake Centre Tampa-St. Petersburg-Clearwater FL   2017 2008  98 98.6% 20.56 Publix
Shoppes of Jonathan's Landing Miami-Fort Lauderdale-Miami Beach FL   2017 1997  27 100.0% 24.19 (Publix)
Shoppes of Oakbrook Miami-Fort Lauderdale-Miami Beach FL   2017 2003 5,339 200 99.4% 16.53 Publix,Stein Mart
Shoppes of Silver Lakes Miami-Fort Lauderdale-Miami Beach FL   2017 1997  127 96.6% 18.54 Publix
Shoppes of Sunset Miami-Fort Lauderdale-Miami Beach FL   2017 2009  22 74.4% 25.09 --
Shoppes of Sunset II Miami-Fort Lauderdale-Miami Beach FL   2017 2009  28 65.5% 22.71 --
Shops at John's Creek Jacksonville FL   2003 2004  15 100.0% 21.17 --
Shops at Skylake Miami-Fort Lauderdale-Miami Beach FL   2017 2006  287 92.2% 23.04 Publix, LA Fitness
South Beach Regional Jacksonville FL   2017 1990  308 98.2% 14.72 Trader Joe's, Home Depot, Stein Mart
South Point Sebastian-Vero Beach FL   2017 2003  65 95.7% 16.46 Publix
Starke (6)
 Other FL   2000 2000  13 100.0% 25.56 --
Summerlin Square Tampa-St. Petersburg-Clearwater FL   2017 1998  11 50.2% 21.73 --
Suncoast Crossing (6)
 Tampa-St. Petersburg-Clearwater FL   2007 2007  118 94.4% 6.42 Kohl's, (Target)
Tamarac Town Square Miami-Fort Lauderdale-Miami Beach FL   2017 1987  125 75.8% 12.75 Publix
The Grove Orlando FL 30% 2017 2004 22,500 152 100.0% 20.58 Publix, LA Fitness
The Plaza at St. Lucie West Port St. Lucie FL   2017 2006  27 100.0% 22.37 --
Town and Country Orlando FL   2017 1993  75 100.0% 9.49 Ross Dress for Less
Town Square Tampa-St. Petersburg-Clearwater FL   1997 1999  44 100.0% 30.36 --
Treasure Coast Plaza Sebastian-Vero Beach FL   2017 1983 3,170 134 94.7% 14.88 Publix
Unigold Shopping Center Orlando FL   2017 1987  114 70.7% 15.12 Lucky's
University Commons (6)
 Miami-Fort Lauderdale-Miami Beach FL   2015 2001 36,994 180 100.0% 31.36 Whole Foods, Nordstrom Rack
Veranda Shoppes Miami-Fort Lauderdale-Miami Beach FL 30% 2017 2007 9,000 45 100.0% 27.82 Publix
Village Center Tampa-St. Petersburg-Clearwater FL   1995 2014  187 94.4% 19.85 Publix
Waterstone Plaza Miami-Fort Lauderdale-Miami Beach FL   2017 2005  61 100.0% 16.19 Publix
Welleby Plaza Miami-Fort Lauderdale-Miami Beach FL   1996 1982  110 97.5% 13.45 Publix
Wellington Town Square Miami-Fort Lauderdale-Miami Beach FL   1996 In Process  104 100.0% 22.82 Publix
(7)


Property in development.

Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
West Bird Plaza Miami-Fort Lauderdale-Miami Beach FL   2017 2000  100 100.0% 17.32 Publix
West Lake Shopping Center Miami-Fort Lauderdale-Miami Beach FL   2017 2000  101 94.8% 18.37 Winn-Dixie
Westchase Tampa-St. Petersburg-Clearwater FL   2007 1998 6,286 79 100.0% 16.37 Publix
Westport Plaza Miami-Fort Lauderdale, Miami Beach FL   2017 2002 2,897 47 100.0% 20.08 Publix
Willa Springs Orlando FL 20% 2000 2000 16,700 90 100.0% 20.38 Publix
Young Circle Shopping Center Miami-Fort Lauderdale-Miami Beach FL   2017 1962  65 95.5% 15.58 Publix
Ashford Place Atlanta-Sandy Springs-Marietta GA   1997 1993  53 100.0% 21.26 --
Briarcliff La Vista Atlanta-Sandy Springs-Marietta GA   1997 1962  43 100.0% 20.31 --
Briarcliff Village (6)
 Atlanta-Sandy Springs-Marietta GA   1997 1990  190 98.4% 16.15 Publix
Bridgemill Market Atlanta-Sandy Springs-Marietta GA   2017 2000 5,596 89 93.0% 16.50 Publix
Brighten Park (fka Loehmanns Plaza Georgia) Atlanta-Sandy Springs-Marietta GA   1997 2016  137 97.1% 25.59 The Fresh Market
Buckhead Court Atlanta-Sandy Springs-Marietta GA   1997 1984  49 87.3% 25.44 --
Buckhead Station Atlanta-Sandy Springs-Marietta GA   2017 1996  234 100.0% 23.99 Nordstrom Rack, TJ Maxx, Bed, Bath & Beyond
Cambridge Square Atlanta-Sandy Springs-Marietta GA   1996 1979  71 100.0% 15.29 Kroger
Chastain Square Atlanta-Sandy Springs-Marietta GA   2017 2001  92 100.0% 21.39 Publix
Cornerstone Square Atlanta-Sandy Springs-Marietta GA   1997 1990  80 100.0% 17.06 Aldi
Sope Creek Crossing (fka Delk Spectrum) Atlanta-Sandy Springs-Marietta GA   1998 2016  99 91.9% 15.87 Publix
Dunwoody Hall Atlanta-Sandy Springs-Marietta GA 20% 1997 1986 13,800 86 97.5% 20.46 Publix
Dunwoody Village Atlanta-Sandy Springs-Marietta GA   1997 1975  121 95.2% 18.93 The Fresh Market
Howell Mill Village (6)
 Atlanta-Sandy Springs-Marietta GA   2004 1984  92 95.2% 22.60 Publix
Paces Ferry Plaza (6)
 Atlanta-Sandy Springs-Marietta GA   1997 In Process  82 96.6% 32.94 365 by Whole Foods
Piedmont Peachtree Crossing Atlanta-Sandy Springs-Marietta GA   2017 1998  152 84.3% 21.26 Kroger
Powers Ferry Square Atlanta-Sandy Springs-Marietta GA   1997 2013  101 100.0% 31.26 --
Powers Ferry Village Atlanta-Sandy Springs-Marietta GA   1997 1994  79 100.0% 14.17 Publix
Russell Ridge Atlanta-Sandy Springs-Marietta GA   1994 1995  101 98.6% 13.41 Kroger
Sandy Springs Atlanta-Sandy Springs-Marietta GA   2012 2006  116 89.1% 22.20 Trader Joe's
The Shops at Hampton Oaks Atlanta-Sandy Springs-Marietta GA   2017 2009  21 53.4% 11.28 --
Williamsburg at Dunwoody Atlanta-Sandy Springs-Marietta GA   2017 1983  45 79.1% 24.83 --
Civic Center Plaza Chicago-Naperville-Joliet IL 40% 2005 1989 22,000 265 97.7% 11.21 Super H Mart, Home Depot
Clybourn Commons Chicago-Naperville-Joliet IL   2014 1999  32 89.9% 37.07 --
Glen Oak Plaza Chicago-Naperville-Joliet IL   2010 1967  63 92.8% 23.73 Trader Joe's
Hinsdale Chicago-Naperville-Joliet IL   1998 2015  179 94.4% 15.45 Whole Foods
Mellody Farm (7)
 Chicago-Naperville-Joliet IL   2017 2017  252 62.6% 23.25 Whole Foods
Riverside Sq & River's Edge Chicago-Naperville-Joliet IL 40% 2005 1986 14,691 169 92.9% 16.14 Mariano's Fresh Market

40





Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Roscoe Square Chicago-Naperville-Joliet IL 40% 2005 2012 11,090 140 100.0% 20.92 Mariano's Fresh Market
Stonebrook Plaza Shopping Center Chicago-Naperville-Joliet IL 40% 2005 1984 7,845 96 87.7% 12.17 Jewel-Osco
Westchester Commons (fka Westbrook Commons) Chicago-Naperville-Joliet IL   2001 2014  139 94.7% 17.87 Mariano's Fresh Market
Willow Festival (6)
 Chicago-Naperville-Joliet IL   2010 2007 39,505 404 98.5% 17.75 Whole Foods, Lowe's
Shops on Main Chicago-Naperville-Joliet IN 93% 2013 2017  254 97.7% 15.60 Whole Foods
Willow Lake Shopping Center Indianapolis IN 40% 2005 1987  86 100.0% 17.45 (Kroger)
Willow Lake West Shopping Center Indianapolis IN 40% 2005 2001 10,000 53 97.6% 25.40 Trader Joe's
Ambassador Row Lafayette LA   2017 1991  195 93.5% 12.03 --
Ambassador Row Courtyards Lafayette LA   2017 2005  150 84.0% 9.19 --
Bluebonnet Village Baton Rouge LA   2017 1983  102 95.6% 13.47 Rouses Market
Elmwood Oaks Shopping Center New Orleans-Metarie LA   2017 1989  136 100.0% 10.21 Academy Sports
Siegen Village Baton Rouge LA   2017 1988  170 98.4% 11.05 --
Fellsway Plaza (6)
 Boston-Cambridge-Quincy MA 75% 2013 2016 37,500 155 100.0% 23.73 Stop & Shop
Northborough Crossing Boston-Cambridge-Quincy MA 30% 2017 2011 63,519 646 95.2% 14.06 Wegmans, BJ's Wholesale Club, Kohl's, Toys 'R Us, Dick's Sporting Goods
Old Connecticut Path Boston-Cambridge-Quincy MA 30% 2017 1994 7,841 80 100.0% 21.30 Stop & Shop
Shaw's at Plymouth Boston-Cambridge-Quincy MA   2017 1993  60 100.0% 17.58 Shaw's
Shops at Saugus Boston-Cambridge-Quincy MA   2006 2006  87 96.0% 28.71 Trader Joe's
Star's at Cambridge Boston-Cambridge-Quincy MA   2017 1997  66 100.0% 37.44 Star Market
Star's at Quincy Boston-Cambridge-Quincy MA   2017 1995  101 100.0% 21.48 Star Market
Star's at West Roxbury Boston-Cambridge-Quincy MA   2017 2006  76 100.0% 24.69 Star Market
The Collection at Harvard Square Boston-Cambridge-Quincy MA   2017 1912  41 89.0% 58.16 --
Twin City Plaza Boston-Cambridge-Quincy MA   2006 2004  285 100.0% 18.54 Shaw's, Marshall's
Whole Foods at Swampscott Boston-Cambridge-Quincy MA   2017 2005  36 100.0% 24.95 Whole Foods
Burnt Mills (6)
 Washington-Arlington-Alexandria MD 20% 2013 2004 7,000 31 100.0% 38.69 Trader Joe's
Cloppers Mill Village Washington-Arlington-Alexandria MD 40% 2005 1995  137 99.0% 17.98 Shoppers Food Warehouse
Festival at Woodholme Baltimore-Towson MD 40% 2005 1986 20,412 81 95.9% 38.85 Trader Joe's
Firstfield Shopping Center Washington-Arlington-Alexandria MD 40% 2005 2014  22 100.0% 39.22 --
King Farm Village Center Washington-Arlington-Alexandria MD 25% 2004 2015  118 91.5% 25.68 Safeway
Parkville Shopping Center Baltimore-Towson MD 40% 2005 2013 11,324 165 92.8% 16.41 Giant Food
Southside Marketplace Baltimore-Towson MD 40% 2005 2011 14,076 125 96.7% 20.48 Shoppers Food Warehouse
Takoma Park Washington-Arlington-Alexandria MD 40% 2005 1960  104 99.2% 13.28 Shoppers Food Warehouse
Valley Centre Baltimore-Towson MD 40% 2005 1987 18,375 220 94.3% 16.10 Aldi, TJ Maxx
Village at Lee Airpark (6)
 Baltimore-Towson MD   2005 2014  117 97.9% 27.90 Giant Food, (Sunrise)
Watkins Park Plaza Washington-Arlington-Alexandria MD 40% 2005 1985  111 96.3% 25.98 LA Fitness
Wesstwood - Manor Care Washington-Arlington-Alexandria MD   2017 1976  41 —%  --
Westwood Shopping Center Washington-Arlington-Alexandria MD   2017 2001  213 97.1% 32.27 Giant Food



Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Woodmoor Shopping Center Washington-Arlington-Alexandria MD 40% 2005 1954 6,195 69 97.5% 30.67 --
Fenton Marketplace Flint MI   1999 1999  97 98.6% 8.12 Family Farm & Home
Apple Valley Square Minneapolis-St. Paul-Bloomington MN 25% 2006 1998  185 99.0% 12.68 Rainbow Foods, Jo-Ann Fabrics, (Burlington Coat Factory)
Calhoun Commons Minneapolis-St. Paul-Bloomington MN 25% 2011 1999 1,503 66 100.0% 24.44 Whole Foods
Colonial Square Minneapolis-St. Paul-Bloomington MN 40% 2005 2014 9,463 93 98.6% 23.05 Lund's
Rockford Road Plaza Minneapolis-St. Paul-Bloomington MN 40% 2005 1991 20,000 204 100.0% 12.71 Kohl's
Rockridge Center Minneapolis-St. Paul-Bloomington MN 20% 2011 2006 14,500 125 93.5% 12.95 Cub Foods
Brentwood Plaza St. Louis MO   2007 2002  60 100.0% 10.57 Schnucks
Bridgeton St. Louis MO   2007 2005  71 100.0% 12.09 Schnucks, (Home Depot)
Dardenne Crossing St. Louis MO   2007 1996  67 98.1% 10.66 Schnucks
Kirkwood Commons St. Louis MO   2007 2000 9,383 210 100.0% 10.13 Wal-Mart, (Target), (Lowe's)
Cameron Village Raleigh-Cary NC 30% 2004 In Process 60,000 558 92.7% 22.42 Harris Teeter, The Fresh Market
Carmel Commons Charlotte-Gastonia-Concord NC   1997 2012  133 100.0% 20.48 The Fresh Market
Cochran Commons Charlotte-Gastonia-Concord NC 20% 2007 2003 4,979 66 95.6% 15.97 Harris Teeter
Colonnade Center Raleigh-Cary NC   2009 2009  58 100.0% 27.32 Whole Foods
Glenwood Village Raleigh-Cary NC   1997 1983  43 100.0% 16.20 Harris Teeter
Harris Crossing Raleigh-Cary NC   2007 2007  65 92.5% 8.18 Harris Teeter
Holly Park Raleigh-Cary NC 99% 2013 1969  160 91.5% 15.50 Trader Joe's
Lake Pine Plaza Raleigh-Cary NC   1998 1997  88 100.0% 12.60 Kroger
Midtown East (7)
 Raleigh-Cary NC 50% 2017 In Process 1,890 174 72.0% 15.54 Wegmans
Phillips Place Charlotte-Gastonia-Concord NC 50% 2012 2005 40,000 133 93.5% 33.35 Dean & Deluca
Providence Commons Charlotte-Gastonia-Concord NC 25% 2010 1994  74 100.0% 18.37 Harris Teeter
Shops at Erwin Mill (fka Erwin Square) Durham-Chapel Hill NC 55% 2012 2012 10,000 87 100.0% 17.61 Harris Teeter
Shoppes of Kildaire Raleigh-Cary NC 40% 2005 1986 20,000 145 100.0% 18.42 Trader Joe's
Southpoint Crossing Durham-Chapel Hill NC   1998 1998  103 100.0% 16.06 Kroger
Sutton Square Raleigh-Cary NC 20% 2006 1985  101 96.2% 17.69 The Fresh Market
Village Plaza Durham-Chapel Hill NC 20% 2012 1975 8,000 75 90.4% 17.74 Whole Foods
Willow Oaks Charlotte-Gastonia-Concord NC   2014 2014  69 94.9% 16.96 Publix
Woodcroft Shopping Center Durham-Chapel Hill NC   1996 1984  90 94.6% 12.83 Food Lion
Chimney Rock (6) (7)
 New York-Northern New Jersey-Long Island NJ   2016 2016  218 86.7% 34.42 Whole Foods, Nordstrom Rack
Haddon Commons Philadelphia-Camden-Wilmington NJ 40% 2005 1985  54 100.0% 13.73 Acme Markets
Plaza Square New York-Northern New Jersey-Long Island NJ 40% 2005 1990 13,138 104 100.0% 22.86 Shop Rite
Riverfront Plaza New York-Northern New Jersey-Long Island NJ 30% 2017 1997 24,000 129 95.9% 25.32 ShopRite
101 7th Avenue New York-Northern New Jersey-Long Island NY   2017 1930  57 100.0% 79.13 Barney's New York



Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
1175 Third Avenue New York-Northern New Jersey-Long Island NY   2017 1995  25 100.0% 106.86 The Food Emporium
1225-1239 Second Ave New York-Northern New Jersey-Long Island NY   2017 1987  18 100.0% 114.72 --
90 - 30 Metropolitan Avenue New York-Northern New Jersey-Long Island NY   2017 2007  60 100.0% 31.41 Trader Joe's
Broadway Plaza (6)
 New York-Northern New Jersey-Long Island NY   2017 2014  147 97.2% 38.70 Aldi
Clocktower Plaza Shopping Ctr (6)
 New York-Northern New Jersey-Long Island NY   2017 1995  79 93.6% 48.23 Stop & Shop
Gallery At Westbury Plaza New York-Northern New Jersey-Long Island NY   2017 2013  312 99.5% 47.00 Trader Joe's, Nordstrom Rack
The Point at Garden City Park (fka Garden City Park) (6)
 New York-Northern New Jersey-Long Island NY   2016 In Process  105 98.8% 21.21 King Kullen
Lake Grove Commons New York-Northern New Jersey-Long Island NY 40% 2012 2008 30,580 141 100.0% 32.78 Whole Foods, LA Fitness
Westbury Plaza New York-Northern New Jersey-Long Island NY   2017 2004 88,000 394 100.0% 24.33 Wal-Mart, Costco, Marshalls, Total Wine and More
Cherry Grove Cincinnati-Middletown OH   1998 2012  196 100.0% 12.20 Kroger
East Pointe Columbus OH   1998 2014  107 100.0% 10.37 Kroger
Hyde Park Cincinnati-Middletown OH   1997 1995  397 99.4% 15.96 Kroger, Remke Markets
Kroger New Albany Center Columbus OH 50% 1999 1999  93 100.0% 12.56 Kroger
Maxtown Road (Northgate) Columbus OH   1998 2017  105 100.0% 9.82 Kroger, (Home Depot)
Red Bank Village Cincinnati-Middletown OH   2006 In Process  176 98.2% 7.20 Wal-Mart
Regency Commons Cincinnati-Middletown OH   2004 2004  34 100.0% 24.39 --
Westchester Plaza Cincinnati-Middletown OH   1998 1988  88 100.0% 9.91 Kroger
Corvallis Market Center Corvallis OR   2006 2006  85 100.0% 20.15 Trader Joe's
Greenway Town Center Portland-Vancouver-Beaverton OR 40% 2005 2014 11,586 93 98.4% 14.70 Whole Foods
Murrayhill Marketplace Portland-Vancouver-Beaverton OR   1999 2016  150 84.8% 18.25 Safeway
Northgate Marketplace Medford OR   2011 2011  81 100.0% 22.84 Trader Joe's
Northgate Marketplace Ph II (7)
 Medford OR   2015 2015  177 91.9% 14.96  Dick's Sporting Goods
Sherwood Crossroads Portland-Vancouver-Beaverton OR   1999 1999  88 98.4% 11.16 Safeway
Tanasbourne Market (6)
 Portland-Vancouver-Beaverton OR   2006 2006  71 100.0% 27.56 Whole Foods
Walker Center Portland-Vancouver-Beaverton OR   1999 1987  90 100.0% 20.78 Bed Bath and Beyond
Allen Street Shopping Center Allentown-Bethlehem-Easton PA 40% 2005 1958  46 100.0% 14.67 Ahart's Market
City Avenue Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1960  162 93.9% 20.42 Ross Dress for Less
Gateway Shopping Center Philadelphia-Camden-Wilmington PA   2004 2016  221 91.8% 30.17 Trader Joe's
Hershey (6)
 Harrisburg-Carlisle PA   2000 2000  6 100.0% 28.00 --
Lower Nazareth Commons Allentown-Bethlehem-Easton PA   2007 2012  90 96.0% 26.06 (Wegmans), (Target)
Mercer Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1988 10,657 91 100.0% 24.04 Weis Markets
Newtown Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1970 10,474 143 94.5% 17.88 Acme Markets



Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Stefko Boulevard Shopping Center (6)
 Allentown-Bethlehem-Easton PA 40% 2005 1976  134 94.0% 7.94 Valley Farm Market
Warwick Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1999 9,371 90 97.1% 21.06 Giant Food
Indigo Square (7)
 Charleston-North Charleston SC   2017 In Process  51 71.2% 27.41 --
Merchants Village Charleston-North Charleston SC 40% 1997 1997 9,000 80 100.0% 16.26 Publix
Harpeth Village Fieldstone Nashville-Davidson--Murfreesboro TN   1997 1998  70 100.0% 15.39 Publix
Northlake Village Nashville-Davidson--Murfreesboro TN   2000 2013  138 94.5% 13.54 Kroger
Peartree Village Nashville-Davidson--Murfreesboro TN   1997 1997  110 100.0% 19.60 Harris Teeter
Alden Bridge Houston-Baytown-Sugar Land TX 20% 2002 1998 26,000 139 100.0% 20.02 Kroger
Bethany Park Place Dallas-Fort Worth-Arlington TX 20% 1998 1998 10,200 99 100.0% 11.73 Kroger
CityLine Market Dallas-Fort Worth-Arlington TX   2014 2014  81 100.0% 26.94 Whole Foods
CityLine Market Phase II Dallas-Fort Worth-Arlington TX   2014 2015  22 100.0% 26.26 --
Cochran's Crossing Houston-Baytown-Sugar Land TX   2002 1994  138 94.1% 17.73 Kroger
Hancock Austin-Round Rock TX   1999 1998  410 98.8% 15.54 H.E.B., Sears
Hickory Creek Plaza Dallas-Fort Worth-Arlington TX   2006 2006  28 100.0% 28.66 (Kroger)
Hillcrest Village Dallas-Fort Worth-Arlington TX   1999 1991  15 100.0% 46.12 --
Indian Springs Center Houston-Baytown-Sugar Land TX   2002 2003  137 100.0% 24.05 H.E.B.
Keller Town Center Dallas-Fort Worth-Arlington TX   1999 2014  120 96.9% 15.54 Tom Thumb
Lebanon/Legacy Center Dallas-Fort Worth-Arlington TX   2000 2002  56 93.7% 24.61 (Wal-Mart)
Market at Preston Forest Dallas-Fort Worth-Arlington TX   1999 1990  96 100.0% 20.68 Tom Thumb
Market at Round Rock Austin-Round Rock TX   1999 1987  123 99.5% 18.19 Sprout's Markets
Market at Springwoods Village (7)
 Houston-Baytown-Sugar Land TX 53% 2016 2016 8,569 167 89.4% 13.91 Kroger
Mockingbird Common Dallas-Fort Worth-Arlington TX   1999 1987  120 100.0% 17.56 Tom Thumb
North Hills Austin-Round Rock TX   1999 1995  144 100.0% 23.02 H.E.B.
Panther Creek Houston-Baytown-Sugar Land TX   2002 1994  166 100.0% 22.74 Randall's Food
Prestonbrook Dallas-Fort Worth-Arlington TX   1998 1998  92 100.0% 14.18 Kroger
Preston Oaks (6)
 Dallas-Fort Worth-Arlington TX   2013 1991  104 99.5% 31.45 H.E.B. Central Market
Shiloh Springs Dallas-Fort Worth-Arlington TX 20% 1998 1998  110 86.0% 13.84 Kroger
Shops at Mira Vista Austin-Round Rock TX   2014 2002 234 68 100.0% 22.07 Trader Joe's
Southpark at Cinco Ranch Houston-Baytown-Sugar Land TX   2012 2017  265 100.0% 13.46 Kroger, Academy Sports
Sterling Ridge Houston-Baytown-Sugar Land TX   2002 2000  129 98.5% 20.52 Kroger
Sweetwater Plaza Houston-Baytown-Sugar Land TX 20% 2001 2000 10,701 134 98.9% 17.36 Kroger
Tech Ridge Center Austin-Round Rock TX   2011 2001 6,769 185 96.0% 23.45 H.E.B.
The Village at Riverstone (7)
 Houston-Baytown-Sugar Land TX   2016 2016  165 83.1% 13.04 Kroger
Weslayan Plaza East Houston-Baytown-Sugar Land TX 40% 2005 1969  169 100.0% 20.45 Berings
Weslayan Plaza West Houston-Baytown-Sugar Land TX 40% 2005 1969 37,096 186 97.5% 19.69 Randall's Food
Westwood Village Houston-Baytown-Sugar Land TX   2006 2006  187 98.3% 19.33 (Target)



Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Woodway Collection Houston-Baytown-Sugar Land TX 40% 2005 2012 8,506 97 97.0% 28.41 Whole Foods
Ashburn Farm Market Center Washington-Arlington-Alexandria VA   2000 2000  92 100.0% 26.18 Giant Food
Ashburn Farm Village Center Washington-Arlington-Alexandria VA 40% 2005 1996  89 97.3% 14.18 Shoppers Food Warehouse
Belmont Chase Washington-Arlington-Alexandria VA   2014 2014  91 100.0% 30.55 Whole Foods
Braemar Shopping Center Washington-Arlington-Alexandria VA 25% 2004 2004 10,906 96 97.9% 21.84 Safeway
Centre Ridge Marketplace Washington-Arlington-Alexandria VA 40% 2005 1996 13,012 104 96.1% 11.98 Shoppers Food Warehouse
Culpeper Colonnade Culpeper VA   2006 2014  171 100.0% 17.43 Martin's, Dick's Sporting Goods, (Target)
Fairfax Shopping Center Washington-Arlington-Alexandria VA   2007 1955  68 58.2% 5.78 --
Festival at Manchester Lakes (6)
 Washington-Arlington-Alexandria VA 40% 2005 1990 22,509 169 93.9% 27.49 Shoppers Food Warehouse
Fox Mill Shopping Center Washington-Arlington-Alexandria VA 40% 2005 2013 15,629 103 100.0% 25.01 Giant Food
Gayton Crossing Richmond VA 40% 2005 1983  158 87.1% 15.73 (Kroger)
Greenbriar Town Center Washington-Arlington-Alexandria VA 40% 2005 1972 48,785 340 96.9% 26.17 Giant Food
Hanover Village Shopping Center Richmond VA 40% 2005 1971  90 98.4% 9.04 Aldi
Hollymead Town Center Charlottesville VA 20% 2003 2004 25,000 154 94.7% 22.83 Harris Teeter, (Target)
Kamp Washington Shopping Center Washington-Arlington-Alexandria VA 40% 2005 1960  72 88.7% 37.17 Earth Fare
Kings Park Shopping Center (6)
 Washington-Arlington-Alexandria VA 40% 2005 2015 13,206 93 100.0% 28.63 Giant Food
Lorton Station Marketplace Washington-Arlington-Alexandria VA 20% 2006 2005 9,875 132 90.5% 23.44 Shoppers Food Warehouse
Market Common Clarendon Washington-Arlington-Alexandria VA   2016 2001  393 68.5% 32.94 Whole Foods, Crate & Barrel
Saratoga Shopping Center Washington-Arlington-Alexandria VA 40% 2005 1977 10,749 113 100.0% 20.43 Giant Food
Shops at County Center Washington-Arlington-Alexandria VA   2005 2005  97 89.6% 19.66 Harris Teeter
Shops at Stonewall Washington-Arlington-Alexandria VA   2007 2017  321 100.0% 17.58 Wegmans, Dick's Sporting Goods
The Field at Commonwealth (7)
 Washington-Arlington-Alexandria VA   2017 2017  187 82.4% 14.43 Wegmans
Town Center at Sterling Shopping Center Washington-Arlington-Alexandria VA 40% 2005 1980  187 91.0% 20.77 Giant Food
Village Center at Dulles Washington-Arlington-Alexandria VA 20% 2002 1991 39,989 301 91.0% 26.54 Shoppers Food Warehouse, Gold's Gym
Village Shopping Center Richmond VA 40% 2005 1948 15,396 111 93.8% 23.74 Martin's
Willston Centre I Washington-Arlington-Alexandria VA 40% 2005 1952  105 98.8% 26.12 --
Willston Centre II Washington-Arlington-Alexandria VA 40% 2005 2010 27,000 136 90.8% 25.35 Safeway, (Target)
Aurora Marketplace Seattle-Tacoma-Bellevue WA 40% 2005 1991 11,162 107 100.0% 16.25 Safeway
Broadway Market (6)
 Seattle-Tacoma-Bellevue WA 20% 2014 1988 21,500 140 98.6% 24.57 Quality Food Centers
Cascade Plaza Seattle-Tacoma-Bellevue WA 20% 1999 1999 13,936 215 92.6% 11.95 Safeway
Eastgate Plaza Seattle-Tacoma-Bellevue WA 40% 2005 In Process 9,923 79 95.3% 25.62 Albertsons
Grand Ridge Seattle-Tacoma-Bellevue WA   2012 In Process  331 99.3% 23.35 Safeway, Regal Cinemas
Inglewood Plaza Seattle-Tacoma-Bellevue WA   1999 1985  17 100.0% 38.49 --
Klahanie Shopping Center Seattle-Tacoma-Bellevue WA   2016 1998  67 98.4% 31.71 (QFC)
Overlake Fashion Plaza Seattle-Tacoma-Bellevue WA 40% 2005 1987  81 100.0% 25.11 (Sears)
Pine Lake Village Seattle-Tacoma-Bellevue WA   1999 1989  103 98.4% 23.75 Quality Food Centers



Property Name 
(1)
CBSA
 State 
(2)
Owner-ship Interest
 Year Acquired Year Constructed or Last Major Renovation Mortgages or Encumbrances (in 000's) 
Gross Leasable Area
(GLA) (in 000's)
 
(3)
Percent Leased
 
(4)
Average Base Rent (Per Sq Ft)
 
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
Roosevelt Square Seattle-Tacoma-Bellevue WA   2017 2017  148 100.0% 22.76 Whole Foods
Sammamish-Highlands Seattle-Tacoma-Bellevue WA   1999 2013  101 100.0% 32.99 (Safeway)
Southcenter Seattle-Tacoma-Bellevue WA   1999 1990  58 100.0% 29.14 (Target)
Regency Centers Total           $2,161,823 53,881 95.5% 
  
                     
(1) CBSA refers to Core Based Statistical Area.
(2) Represents our ownership interest in the property, if not wholly owned.
(3) Includes properties where we have not yet incurred at least 90% of the expected costs to complete and 95% occupied or the anchor has not yet been open for at least two calendar years ("development properties" or "properties in development"). If development properties are excluded, the total percentage leased would be 96.0% for our Combined Portfolio of shopping centers.
(4) Average base rent PSF is calculated based on annual minimum contractual base rent per the tenant lease, excluding percentage rent and recovery revenue.
(5) Retailers in parenthesis are shadow anchors at our centers. We have no ownership or leasehold interest in their space, which is within or adjacent to our property.
(6) The ground underlying the building and improvements are not owned by Regency or its unconsolidated real estate partnerships, but is subject to a ground lease.
(7) Property in development.



We are a party to various legal proceedings that arise in the ordinary course of our business. We are not currently involved in any litigation, nor, to our knowledge, is any litigation threatened against us, the outcome of which would, in our judgment based on information currently available to us, have a material adverse effect on our financial position or results of operations.


However, no assurances can be given as to the outcome of any threatened or pending legal proceedings.

See Note 16 - Commitments and Contingencies in the Notes for discussion regarding material legal proceeds and contingencies.

Item 4. Mine Safety Disclosures

None.


Not applicable.

PART II

Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

Our

Our common stock is tradedlisted on the New York Stock ExchangeNASDAQ Global Select Market under the symbol "REG." The following table sets forth the high and low sales prices and the cash dividends declared on our common stock by quarter for 2017 and 2016.

  2017 2016
Quarter Ended High Price Low Price Cash Dividends Declared High Price Low Price Cash Dividends Declared
March 31 $72.05
 61.90
 0.51
 $77.17
 66.05
 0.50
June 30 69.07
 58.63
 0.53
 83.73
 72.35
 0.50
September 30 67.67
 60.80
 0.53
 85.35
 75.76
 0.50
December 31 70.64
 61.19
 0.53
 77.25
 65.16
 0.50
We have determined that the dividends paid during 2017 and 2016 on our common stock qualify for the following tax treatment:
  Total Distribution per Share Ordinary Dividends Total Capital Gain Distributions Nontaxable Distributions Unrecapt Sec 1250 Gain
2017 $2.10
 1.81
 0.21
 0.08
 0.02
2016 2.00
 1.06
 0.16
 0.78
 0.16

As of February 9, 2018,05, 2024, there were 65,170112,794 holders of our common equity.

stock.

We intend to pay regular quarterly distributions to Regency Centers Corporation's common stockholders.shareholders. Future distributions will be declared and paid at the discretion of our Board of Directors and will depend upon cash generated by our operating activities,results, our financial condition, cash flows, capital requirements, future business prospects, annual dividend requirements under the REIT provisions of the Internal Revenue Code of 1986, as amended, and such other factors as our Board of Directors deems relevant. In order to maintain Regency Centers Corporation's qualification as a REIT for federal income tax purposes, we are generally required to make annual distributions equal to at least equal to 90% of our real estate investment trust taxable income for the taxable year. Under certain circumstances which we do not expect to occur, we could be required to make distributions in excess of cash available for distributions in order to meet such requirements. We have a dividend reinvestment plan under which our shareholders may elect to reinvest their dividends automatically in common stock. Under the plan, we may elect to purchase common stock in the open market on behalf of shareholders or may issue new common stock to such stockholders.

shareholders.

Under the loanrevolving credit agreement of our line of credit,Line, in the event of any monetary default, we may not make distributions to stockholdersshareholders except to the extent necessary to maintain our REIT status.

During the quarter ended December 31, 2023, the Operating Partnership issued 181,885 exchangeable operating partnership units to partially fund the acquisition of an operating property. Such units were issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended. No underwriting discounts or commissions were paid with respect to such issuances.

The following table represents information with respect to purchases by Regency of its common stock by months during the three month period ended December 31, 2023:

Period

 

Total number of
shares
purchased
(1)

 

 

Total number of shares
purchased as part of
publicly announced plans
or programs
(2)

 

 

Average price
paid per share

 

 

Maximum number or approximate
dollar value of shares that may yet be
purchased under the plans or
programs
(2)

 

October 1, 2023, through October 31, 2023

 

 

 

 

 

 

 

$

 

 

$

230,000,011

 

November 1, 2023, through November 30, 2023

 

 

 

 

 

 

 

$

 

 

$

230,000,011

 

December 1, 2023, through December 31, 2023

 

 

 

 

 

 

 

$

 

 

$

230,000,011

 

(1)
Represents shares repurchased to cover payment of withholding taxes in connection with restricted stock vesting by participants under Regency's Long-Term Omnibus Plan.
On February 7, 2018, our board of directors (the "Board")(2)
Our Board has authorized a sharetwo-year common stock repurchase program for up to $250 million of shares of our common stock. The share repurchase program authorizes us tounder which we may purchase, from time to time, up to a maximum of $250 million of our outstanding common stock through open market purchases, and/or in privately negotiated transactions. Any shares purchasedThe timing and price of stock repurchases will be retired.  The program is scheduled to expire on February 6, 2020. The timing of share purchases under this new program dependsdependent upon marketplacemarket conditions and other factors, and thefactors. Any stock repurchased, if not retired, will be treated as treasury stock. Our stock repurchase program remains subject to the discretion ofwill expire February 7, 2025, unless modified, extended or earlier terminated by the Board.


41


There were no unregistered sales of equity securities during the quarter ended December 31, 2017.

The following table represents information with respect to purchases by the Parent Company of its common stock
during the months in the three month period ended December 31, 2017:

Period 
Total number of shares purchased (1)
 Average price paid per share Total number of shares purchased as part of publicly announced plans or programs Maximum number or approximate dollar value of shares that may yet be purchased under the plans or programs
October 1, 2017, through October 31, 2017 61 $64.31
  
November 1, 2017, through November 30, 2017  $
  
December 1, 2017, through December 31, 2017  $
  
         
(1) Represents shares delivered in payment of withholding taxes in connection with option exercises or restricted stock vesting by participants under Regency's Long-Term Omnibus Plan.


The performance graph furnished below shows Regency's cumulative total stockholdershareholder return relative to the S&P 500 Index, the FTSE NAREITNareit Equity REIT Index, and the FTSE NAREITNareit Equity Shopping Centers index since December 31, 2012.2018. The stockfollowing performance graph and table do not constitute soliciting material and should not be deemed filed or incorporated by reference into any other filing madeprevious or future filings by us under the Securities Act of 1933, as amended (the "Securities Act") or the Securities Exchange Act of 1934, except to the extent that we specifically incorporate the stock performance graph by reference in another filing.


  12/31/1212/31/1312/31/1412/31/1512/31/1612/31/17
        
Regency Centers Corporation $100.00
101.81
145.11
159.66
166.00
171.96
S&P 500 100.00
132.39
150.51
152.59
170.84
208.14
FTSE NAREIT Equity REITs 100.00
102.47
133.35
137.61
149.33
157.14
FTSE NAREIT Equity Shopping Centers 100.00
104.99
136.45
142.89
148.14
131.31



as amended (the "Exchange Act").

img38278871_1.jpg 

 

 

12/31/18

 

 

12/31/19

 

 

12/31/20

 

 

12/31/21

 

 

12/31/22

 

 

12/31/23

 

Regency Centers Corporation

 

$

100.00

 

 

 

111.42

 

 

 

84.78

 

 

 

145.30

 

 

 

125.60

 

 

 

140.38

 

S&P 500

 

 

100.00

 

 

 

131.49

 

 

 

155.68

 

 

 

200.37

 

 

 

164.08

 

 

 

207.21

 

FTSE NAREIT Equity REITs

 

 

100.00

 

 

 

126.00

 

 

 

115.92

 

 

 

166.04

 

 

 

125.58

 

 

 

142.83

 

FTSE NAREIT Equity Shopping Centers

 

 

100.00

 

 

 

125.03

 

 

 

90.47

 

 

 

149.32

 

 

 

130.60

 

 

 

146.32

 

Item 6. Selected Financial Data[Reserved]

42


The following table sets forth Selected Financial Data for the Company on a historical basis for the five years ended December 31, 2017 (in thousands, except per share and unit data, number of properties, and ratio of earnings to fixed charges). This historical Selected Financial Data has been derived from the audited consolidated financial statements. This information should be read in conjunction with the consolidated financial statements of Regency Centers Corporation and Regency Centers, L.P. (including the related notes thereto) and Management's Discussion and Analysis of the Financial Condition and Results of Operations, each included elsewhere in this Form 10-K.

Parent Company
(in thousands, except per share and unit data, number of properties, and ratio of earnings to fixed charges)
  2017
(1) 
2016 2015 2014 2013
Operating data:          
Revenues $984,326
 614,371
 569,763
 537,898
 489,007
Operating expenses 744,763
(2) 
403,152
(2) 
365,098
 353,348
 324,687
Total other expense (income) 141,093
 148,066
(3) 
110,236
 83,046
 111,741
Income from operations before equity in income of investments in real estate partnerships and income taxes 98,470
 63,153
 94,429
 101,504
 52,579
Equity in income of investments in real estate partnerships 43,341
 56,518
 22,508
 31,270
 31,718
Deferred income tax (benefit) of taxable REIT subsidiary (9,737) 
 
 (996) 
Income from continuing operations 151,548
 119,671
 116,937
 133,770
 84,297
Income (loss) from discontinued operations (4)
 
 
 
 
 65,285
Gain on sale of real estate, net of tax 27,432
 47,321
 35,606
 55,077
 1,703
Net income 178,980
 166,992
 152,543
 188,847
 151,285
Income attributable to noncontrolling interests (2,903) (2,070) (2,487) (1,457) (1,481)
Net income attributable to the Company 176,077
 164,922
 150,056
 187,390
 149,804
Preferred stock dividends and issuance costs (16,128) (21,062) (21,062) (21,062) (21,062)
Net income attributable to common stockholders $159,949
 143,860
 128,994
 166,328
 128,742
           
NAREIT FFO (5)
 494,843
 277,301
 276,515
 269,149
 240,621
Core FFO (5)
 592,137
 333,957
 288,872
 261,506
 241,619
Income per common share - diluted (note 13)          
Continuing operations $1.00
 1.42
 1.36
 1.80
 0.69
Discontinued operations (4)
 
 
 
 
 0.71
Net income attributable to common stockholders $1.00
 1.42
 1.36
 1.80
 1.40
Other information:          
Net cash provided by operating activities $471,146
 297,360
(7) 
285,543
(7) 
277,742
 250,731
Net cash (used in) investing activities (1,007,980) (409,671) (139,346) (210,290) (9,817)
Net cash provided by (used in) financing activities 568,948
 88,711
(7) 
(223,117)
(7) 
(34,360) (182,579)
Dividends paid to common stockholders and unit holders 323,285
 201,336
 181,691
 172,900
 168,095
Common dividends declared per share 2.10
 2.00
 1.94
 1.88
 1.85
Common stock outstanding including exchangeable operating partnership units 171,715
 104,651
 97,367
 94,262
 92,499
Ratio of earnings to fixed charges (6)
 2.2
 2.6
 2.5
 2.6
 1.8
Ratio of earnings to combined fixed charges and preference dividends (6)
 2.1
 2.1
 2.1
 2.2
 1.5
           
Balance sheet data:          
Real estate investments before accumulated depreciation $11,279,125
 5,230,198
 4,852,106
 4,743,053
 4,385,380
Total assets 11,145,717
 4,488,906
 4,182,881
 4,197,170
 3,913,516
Total debt 3,594,977
 1,642,420
 1,864,285
 2,021,357
 1,854,697
Total liabilities 4,412,663
 1,864,404
 2,100,261
 2,260,688
 2,052,382
Total stockholders’ equity 6,692,052
 2,591,301
 2,054,109
 1,906,592
 1,843,354
Total noncontrolling interests 41,002
 33,201
 28,511
 29,890
 17,780
           
(1) 2017 reflects the results of our merger with Equity One on March 1, 2017.
(2) During the years ended December 31, 2017 and 2016, the Company recognized $80.7 million and $6.5 million, respectively, of merger and integration related costs within Operating expenses associated with the Equity One merger, which was effective on March 1, 2017.


(3) During the year ended December 31, 2016, the Company recognized a $40.6 million charge to settle $220 million of forward starting interest rate swaps related to new debt previously expected to be issued in 2017. As a result of its July 2016 equity offering and the early redemption of the $300 million notes in August 2016, the Company believed that the issuance of new fixed rate debt within the remaining period of the forward starting swaps was probable to no longer occur. Accordingly, the Company ceased hedge accounting and reclassified the $40.6 million paid to settle the forward starting swaps from Accumulated other comprehensive loss to earnings.
(4) On January 1, 2014, the Company prospectively adopted Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the requirements for reporting discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. No property disposals since adoption of this ASU qualify as discontinued operations, therefore prior period amounts were not reclassified for property sales since adoption.
(5) See Item 1, Defined Terms,for the definition of NAREIT FFO and Core FFO and Item 7, Supplemental Earnings Information, for a reconciliation to the nearest GAAP measure.
(6) See Exhibit 12.1 for additional information regarding the computations of ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preference dividends.
(7) In January 2017, the Company adopted ASU 2016-09, Improvements to Share-Based Payment Accounting, resulting in the reclassification of previously reported employee tax withholdings from Net cash provided by operating activities to Net cash provided by (used in) financing activities. See note 1 for further discussion.


Operating Partnership
(in thousands, except per share and unit data, number of properties, and ratio of earnings to fixed charges)
  2017
(1) 
2016 2015 2014 2013
Operating data:          
Revenues $984,326
 614,371
 569,763
 537,898
 489,007
Operating expenses 744,763
(2) 
403,152
(2) 
365,098
 353,348
 324,687
Total other expense (income) 141,093
 148,066
(3) 
110,236
 83,046
 111,741
Income from operations before equity in income of investments in real estate partnerships and income taxes 98,470
 63,153
 94,429
 101,504
 52,579
Equity in income of investments in real estate partnerships 43,341
 56,518
 22,508
 31,270
 31,718
Deferred income tax (benefit) of taxable REIT subsidiary (9,737) 
 
 (996) 
Income from continuing operations 151,548
 119,671
 116,937
 133,770
 84,297
Income (loss) from discontinued operations (4)
 
 
 
 
 65,285
Gain on sale of real estate, net of tax 27,432
 47,321
 35,606
 55,077
 1,703
Net income 178,980
 166,992
 152,543
 188,847
 151,285
Income attributable to noncontrolling interests (2,515) (1,813) (2,247) (1,138) (1,205)
Net income attributable to the Partnership 176,465
 165,179
 150,296
 187,709
 150,080
Preferred unit distributions and issuance costs (16,128) (21,062) (21,062) (21,062) (21,062)
Net income attributable to common unit holders $160,337
 144,117
 129,234
 166,647
 129,018
           
NAREIT FFO (5)
 494,843
 277,301
 276,515
 269,149
 240,621
Core FFO (5)
 592,137
 333,957
 288,872
 261,506
 241,619
Income per common unit - diluted (note 13):          
Continuing operations $1.00
 1.42
 1.36
 1.80
 0.69
Discontinued operations (4)
 
 
 
 
 0.71
Net income attributable to common unit holders $1.00
 1.42
 1.36
 1.80
 1.40
           
Other information:          
Net cash provided by operating activities $471,146
 297,360
(7) 
285,543
(7) 
277,742
 250,731
Net cash (used in) investing activities (1,007,980) (409,671) (139,346) (210,290) (9,817)
Net cash provided by (used in) financing activities 568,948
 88,711
(7) 
(223,117)
(7) 
(34,360) (182,579)
Distributions paid on common units 323,285
 201,336
 181,691
 172,900
 168,095
Ratio of earnings to fixed charges (6)
 2.2
 2.6
 2.5
 2.6
 1.8
Ratio of combined fixed charges and preference dividends to earnings (6)
 2.1
 2.1
 2.1
 2.2
 1.5
           
Balance sheet data:          
Real estate investments before accumulated depreciation $11,279,125
 5,230,198
 4,852,106
 4,743,053
 4,385,380
Total assets 11,145,717
 4,488,906
 4,182,881
 4,197,170
 3,913,516
Total debt 3,594,977
 1,642,420
 1,864,285
 2,021,357
 1,854,697
Total liabilities 4,412,663
 1,864,404
 2,100,261
 2,260,688
 2,052,382
Total partners’ capital 6,702,959
 2,589,334
 2,052,134
 1,904,678
 1,841,928
Total noncontrolling interests 30,095
 35,168
 30,486
 31,804
 19,206
           
(1) 2017 reflects the results of our merger with Equity One on March 1, 2017.
(2) During the years ended December 31, 2017 and 2016, the Operating Partnership recognized $80.7 million and $6.5 million, respectively, of merger and integration related costs within Operating expenses associated with the Equity One merger, which was effective on March 1, 2017.
(3) During the year ended December 31, 2016, the Operating Partnership recognized a $40.6 million charge to settle $220 million of forward starting interest rate swaps related to new debt previously expected to be issued in 2017. As a result of its July 2016 equity offering and the early redemption of the $300 million notes in August 2016, the Operating Partnership believed that the issuance of new fixed rate debt within the remaining period of the forward starting swaps was probable to no longer occur. Accordingly, the Operating Partnership ceased hedge accounting and reclassified the $40.6 million paid to settle the forward starting swaps from Accumulated other comprehensive loss to earnings.
(4) On January 1, 2014, the Operating Partnership prospectively adopted Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the requirements for reporting discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. No property disposals since adoption of this ASU qualify as discontinued operations, therefore prior period amounts were not reclassified for property sales since adoption.
(5) See Item 1, Defined Terms, for the definition of NAREIT FFO and Core FFO and Item 7, Supplemental Earnings Information, for a reconciliation to the nearest GAAP measure.


(6) See Exhibit 12.1 for additional information regarding the computations of ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preference dividends.
(7) In January 2017, the Company adopted ASU 2016-09, Improvements to Share-Based Payment Accounting, which resulted in the reclassification of previously reported employee tax withholdings from Net cash provided by operating activities to Net cash provided by (used in) financing activities. See note 1 for further discussion.



Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations


Executing on our Strategy

During the year ended 2017,December 31, 2023, we had Net income attributable to common shareholders of $359.5 million as compared to $482.9 million during the year ended December 31, 2022, which included gains on sale of real estate of $109.0 million.

During the year ended December 31, 2023:

We completed the acquisition of UBP in an all-stock transaction. As part of the transaction, we acquired over 70 properties, growing our portfolio of high-quality, neighborhood and community shopping centers in premier suburban trade areas that benefit from compelling demographics.
Our Pro-rata same property NOI, excluding termination fees, grew 1.7%, primarily attributable to improvements in base rent from increases in year over year occupancy rates, contractual rent steps in existing leases, and positive rent spreads on new and renewal leases.
We executed 1,839 new and renewal leasing transactions representing 6.9 million Pro-rata SF with positive rent spreads of 10.0% during 2023, compared to 1,981 leasing transactions representing 7.3 million Pro-rata SF with positive rent spreads of 7.4% in 2022. Rent spreads are calculated on all executed leasing transactions for comparable Retail Operating Property spaces, including spaces vacant greater than 12 months.
At December 31, 2023, our total property portfolio was 95.1% leased while our same property portfolio was 95.7% leased, compared to 94.8% and 95.1%, respectively, at December 31, 2022.

We continued our development and redevelopment of high quality shopping centers:

Estimated Pro-rata project costs of our current in process development and redevelopment projects totaled $468.1 million compared to $300.9 million at December 31, 2022.
Development and redevelopment projects completed during 2023 represented $87.4 million of estimated net project costs, with an average stabilized yield of 8.7%.

We maintained liquidity and financial flexibility to cost effectively fund investment opportunities and debt maturities:

At December 31, 2023, our Pro-rata net debt-to-operating EBITDAre ratio on a trailing 12 month basis was 5.4x compared to 5.0x at December 31, 2022.
On January 8, 2024, Regency priced a public offering of $400 million of senior unsecured debt due in 2034, with a coupon of 5.250% . The Company intends to use the net proceeds of the offering to reduce the outstanding balance on its line of credit and for general corporate purposes, including, but not limited to, the future repayment of outstanding debt. Prior to using any of the net proceeds, we may invest the net proceeds in certificates of deposit, interest-bearing short-term investment grade securities or money-market accounts.
We have $250 million of unsecured debt maturing in June 2024, which we intend to pay off by utilizing the proceeds available from the January 2024 offering noted above.
We have $148.3 million of secured mortgage maturities during the next 12 months, including mortgages within our real estate partnership, which we intend to refinance or pay-off as they mature.
At December 31, 2023, we had $1.1 billion available on the Line. In January 2024, we amended the Line agreement, to, among other items, increase the borrowing capacity to $1.5 billion and to extend the maturity date to March 23, 2028 with the option to extend the maturity for two additional six-month periods.

43


UBP Acquisition

On August 18, 2023, we completed the acquisition of UBP, which was structured as multiple mergers. Under the terms of the merger with Equity One on March 1, 2017agreement, each share of Urstadt Biddle common stock and Urstadt Biddle Class A common stock was converted into 0.347 of a share of common stock of the Parent Company. Additionally, each share of UBP’s 6.25% Series H Cumulative Redeemable Preferred Stock and 5.875% Series K Cumulative Redeemable Preferred Stock was converted into one share of Parent Company Series A preferred stock and Parent Company Series B preferred stock, respectively.

The following table provides the components that make up the total purchase price for the UBP acquisition:

(in thousands, except stock price)

 

Purchase Price

 

Shares of common stock issued for acquisition

 

 

13,568

 

Closing stock price on August 17, 2023

 

$

61.03

 

Value of common stock issued for acquisition

 

$

828,025

 

Other adjustments

 

 

(9,495

)

Total value of common stock issued

 

$

818,530

 

Debt repaid

 

 

39,266

 

Preferred stock converted

 

 

225,000

 

Transaction costs

 

 

57,197

 

Other cash payments

 

 

68

 

Total purchase price

 

$

1,140,061

 

As part of the acquisition, Regency acquired 12174 properties (all categorized as Non-Same Property for 2023 and 2024 reporting purposes) representing 16.05.3 million SFsquare feet of GLA, for $5.2 billion, further enhancing the quality of our operating portfolio of retail shopping centers.including 10 properties held through real estate partnerships. The consolidated net assets and results of operations of Equity OneUBP are included in the consolidated financial statements from the closing date, March 1, 2017.

We had Net income attributable to common stockholders of $159.9 million, net of $80.7 million of merger costs, as compared to $143.9 million of Net income attributable to common stockholders during the year endedAugust 18, 2023 through December 31, 2016.
We sustained superior same property NOI growth compared to the average of our shopping center peers:
We achieved pro-rata same property NOI growth, excluding termination fees, of 3.6%.
We executed 1,849 leasing transactions representing 6.3 million pro-rata SF of new and renewal leasing, with trailing twelve month rent spreads of 7.8% on comparable retail operating property spaces.
At December 31, 2017, our total property portfolio was 95.5% leased, while our same property portfolio was 96.3% leased.
We developed and redeveloped high quality shopping centers at attractive returns on investment:
We started five new developments representing a total investment of $197.5 million upon completion, with projected weighted average returns on investment of 7.3%.
Including these new projects, a total of 23 properties were in the process of development or redevelopment at December 31, 2017, representing a pro-rata investment upon completion of $543.8 million.
We maintained a conservative balance sheet providing financial flexibility to cost effectively fund investment opportunities and debt maturities:
In January 2017, we issued $300.0 million of 4.4% senior unsecured notes due February 1, 2047, the proceeds of which were used to redeem all of the $250.0 million 6.625% Series 6 preferred stock and reduce the balance of our unsecured line of credit (the "Line").
On March 1, 2017 in conjunction with the merger with Equity One, we increased the commitment amount of our line to $1.0 billion.
In June 2017, we issued an additional $125.0 million of 4.4% senior unsecured notes due February 1, 2047, the proceeds of which were used to redeem the $75.0 million of 6.0% Series 7 preferred stock on August 23, 2017, and to reduce the Line balance.
Also in June 2017, the Company issued an additional $175.0 million of 3.6% senior unsecured public notes due in 2027, with proceeds used to retire $112.0 million of mortgage loans with interest rates ranging from 7.0% to 7.8% on various properties, and to reduce the Line balance.
At December 31, 2017, our annualized net debt-to-adjusted EBITDA ratio on a pro-rata basis was 5.4x.

2023.

Leasing Activity and Significant Tenants

We believe our high-quality, grocery anchoredneighborhood and community shopping centers located in densely populated, desirable infillsuburban trade areas with compelling demographics create attractive spaces for retail tenants.

and service providers to operate their businesses.

Pro-rata Occupancy

Percent Leased

The following table summarizes pro-rata occupancy ratesPro-rata percent leased of our combined Consolidatedconsolidated and Unconsolidatedunconsolidated shopping center portfolio:



  December 31, 2017 December 31, 2016
% Leased – Operating 96.2% 96.0%
Anchor space 98.3% 97.8%
Shop space 92.5% 93.1%
The decline in shop space

 

 

December 31, 2023

 

 

December 31, 2022

 

Percent Leased – All properties

 

 

95.1

%

 

 

94.8

%

Anchor Space (spaces  10,000 SF)

 

 

96.7

%

 

 

96.8

%

Shop Space (spaces < 10,000 SF)

 

 

92.4

%

 

 

91.5

%

Our percent leased isincreased primarily due to the merger with Equity One, which had lower shop space occupancy than Regency.

favorable leasing activity in our Shop Space category during 2023.

Pro-rata Leasing Activity

The following table summarizes leasing activity, including our pro-rataPro-rata share of activity within the portfolio of our co-investment partnerships:real estate partnerships (totals as a weighted-average PSF):

 

 

Year Ended December 31, 2023

 

 

 

Leasing
Transactions

 

 

SF
(in thousands)

 

 

Base
Rent PSF

 

 

Tenant
Allowance
and Landlord
Work PSF

 

 

Leasing
Commissions
PSF

 

Anchor Space Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

New

 

 

41

 

 

 

859

 

 

$

20.37

 

 

$

45.96

 

 

$

5.38

 

Renewal

 

 

110

 

 

 

2,916

 

 

 

18.06

 

 

 

0.39

 

 

 

0.10

 

Total Anchor Space Leases

 

 

151

 

 

 

3,775

 

 

$

18.58

 

 

$

10.77

 

 

$

1.30

 

Shop Space Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

New

 

 

583

 

 

 

1,179

 

 

$

38.25

 

 

$

41.71

 

 

$

13.28

 

Renewal

 

 

1,105

 

 

 

1,952

 

 

 

37.55

 

 

 

1.73

 

 

 

0.73

 

Total Shop Space Leases

 

 

1,688

 

 

 

3,131

 

 

$

37.82

 

 

$

16.79

 

 

$

5.45

 

Total Leases

 

 

1,839

 

 

 

6,906

 

 

$

27.30

 

 

$

13.50

 

 

$

3.19

 

44


Year ended December 31, 2017
  
Leasing Transactions (1)(3)
 SF (in thousands) 
Base Rent PSF (2)
 
Tenant Improvements PSF (2)
 
Leasing Commissions PSF (2)
Anchor Leases          
New 39 895 $17.34
 $9.71
 $4.92
Renewal 87 2,465 14.47
 
 0.46
Total Anchor Leases 126 3,360 $15.24
 $2.59
 $1.65
Shop Space          
New 548 952 $32.45
 $12.06
 $13.17
Renewal 1,175 2,005 31.31
 1.02
 2.40
Total Shop Space Leases 1,723 2,957 $31.68
 $4.57
 $5.87
Total Leases 1,849 6,317 $22.93
 $3.52
 $3.62
           
(1) Number of leasing transactions reported at 100%; all other statistics reported at pro-rata share.
 
(2) Totals for base rent, tenant improvements, and leasing commissions reflect the weighted average PSF.
 
(3) For the period ending December 31, 2017, amounts include leasing activity of properties acquired from Equity One beginning March 1, 2017.
 
Year ended December 31, 2016
  
Leasing Transactions (1)
 SF (in thousands) 
Base Rent PSF (2)
 
Tenant Improvements PSF (2)
 
Leasing Commissions PSF (2)
Anchor Leases          
New 22 729 $16.99
 $7.95
 $2.42
Renewal 84 1,610 14.00
 0.50
 0.54
Total Anchor Leases (1)
 106 2,339 $14.94
 $2.83
 $1.13
Shop Space          
New 443 774 $30.56
 $12.29
 $14.01
Renewal 987 1,502 31.16
 1.26
 3.87
Total Shop Space Leases (1)
 1,430 2,276 $30.95
 $5.01
 $7.32
Total Leases 1,536 4,615 $22.84
 $3.90
 $4.18
           
(1) Number of leasing transactions reported at 100%; all other statistics reported at pro-rata share.
 
(2) Totals for base rent, tenant improvements, and leasing commissions reflect the weighted average PSF.
 
Total average pro-rata

 

 

Year Ended December 31, 2022

 

 

 

Leasing
Transactions

 

 

SF
(in thousands)

 

 

Base
Rent PSF

 

 

Tenant
Allowance
and Landlord
Work PSF

 

 

Leasing
Commissions
PSF

 

Anchor Space Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

New

 

 

24

 

 

 

632

 

 

$

15.09

 

 

$

24.36

 

 

$

5.32

 

Renewal

 

 

108

 

 

 

3,252

 

 

 

16.36

 

 

 

1.07

 

 

 

0.23

 

Total Anchor Space Leases

 

 

132

 

 

 

3,884

 

 

$

16.16

 

 

$

4.86

 

 

$

1.06

 

Shop Space Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

New

 

 

562

 

 

 

1,058

 

 

$

37.55

 

 

$

36.17

 

 

$

11.48

 

Renewal

 

 

1,287

 

 

 

2,395

 

 

 

35.94

 

 

 

1.66

 

 

 

0.77

 

Total Shop Space Leases

 

 

1,849

 

 

 

3,453

 

 

$

36.44

 

 

$

12.23

 

 

$

4.05

 

Total Leases

 

 

1,981

 

 

 

7,337

 

 

$

25.70

 

 

$

8.33

 

 

$

2.47

 

The weighted-average base rent PSF on signed shop spaceShop Space leases during 20172023 was $31.68$37.82 PSF, and approximateswhich is higher than the pro-rataweighted average annual base rent PSF of all shop spaceShop Space leases due to expire during the next twelve12 months of $31.72$34.73 PSF.



New and renewal rent spreads, as compared to prior rents on these same spaces leased, were positive at 10.0% for the 12 months ended December 31, 2023, as compared to 7.4% for the 12 months ended December 31, 2022.

Significant Tenants and Concentrations of Risk

We seek to reduce our operating and leasing risks through geographic diversification and by avoidingof our properties, as seen in "Item 2. Properties" of this Report. We seek to avoid dependence on any single property, market, or tenant. TheBased on percentage of annualized base rent, the following table summarizes our most significant tenants, based on their percentage of annualized base rent:

which four of the top five are grocers:

 

 

December 31, 2023

 

Anchor

 

Number of
Stores

 

 

Percentage of
Company-
owned GLA
(1)

 

 

Percentage of
Annual
Base Rent
(1)

 

Publix

 

 

68

 

 

 

6.4

%

 

 

3.0

%

Albertsons Companies, Inc.

 

 

53

 

 

 

4.8

%

 

 

3.0

%

Kroger Co.

 

 

52

 

 

 

6.4

%

 

 

2.7

%

Amazon/Whole Foods

 

 

38

 

 

 

2.7

%

 

 

2.6

%

TJX Companies, Inc.

 

 

70

 

 

 

3.6

%

 

 

2.6

%

(1)
Includes Regency's Pro-rata share of unconsolidated properties and excludes those owned by anchors.
  December 31, 2017
Anchor 
Number of
Stores
 
Percentage of
Company-
owned GLA (1)
 
Percentage of
Annualized
Base Rent (1) 
Publix 69 6.2% 3.1%
Kroger 58 6.5% 3.1%
Albertsons/Safeway 46 4.0% 2.9%
TJX Companies 58 3.2% 2.4%
Whole Foods 27 2.2% 2.3%
       
(1) Includes Regency's pro-rata share of Unconsolidated Properties and excludes those owned by anchors.

Bankruptcies and Credit Concerns

Our management team devotes significant time to researching and monitoring retail trends, consumer preferences and trends, customer shopping behaviors, changes in retail delivery methods, shifts to e-commerce, and changing demographics in order to anticipate the challenges and opportunities impacting the retailour industry. A greater shift to e-commerce, large-scale retail business failures, unemployment, and tight credit markets could negatively impact consumer spending and have an adverse effect on our results of operations. We seek to mitigate these potential impacts through maintaining a high quality portfolio, diversifying our tenant diversification, re-tenanting weakermix, replacing less successful tenants with stronger operators, anchoring our centers with market leading grocery stores that drive footcustomer traffic, and maintaininginvesting in suburban trade areas with compelling demographic populations benefiting from high levels of disposal income. The potential for a presence in affluent suburbsrecession and dense infill trade areas. As a resultthe severity and duration of any economic downturn could negatively impact our researchexisting tenants and findings, we may reduce new leasing, suspend leasing, or curtail allowances for construction of leasehold improvements within a certain retail category ortheir ability to a specific retailer in ordercontinue to reduce our risk from bankruptcies and store closings.

We closely monitor the operating performance and rent collections of tenants in our shopping centers as well as those retailers experiencing significant changes tomeet their business models as a result of reduced customer traffic in their stores and increased competition from e-commerce sales. Retailers who are unable to withstand these and other business pressures may file for bankruptcy. lease obligations.

Although base rent is supported byderived from long-term lease contracts, tenants whothat file for bankruptcy generally have the legal right to reject any or all of their leases and close related stores. Any unsecured claim we hold against a bankrupt tenant for unpaid rent might be paid only to the extent that funds are available and only in the same percentage as is paid to all other holders of unsecured claims. As a result, it is likely that we would recover substantially less than the full value of any unsecured claims we hold. Additionally, we may incur significant expense to recoveradjudicate our claim and significant downtime to releasere-lease the vacated space. In the event that a tenant with a significant number of leases in our shopping centers files for bankruptcy and cancelsrejects its leases, we could experience a significant reduction in our revenues. Tenants who have filed forare currently in bankruptcy and continue to occupy space in our shopping centers represent an aggregate of 0.3%0.5% of our Pro-rata annual base rent on a pro-rata basis.which is primarily related to Rite Aid who filed in October 2023.

45





Results from Operations

Results from operations for the year ended December 31, 2023, include the results of our acquisition of UBP from August 18, 2023.

Comparison of the years ended December 31, 20172023 and 2016:

Results from operations for the twelve months ended December 31, 2017 reflect the results of our merger with Equity One on March 1, 2017.
Our total revenues increased2022:

Revenues changed as summarized in the following table:

(in thousands) 2017 2016 Change
Minimum rent $728,078
 444,305
 283,773
Percentage rent 6,635
 4,128
 2,507
Recoveries from tenants 206,675
 127,677
 78,998
Other income 16,780
 12,934
 3,846
Management, transaction, and other fees 26,158
 25,327
 831
Total revenues $984,326
 614,371
 369,955
Minimum

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Lease income

 

 

 

 

 

 

 

 

 

Base rent

 

$

897,451

 

 

 

821,755

 

 

 

75,696

 

Recoveries from tenants

 

 

311,775

 

 

 

280,658

 

 

 

31,117

 

Percentage rent

 

 

12,963

 

 

 

9,635

 

 

 

3,328

 

Uncollectible lease income

 

 

(549

)

 

 

13,841

 

 

 

(14,390

)

Other lease income

 

 

20,685

 

 

 

14,748

 

 

 

5,937

 

Straight-line rent

 

 

10,788

 

 

 

24,272

 

 

 

(13,484

)

Above/below market rent and tenant rent inducement amortization, net

 

 

30,826

 

 

 

22,543

 

 

 

8,283

 

Total lease income

 

$

1,283,939

 

 

 

1,187,452

 

 

 

96,487

 

Other property income

 

 

11,573

 

 

 

10,719

 

 

 

854

 

Management, transaction, and other fees

 

 

26,954

 

 

 

25,851

 

 

 

1,103

 

Total revenues

 

$

1,322,466

 

 

 

1,224,022

 

 

 

98,444

 

Total lease income increased $96.5 million primarily driven by the following contractually billable components of rent changed as follows:

to the tenants per the lease agreements:

$7.275.7 million increase from billable Base rent:
o
$36.5 million increase from acquisition of UBP;
o
$2.8 million increase from rent commencing at development properties;
o
$5.24.5 million increase from acquisitions of other operating properties;properties in 2023 and 2022; and
o
$15.132.1 million net increase atfrom same properties, reflecting anincluding:
$19.1 million net increase due to increases from occupancy, rent steps in existing leases, and positive rental rate growthspreads on new and renewal leases, contractual rent steps,leases;
$2.1 million increase related to our acquisition and ourresulting consolidation of four properties previously held in an unconsolidated real estate partnership during 2022; and
$10.8 million increase due to redevelopment properties;projects completing and operating.
$261.431.1 million increase from properties acquired through the Equity One merger;
reduced by $5.2 million from the sale of operating properties.    
Percentage rent increased $2.5 million primarily as a result of properties acquired through the Equity One merger.
contractual Recoveries from tenants, represent reimbursements to us forwhich represents the tenants' pro-rataproportionate share of the operating, maintenance, insurance, and real estate tax expenses that we incur to operate our shopping centers. Recoveries from tenants increased, as follows:on a net basis, mainly from the following:
o
$1.712.7 million increase from rentacquisition of UBP;
o
$1.3 million increase from rents commencing at development properties;properties and the acquisition of other operating properties in 2022 and 2023; and
o
$1.916.9 million net increase from acquisitions of operating properties;
$8.4 million increase from same properties associated with higher recoverable costs and an improvement in recovery rates; and
$68.6 million increase from properties acquired through the Equity One merger;
reduced by $1.7 million from the sale of operating properties.
Other income, which consists of incidental income earned at our centers, increased $3.8 million as follows:
$354,000 increase from development properties;
$1.0 million from acquisitions of operating properties; and
$3.9 million from properties acquired through the Equity One merger;
reduced by $1.4 million in same properties primarily due to higher operating costs in the current year.
$3.3 million increase in Percentage rent due to increases in tenant sales.
$14.4 million decrease primarily driven by the 2022 collections of previously reserve amounts, which have continued to occur in 2023, but to a lesser degree.
$5.9 million increase in Other lease income primarily due to an $3.8 million increase in lease termination fees and $2.1 million related to the acquisition of UBP.
$13.5 million decrease in Straight-line rent due to higher 2022 levels of reinstating straight-line rents from former cash basis tenants upon returning to accrual basis.
$8.3 million increase in Above and below market rent primarily driven by accelerated write offs for early tenant move-outs.

Management, transaction, and other fee income in 2016.fees increased $1.1 million primarily due to increased debt placement, property management and development fees from our real estate partnerships.

46




Changes in our operating expenses are summarized in the following table:

(in thousands) 2017 2016 Change
Depreciation and amortization $334,201
 162,327
 171,874
Operating and maintenance 143,990
 95,022
 48,968
General and administrative 67,624
 65,327
 2,297
Real estate taxes 109,723
 66,395
 43,328
Other operating expenses 89,225
 14,081
 75,144
Total operating expenses $744,763
 403,152
 341,611

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Depreciation and amortization

 

$

352,282

 

 

 

319,697

 

 

 

32,585

 

Property operating expense

 

 

229,209

 

 

 

196,148

 

 

 

33,061

 

Real estate taxes

 

 

165,560

 

 

 

149,795

 

 

 

15,765

 

General and administrative

 

 

97,806

 

 

 

79,903

 

 

 

17,903

 

Other operating expenses

 

 

9,459

 

 

 

6,166

 

 

 

3,293

 

Total operating expenses

 

$

854,316

 

 

 

751,709

 

 

 

102,607

 

Depreciation and amortization costs changedincreased $32.6 million, as follows:

$2.824.0 million increase as we began depreciating costs at developmentfrom acquisition of UBP;
$5.1 million increase from same properties, where tenant spaces were completed and became available for occupancy;primarily driven by redevelopment projects;
$2.73.0 million increase from acquisitions of operating properties; and
$0.5 million increase from development properties and corporate assets;becoming available for occupancy.

Property operating expense increased $33.1 million, on a net basis, as follows:

$8.1 million increase from acquisition of UBP;
$1.3 million increase from development properties;
$3.2 million increase from higher claims expense in our captive insurance company;
$2.2 million increase at same properties, attributable primarilyrelated to redevelopments;acquisitions of other operating properties; and
$165.918.3 million increase from same properties acquired throughprimarily attributable to an increase in recoverable common area and tenant related costs.

Real estate taxes increased $15.8 million, on a net basis, mainly due to the Equity One merger;

following:

reduced by $1.8 million from the sale of operating properties.
Operating and maintenance costs changed as follows:
$1.48.9 million increase from operations commencing at development properties;acquisition of UBP;
$1.52.1 million increase from acquisitions of other operating properties;properties and developments where capitalization ceased and spaces became available for occupancy; and
$1.04.8 million net increase from claims losses within the company's wholly-owned captive insurance program;
$1.0 million increase at same properties primarily attributabledue to recoverable costs; and
$45.3 million increase from properties acquired throughincreases in real estate tax assessments across the Equity One merger;portfolio.
reduced by $1.2 million from the sale of operating properties.

General and administrative changedcosts increased as follows:

$17.9 million, on a net basis, mainly due to the following:

$2.210.9 million net increase due to changes in the value of participant obligations within the deferred compensation plan, andattributable to changes in market values of those investments, reflected within Net investment income;
$4.61.1 million net increase primarilydriven by higher professional fees, business promotion and travel related costs;
$8.3 million net increase in compensation costs relatedprimarily driven by salary increases, fewer vacant positions and performance-based incentive compensation; partially offset by
$2.5 million decrease due to additional staffing as a result of the Equity One merger, and additional incentive compensation;
reduced by $4.5 million primarily from greaterhigher development overhead capitalization based on the timing and progress and size of currentour development and redevelopment projects.
Real estate taxes changed as follows:
$782,000 increase from development properties where capitalization ceased as tenant spaces became available for occupancy;
$1.3 million increase from acquisitions of operating properties;
$3.6 million increase at same properties from increased tax assessments; and
$38.6 million increase from properties acquired through the Equity One merger;
reduced by $1.0 million from sold properties.

Other operating expenses increased as follows:

$1.8$3.3 million, increase in corporate expensesprimarily due to an increase in franchise taxes; and
$79.4 million increase primarily attributable to transactiontransition costs related to the Equity One merger in March 2017;


acquisition of UBP.

The following table presents the components of otherOther expense:

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Interest expense, net

 

 

 

 

 

 

 

 

 

Interest on notes payable

 

$

154,647

 

 

 

148,803

 

 

 

5,844

 

Interest on unsecured credit facilities

 

 

6,824

 

 

 

2,058

 

 

 

4,766

 

Capitalized interest

 

 

(5,695

)

 

 

(4,166

)

 

 

(1,529

)

Hedge expense

 

 

438

 

 

 

438

 

 

 

 

Interest income

 

 

(1,965

)

 

 

(947

)

 

 

(1,018

)

Interest expense, net

 

 

154,249

 

 

 

146,186

 

 

 

8,063

 

Gain on sale of real estate, net of tax

 

 

(661

)

 

 

(109,005

)

 

 

108,344

 

Early extinguishment of debt

 

 

(99

)

 

 

 

 

 

(99

)

Net investment (income) loss

 

 

(5,665

)

 

 

6,921

 

 

 

(12,586

)

Total other expense (income)

 

$

147,824

 

 

 

44,102

 

 

 

103,722

 

47


Interest expense, (income):

net increased $8.1 million primarily due to the following:

(in thousands) 2017 2016 Change
Interest expense, net      
Interest on notes payable $119,301
 81,330
 37,971
Interest on unsecured credit facilities 14,677
 5,635
 9,042
Capitalized interest (7,946) (3,481) (4,465)
Hedge expense 8,408
 8,408
 
Interest income (1,811) (1,180) (631)
Interest expense, net 132,629
 90,712
 41,917
Provision for impairment 
 4,200
 (4,200)
Early extinguishment of debt 12,449
 14,240
 (1,791)
Net investment income (3,985) (1,672) (2,313)
Loss on derivative instruments 
 40,586
 (40,586)
Total other expense (income) $141,093
 148,066
 (6,973)
The $41.9$5.8 million net increase in total interest expense is due to:related to loans assumed with the UBP acquisition;
$38.04.8 million increase in interest on notes payable due to:
$26.0 million of additional interest on notes payable assumed with the Equity One merger; and
$29.7 million increase in interest attributable to the issuance of $950 million of new unsecured debt;
offsetdriven by $6.9 million decrease in mortgage interest expense primarily due to the payoff of nine mortgages loans; and
$10.8 million decrease due to the early redemption of our $300 million notes in the third quarter of 2016;
$9.0 million increase in interest on unsecured credit facilities related to higher average balances including, a new $300 million term loan which closed on March 1, 2017;
our unsecured credit facility; partially offset by $4.5
$2.5 million decrease from higher capitalization of interest based on the size and progressdue to timing of development spend and redevelopment projects in process.higher interest income earned on cash balances.
We did not recognize any impairments during 2017.

During 2016,2023, we recognized $4.2gains on sale of $0.7 million from three land parcels. During 2022, we recognized gains on sale of impairment losses on$109.0 million from two operating propertiesproperty and twofive land parcels, all of which have since been sold.

During 2017, we repaid nine mortgages with a portion of the proceeds from our unsecured public debt offering in June 2017, and recognized $12.4 million of debt extinguishment costs. In 2016, we recognized a $14.2 million charge in connection with the early redemption of the $300 million unsecured notes.
parcels.

Net investment income increased $2.3$12.6 million primarily driven by realized and unrealized$11.0 million gains on investments held withinin the non-qualified deferred compensation plan.

During 2016, we recognized a $40.6plan which have an offsetting expense in General and administrative costs noted above and $1.6 million charge to settle $220 million of forward starting interest rate swaps related to new debt previously expected to be issuedgains on investments held in 2017.


Ourour captive insurance company.

Total equity in income of investments in real estate partnerships decreased as follows:

(in thousands) Regency's Ownership 2017 2016 Change
GRI - Regency, LLC (GRIR) 40.00% $27,440
 29,791
 (2,351)
Equity One JV Portfolio LLC (NYC) 30.00% 686
 
 686
Columbia Regency Retail Partners, LLC (Columbia I) 20.00% 3,620
 4,180
 (560)
Columbia Regency Partners II, LLC (Columbia II) 20.00% 1,530
 3,240
 (1,710)
Cameron Village, LLC (Cameron) 30.00% 850
 695
 155
RegCal, LLC (RegCal) 25.00% 1,403
 1,080
 323
US Regency Retail I, LLC (USAA) 20.01% 4,456
 1,180
 3,276
Other investments in real estate partnerships 50.00% 3,356
 16,352
 (12,996)
Total Equity in income of investments in real estate partnerships$43,341
 56,518
 (13,177)
The $13.2 million decrease in our Total Equity in income in investments in real estate partnerships is largely attributed to:
$2.4 million decrease within GRIR driven by gains on sale of real estate that were recognized in 2016, offset by lower depreciation expense in 2017 related to assets that became fully depreciated in 2016;
$1.7 million decrease within Columbia II due to gains on sale of real estate that were recognized in 2016;
$3.3 million increase within USAA due to gains on sale of real estate recognized in 2017; and
$13.0 million decrease within Other investments in real estate partnerships due to our pro-rata share of gains on sale of real estate recognized in these partnerships in 2016.
The following represents the remaining components that comprise net income attributable to the common stockholders and unit holders:
(in thousands) 2017 2016 Change
Income from operations before income taxes $141,811
 119,671
 22,140
Deferred income tax benefit 9,737
 
 9,737
Gain on sale of real estate, net of tax 27,432
 47,321
 (19,889)
Income attributable to noncontrolling interests (2,903) (2,070) (833)
Preferred stock dividends and issuance costs (16,128) (21,062) 4,934
Net income attributable to common stockholders $159,949
 143,860
 16,089
Net income attributable to exchangeable operating partnership units388
 257
 131
Net income attributable to common unit holders $160,337
 144,117
 16,220
The $9.7 million income tax benefit during 2017 was primarily due to revaluing the net deferred tax liability at a TRS entity acquired through the Equity One merger, as a result of the change in corporate tax rates from the 2017 Tax Cuts and Jobs Act.
During 2017, we sold six operating properties and nine land parcels resulting in gains of $27.4 million, compared to gains of $47.3 million from the sale of eleven operating properties and sixteen land parcels during 2016.
During 2017, we redeemed both our Series 6 and Series 7 preferred stock, resulting in a decrease to preferred stock dividends, offset by a charge upon writing off issuance costs.



Comparison of the years ended December 31, 2016 and 2015:
Our total revenues increased as summarized in the following table:
(in thousands) 2016 2015 Change
Minimum rent $444,305
 415,155
 29,150
Percentage rent 4,128
 3,750
 378
Recoveries from tenants 127,677
 116,120
 11,557
Other income 12,934
 9,175
 3,759
Management, transaction, and other fees 25,327
 25,563
 (236)
Total revenues $614,371
 569,763
 44,608
Minimum rent changed as follows:

(in thousands)

 

Regency's
Ownership

 

2023

 

 

2022

 

 

Change

 

GRI - Regency, LLC ("GRIR")

 

40.00%

 

$

35,901

 

 

 

35,819

 

 

 

82

 

Equity One JV Portfolio LLC ("NYC") (1)

 

30.00%

 

 

84

 

 

 

9,173

 

 

 

(9,089

)

Columbia Regency Retail Partners, LLC ("Columbia I")

 

20.00%

 

 

1,630

 

 

 

1,817

 

 

 

(187

)

Columbia Regency Partners II, LLC ("Columbia II")

 

20.00%

 

 

1,743

 

 

 

1,735

 

 

 

8

 

Columbia Village District, LLC

 

30.00%

 

 

2,199

 

 

 

1,669

 

 

 

530

 

RegCal, LLC ("RegCal") (2)

 

25.00%

 

 

2,912

 

 

 

4,499

 

 

 

(1,587

)

Other investments in real estate partnerships

 

11.80% - 66.67%

 

 

6,072

 

 

 

5,112

 

 

 

960

 

Total equity in income of investments in real estate partnerships

 

$

50,541

 

 

 

59,824

 

 

 

(9,283

)

(1)
On May 25, 2022, the NYC partnership sold its remaining two properties and distributed sales proceeds to its members. Dissolution will follow final distributions, which are expected in 2024.
$11.9(2)
On April 1, 2022, we acquired our partner's 75% share in four properties held in the RegCal partnership for a total purchase price of $88.5 million; therefore, results following the date of acquisition are included in consolidated results. The remaining operating property within RegCal, LLC, was sold in the fourth quarter of 2023.

The $9.3 million increase from rent commencing at development properties;

$15.3 million increase from acquisitions of operating properties; and
$7.9 million increase at same properties, reflectingdecrease, on a $9.7 million increase from redevelopments and rental rate growth on new and renewal leases, offset by a $1.8 million charge to straight line rent primarily attributable to expected early terminations;
reduced by $5.9 million from the sale of operating properties.
Recoveries from tenants represent reimbursements to us for tenants' pro-rata share of the operating, maintenance, and real estate tax expenses that we incur to operate our shopping centers. Recoveries from tenants changed as follows:
$3.9 million increase from rent commencing at development properties;
$4.2 million increase from acquisitions of operating properties; and
$5.6 million increase from same properties associated with higher recoverable costs;
reduced by $2.1 million from the sale of operating properties.
Other income, which consists of incidental income earned at our centers, increased $3.8 million as follows:
$2.3 million in same properties primarily as a result of lease termination and easement fees; and
$1.5 million in parking income related to the acquisition of Market Common Clarendon.
Changesnet basis, in our operating expenses are summarized in the following table:
(in thousands) 2016 2015 Change
Depreciation and amortization $162,327
 146,829
 15,498
Operating and maintenance 95,022
 82,978
 12,044
General and administrative 65,327
 65,600
 (273)
Real estate taxes 66,395
 61,855
 4,540
Other operating expenses 14,081
 7,836
 6,245
Total operating expenses $403,152
 365,098
 38,054
Depreciation and amortization costs changed as follows:
$4.8 million increase as we began depreciating costs at development properties where tenant spaces were completed and became available for occupancy;
$8.8 million increase from acquisitions of operating properties; and
$5.8 million increase at same properties, attributable to recent capital improvements and redevelopments;
reduced by $3.9 million from the sale of operating properties and other corporate asset disposals.


Operating and maintenance costs changed as follows:
$2.6 million increase from operations commencing at development properties;
$6.2 million increase from acquisitions of operating properties; and
$4.8 million increase at same properties primarily attributable to recoverable costs;
reduced by $1.6 million from the sale of operating properties.
Real estate taxes changed as follows:
$1.6 million increase from development properties where capitalization ceased as tenant spaces became available for occupancy;
$2.8 million increase from acquisitions of operating properties; and
$1.4 million increase at same properties from increased tax assessments;
reduced by $1.3 million from sold properties.
Other operating expenses increased $6.2 million primarily due to costs incurred from 2016 acquisition activities, including costs associated with the merger with Equity One, Inc.
The following table presents the components of other expense (income):
(in thousands) 2016 2015 Change
Interest expense, net      
Interest on notes payable $81,330
 98,485
 (17,155)
Interest on unsecured credit facilities 5,635
 3,566
 2,069
Capitalized interest (3,481) (6,739) 3,258
Hedge expense 8,408
 8,900
 (492)
Interest income (1,180) (1,590) 410
Interest expense, net $90,712
 102,622
 (11,910)
Provision for impairment 4,200
 
 4,200
Early extinguishment of debt 14,240
 8,239
 6,001
Net investment income (1,672) (625) (1,047)
Loss on derivative instruments 40,586
 
 40,586
Total other expense (income) $148,066
 110,236
 37,830
The $11.9 million decrease in total interest expense is due to:
$17.2 million decrease in interest on notes payable due to lower interest rates from refinancing and deleveraging activities during 2016 and the early redemption of our $300 million notes in August 2016; offset by
$2.1 million increase in interest on unsecured credit facilities related to higher average balances on our Line and a $100 million increase on our Term Loan during 2016; and
$3.3 million increase due to lower interest capitalization on our development and redevelopment projects based on the status and cumulative spend on the projects in process.
During 2016, we recognized $4.2 million of impairment losses on two operating properties and two land parcels, all of which have since been sold. We did not recognize any impairments during 2015.
We redeemed all of our outstanding $400 million notes in two tranches occurring in 2016 and 2015. During 2016, we recognized a $14.2 million charge when redeeming the $300 million notes. During 2015, we early redeemed $100 million of those same notes, which included an $8.2 million make-whole premium charge.
Net investment income increased $1.0 million, driven by realized and unrealized gains on investments held within the non-qualified deferred compensation plan during 2016.


We recognized a $40.6 million charge to settle $220 million of forward starting interest rate swaps related to new debt previously expected to be issued in 2017. As a result of our July 2016 equity offering and the early redemption of the $300 million notes in August 2016, the Company believed that the issuance of new fixed rate debt within the remaining period of the forward starting swaps was probable to no longer occur. Accordingly, we ceased hedge accounting and reclassified the $40.6 million paid to settle the forward starting swaps from Accumulated other comprehensive loss to earnings.
Our equity in income of investments in real estate partnerships increased as follows:
is largely attributable to the following changes:

$9.1 million decrease within NYC, primarily due to gains on the sale of two operating properties during 2022;
(in thousands) Regency's Ownership 2016 2015 Change
GRI - Regency, LLC (GRIR) 40.00% $29,791
 18,148
 11,643
Columbia Regency Retail Partners, LLC (Columbia I) 20.00% 4,180
 (278) 4,458
Columbia Regency Partners II, LLC (Columbia II) 20.00% 3,240
 755
 2,485
Cameron Village, LLC (Cameron) 30.00% 695
 643
 52
RegCal, LLC (RegCal) 25.00% 1,080
 576
 504
US Regency Retail I, LLC (USAA) 20.01% 1,180
 807
 373
Other investments in real estate partnerships 50.00% 16,352
 1,857
 14,495
Total equity in income of investments in real estate partnerships   $56,518
 22,508
 34,010
$1.6 million decrease within RegCal, primarily due to gain on sale of one operating property during 2022 in comparison to the one sold in 2023; partially offset by
The $34.0
$1.0 million increase in our equity in income inwithin Other investments in real estate partnerships, is largely attributedrelated to (i) our share of gains onincreases in lease income at a single property partnership under redevelopment and income generated by new partnerships assumed through the sale of real estate within our GRIR, Columbia I, Columbia II, and Other investments in real estate partnerships; (ii) interest expense savings within GRIR resulting from decreased debt balances and refinancing activity at lower interest rates; and (iii) and a decrease in depreciation expense within GRIR from fully depreciated land improvement assets.UBP acquisition.

The following represents the remaining components that comprise netNet income attributable to the common stockholdersshareholders and unit holders:

(in thousands) 2016 2015 Change
Income from operations $119,671
 116,937
 2,734
Gain on sale of real estate, net of tax 47,321
 35,606
 11,715
Income attributable to noncontrolling interests (2,070) (2,487) 417
Preferred stock dividends and issuance costs��(21,062) (21,062) 
Net income attributable to common stockholders $143,860
 128,994
 14,866
Net income attributable to exchangeable operating partnership units257
 240
 17
Net income attributable to common unit holders $144,117
 129,234
 14,883
During 2016, we sold 11 operating properties

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Net income

 

$

370,867

 

 

 

488,035

 

 

 

(117,168

)

Income attributable to noncontrolling interests

 

 

(6,310

)

 

 

(5,170

)

 

 

(1,140

)

Net income attributable to the Company

 

 

364,557

 

 

 

482,865

 

 

 

(118,308

)

Preferred stock dividends

 

 

(5,057

)

 

 

 

 

 

(5,057

)

Net income attributable to common shareholders

 

$

359,500

 

 

 

482,865

 

 

 

(123,365

)

Net income attributable to exchangeable operating partnership units

 

 

2,008

 

 

 

2,105

 

 

 

(97

)

Net income attributable to common unit holders

 

$

361,508

 

 

 

484,970

 

 

 

(123,462

)

Comparison of the years ended December 31, 2022 and 16 land parcels resulting in gains2021:

For a comparison of $47.3 million, compared to gainsour results from operations for the years ended December 31, 2022 and 2021, see "Part II, Item 7. Management's Discussion and Analysis of $35.6 million fromFinancial Condition and Results of Operations" of our Annual Report on Form 10-K for the sale of five operating properties and two land parcels during 2015.year ended December 31, 2022, filed with the SEC on February 17, 2023.

48





Supplemental Earnings Information

We use certain non-GAAP performance measures, in addition to certain performance metrics determined under GAAP, as we believe these measures improve the understanding of the Company's operating results. We managebelieve these non-GAAP measures provide useful information to our entireBoard of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We provide Pro-rata financial information because we believe it assists investors and analysts in estimating our economic interest in our consolidated and unconsolidated real estate portfolio without regard to ownership structure, although certain decisions impacting properties owned through partnerships, require partner approval. Therefore, wewhen read in conjunction with our reported results under GAAP. We believe presenting our pro-rataPro-rata share of operating results, regardless of ownership structure, along with other non-GAAP measures, may assist in comparing the Company'sour operating results to other REITs. We continually evaluate the usefulness, relevance, limitations, and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the public, and thus such reported non-GAAP measures could change. See "Defined Terms" in Part I, Item"Item 1.

Pro-RataBusiness" for additional information regarding the definition of and other information regarding the non-GAAP measures we present in this Report.

We do not consider non-GAAP measures as an alternative to financial measures determined in accordance with GAAP, rather they supplement GAAP measures by providing additional information we believe to be useful to our shareholders. The principal limitation of these non-GAAP measures is they may exclude significant expense and income items that are required by GAAP to be recognized in our Consolidated Financial Statements. In addition, they reflect the exercise of management's judgment about which expense and income items are excluded or included in determining these non-GAAP measures. In order to compensate for these limitations, reconciliations of the non-GAAP measures we use to their most directly comparable GAAP measures are provided, including as set forth below. Non-GAAP measures should not be relied upon in evaluating the financial condition, results of operations, or future prospects.

Pro-rata Same Property NOI:

For purposes of evaluating

Pro-rata same property NOI, on a comparative basis, and in light of the merger with Equity One on March 1, 2017, we are presenting our same property NOI on a pro forma basis as if the merger had occurred January 1, 2016. This perspective allows us to evaluate same property NOI growth over a comparable period. The pro forma same property NOI as adjusted is not necessarily indicative of what the actual same property NOI and growth would have been if the merger had occurred on January 1, 2016, nor does it purport to represent the same property NOI and growth for future periods.

Our pro-rata same property NOI as adjusted, excluding termination fees,fees/expenses, changed from the following major components:

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Real estate revenues:

 

 

 

 

 

 

 

 

 

Base rent

 

$

940,556

 

 

 

908,351

 

 

 

32,205

 

Recoveries from tenants

 

 

328,314

 

 

 

308,930

 

 

 

19,384

 

Percentage rent

 

 

14,531

 

 

 

11,040

 

 

 

3,491

 

Termination fees

 

 

7,833

 

 

 

5,007

 

 

 

2,826

 

Uncollectible lease income

 

 

(361

)

 

 

14,496

 

 

 

(14,857

)

Other lease income

 

 

12,450

 

 

 

11,945

 

 

 

505

 

Other property income

 

 

9,229

 

 

 

8,580

 

 

 

649

 

Total real estate revenue

 

 

1,312,552

 

 

 

1,268,349

 

 

 

44,203

 

Real estate operating expenses:

 

 

 

 

 

 

 

 

 

Operating and maintenance

 

 

222,139

 

 

 

202,017

 

 

 

20,122

 

Real estate taxes

 

 

168,825

 

 

 

162,926

 

 

 

5,899

 

Ground rent

 

 

11,992

 

 

 

11,761

 

 

 

231

 

Total real estate operating expenses

 

 

402,956

 

 

 

376,704

 

 

 

26,252

 

Pro-rata same property NOI

 

$

909,596

 

 

 

891,645

 

 

 

17,951

 

Less: Termination fees / expense

 

 

7,833

 

 

 

5,007

 

 

 

2,826

 

Pro-rata same property NOI, excluding termination fees / expense

 

$

901,763

 

 

 

886,638

 

 

 

15,125

 

Pro-rata same property NOI growth, excluding termination fees / expense

 

 

 

 

 

 

 

 

1.7

%

Real estate revenue increased $44.2 million, on a net basis, as follows:

(in thousands) 2017 2016 Change
Base rent (1)
 $782,142
 755,556
 26,586
Percentage rent (1)
 8,499
 10,364
 (1,865)
Recovery revenue (1)
 238,076
 227,322
 10,754
Other income (1)
 14,019
 15,026
 (1,007)
Operating expenses (1)
 288,940
 279,700
 9,240
Pro-rata same property NOI, as adjusted $753,796
 728,568
 25,228
Less: Termination fees (1)
 690
 1,359
 (669)
Pro-rata same property NOI, as adjusted, excluding termination fees $753,106
 727,209
 25,897
Pro-rata same property NOI growth, as adjusted     3.6%
       
(1) Adjusted for Equity One operating results prior to the merger for these periods. For additional information and details about the Equity One operating results included herein, refer to the Same Property NOI reconciliation at the end of the Supplemental Earnings section.
Base rent increased $26.6$32.2 million driven by increasesdue to rent steps in existing leases, positive rental rate growthspreads on new and renewal leases, contractual rent steps and rent commencement at redevelopments.increases in occupancy, as well as redevelopment projects completing and operating.
Percentage rent decreased $1.9
Recoveries from tenants increased $19.4 million as a result of lease negotiationsdue to shift percentage rent into base rent upon renewal, coupled with decline in performance at certain historically larger percentage rent paying tenants.
Recovery revenue increased $10.8 million, as a result of increases in recoverable costs, as noted below, and improvements in recovery rates.expenses.
Other income decreased $1.0
Percentage rent increased $3.5 million, due to increases in tenant sales.
Termination fees increased $2.8 million driven by two anchor terminations recognized in 2023.
Uncollectible lease income decreased $14.9 million primarily driven by the 2022 collection of previously reserved amounts, which have continued to occur in 2023, but to a reductionlesser degree.

49


Total real estate operating expense increased $26.3 million, on a net basis, as follows:

Operating and maintenance increased $20.1 million primary due to increases in lease terminationcommon area maintenance and other fee income.tenant-recoverable costs.
Operating expenses
Real estate taxes increased $9.2$5.9 million primarilyprimary due to higheran increase in real estate taxes from increases in assessed values.tax assessments across the portfolio.


Same Property Rollforward:

Roll-forward:

Our same property pool includes the following property count, pro-rataPro-rata GLA, and changes therein:

 

 

2023

 

 

2022

 

(GLA in thousands)

 

Property
Count

 

 

GLA

 

 

Property
Count

 

 

GLA

 

Beginning same property count

 

 

389

 

 

 

41,383

 

 

 

393

 

 

 

41,294

 

Acquired properties owned for entirety of comparable periods

 

 

5

 

 

 

771

 

 

 

 

 

 

327

 

Developments that reached completion by beginning of earliest comparable period presented

 

 

 

 

 

 

 

 

1

 

 

 

72

 

Disposed properties

 

 

(1

)

 

 

(27

)

 

 

(5

)

 

 

(195

)

SF adjustments (1)

 

 

 

 

 

8

 

 

 

 

 

 

(115

)

Change in intended property use

 

 

1

 

 

 

 

 

 

 

 

 

 

Ending same property count

 

 

394

 

 

 

42,135

 

 

 

389

 

 

 

41,383

 

(1)
SF adjustments arising from re-measurements or redevelopments.
 2017 2016
(GLA in thousands)Property CountGLA Property CountGLA
Beginning same property count289
26,392
 300
26,508
Acquired properties owned for entirety of comparable periods1
180
 6
443
Developments that reached completion by beginning of earliest comparable period presented2
331
 2
342
Disposed properties(7)(546) (19)(933)
Properties acquired through Equity One merger110
14,181
 

SF adjustments (1)

63
 
32
Ending same property count395
40,601
 289
26,392
      
(1) SF adjustments arise from remeasurements or redevelopments.
NAREIT

Nareit FFO and Core FFO:

Operating Earnings:

Our reconciliation of net income attributable to common stock and unit holders to NAREITNareit FFO and to Core FFOOperating Earnings is as follows:

(in thousands, except share information)

 

2023

 

 

2022

 

Reconciliation of Net income to Nareit FFO

 

 

 

 

 

 

Net income attributable to common shareholders

 

$

359,500

 

 

 

482,865

 

Adjustments to reconcile to Nareit FFO: (1)

 

 

 

 

 

 

Depreciation and amortization (excluding FF&E)

 

 

378,400

 

 

 

344,629

 

Gain on sale of real estate

 

 

(3,822

)

 

 

(121,835

)

Exchangeable operating partnership units

 

 

2,008

 

 

 

2,105

 

Nareit FFO attributable to common stock and unit holders

 

$

736,086

 

 

 

707,764

 

Reconciliation of Nareit FFO to Core Operating Earnings

 

 

 

 

 

 

Nareit Funds From Operations

 

$

736,086

 

 

 

707,764

 

Adjustments to reconcile to Core Operating Earnings: (1)

 

 

 

 

 

 

Not Comparable Items

 

 

 

 

 

 

Merger transition costs

 

 

4,620

 

 

 

 

Early extinguishment of debt

 

 

(99

)

 

 

176

 

Certain Non Cash Items

 

 

 

 

 

 

Straight-line rent

 

 

(11,060

)

 

 

(11,327

)

Uncollectible straight-line rent

 

 

(1,174

)

 

 

(14,155

)

Above/below market rent amortization, net

 

 

(29,869

)

 

 

(21,434

)

Debt premium/discount amortization

 

 

2,352

 

 

 

(184

)

Core Operating Earnings

 

$

700,856

 

 

 

660,840

 

(1)
Includes Regency's Pro-rata share of unconsolidated investment partnerships, net of Pro-rata share attributable to noncontrolling interests.
(in thousands, except share information) 2017 2016
Reconciliation of Net income to NAREIT FFO    
Net income attributable to common stockholders $159,949
 143,860
Adjustments to reconcile to NAREIT FFO: (1)
    
Depreciation and amortization (excluding FF&E) 364,908
 193,451
Provision for impairment to operating properties 
 3,159
Gain on sale of operating properties, net of tax (30,402) (63,426)
Exchangeable operating partnership units 388
 257
NAREIT FFO attributable to common stock and unit holders $494,843
 277,301
Reconciliation of NAREIT FFO to Core FFO    
NAREIT FFO attributable to common stock and unit holders $494,843
 277,301
Adjustments to reconcile to Core FFO: (1)
    
Development pursuit costs 1,569
 1,503
Deferred income tax benefit (9,737) 
Acquisition pursuit and closing costs 138
 2,007
Merger related costs 80,715
 6,539
Gain on sale of land (3,623) (8,769)
Provision for impairment to land 
 580
(Gain) loss on derivative instruments and hedge ineffectiveness (15) 40,589
Loss on early extinguishment of debt 12,449
 14,207
Preferred redemption charge 12,227
 
Merger related debt offering interest 975
 
Hurricane losses 2,596
 
Core FFO attributable to common stockholders $592,137
 333,957
     
(1) Includes Regency's pro-rata share of unconsolidated investment partnerships, net of pro-rata share attributable to noncontrolling interests.

50




Reconciliation of Same Property NOI to Nearest GAAP Measure:

Our reconciliation of property revenues and property expensesNet income attributable to common shareholders to Same Property NOI, on a pro-rataPro-rata basis, is as follows:

(in thousands)

 

2023

 

 

2022

 

Net income attributable to common shareholders

 

$

359,500

 

 

 

482,865

 

Less:

 

 

 

 

 

 

Management, transaction, and other fees

 

 

26,954

 

 

 

25,851

 

Other (1)

 

 

46,084

 

 

 

51,090

 

Plus:

 

 

 

 

 

 

Depreciation and amortization

 

 

352,282

 

 

 

319,697

 

General and administrative

 

 

97,806

 

 

 

79,903

 

Other operating expense

 

 

9,459

 

 

 

6,166

 

Other expense

 

 

147,824

 

 

 

44,102

 

Equity in income of investments in real estate excluded from NOI (2)

 

 

46,088

 

 

 

35,824

 

Net income attributable to noncontrolling interests

 

 

6,310

 

 

 

5,170

 

Preferred stock dividends

 

 

5,057

 

 

 

 

Pro-rata NOI

 

 

951,288

 

 

 

896,786

 

Less non-same property NOI (3)

 

 

(41,692

)

 

 

(5,141

)

Pro-rata same property NOI

 

$

909,596

 

 

 

891,645

 

(1)
Includes straight-line rental income and expense, net of reserves, above and below market rent amortization, other fees, and noncontrolling interests.
  2017 2016
(in thousands) Same Property 
Other (1)
 Total Same Property 
Other (1)
 Total
Net income attributable to common stockholders $340,455
 (180,506) 159,949
 278,322
 (134,462) 143,860
Less:            
Management, transaction, and other fees 
 26,158
 26,158
 
 25,327
 25,327
Gain on sale of real estate, net of tax 
 27,432
 27,432
 
 47,321
 47,321
Other (2)
 33,935
 13,422
 47,357
 5,849
 10,295
 16,144
Plus:            
Depreciation and amortization 308,311
 25,890
 334,201
 146,708
 15,619
 162,327
General and administrative 
 67,624
 67,624
 
 65,327
 65,327
Other operating expense, excluding provision for doubtful accounts 906
 74,590
 75,496
 1,966
 10,410
 12,376
Other expense (income) 44,745
 96,348
 141,093
 28,335
 119,731
 148,066
Equity in income (loss) of investments in real estate excluded from NOI (3)
 51,069
 2,221
 53,290
 31,050
 2,902
 33,952
Net income attributable to noncontrolling interests 
 2,903
 2,903
 
 2,070
 2,070
Preferred stock dividends and issuance costs 
 16,128
 16,128
 
 21,062
 21,062
Same Property NOI for non-ownership periods of Equity One (4)
 42,245
 
 42,245
 248,036
 
 248,036
Pro-rata NOI, as adjusted $753,796
 38,186
 791,982
 728,568
 19,716
 748,284
             
(1) Includes revenues and expenses attributable to non-same property, sold property, development properties, corporate activities, and noncontrolling interests.
(2) Includes straight-line rental income and expense, net of reserves, above and below market rent amortization, other fees, and noncontrolling interest.
(3) Includes non-NOI expenses incurred at our unconsolidated real estate partnerships, including those separated out above for our consolidated properties.
(4) NOI from Equity One prior to the merger was derived from the accounting records of Equity One without adjustment. Equity One's financial information for the period ended February 28, 2017 and the period ended December 31, 2016 was subject to a limited internal review by Regency. The table below provides Same Property NOI detail for the non-ownership periods of Equity One.
(2)
Includes non-NOI income earned and expenses incurred at our unconsolidated real estate partnerships, including those separated out above for our consolidated properties.
(in thousands) Two Months Ended February 2017 
Twelve Months Ended
December 2016
Base rent $43,798
 256,326
Percentage rent 1,143
 5,143
Recovery revenue 13,889
 79,651
Other income 611
 3,647
Operating expenses 17,196
 96,731
Pro-rata same property NOI, as adjusted $42,245
 248,036
Less: Termination fees 30
 135
Pro-rata same property NOI, as adjusted, excluding termination fees $42,215
 247,901
(3)
Includes revenues and expenses attributable to non-same property, sold property, development properties, and corporate activities. Also includes adjustments for earnings at the four properties we acquired from our former unconsolidated RegCal partnership in 2022 in order to calculate growth on a comparable basis for the periods presented.



Liquidity and Capital Resources

General

We use cash flows generated from operating, investing, and financing activities to strengthen our balance sheet, finance our development and redevelopment projects, fund our investment activities, and maintain financial flexibility. We continuously monitorA significant portion of our cash from operations is distributed to our common shareholders in the capital markets and evaluateform of dividends in order to maintain our ability to issue new debt or equity, to repay maturing debt, or fund our capital commitments.

status as a REIT.

Except for the $500$200 million of unsecured public and private placement debt, assumed with the Equity One merger on March 1, 2017, our Parent Company has no capital commitments other than its guarantees of the commitments of our Operating Partnership. All remaining debt is held by our Operating Partnership, its subsidiaries, or by our co-investmentreal estate partnerships. The Operating Partnership is a co-issuer and a guarantor onof the $500$200 million of outstanding debt of our Parent Company assumed in the Equity One merger.Company. The Parent Company will from time to time access the capital markets for the purpose of issuing new equity, and will simultaneously contribute all of the offering proceeds to the Operating Partnership in exchange for additional partnership units.

We continually assess our available liquidity and our expected cash requirements, including monitoring our tenant rent collections. We have access to and draw on multiple financing sources to fund our operations and our long-term capital needs, including the requirements of our in process and planned developments, redevelopments, other capital expenditures, and the repayment of debt. We expect to meet these needs by using a combination of the following: cash flow from operations after funding our common stock and preferred stock dividends, borrowings from our Line, proceeds from the sale of real estate, mortgage loan and unsecured bank financing, distributions received from our real estate partnerships, and when the capital markets are favorable, proceeds from the sale of equity securities or the issuance of new unsecured debt. We continually evaluate alternative financing options, and we believe we can obtain new financing on reasonable terms, although likely at higher interest rates than that of our debt currently outstanding, due to the current interest rate environment.

On January 8, 2024, Regency priced a public offering of $400 million of senior unsecured notes due 2034 (the “2024 Notes”) under our existing shelf registration filed with the SEC. The Notes mature on January 15, 2034, and were issued at 99.617% of par value with a coupon of 5.25%. We have $250 million of unsecured debt maturing in June 2024, which we intend to pay off by utilizing the proceeds available from the 2024 Notes. In addition, we have $148.3 million of secured mortgage maturities during the next 12 months, including mortgages within our real estate partnerships, which we intend to refinance or pay-off as they mature. Based upon our available cash balance, sources of capital, our current credit ratings, and the number of high quality, unencumbered properties we own, we believe our available capital resources are sufficient to meet our expected capital needs.needs for the next year, although, in the longer term, we can provide no assurances.

51


In addition to its $45.4our $85.0 million of unrestricted cash, the Company haswe have the following additional sources of capital available:

(in thousands)

 

December 31, 2023

 

ATM program (see note 12 to our Consolidated Financial Statements)

 

 

 

Original offering amount

 

$

500,000

 

Available capacity

 

$

500,000

 

Line of Credit (see note 9 to our Consolidated Financial Statements)

 

 

 

Total commitment amount(2)

 

$

1,250,000

 

Available capacity (1)

 

$

1,090,285

 

Maturity (2)

 

March 23, 2025

 

(1)
Net of letters of credit issued against our Line.
(in thousands) December 31, 2017
ATM equity program (see note 10 to our Consolidated Financial Statements)  
Original offering amount $500,000
Available capacity $500,000
   
Line of Credit (the "Line") (see note 7 to our Consolidated Financial STatements)  
Total commitment amount $1,000,000
Available capacity (1)
 $930,600
Maturity (2)
 May 13, 2019
   
(1) Net of letters of credit.
(2) The Company has the option to extend the maturity for two additional six-month periods.
(2)
We operate our business such that we expect net cash flow from operating activities will provideIn January 2024, the necessary fundsCompany amended its Line, to, pay our distributionsamong other items, increase the borrowing capacity to our common$1.5 billion and preferred stock and unit holders, which were $328.3 million and $222.4 millionto extend the maturity date to March, 2028 with the option to extend the maturity for the years ended December 31, 2017 and 2016, respectively. We currently do not have any preferred shares issued and outstanding. Our dividend distribution policytwo additional six-month periods.

The declaration of dividends is setdetermined quarterly by our Board of Directors, who monitorsDirectors. On February 7, 2024, our financial position. Our Board of Directors recently declaredDirectors:

Declared a common stock dividend of $0.555$0.67 per share, payable on March 2, 2018,April 3, 2024, to shareholders of record as of February 20, 2018. FutureMarch 13, 2024;
Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $0.390625 per share on April 30, 2024. The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2024; and
Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $0.367200 per share on April 30, 2024. The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2024.

While future dividends will be declareddetermined at the discretion of our Board of Directors, and will be subject to capital requirements and availability. Wewe plan to continue paying an aggregate amount of distributions to our stock and unit holders that, at a minimum, meet the requirements to continue qualifying as a REIT for federal income tax purposes.

We have historically generated sufficient cash flow from operations to fund our dividend distributions. During the next twelve months,years ended December 31, 2023 and 2022, we generated cash flow from operations of $719.6 million and $655.8 million, respectively, and paid $458.8 million in dividends to our common and preferred stock and unit holders, and $430.1 million in dividends to our common stock and unit holders, respectively.

We currently have development and redevelopment projects in various stages of construction, along with a pipeline of potential projects for future development or redevelopment. After funding our common and preferred stock dividend payments in January 2024, we estimate that we will require capital during the next 12 months of approximately $256.4$677.8 million of cash, including $238.0 millionrelated to completeleasing commissions, tenant improvements, in-process developments and redevelopments, $6.4 million to repay maturing debt, and $12.0 million to fund our pro-rata share of estimated capital contributions to our co-investmentreal estate partnerships, for repayment ofand repaying maturing debt. These capital requirements are being impacted by inflation resulting in increased costs of construction materials, labor, and services from third party contractors and suppliers. Further, continued challenges from permitting delays and labor shortages may extend the time to completion of these projects. In response, we have implemented mitigation strategies such as entering into fixed cost construction contracts, pre-ordering materials, and other planning efforts.

If we start new developments redevelop additional shopping centers,or redevelopments, commit to newproperty acquisitions, prepayrepay debt prior to maturity, declare future dividends, or repurchase shares of our common stock, our cash requirements will increase. If we refinance maturing debt, our cash requirements will decrease. To meet our cash requirements, we will utilize cash generated from operations, proceeds from the sale of real estate, available borrowings from our Line, and when the capital markets are favorable, proceeds from the sale of equity or the issuance of new long-term debt. In addition, we are under contract to purchase, through November 2019, up to 100% ownership interest in an operating shopping center valued at $205.0 million. We are currently expecting to be able to purchase a 30% ownership interest in the property by November 2019.

We endeavor to maintain a high percentage of unencumbered assets. As of December 31, 2017, 85.7%2023, 87.1% of our wholly-owned real estate assets were unencumbered. SuchOur low level of encumbered assets allowallows us to more readily access the secured and unsecured debt markets and to maintain availabilityborrowing capacity on the Line. Our annualizedtrailing 12 month fixed charge coverage ratio, including our pro-rataPro-rata share of our partnerships, was 4.14.7x and 3.3 times for4.6x for the periods ended December 31, 20172023 and 2016, respectively. We define2022, respectively, and our coveragePro-rata net debt and Preferred Stock-to-operating EBITDAre adjusted ratio as earnings before



interest, taxes, investment transaction profits net of deal costs, depreciationon a trailing 12 month basis was 5.4x and amortization (“ EBITDA”) divided by5.0x, respectively, for the sumsame periods. In light of the gross interestmerger with UBP on August 18, 2023, the adjusted debt metric calculations include legacy Regency results for the trailing 12 months and scheduled mortgage principal paid to our lenders plus dividends paid to our preferred stockholders.
the annualized contribution from UBP post merger.

Our Line Term Loans, and unsecured loansdebt require that we remain in compliance with various covenants, which are described in note 79 to the Consolidated Financial Statements. The debt assumed in conjunction with the UBP acquisition contain covenants that are consistent with our existing debt covenants. We arewere in compliance with these covenants at December 31, 20172023, and expect to remain in compliance.

52


Summary of Cash Flow Activity

The following table summarizes net cash flows related to operating, investing, and financing activities of the Company:

(in thousands) 2017 2016 Change
Net cash provided by operating activities $471,146
 297,360
 173,786
Net cash used in investing activities (1,007,980) (409,671) (598,309)
Net cash provided by financing activities 568,948
 88,711
 480,237
Net increase (decrease) in cash and cash equivalents 32,114
 (23,600) 55,714
Total cash and cash equivalents $45,370
 13,256
 32,114

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Net cash provided by operating activities

 

$

719,591

 

 

 

655,815

 

 

 

63,776

 

Net cash used in investing activities

 

 

(341,978

)

 

 

(206,108

)

 

 

(135,870

)

Net cash used in financing activities

 

 

(355,035

)

 

 

(475,958

)

 

 

120,923

 

Net change in cash, cash equivalents, and restricted cash

 

 

22,578

 

 

 

(26,251

)

 

 

48,829

 

Total cash, cash equivalents, and restricted cash

 

$

91,354

 

 

 

68,776

 

 

 

22,578

 

Net cash provided by operating activities:

Net cash provided by operating activities increased by $173.8$63.8 million due to:

$201.358.7 million increase in cash from operating income;operations due to timing of receipts and payments, and
$3.15.1 million increase in operating cash flow distributions from our unconsolidatedInvestments in real estate partnerships; and, decreased by,partnerships.
$30.7 million net decrease in cash due to timing of cash receipts and payments related to operating activities.

Net cash used in investing activities:

Net cash used in investing activities increasedchanged by $598.3$135.9 million as follows:

(in thousands) 2017 2016 Change
Cash flows from investing activities:      
Acquisition of operating real estate $(124,727) (333,220) 208,493
Costs paid in advance of real estate acquisitions (4,917) (750) (4,167)
Acquisition of Equity One, net of cash acquired of $72,534 (648,763) 
 (648,763)
Real estate development and capital improvements (347,780) (234,598) (113,182)
Proceeds from sale of real estate investments 112,161
 135,269
 (23,108)
Issuance of notes receivable (5,236) 
 (5,236)
Investments in real estate partnerships (23,529) (37,879) 14,350
Distributions received from investments in real estate partnerships 36,603
 58,810
 (22,207)
Dividends on investment securities 365
 330
 35
Acquisition of securities (23,535) (55,223) 31,688
Proceeds from sale of securities 21,378
 57,590
 (36,212)
Net cash used in investing activities $(1,007,980) (409,671) (598,309)

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

Acquisition of operating real estate, net of cash acquired of $0, $3,061 and $2,991 in 2023, 2022 and 2021, respectively

 

$

(45,386

)

 

 

(169,639

)

 

 

124,253

 

Acquisition of UBP, net of cash acquired of $14,143

 

 

(82,389

)

 

 

 

 

 

(82,389

)

Real estate development and capital improvements

 

 

(232,855

)

 

 

(195,418

)

 

 

(37,437

)

Proceeds from sale of real estate

 

 

11,167

 

 

 

143,133

 

 

 

(131,966

)

Issuance of notes receivable

 

 

(4,000

)

 

 

 

 

 

(4,000

)

Collection of notes receivable

 

 

4,000

 

 

 

1,823

 

 

 

2,177

 

Investments in real estate partnerships

 

 

(13,119

)

 

 

(36,266

)

 

 

23,147

 

Return of capital from investments in real estate partnerships

 

 

11,308

 

 

 

48,473

 

 

 

(37,165

)

Dividends on investment securities

 

 

1,283

 

 

 

1,113

 

 

 

170

 

Acquisition of investment securities

 

 

(7,990

)

 

 

(21,112

)

 

 

13,122

 

Proceeds from sale of investment securities

 

 

16,003

 

 

 

21,785

 

 

 

(5,782

)

Net cash used in investing activities

 

$

(341,978

)

 

 

(206,108

)

 

 

(135,870

)

Significant changes in investing and divesting activities included:

include:

Other than those included with the merger, we invested $124.7
We paid $45.4 million in 20172023 to acquirepurchase two operating properties. In 2022, we paid $169.6 million to purchase seven operating properties, and twoincluding four properties in which we previously held a 25% interest through an unconsolidated Investment in real estate parcels at existing operating properties, compared to three operating properties for $333.2 million during 2016.partnership.


We issued 65.5 million shares of common stock to the shareholders of Equity One valued at $4.5 billion in a stock for stock exchange and merged Equity One into the Company on March 1, 2017. As part of the merger, we paid $648.8invested $82.4 million, net of $14.1 million in cash acquired which was used by Equity One to repay its credit facilities not assumed byfor the Company with the merger.acquisition of UBP, including $39.3 million for UBP debt repaid at closing, and $57.2 million in direct transaction and other costs.
We invested $113.2$37.4 million more in 20172023 than 2016 on2022 in real estate development, redevelopment, and capital improvements, as further detailed in a tablethe tables below.
We receivedsold five land parcels, and one development project interest in 2023 for proceeds of $112.2$11.2 million from the sale of six shopping centers and ninecompared to two operating properties, four land parcels, and one development project interest in 2017, compared to $135.32022 for proceeds of $143.1 million.
We issued and collected $4.0 million for 11 shopping centersin notes receivable during 2023, and 16 land parcels in 2016.collected $1.8 million during 2022.
We invested $23.5$13.1 million in our real estate partnerships during 20172023, including:
o
$2.8 million to fund our share of maturing mortgage debtacquiring one operating property within an existing real estate partnership, and
o
$10.3 million to fund our share of development and redevelopment activities compared to $37.9 million during
During the same period in 2016, which included contributions2022, we invested $36.3 million in our real estate partnerships, including:
o
$6.1 million to fund the acquisitionour share of acquiring one operating property within an operating property.existing real estate partnership
o
Distributions$20.2 million to fund our share of secured debt maturities, and
o
$10.0 million to fund our share of development and redevelopment activities.

53


Return of capital from our unconsolidated investments in real estate partnerships include return of capital fromincludes sales or financing proceeds. The $36.6proceeds:
o
During 2023, we received $11.3 million, received in 2017 is driven by the saleincluding $3.6 million from our share of three operating propertiesdebt refinancing activities and one land parcel plus$7.7 million from our share of proceeds from refinancing certain operating properties within the partnerships. real estate sales.
o
During the same period in 2016,2022, we received $58.8$48.5 million, including $11.6 million from the saleour share of ten shopping centers within the partnerships.debt refinancing activities and $36.9 million from our share of proceeds from real estate sales.
Acquisition of securities and proceeds from sale of securities pertain to investmentsinvestment activities held in our captive insurance company and our deferred compensation plan.

We plan to continue developing and redeveloping shopping centers for long-term investment purposes. Weinvestment. During 2023, we deployed capital of $347.8$232.9 million for the development, redevelopment, and improvement of our real estate properties, as comprised of the following:

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Capital expenditures:

 

 

 

 

 

 

 

 

 

Land acquisitions

 

$

2,580

 

 

 

12,484

 

 

 

(9,904

)

Building and tenant improvements

 

 

92,609

 

 

 

75,420

 

 

 

17,189

 

Redevelopment costs

 

 

88,426

 

 

 

68,730

 

 

 

19,696

 

Development costs

 

 

34,981

 

 

 

27,861

 

 

 

7,120

 

Capitalized interest

 

 

5,505

 

 

 

4,133

 

 

 

1,372

 

Capitalized direct compensation

 

 

8,754

 

 

 

6,790

 

 

 

1,964

 

Real estate development and capital improvements

 

$

232,855

 

 

 

195,418

 

 

 

37,437

 

We paid $2.6 million to acquire one land parcel for development in 2023, and paid $12.5 million to acquire one land parcel for development and one land parcel formerly under ground lease at one of our existing centers in 2022.
(in thousands) 2017 2016 Change
Capital expenditures:      
Land acquisitions for development / redevelopment $26,688
 26,938
 (250)
Building and tenant improvements 54,200
 32,941
 21,259
Redevelopment costs 133,597
 51,226
 82,371
Development costs 108,611
 107,300
 1,311
Capitalized interest 7,946
 3,482
 4,464
Capitalized direct compensation 16,738
 12,711
 4,027
Real estate development and capital improvements $347,780
 234,598
 113,182
During both 2017 and 2016 we acquired four land parcels for new development projects.
Building and tenant improvements increased $21.3$17.2 million during the year ended December 31, 20172023, primarily related to the overall increasetiming of capital projects.
Redevelopment costs are $19.7 million higher in the size of our portfolio from the merger with Equity One in March 2017.
Redevelopment expenditures were higher during 20172023 due to the timing magnitude, and numbermagnitude of projects currently in process, including projects acquired from Equity One.process. We intend to continuously improve our portfolio of shopping centers through redevelopment which can include adjacent land acquisition, existing building expansion, facade renovations,renovation, new out-parcel building construction, and redevelopment related tenant improvement costs. The size and scopemagnitude of each redevelopment project varies with each redevelopment plan. The timing and duration of these projects could also result in volatility in NOI. See the tables below for more details about our redevelopment projects.
Development expenditures werecosts are higher in 20172023 due to the progress towards completion of our development projects currently in process. At December 31, 2017 and 2016, we had nine and six development projects, respectively, that were either under construction or in lease up. See the tables below for more details about our development projects.
Interest is capitalized on our development and redevelopment projects and is based on cumulative actual development costs expended. We cease interest capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would we capitalize interest on the project beyond 12 months after the anchor tenant opens for business. If we reduce our development and redevelopment activity, the amount of interest that we capitalize may be lower than historical averages.


We have a staff of employees who directly support our development andprogram, which includes redevelopment programs.of our existing properties. Internal compensation costs directly attributable to these activities are capitalized as part of each project. Changes in the level of future development and redevelopment activity could adversely impact results of operations by reducing the amount of internal costs for development and redevelopment projects that may be capitalized. A 10% reduction in development and redevelopment activity without a corresponding reduction in development related compensation costs could result in an additional charge to net income of $1.8 million per year.

The following table summarizes our consolidated development projects:

projects in-process and completed:

(in thousands, except cost PSF)

 

 

 

 

 

 

 

 

 

December 31, 2023

 

Property Name

 

Market

 

Ownership

 

Start Date

 

Estimated Stabilization Year (1)

 

Estimated / Actual Net
Development
Costs
 (2) (3)

 

 

GLA (3)

 

 

Cost PSF
of GLA
 (2) (3)

 

 

% of Costs
Incurred

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developments In-Process

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Glenwood Green

 

Metro NYC

 

70%

 

Q1-22

 

2025

 

 

46,172

 

 

 

247

 

 

 

187

 

 

 

81

%

Baybrook East - Phase 1B(4)

 

Houston, TX

 

50%

 

Q2-22

 

2025

 

 

10,384

 

 

 

78

 

 

 

133

 

 

 

77

%

Sienna - Phase 1

 

Houston, TX

 

75%

 

Q2-23

 

2027

 

 

9,409

 

 

 

23

 

 

 

409

 

 

 

26

%

The Shops at SunVet

 

Long Island, NY

 

100%

 

Q2-23

 

2027

 

 

86,872

 

 

 

167

 

 

 

520

 

 

 

36

%

Total Developments In-Process

 

 

 

 

 

 

 

$

152,837

 

 

 

515

 

 

$

297

 

 

 

51

%

(1)
Estimated Stabilization Year represents the estimated first full calendar year that the project will reach our expected stabilized yield.
December 31, 2017
(in thousands, except cost PSF)            
Property Name Market Start Date Estimated/Actual Anchor Opens 
Estimated Net Development Costs (1)
 
% of Costs Incurred (1)
 GLA 
Cost PSF GLA (1)
Northgate Marketplace Ph II Medford, OR Q4-15 Oct-16 $40,791
 98% 177
 230
The Market at Springwoods Village (2)
 Houston , TX Q1-16 May-17 27,492
 82% 89
 309
Chimney Rock Crossing New York, NY Q4-16 April-18 71,005
 79% 218
 326
The Village at Riverstone Houston, TX Q4-16 Oct-18 30,658
 50% 165
 186
The Field at Commonwealth Metro DC Q1-17 Aug-18 45,033
 64% 187
 241
Pinecrest Place (3)
 Miami, FL Q1-17 Jan-18 16,427
 21% 70
 235
Mellody Farm Chicago, IL Q2-17 Oct-18 97,399
 39% 252
 387
Indigo Square Charleston, SC Q4-17 Feb-19 16,574
 31% 51
 325
Total       $345,379
 58% 1,209
 $286
(1) Includes leasing costs, and is net of tenant reimbursements.
(2) Estimated Net Development Costs are reported at full project cost. Our ownership interest in this consolidated property is 53%.
(3) Estimated Net Development Costs for Pinecrest Place excludes the cost of land, which the Company has leased long term.
(2)
Includes leasing costs and is net of tenant reimbursements.
(3)
Estimated Net Development Costs and GLA are reported based on Regency’s ownership interest in the real estate partnership at completion.
(4)
Estimated Net Development Costs for Baybrook East - Phase 1B is limited to our ownership interest in the value of land and site improvements to deliver a parcel to a grocer, under a ground lease agreement, to construct their building and improvements. This property is included in our Investments in real estate partnerships.

54


The following table summarizes our pro-rata shareredevelopment projects in-process and completed:

(in thousands)

 

 

 

 

 

 

 

December 31, 2023

 

Property Name

 

Market

 

Ownership

 

Start Date

 

Estimated Stabilization Year (1)

 

Estimated Incremental Project Costs (2) (3)

 

 

GLA (3)

 

 

% of Costs Incurred

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redevelopments In-Process

 

 

 

 

 

 

 

 

 

 

 

 

 

The Abbot

 

Boston, MA

 

100%

 

Q2-19

 

2025

 

$

58,973

 

 

 

64

 

 

 

95

%

Westbard Square Phase I

 

Bethesda, MD

 

100%

 

Q2-21

 

2025

 

 

37,000

 

 

 

126

 

 

 

74

%

Buckhead Landing

 

Atlanta, GA

 

100%

 

Q2-22

 

2025

 

 

30,859

 

 

 

152

 

 

 

37

%

Bloom on Third (fka Town and Country Center)

 

Los Angeles, CA

 

35%

 

Q4-22

 

2027

 

 

24,525

 

 

 

51

 

 

 

24

%

Mandarin Landing

 

Jacksonville, FL

 

100%

 

Q2-23

 

2025

 

 

16,422

 

 

 

140

 

 

 

22

%

Serramonte Center - Phase 3

 

San Francisco, CA

 

100%

 

Q2-23

 

2025

 

 

36,989

 

 

 

1,072

 

 

 

13

%

Circle Marina Center

 

Los Angeles, CA

 

100%

 

Q3-23

 

2025

 

 

14,986

 

 

 

118

 

 

 

10

%

Avenida Biscayne

 

Miami, FL

 

100%

 

Q4-23

 

2026

 

 

22,743

 

 

 

29

 

 

 

12

%

Cambridge Square

 

Atlanta, GA

 

100%

 

Q4-23

 

2026

 

 

15,002

 

 

 

73

 

 

 

3

%

Various Redevelopments

 

Various

 

20% - 100%

 

Various

 

Various

 

 

57,762

 

 

 

1,368

 

 

 

40

%

Total Redevelopments In-Process

 

 

 

 

 

 

 

$

315,261

 

 

 

3,193

 

 

 

43

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redevelopments Completed

 

 

 

 

 

 

 

 

 

 

 

 

 

The Crossing Clarendon

 

Metro DC

 

100%

 

Q4-18

 

2024

 

$

55,679

 

 

 

129

 

 

 

 

Various Properties

 

Various

 

20% - 100%

 

Various

 

Various

 

 

32,345

 

 

 

1,648

 

 

 

 

Total Redevelopments Completed

 

 

 

 

 

 

 

$

88,024

 

 

 

1,777

 

 

 

 

(1)
Estimated Stabilization Year represents the estimated first full calendar year that the project will reach our expected stabilized yield.
(2)
Includes leasing costs and is net of unconsolidated development projects. There were no unconsolidated development projectstenant reimbursements.
(3)
Estimated Net Development Costs and GLA are reported based on Regency’s ownership interest in the real estate partnership at December 31, 2016.
completion.
December 31, 2017
(in thousands, except cost PSF)            
Property Name Market Start Date Estimated/Actual Anchor Opens 
Estimated Net Development Costs (1)
 
% of Costs Incurred (1)
 GLA 
Cost PSF GLA (1)
Midtown East Raleigh, NC Q4-17 July-19 $22,015
 35% 87
 $253
(1) Includes leasing costs, and is net of tenant reimbursements.
The following table summarizes our completed consolidated development projects:
December 31, 2017
(in thousands, except cost PSF)        
Property Name Market Completion Date 
Net Development Costs (1)
 GLA 
Cost PSF GLA (1)
Willow Oaks Crossing Charlotte, NC Q1-17 $13,991
 69
 $203
The Village at Tustin Legacy Los Angeles, CA Q4-17 37,122
 112
 331

     $51,113
 181
 $282
           
(1) Includes leasing costs and is net of tenant reimbursements.


Net cash provided byused in financing activities:

activities:

Net cash flows generated fromused in financing activities increased by $480.2 millionchanged during 2017,2023, as follows:

(in thousands) 2017 2016 Change
Cash flows from financing activities:      
Equity issuances $88,458
 548,920
 (460,462)
Repurchase of common shares in conjunction with tax withholdings on equity award plans (18,649) (7,984) (10,665)
Preferred stock redemption (325,000) 
 (325,000)
Distributions to limited partners in consolidated partnerships, net (8,139) (4,213) (3,926)
Dividend payments and operating partnership distributions (328,314) (222,398) (105,916)
Borrowings on unsecured credit facilities, net 345,000
 115,000
 230,000
Proceeds from debt issuance 1,084,184
 53,446
 1,030,738
Debt repayments (255,421) (392,755) 137,334
Payment of loan costs (13,271) (2,233) (11,038)
Proceeds from sale of treasury stock, net 100
 928
 (828)
Net cash provided by financing activities $568,948
 88,711
 480,237

(in thousands)

 

2023

 

 

2022

 

 

Change

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Net proceeds from common stock issuances

 

$

(33

)

 

 

61,284

 

 

 

(61,317

)

Repurchase of common shares in conjunction with equity award plans

 

 

(7,662

)

 

 

(6,447

)

 

 

(1,215

)

Common shares repurchased through share repurchase program

 

 

(20,006

)

 

 

(75,419

)

 

 

55,413

 

Proceeds from sale of treasury stock, net

 

 

103

 

 

 

64

 

 

 

39

 

Contributions from (Distributions to) limited partners in consolidated partnerships, net

 

 

2,425

 

 

 

(7,245

)

 

 

9,670

 

Dividend payments and operating partnership distributions

 

 

(458,846

)

 

 

(430,143

)

 

 

(28,703

)

Redemption of exchangeable operating partnership units

 

 

(9,163

)

 

 

 

 

 

(9,163

)

Proceeds from unsecured credit facilities, net

 

 

152,000

 

 

 

 

 

 

152,000

 

Proceeds from debt issuance

 

 

59,500

 

 

 

 

 

 

59,500

 

Debt repayment, including early redemption costs

 

 

(72,827

)

 

 

(17,964

)

 

 

(54,863

)

Payment of loan costs

 

 

(526

)

 

 

(88

)

 

 

(438

)

Net cash used in financing activities

 

$

(355,035

)

 

 

(475,958

)

 

 

120,923

 

Significant financing activities during the years ended December 31, 20172023 and 2016 include2022 included the following:

We raised $88.5received proceeds of $61.3 million, during December 2017net of issue costs, in April 2022 upon settling the remaining 1,250,000 shares under the forward equity offering. We raised $548.9 million during 2016 by:sales under our ATM program.
issuing 182,787 shares of common stock through our ATM program at an average price of $68.85 per share resulting in net proceeds of $12.3 million,
issuing 1,850,000 shares under our forward equity offering at an average price of $74.32 per share resulting in proceeds of $137.5 million, and
issuing 5,000,000 shares of common stock at $79.78 per share resulting in net proceeds of $400.1 million.
We repurchased for cash a portion of the common stock relatedgranted to stock basedemployees for stock-based compensation to satisfy employee federal and state tax withholding requirements. The repurchases increased $10.7requirements, which totaled $7.7 million and $6.4 million during the years ended December 31, 2023 and 2022, respectively.

55


We paid $20.0 million to repurchase 349,519 shares of our common stock through our Repurchase Program during 2023, and $75.4 million during the same period in 2022 to repurchase 1,294,201 shares of our common stock through our Repurchase Program.
We received $2.4 million net from limited partners, including $10.2 million of contributions for their share of debt repayments and development funding, partially offset by $7.8 million in 2017 primarily dueoperating distributions during 2023. During 2022, we paid $7.2 million, net to limited partners, including $15.0 million in distributions for both operating cash flows as well as a partner buyout, partially offset by $7.8 million of contributions from limited partners in new consolidated Investments in real estate partnerships.
We paid $28.7 million more in dividends as a result of an increase in our dividend rate per share and the vestingnumber of Equity One'sshares of our common stock based compensation programoutstanding, as well as preferred dividends commencing in 2023 as a result of the merger.UBP acquisition.
We redeemed allpaid $9.2 million in 2023 for the redemption of the issued and outstanding shares of our 6.625% Series 6 and 6.000% Series 7 cumulative redeemable preferred stock on February 16, 2017 and August 23, 2017, respectively, for $325.0 million.exchangeable operating partnership units.
Net distributions to consolidated partnerships increased $3.9 million primarily due to excess proceeds from property refinancings during 2017.
As a result of the shares of common stock issued during 2016 and common shares issued as merger consideration during 2017, combined with an increase in our quarterly dividend rate, our annual dividend payments increased $105.9 million.
During 2017 and 2016, weWe received net proceeds of $300.0$152.0 million upon closing a new term loan and $100.0 million of proceeds upon expanding an existing term loan, respectively. The proceeds from the new term loan were used to repay a $300.0 million Equity One term loan that was not assumed in the merger and proceeds from the term loan expansion were usedour unsecured credit facilities to fund acquisition activities. During 2017, we borrowed $45.0 million on our Line, net of repayments, compared to $15.0 million net borrowings in 2016.
We issued $1.1 billion of debt in 2017direct transaction costs related to the UBP acquisition.
We had the following activity:debt related activity during 2023:
In January and June, we issued $650.0 million and $300.0 million of senior unsecured public notes, respectively. The notes were issued in two tranches of which $425.0 million is due in 2047 and $525.0 million is due in 2027. The January proceeds of $648.0 million were used to redeem all of


o
We received $59.5 million in proceeds from a mortgage refinancing,
our $250.0 million Series 6 preferred stock and to fund consideration paid to Equity One to repay its credit facilities not assumed by the Company in the merger.
A portion of the $300 million June bond offering proceeds were used to retire approximately $112.0 million of loans secured by mortgages with interest rates ranging from 7.0% to 7.8% on various properties and to reduce the outstanding balance on the Line. We used the remainder of the proceeds to redeem all of our $75.0 million Series 7 preferred stock in August and for general corporate purposes.
Additionally, during 2017 we received proceeds of $122.5 million from mortgage loans and $8.6 million from development construction draws, all within consolidated real estate partnerships. During 2016, we received $53.4 million in mortgage proceeds upon encumbering two properties.
o
We paid $255.4$72.8 million for debt repayments, including:
$11.2 million in principal mortgage payments, and
$61.6 million for a combination of repaying or refinancing six mortgage loans at maturity.
We had the following debt related activity during 2022:
o
We paid $18.0 million for secured debt payments, including:
$6.8 million to repay or refinanceone mortgage, loans and to pay scheduled principal payments as compared to $392.8
$11.2 million in 2016.principal mortgage payments.

Contractual Obligations

We have debtcontractual obligations relatedat December 31, 2023, which are discussed in our notes to our mortgageConsolidated Financial Statements and include:

Mortgage loans, unsecured notes, and unsecured credit facilities as discussed in note 9, and related interest rate swap obligationsswaps as described further below anddiscussed in note 7 and note 15 to the Consolidated Financial Statements. 10;
We have shopping centers that are subject to non-cancelable long-term ground leases where a third party owns and has leased the underlying land to us to construct and/or operate a shopping center. We also have non-cancelable operating leases pertaining to office space from which we conduct our business. In addition, at December 31, 2017 we have a commitment to purchase up to 100% ownership interestThese lease obligations are discussed in an operating property valued at $205.0 million by November 2019. Our current expectation is to acquire a 30% interest by that date, and is reflected accordingly in the following table.note 7;
The following table of Contractual Obligations summarizes our debt maturities, including our pro-rata
Our share of obligationsmortgage loans within co-investmentour Investments in real estate partnerships, as of December 31, 2017, and excludes the following:discussed in note 4;
Recorded debt premiums or discounts and issuance costs that are not obligations;
Obligations related to construction or development contracts, since payments are only due upon satisfactory performance under the contracts;
Letters of credit of $9.4$8.5 million issued to cover our captive insurance program and performance obligations on certain development projects, which the latter of which will be satisfied upon completion of the development projects; and
Obligations for retirement savings plans due to uncertainty around timing of participant withdrawals, which are solely within the control of the participant, and are further discussed in note 1214; and
We will also incur obligations related to construction or development contracts on projects in process; however, future amounts under these construction contracts are not due until future satisfactory performance under the Consolidated Financial Statements.


contracts.
  Payments Due by Period  
(in thousands) 2018 2019 2020 2021 2022 Beyond 5 Years Total
Notes payable:              
Regency (1)
 $257,062
 223,934
 659,897
 429,423
 667,130
 2,586,335
 $4,823,781
Regency's share of joint ventures (1) (2)
 43,501
 46,768
 110,326
 114,224
 84,095
 237,847
 636,761
               
Operating leases:              
Regency - office leases 4,744
 4,860
 4,573
 3,684
 2,798
 8,155
 28,814
               
Subleases:              
Regency - office leases (216) (221) (227) (115) 
 
 (779)
               
Ground leases:              
Regency 9,738
 10,690
 10,432
 10,338
 10,251
 473,817
 525,266
Regency's share of joint ventures 385
 391
 392
 392
 392
 18,321
 20,273
               
Purchase commitment 
 60,000
 
 
 
 
 60,000
               
Total $315,214
 346,422
 785,393
 557,946
 764,666
 3,324,475
 $6,094,116
               
(1) Includes interest payments.
(2) We are obligated to contribute our pro-rata share to fund maturities if they are not refinanced. We believe that our partners are financially sound and have sufficient capital or access thereto to fund future capital requirements. In the event that a co-investment partner was unable to fund its share of the capital requirements of the co-investment partnership, we would have the right, but not the obligation, to loan the defaulting partner the amount of its capital call.


Critical Accounting Estimates

Knowledge about our significant accounting policies is necessary for a complete understanding of our financial statements.Consolidated Financial Statements. The preparation of our financial statementsConsolidated Financial Statements requires that we make certain estimates, judgments, and assumptions that impact the balance of assets and liabilities as of athe financial statement date and the reported amount of income and expenses during athe financial reporting period. These accounting estimates, judgments and assumptions are based upon, but not limited to our judgments about historical andexperience, current trends, expected future results, current market conditions, and interpretation of industry accounting standards. TheyWhile the following is not intended to be a comprehensive list of our accounting estimates, the estimates discussed below are consideredbelieved to be critical because of their significance to the financial statementsConsolidated Financial Statements and the possibility that future events may differ from those judgments, or that the use of different assumptions could result in materially different estimates. We review these estimates on a periodic basis to ensure reasonableness; however, the amounts we may ultimately realize could differ from such estimates.

Accounts Receivable and Straight Line Rent
Minimum rent, percentage rent, and expense recoveries

Valuation of Real Estate Investments Acquired from tenantsUrstadt Biddle Properties, Inc.

We generally account for common area maintenance costs, insurance andan acquisition of a single real estate taxesproperty or portfolio of real estate properties as an asset acquisition. We measure the real estate assets acquired based on their total cost of the acquisition and the total cost is allocated to the real estate

56


properties acquired and related lease intangibles on a relative fair value basis. The fair value of the real estate properties acquired is based on a valuation utilizing an income approach methodology, primarily by applying a market-specific capitalization rate to the estimated stabilized net operating income of the individual real estate properties. The fair value of land acquired is generally based on a valuation utilizing a market approach methodology that identifies comparable land sales.

Key assumptions may include stabilized net operating income and capitalization rates. Stabilized net operating income is based on several factors including property operating history, market rents, location, property conditions, amenities, local demographics, economic trends, and size of the property. We determine capitalization rates by market based on recent transactions and other market data and adjust, if necessary, based on the property characteristics. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. The use of different assumptions, judgments and estimates to value the acquired properties and allocate the most significant portion of the purchase price among the land, buildings and improvements and identified intangible assets and liabilities could affect the depreciation and amortization expense we recognize over the estimated remaining useful life.

Impairment of Real Estate Investments

In accordance with GAAP, we evaluate our real estate for impairment whenever there are events or changes in circumstances, including property operating performance, general market conditions or changes in expected hold periods, that indicate that the carrying value of our real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. If such events or changes occur, we compare the current carrying value of the asset to the estimated undiscounted cash flows that are directly associated with the use and ultimate disposition of the asset. Our estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, comparable sales information, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and the resulting impairment, if any, could differ from the actual gain or loss recognized upon ultimate sale in an arm's length transaction. If the carrying value of the asset exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over the estimated fair value.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, as well as the use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow method uses similar assumptions to the undiscounted cash flow method above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimation of fair value. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information. Changes in events or changes in circumstances may alter the expected hold period of an asset or asset group, which may result in an impairment loss and such loss could be material to the Company's principal source of revenue. As a result of generating this revenue, we will routinely have accounts receivable due from tenants. financial condition or operating performance.

Recent Accounting Pronouncements

See note 1 to Consolidated Financial Statements.

Environmental Matters

We are subject to numerous environmental laws and regulations, which primarily pertain to chemicals historically used by certain current and former dry cleaning and gas station tenants and the existence of asbestos in older shopping centers. We believe that the relatively few tenants who currently operate dry cleaning plants or gas stations do so in accordance with current laws and regulations. Generally, we endeavor to require tenants to remove dry cleaning plants from our shopping centers or convert them to more environmentally friendly systems, in accordance with the terms of our leases. We carry an environmental insurance policy for certain third-party liabilities and, in certain circumstances, remediation costs on shopping centers for currently unknown contamination. We have also secured environmental insurance policies, where appropriate, on a relatively small number of specific properties with known contamination, in order to mitigate our environmental risk. We monitor the shopping centers containing environmental issues and in certain cases voluntarily remediate the sites. We also have legal obligations to remediate certain sites and we are in the process of doing so.

As of December 31, 2023, we had accrued liabilities of $19.4 million for our Pro-rata share of environmental remediation, including our Investments in real estate partnerships. We believe that the ultimate remediation of currently known environmental matters will not have a material effect on our financial position, cash flows, or results of operations. We can give no assurance that existing environmental studies on our shopping centers have revealed all potential environmental contamination; that our estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant defaultsdid not create any material environmental condition not known to us; that the current environmental condition of the shopping centers will not be affected by tenants and bankruptciesoccupants, by the condition of nearby properties, or by unrelated third parties; or that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to us.

57


Item 7A. Quantitative and Qualitative Disclosures about Market Risk

We are exposed to two significant components of interest rate risk:

Under the Line, as further described in note 9 to the Consolidated Financial Statements, we have a variable interest rate that, as of December 31, 2023, was based upon an annual rate of SOFR plus a 0.10% market adjustment ("Adjusted SOFR") plus 0.865%. SOFR rates charged on our Line change monthly, and the applicable margin on the Line was dependent upon maintaining specific credit ratings. If our credit ratings were downgraded, the applicable margin on the Line would increase, resulting in higher interest costs. As of December 31, 2023 the interest rate plus applicable margin based on our credit rating ranged from Adjusted SOFR plus 0.690% to Adjusted SOFR plus 1.540%. Effective January 18, 2024, upon the Sixth Amendment to the Line, the applicable margin on the Line is dependent upon maintaining certain compliance ratios and credit ratings stipulated in the credit agreement, and the interest rate plus applicable margin based on our credit rating ranges from Adjusted SOFR plus 0.640% to Adjusted SOFR plus 1.390%.
We are also exposed to changes in interest rates when we refinance our existing long-term fixed rate debt. The objective of our interest rate risk management program is to limit the impact of interest rate changes on earnings and cash flows. To achieve these objectives, we borrow primarily at fixed interest rates and may enter into derivative financial instruments such as interest rate swaps, caps, or treasury locks in order to mitigate our interest rate risk on a related financial instrument. We do not enter into derivative or interest rate transactions for speculative purposes. Our interest rate swaps are structured solely for the purpose of interest rate protection.

We continuously monitor the capital markets and evaluate our ability to issue new debt, to repay maturing debt, or to fund our commitments. We continue to believe, in light of our credit ratings, the available capacity under our unsecured credit facility, and the number of high quality, unencumbered properties that we own which could collateralize borrowings, we will be able to successfully issue new secured or unsecured debt to fund maturing debt obligations. It is uncertain the degree to which capital market volatility and rising interest rates will adversely impact the interest rates on any new debt that we may issue.

Our interest rate risk is monitored using a variety of techniques. The table below presents the principal cash flows, weighted average interest rates of remaining debt, and the fair value of total debt as of December 31, 2023. For variable rate mortgages and unsecured credit facilities for which we have interest rate swaps in place to fix the interest rate, they are included in the Fixed rate debt section below at their all-in fixed rate. The table is presented by year of expected maturity to evaluate the expected cash flows and sensitivity to interest rate changes. Although the average interest rate for variable rate debt is included in the table, those rates represent rates that existed as of December 31, 2023, and are subject to change on a monthly basis. In addition, we continually assess the market risk for floating rate debt and believe that a 1% increase in interest rates would decrease future earnings and cash flows by approximately $1,557,500 per year based on $155.8 million of floating rate mortgage debt and floating rate line of credit balances outstanding at December 31, 2023. If we increase our line of credit balance in the future, additional decreases to future earnings and cash flows could occur.

Further, the table below incorporates only those exposures that exist as of December 31, 2023, and does not consider exposures or positions that could arise after that date or obligations repaid before maturity. Since firm commitments are not presented, the table has limited predictive value. As a result, our ultimate realized gain or loss with respect to interest rate fluctuations will depend on the exposures that arise during the period, our hedging strategies at that time, and actual interest rates.

The table below presents the principal cash flow payments associated with our outstanding debt by year, weighted average interest rates on debt outstanding at each year-end, and fair value of total debt as of December 31, 2023.

(dollars in thousands)

 

2024

 

 

2025

 

 

2026

 

 

2027

 

 

2028

 

 

Thereafter

 

 

Total

 

 

Fair Value

 

Fixed rate debt (1)

 

$

395,978

 

 

 

309,882

 

 

 

359,273

 

 

 

756,170

 

 

 

343,580

 

 

 

1,864,200

 

 

 

4,029,083

 

 

 

3,759,418

 

Average interest rate for all fixed rate debt (2)

 

 

3.86

%

 

 

3.88

%

 

 

3.88

%

 

 

3.87

%

 

 

3.94

%

 

 

3.86

%

 

 

 

 

 

 

Variable rate SOFR debt (1)

 

$

 

 

 

155,750

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

155,750

 

 

 

155,734

 

Average interest rate for all variable rate debt (2)

 

 

5.89

%

 

 

5.89

%

 

 

%

 

 

%

 

 

%

 

 

%

 

 

 

 

 

 

(1)
Reflects amount of debt maturities during each of the years presented as of December 31, 2023.
(2)
Reflects weighted average interest rates of debt outstanding at the end of each year presented. For variable rate debt, the rate as of December 31, 2023, was used to determine the average interest rate for all future periods.

58


Item 8. Consolidated Financial Statements and Supplementary Data

Regency Centers Corporation and Regency Centers, L.P.

Index to Financial Statements

Reports of Independent Registered Public Accounting Firm

Regency Centers Corporation:

Consolidated Balance Sheets as of December 31, 2023 and 2022

66

Consolidated Statements of Operations for the years ended December 31, 2023, 2022, and 2021

67

Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022, and 2021

68

Consolidated Statements of Equity for the years ended December 31, 2023, 2022, and 2021

69

Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022, and 2021

71

Regency Centers, L.P.:

Consolidated Balance Sheets as of December 31, 2023 and 2022

73

Consolidated Statements of Operations for the years ended December 31, 2023, 2022, and 2021

74

Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022, and 2021

75

Consolidated Statements of Capital for the years ended December 31, 2023, 2022, and 2021

76

Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022, and 2021

78

Notes to Consolidated Financial Statements

80

Financial Statement Schedule

Schedule III - Consolidated Real Estate and Accumulated Depreciation - December 31, 2023

115

All other schedules are omitted because of the absence of conditions under which they are required, materiality or because information required therein is shown in the Consolidated Financial Statements or notes thereto.

59


Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 16, 2024 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.8 billion as of December 31, 2023. The Company evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Company’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Company that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

60


The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Company’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

inquired of management and obtained written representations regarding potential property disposal plans, if any
read minutes of the meetings of the Company’s board of directors
inquired about the Company’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities
compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity
inspected listings from external sources of real estate properties for sale by the Company.

Acquisition of Urstadt Biddle Properties, Inc.

As discussed in Note 1 and 2 to the consolidated financial statements, the Company acquired Urstadt Biddle Properties, Inc. (UBP) for $1.1 billion on August 18, 2023, and the acquisition was accounted for as an asset acquisition. In asset acquisitions, the Company measures the real estate assets acquired based on their total cost of the acquisition and the total cost is allocated to the real estate properties acquired and related lease intangibles on a relative fair value basis. The fair value of the real estate properties acquired is based on a valuation utilizing an income approach methodology, primarily by applying a market-specific capitalization rate to the estimated stabilized net operating income of the individual real estate properties. The fair value of land acquired is generally based on a valuation utilizing a market approach methodology that identifies comparable land sales.

We identified the evaluation of the fair value measurement of certain real estate properties acquired, including the fair value measurement of certain land acquired, in the UBP acquisition as a critical audit matter. Specifically, subjective auditor judgment and specialized skills and knowledge were required to evaluate the capitalization rates used to measure the fair value of certain real estate properties acquired and to assess the comparable land sales used to measure the fair value of certain land acquired.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s fair value measurement process for the real estate properties acquired. This included controls over the capitalization rates used to measure the fair value of certain real estate properties acquired and the comparable land sales used to measure the fair value of certain land acquired. For certain real estate properties and land acquired we involved valuation professionals with specialized skills and knowledge, who assisted in:

comparing the Company’s capitalization rate assumptions used in the measurement of the fair value of real estate properties acquired to available comparable market information and industry research publications.
evaluating the identified comparable land sales used in the measurement of the fair value of land acquired by comparing to available market information related to land sales.

/s/ KPMG LLP

We have served as the Company's auditor since 1993.

Jacksonville, Florida

February 16, 2024

61


Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February 16, 2024 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 16, 2024

62


Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers, L.P. and subsidiaries (the Partnership) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Partnership’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 16, 2024 expressed an unqualified opinion on the effectiveness of the Partnership’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.8 billion as of December 31, 2023. The Partnership evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Partnership’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Partnership that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

63


The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Partnership’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

inquired of management and obtained written representations regarding potential property disposal plans, if any
read minutes of the meetings of the general partner’s board of directors
inquired about the Partnership’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities
compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity
inspected listings from external sources of real estate properties for sale by the Partnership.

Acquisition of Urstadt Biddle Properties, Inc.

As discussed in Note 1 and 2 to the consolidated financial statements, the Partnership acquired Urstadt Biddle Properties, Inc. (UBP) for $1.1 billion on August 18, 2023, and the acquisition was accounted for as an asset acquisition. In asset acquisitions, the Partnership measures the real estate assets acquired based on their total cost of the acquisition and the total cost is allocated to the real estate properties acquired and related lease intangibles on a relative fair value basis. The fair value of the real estate properties acquired is based on a valuation utilizing an income approach methodology, primarily by applying a market-specific capitalization rate to the estimated stabilized net operating income of the individual real estate properties. The fair value of land acquired is generally based on a valuation utilizing a market approach methodology that identifies comparable land sales.

We identified the evaluation of the fair value measurement of certain real estate properties acquired, including the fair value measurement of certain land acquired, in the UBP acquisition as a critical audit matter. Specifically, subjective auditor judgment and specialized skills and knowledge were required to evaluate the capitalization rates used to measure the fair value of certain real estate properties acquired and to assess the comparable land sales used to measure the fair value of certain land acquired.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Partnership's fair value measurement process for the real estate properties acquired. This included controls over the capitalization rates used to measure the fair value of certain real estate properties acquired and the comparable land sales used to measure the fair value of certain land acquired. For certain real estate properties and land acquired we involved valuation professionals with specialized skills and knowledge, who assisted in:

comparing the Partnership's capitalization rate assumptions used in the measurement of the fair value of real estate properties acquired to available comparable market information and industry research publications.
evaluating the identified comparable land sales used in the measurement of the fair value of land acquired by comparing to available market information related to land sales.

/s/ KPMG LLP

We have served as the Partnership's auditor since 1998.

Jacksonville, Florida

February 16, 2024

64


Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers, L.P. and subsidiaries' (the Partnership) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Partnership as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February 16, 2024 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 16, 2024

65


REGENCY CENTERS CORPORATION

Consolidated Balance Sheets

December 31, 2023 and 2022

(in thousands, except share data)

 

 

2023

 

 

2022

 

Assets

 

 

 

 

 

 

Net real estate investments:

 

 

 

 

 

 

Real estate assets, at cost (note 1)

 

$

13,454,391

 

 

 

11,858,064

 

Less: accumulated depreciation

 

 

2,691,386

 

 

 

2,415,860

 

Real estate assets, net

 

 

10,763,005

 

 

 

9,442,204

 

Investments in sales-type lease, net

 

 

8,705

 

 

 

 

Investments in real estate partnerships (note 4)

 

 

370,605

 

 

 

350,377

 

Net real estate investments

 

 

11,142,315

 

 

 

9,792,581

 

Properties held for sale

 

 

18,878

 

 

 

 

Cash, cash equivalents, and restricted cash, including $6,383 and $2,310 of restricted cash at December 31, 2023 and 2022, respectively (note 1)

 

 

91,354

 

 

 

68,776

 

Tenant and other receivables (note 1)

 

 

206,162

 

 

 

188,863

 

Deferred leasing costs, less accumulated amortization of $124,107 and $117,137 at December 31, 2023 and 2022, respectively

 

 

73,398

 

 

 

68,945

 

Acquired lease intangible assets, less accumulated amortization of $364,413 and $338,053 at December 31, 2023 and 2022, respectively (note 6)

 

 

283,375

 

 

 

197,745

 

Right of use assets, net

 

 

328,002

 

 

 

275,513

 

Other assets (note 5)

 

 

283,429

 

 

 

267,797

 

Total assets

 

$

12,426,913

 

 

 

10,860,220

 

Liabilities and Equity

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

Notes payable, net (note 9)

 

$

4,001,949

 

 

 

3,726,754

 

Unsecured credit facility (note 9)

 

 

152,000

 

 

 

 

Accounts payable and other liabilities

 

 

358,612

 

 

 

317,259

 

Acquired lease intangible liabilities, less accumulated amortization of $211,067 and $193,315 at December 31, 2023 and 2022, respectively (note 6)

 

 

398,302

 

 

 

354,204

 

Lease liabilities

 

 

246,063

 

 

 

213,722

 

Tenants’ security, escrow deposits and prepaid rent

 

 

78,052

 

 

 

70,242

 

Total liabilities

 

 

5,234,978

 

 

 

4,682,181

 

Equity:

 

 

 

 

 

 

Shareholders’ equity (note 12):

 

 

 

 

 

 

Preferred stock $0.01 par value per share, 30,000,000 shares authorized; 9,000,000 shares issued, in the aggregate, in Series A and Series B at December 31, 2023 with liquidation preferences of $25 per share and no shares authorized or issued at December 31, 2022

 

 

225,000

 

 

 

 

Common stock $0.01 par value per share, 220,000,000 shares authorized; 184,581,070 and 171,124,593 shares issued at December 31, 2023 and 2022, respectively

 

 

1,846

 

 

 

1,711

 

Treasury stock at cost, 448,140 and 465,415 shares held at December 31, 2023 and 2022, respectively

 

 

(25,488

)

 

 

(24,461

)

Additional paid-in-capital

 

 

8,704,240

 

 

 

7,877,152

 

Accumulated other comprehensive (loss) income

 

 

(1,308

)

 

 

7,560

 

Distributions in excess of net income

 

 

(1,871,603

)

 

 

(1,764,977

)

Total shareholders’ equity

 

 

7,032,687

 

 

 

6,096,985

 

Noncontrolling interests (note 12):

 

 

 

 

 

 

Exchangeable operating partnership units, aggregate redemption value of $74,199 and $46,340 at December 31, 2023 and 2022, respectively

 

 

42,195

 

 

 

34,489

 

Limited partners’ interests in consolidated partnerships (note 1)

 

 

117,053

 

 

 

46,565

 

Total noncontrolling interests

 

 

159,248

 

 

 

81,054

 

Total equity

 

 

7,191,935

 

 

 

6,178,039

 

Total liabilities and equity

 

$

12,426,913

 

 

 

10,860,220

 

See accompanying notes to consolidated financial statements.

66


REGENCY CENTERS CORPORATION

Consolidated Statements of Operations

For the years ended December 31, 2023, 2022, and 2021

(in thousands, except per share data)

 

 

2023

 

 

2022

 

 

2021

 

Revenues:

 

 

 

 

 

 

 

 

 

Lease income

 

$

1,283,939

 

 

 

1,187,452

 

 

 

1,113,368

 

Other property income

 

 

11,573

 

 

 

10,719

 

 

 

12,456

 

Management, transaction, and other fees

 

 

26,954

 

 

 

25,851

 

 

 

40,337

 

Total revenues

 

 

1,322,466

 

 

 

1,224,022

 

 

 

1,166,161

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

352,282

 

 

 

319,697

 

 

 

303,331

 

Property operating expense

 

 

229,209

 

 

 

196,148

 

 

 

184,553

 

Real estate taxes

 

 

165,560

 

 

 

149,795

 

 

 

142,129

 

General and administrative

 

 

97,806

 

 

 

79,903

 

 

 

78,218

 

Other operating expenses

 

 

9,459

 

 

 

6,166

 

 

 

5,751

 

Total operating expenses

 

 

854,316

 

 

 

751,709

 

 

 

713,982

 

Other expense (income):

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

154,249

 

 

 

146,186

 

 

 

145,170

 

Provision for impairment of real estate

 

 

 

 

 

 

 

 

84,389

 

Gain on sale of real estate, net of tax

 

 

(661

)

 

 

(109,005

)

 

 

(91,119

)

Early extinguishment of debt

 

 

(99

)

 

 

 

 

 

 

Net investment (income) loss

 

 

(5,665

)

 

 

6,921

 

 

 

(5,463

)

Total other expense

 

 

147,824

 

 

 

44,102

 

 

 

132,977

 

Income from operations before equity in income of investments in real estate partnerships

 

 

320,326

 

 

 

428,211

 

 

 

319,202

 

Equity in income of investments in real estate partnerships (note 4)

 

 

50,541

 

 

 

59,824

 

 

 

47,086

 

Net income

 

 

370,867

 

 

 

488,035

 

 

 

366,288

 

Noncontrolling interests:

 

 

 

 

 

 

 

 

 

Exchangeable operating partnership units

 

 

(2,008

)

 

 

(2,105

)

 

 

(1,615

)

Limited partners’ interests in consolidated partnerships

 

 

(4,302

)

 

 

(3,065

)

 

 

(3,262

)

Income attributable to noncontrolling interests

 

 

(6,310

)

 

 

(5,170

)

 

 

(4,877

)

Net income attributable to the Company

 

 

364,557

 

 

 

482,865

 

 

 

361,411

 

Preferred stock dividends

 

 

(5,057

)

 

 

 

 

 

 

Net income attributable to common shareholders

 

$

359,500

 

 

 

482,865

 

 

 

361,411

 

Income per common share - basic (note 15)

 

$

2.04

 

 

 

2.82

 

 

 

2.12

 

Income per common share - diluted (note 15)

 

$

2.04

 

 

 

2.81

 

 

 

2.12

 

See accompanying notes to consolidated financial statements.

67


REGENCY CENTERS CORPORATION

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

 

 

2023

 

 

2022

 

 

2021

 

Net income

 

$

370,867

 

 

 

488,035

 

 

 

366,288

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

Effective portion of change in fair value of derivative instruments:

 

 

 

 

 

 

 

 

 

Effective portion of change in fair value of derivative instruments

 

 

(2,448

)

 

 

20,061

 

 

 

5,391

 

Reclassification adjustment of derivative instruments included in net income

 

 

(7,536

)

 

 

833

 

 

 

4,141

 

Unrealized gain (loss) on available-for-sale debt securities

 

 

337

 

 

 

(1,309

)

 

 

(405

)

Other comprehensive (loss) income

 

 

(9,647

)

 

 

19,585

 

 

 

9,127

 

Comprehensive income

 

 

361,220

 

 

 

507,620

 

 

 

375,415

 

Less: comprehensive income attributable to noncontrolling interests:

 

 

 

 

 

 

 

 

 

Net income attributable to noncontrolling interests

 

 

6,310

 

 

 

5,170

 

 

 

4,877

 

Other comprehensive (loss) income attributable to noncontrolling interests

 

 

(779

)

 

 

1,798

 

 

 

729

 

Comprehensive income attributable to noncontrolling interests

 

 

5,531

 

 

 

6,968

 

 

 

5,606

 

Comprehensive income attributable to the Company

 

$

355,689

 

 

 

500,652

 

 

 

369,809

 

See accompanying notes to consolidated financial statements.

68


REGENCY CENTERS CORPORATION

Consolidated Statements of Equity

For the years ended December 31, 2023, 2022, and 2021

(in thousands, except per share data)

 

 

Shareholders' Equity

 

 

Noncontrolling Interests

 

 

 

 

 

 

Preferred
Stock

 

 

Common
Stock

 

 

Treasury
Stock

 

 

Additional
Paid In
Capital

 

 

Accumulated
Other
Comprehensive
Loss

 

 

Distributions
in Excess of
Net Income

 

 

Total
Shareholders’
Equity

 

 

Exchangeable
Operating
Partnership
Units

 

 

Limited
Partners’
Interest in
Consolidated
Partnerships

 

 

Total
Noncontrolling
Interests

 

 

Total
Equity

 

Balance at December 31, 2020

 

$

 

 

 

1,697

 

 

 

(24,436

)

 

 

7,792,082

 

 

 

(18,625

)

 

 

(1,765,806

)

 

 

5,984,912

 

 

 

35,727

 

 

 

37,508

 

 

 

73,235

 

 

 

6,058,147

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

361,411

 

 

 

361,411

 

 

 

1,615

 

 

 

3,262

 

 

 

4,877

 

 

 

366,288

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before reclassification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,603

 

 

 

 

 

 

4,603

 

 

 

23

 

 

 

360

 

 

 

383

 

 

 

4,986

 

Amounts reclassified from accumulated other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,795

 

 

 

 

 

 

3,795

 

 

 

17

 

 

 

329

 

 

 

346

 

 

 

4,141

 

Deferred compensation plan, net

 

 

 

 

 

 

 

 

1,678

 

 

 

(1,603

)

 

 

 

 

 

 

 

 

75

 

 

 

 

 

 

 

 

 

 

 

 

75

 

Restricted stock issued, net of amortization

 

 

 

 

 

2

 

 

 

 

 

 

12,650

 

 

 

 

 

 

 

 

 

12,652

 

 

 

 

 

 

 

 

 

 

 

 

12,652

 

Common stock repurchased for taxes withheld for stock-based compensation, net

 

 

 

 

 

 

 

 

 

 

 

(3,553

)

 

 

 

 

 

 

 

 

(3,553

)

 

 

 

 

 

 

 

 

 

 

 

(3,553

)

Common stock issued under dividend reinvestment plan

 

 

 

 

 

 

 

 

 

 

 

1,286

 

 

 

 

 

 

 

 

 

1,286

 

 

 

 

 

 

 

 

 

 

 

 

1,286

 

Common stock issued for partnership units exchanged

 

 

 

 

 

 

 

 

 

 

 

99

 

 

 

 

 

 

 

 

 

99

 

 

 

(99

)

 

 

 

 

 

(99

)

 

 

 

Common stock issued, net of issuance costs

 

 

 

 

 

13

 

 

 

 

 

 

82,497

 

 

 

 

 

 

 

 

 

82,510

 

 

 

 

 

 

 

 

 

 

 

 

82,510

 

Distributions to partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,345

)

 

 

(4,345

)

 

 

(4,345

)

Cash dividends declared:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock/unit ($2.410 per share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(410,419

)

 

 

(410,419

)

 

 

(1,836

)

 

 

 

 

 

(1,836

)

 

 

(412,255

)

Balance at December 31, 2021

 

$

 

 

 

1,712

 

 

 

(22,758

)

 

 

7,883,458

 

 

 

(10,227

)

 

 

(1,814,814

)

 

 

6,037,371

 

 

 

35,447

 

 

 

37,114

 

 

 

72,561

 

 

 

6,109,932

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

482,865

 

 

 

482,865

 

 

 

2,105

 

 

 

3,065

 

 

 

5,170

 

 

 

488,035

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before reclassification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,008

 

 

 

 

 

 

17,008

 

 

 

80

 

 

 

1,664

 

 

 

1,744

 

 

 

18,752

 

Amounts reclassified from accumulated other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

779

 

 

 

 

 

 

779

 

 

 

5

 

 

 

49

 

 

 

54

 

 

 

833

 

Deferred compensation plan, net

 

 

 

 

 

 

 

 

(1,703

)

 

 

1,702

 

 

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

(1

)

Restricted stock issued, net of amortization

 

 

 

 

 

2

 

 

 

 

 

 

16,665

 

 

 

 

 

 

 

 

 

16,667

 

 

 

 

 

 

 

 

 

 

 

 

16,667

 

Common stock repurchased for taxes withheld for stock-based compensation, net

 

 

 

 

 

 

 

 

 

 

 

(5,858

)

 

 

 

 

 

 

 

 

(5,858

)

 

 

 

 

 

 

 

 

 

 

 

(5,858

)

Common stock repurchased and retired

 

 

 

 

 

(13

)

 

 

 

 

 

(75,406

)

 

 

 

 

 

 

 

 

(75,419

)

 

 

 

 

 

 

 

 

 

 

 

(75,419

)

Common stock issued under dividend reinvestment plan

 

 

 

 

 

 

 

 

 

 

 

524

 

 

 

 

 

 

 

 

 

524

 

 

 

 

 

 

 

 

 

 

 

 

524

 

Common stock issued for partnership units exchanged

 

 

 

 

 

 

 

 

 

 

 

1,275

 

 

 

 

 

 

 

 

 

1,275

 

 

 

(1,275

)

 

 

 

 

 

(1,275

)

 

 

 

Common stock issued, net of issuance costs

 

 

 

 

 

10

 

 

 

 

 

 

61,274

 

 

 

 

 

 

 

 

 

61,284

 

 

 

 

 

 

 

 

 

 

 

 

61,284

 

Reallocation of noncontrolling interests, net of transaction costs

 

 

 

 

 

 

 

 

 

 

 

(6,482

)

 

 

 

 

 

 

 

 

(6,482

)

 

 

 

 

 

6,266

 

 

 

6,266

 

 

 

(216

)

Contributions from partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,223

 

 

 

13,223

 

 

 

13,223

 

Distributions to partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14,816

)

 

 

(14,816

)

 

 

(14,816

)

Cash dividends declared:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock/unit ($2.525 per share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(433,028

)

 

 

(433,028

)

 

 

(1,873

)

 

 

 

 

 

(1,873

)

 

 

(434,901

)

Balance at December 31, 2022

 

$

 

 

$

1,711

 

 

 

(24,461

)

 

 

7,877,152

 

 

 

7,560

 

 

 

(1,764,977

)

 

 

6,096,985

 

 

 

34,489

 

 

 

46,565

 

 

 

81,054

 

 

 

6,178,039

 

69


 

 

Shareholders' Equity

 

 

Noncontrolling Interests

 

 

 

 

 

 

Preferred
Stock

 

 

Common
Stock

 

 

Treasury
Stock

 

 

Additional
Paid In
Capital

 

 

Accumulated
Other
Comprehensive
Loss

 

 

Distributions
in Excess of
Net Income

 

 

Total
Shareholders’
Equity

 

 

Exchangeable
Operating
Partnership
Units

 

 

Limited
Partners’
Interest in
Consolidated
Partnerships

 

 

Total
Noncontrolling
Interests

 

 

Total
Equity

 

Balance at December 31, 2022

 

$

 

 

 

1,711

 

 

 

(24,461

)

 

 

7,877,152

 

 

 

7,560

 

 

 

(1,764,977

)

 

 

6,096,985

 

 

 

34,489

 

 

 

46,565

 

 

 

81,054

 

 

 

6,178,039

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

364,557

 

 

 

364,557

 

 

 

2,008

 

 

 

4,302

 

 

 

6,310

 

 

 

370,867

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before reclassification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,063

)

 

 

 

 

 

(2,063

)

 

 

(9

)

 

 

(39

)

 

 

(48

)

 

 

(2,111

)

Amounts reclassified from accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,805

)

 

 

 

 

 

(6,805

)

 

 

(39

)

 

 

(692

)

 

 

(731

)

 

 

(7,536

)

Adjustment for noncontrolling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

 

13,518

 

 

 

 

 

 

 

 

 

13,518

 

 

 

(13,518

)

 

 

 

 

 

(13,518

)

 

 

 

Deferred compensation plan, net

 

 

 

 

 

 

 

 

(1,027

)

 

 

1,027

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restricted stock issued, net of amortization

 

 

 

 

 

2

 

 

 

 

 

 

20,439

 

 

 

 

 

 

 

 

 

20,441

 

 

 

 

 

 

 

 

 

 

 

 

20,441

 

Common stock repurchased for taxes withheld for stock-based compensation, net

 

 

 

 

 

 

 

 

 

 

 

(7,074

)

 

 

 

 

 

 

 

 

(7,074

)

 

 

 

 

 

 

 

 

 

 

 

(7,074

)

Common stock repurchased and retired

 

 

 

 

 

(3

)

 

 

 

 

 

(20,003

)

 

 

 

 

 

 

 

 

(20,006

)

 

 

 

 

 

 

 

 

 

 

 

(20,006

)

Repurchase of exchangeable operating partnership units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(9,163

)

 

 

 

 

 

(9,163

)

 

 

(9,163

)

Common stock issued under dividend reinvestment plan

 

 

 

 

 

 

 

 

 

 

 

622

 

 

 

 

 

 

 

 

 

622

 

 

 

 

 

 

 

 

 

 

 

 

622

 

Common stock issued for partnership units exchanged

 

 

 

 

 

 

 

 

 

 

 

198

 

 

 

 

 

 

 

 

 

198

 

 

 

(198

)

 

 

 

 

 

(198

)

 

 

 

Common stock issued, net of issuance costs

 

 

 

 

 

136

 

 

 

 

 

 

818,361

 

 

 

 

 

 

 

 

 

818,497

 

 

 

 

 

 

 

 

 

 

 

 

818,497

 

Issuance of exchangeable operating partnership units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,253

 

 

 

 

 

 

31,253

 

 

 

31,253

 

Issuance of preferred stock

 

 

225,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

225,000

 

 

 

 

 

 

 

 

 

 

 

 

225,000

 

Contributions from partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

74,730

 

 

 

74,730

 

 

 

74,730

 

Distributions to partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(7,813

)

 

 

(7,813

)

 

 

(7,813

)

Cash dividends declared:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock/unit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,057

)

 

 

(5,057

)

 

 

 

 

 

 

 

 

 

 

 

(5,057

)

Common stock/unit ($2.620 per share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(466,126

)

 

 

(466,126

)

 

 

(2,628

)

 

 

 

 

 

(2,628

)

 

 

(468,754

)

Balance at December 31, 2023

 

$

225,000

 

 

 

1,846

 

 

 

(25,488

)

 

 

8,704,240

 

 

 

(1,308

)

 

 

(1,871,603

)

 

 

7,032,687

 

 

 

42,195

 

 

 

117,053

 

 

 

159,248

 

 

 

7,191,935

 

See accompanying notes to consolidated financial statements.

70


REGENCY CENTERS CORPORATION

Consolidated Statements of Cash Flows

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

 

 

2023

 

 

2022

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

Net income

 

$

370,867

 

 

 

488,035

 

 

 

366,288

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

352,282

 

 

 

319,697

 

 

 

303,331

 

Amortization of deferred loan costs and debt premiums

 

 

8,252

 

 

 

5,799

 

 

 

6,003

 

Accretion of above and below market lease intangibles, net

 

 

(29,130

)

 

 

(20,995

)

 

 

(22,936

)

Stock-based compensation, net of capitalization

 

 

20,075

 

 

 

16,521

 

 

 

12,515

 

Equity in income of investments in real estate partnerships

 

 

(50,541

)

 

 

(59,824

)

 

 

(47,086

)

Gain on sale of real estate, net of tax

 

 

(661

)

 

 

(109,005

)

 

 

(91,119

)

Provision for impairment of real estate, net of tax

 

 

 

 

 

 

 

 

84,389

 

Early extinguishment of debt

 

 

(99

)

 

 

 

 

 

 

Distribution of earnings from investments in real estate partnerships

 

 

66,531

 

 

 

61,416

 

 

 

71,934

 

Settlement of derivative instruments

 

 

 

 

 

 

 

 

(2,472

)

Deferred compensation expense (income)

 

 

4,782

 

 

 

(6,128

)

 

 

4,572

 

Realized and unrealized (gain) loss on investments

 

 

(5,571

)

 

 

7,040

 

 

 

(5,348

)

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

Tenant and other receivables

 

 

(13,904

)

 

 

(35,274

)

 

 

(24,869

)

Deferred leasing costs

 

 

(11,156

)

 

 

(10,801

)

 

 

(6,966

)

Other assets

 

 

3,028

 

 

 

1,292

 

 

 

(1,226

)

Accounts payable and other liabilities

 

 

5,152

 

 

 

(9,088

)

 

 

6,677

 

Tenants’ security, escrow deposits and prepaid rent

 

 

(316

)

 

 

7,130

 

 

 

5,701

 

Net cash provided by operating activities

 

 

719,591

 

 

 

655,815

 

 

 

659,388

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

Acquisition of operating real estate, net of cash acquired of $0, $3,061 and $2,991 in 2023, 2022 and 2021, respectively

 

 

(45,386

)

 

 

(169,639

)

 

 

(392,051

)

Acquisition of UBP, net of cash acquired of $14,143

 

 

(82,389

)

 

 

 

 

 

 

Real estate development and capital improvements

 

 

(232,855

)

 

 

(195,418

)

 

 

(177,631

)

Proceeds from sale of real estate

 

 

11,167

 

 

 

143,133

 

 

 

206,193

 

Issuance of notes receivable

 

 

(4,000

)

 

 

 

 

 

(20

)

Collection of notes receivable

 

 

4,000

 

 

 

1,823

 

 

 

 

Investments in real estate partnerships

 

 

(13,119

)

 

 

(36,266

)

 

 

(23,476

)

Return of capital from investments in real estate partnerships

 

 

11,308

 

 

 

48,473

 

 

 

99,945

 

Dividends on investment securities

 

 

1,283

 

 

 

1,113

 

 

 

813

 

Acquisition of investment securities

 

 

(7,990

)

 

 

(21,112

)

 

 

(23,971

)

Proceeds from sale of investment securities

 

 

16,003

 

 

 

21,785

 

 

 

23,846

 

Net cash used in investing activities

 

 

(341,978

)

 

 

(206,108

)

 

 

(286,352

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Net proceeds from common stock issuance

 

 

(33

)

 

 

61,284

 

 

 

82,510

 

Repurchase of common shares in conjunction with equity award plans

 

 

(7,662

)

 

 

(6,447

)

 

 

(4,083

)

Common shares repurchased through share repurchase program

 

 

(20,006

)

 

 

(75,419

)

 

 

 

Proceeds from sale of treasury stock

 

 

103

 

 

 

64

 

 

 

96

 

Contributions from limited partners in consolidated partnerships

 

 

10,238

 

 

 

 

 

 

 

Distributions to limited partners in consolidated partnerships

 

 

(7,813

)

 

 

(7,245

)

 

 

(4,345

)

Distributions to exchangeable operating partnership unit holders

 

 

(2,368

)

 

 

(1,867

)

 

 

(1,815

)

Redemption of exchangeable operating partnership units

 

 

(9,163

)

 

 

 

 

 

 

Dividends paid to common shareholders

 

 

(453,065

)

 

 

(428,276

)

 

 

(403,085

)

Dividends paid to preferred shareholders

 

 

(3,413

)

 

 

 

 

 

 

Proceeds from unsecured credit facilities

 

 

557,000

 

 

 

95,000

 

 

 

 

Repayment of unsecured credit facilities

 

 

(405,000

)

 

 

(95,000

)

 

 

(265,000

)

Proceeds from notes payable

 

 

59,500

 

 

 

 

 

 

 

Repayment of notes payable

 

 

(61,592

)

 

 

(6,745

)

 

 

(42,014

)

Scheduled principal payments

 

 

(11,235

)

 

 

(11,219

)

 

 

(11,255

)

Payment of loan costs

 

 

(526

)

 

 

(88

)

 

 

(7,468

)

Net cash used in financing activities

 

 

(355,035

)

 

 

(475,958

)

 

 

(656,459

)

Net change in cash, cash equivalents, and restricted cash

 

 

22,578

 

 

 

(26,251

)

 

 

(283,423

)

Cash, cash equivalents, and restricted cash at beginning of the year

 

 

68,776

 

 

 

95,027

 

 

 

378,450

 

Cash, cash equivalents, and restricted cash at end of the year

 

$

91,354

 

 

 

68,776

 

 

 

95,027

 

71


 

 

2023

 

 

2022

 

 

2021

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

 

Cash paid for interest (net of capitalized interest of $5,695, $4,166, and $4,202 in 2023, 2022, and 2021, respectively)

 

$

147,176

 

 

 

141,359

 

 

 

140,084

 

Cash paid for income taxes, net of refunds

 

$

933

 

 

 

570

 

 

 

378

 

Supplemental disclosure of non-cash transactions:

 

 

 

 

 

 

 

 

 

Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid

 

$

126,683

 

 

 

111,709

 

 

 

107,480

 

Previously held equity investments in real estate assets acquired

 

$

 

 

 

17,179

 

 

 

(4,609

)

Mortgage loans assumed by Company with the acquisition of real estate

 

$

98

 

 

 

22,779

 

 

 

111,104

 

Right of use assets obtained in exchange for new operating lease liabilities

 

$

36,577

 

 

 

 

 

 

 

Sale of leased asset in exchange for net investment in sales-type lease

 

$

8,510

 

 

 

 

 

 

 

UBP Acquisition:

 

 

 

 

 

 

 

 

 

Notes payable assumed in acquisition, at fair value

 

$

284,706

 

 

 

 

 

 

 

Noncontrolling interest assumed in acquisition, at fair value

 

$

64,492

 

 

 

 

 

 

 

Common stock exchanged for UBP shares

 

$

818,530

 

 

 

 

 

 

 

Preferred stock exchanged for UBP shares

 

$

225,000

 

 

 

 

 

 

 

Common stock issued for partnership units exchanged

 

$

199

 

 

 

1,275

 

 

 

99

 

Exchangeable operating partnership units issued for acquisition of real estate

 

$

31,253

 

 

 

 

 

 

 

Real estate received in lieu of promote interest

 

$

 

 

 

 

 

 

13,589

 

Change in accrued capital expenditures

 

$

8,877

 

 

 

4,888

 

 

 

10,188

 

Common stock issued under dividend reinvestment plan

 

$

622

 

 

 

524

 

 

 

1,286

 

Stock-based compensation capitalized

 

$

954

 

 

 

735

 

 

 

666

 

Contributions to investments in real estate partnerships

 

$

920

 

 

 

 

 

 

 

Contributions from limited partners in consolidated partnerships, net

 

$

 

 

 

5,436

 

 

 

 

Reallocation of equity upon acquisition of a limited partner's interest in a consolidated partnership

 

$

 

 

 

6,266

 

 

 

 

Adjustment for noncontrolling interests in the operating partnership

 

$

 

 

 

 

 

 

 

Common stock issued for dividend reinvestment in trust

 

$

1,193

 

 

 

1,126

 

 

 

1,084

 

Contribution of stock awards into trust

 

$

2,080

 

 

 

2,250

 

 

 

1,416

 

Distribution of stock held in trust

 

$

2,245

 

 

 

786

 

 

 

3,647

 

Change in fair value of securities

 

$

338

 

 

 

1,658

 

 

 

513

 

See accompanying notes to consolidated financial statements.

72


REGENCY CENTERS, L.P.

Consolidated Balance Sheets

December 31, 2023 and 2022

(in thousands, except unit data)

 

 

2023

 

 

2022

 

Assets

 

 

 

 

 

 

Net real estate investments:

 

 

 

 

 

 

Real estate assets, at cost (note 1)

 

$

13,454,391

 

 

 

11,858,064

 

Less: accumulated depreciation

 

 

2,691,386

 

 

 

2,415,860

 

Real estate assets, net

 

 

10,763,005

 

 

 

9,442,204

 

Investments in sales-type lease, net

 

 

8,705

 

 

 

 

Investments in real estate partnerships (note 4)

 

 

370,605

 

 

 

350,377

 

Net real estate investments

 

 

11,142,315

 

 

 

9,792,581

 

Properties held for sale

 

 

18,878

 

 

 

 

Cash, cash equivalents, and restricted cash, including $6,383 and $2,310 of restricted cash at December 31, 2023 and 2022, respectively (note 1)

 

 

91,354

 

 

 

68,776

 

Tenant and other receivables (note 1)

 

 

206,162

 

 

 

188,863

 

Deferred leasing costs, less accumulated amortization of $124,107 and $117,137 at December 31, 2023 and 2022, respectively

 

 

73,398

 

 

 

68,945

 

Acquired lease intangible assets, less accumulated amortization of $364,413 and $338,053 at December 31, 2023 and 2022, respectively (note 6)

 

 

283,375

 

 

 

197,745

 

Right of use assets, net

 

 

328,002

 

 

 

275,513

 

Other assets (note 5)

 

 

283,429

 

 

 

267,797

 

Total assets

 

$

12,426,913

 

 

 

10,860,220

 

Liabilities and Capital

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

Notes payable, net (note 9)

 

$

4,001,949

 

 

 

3,726,754

 

Unsecured credit facility (note 9)

 

 

152,000

 

 

 

 

Accounts payable and other liabilities

 

 

358,612

 

 

 

317,259

 

Acquired lease intangible liabilities, less accumulated amortization of $211,067 and $193,315 at December 31, 2023 and 2022, respectively (note 6)

 

 

398,302

 

 

 

354,204

 

Lease liabilities

 

 

246,063

 

 

 

213,722

 

Tenants’ security, escrow deposits and prepaid rent

 

 

78,052

 

 

 

70,242

 

Total liabilities

 

 

5,234,978

 

 

 

4,682,181

 

Capital:

 

 

 

 

 

 

Partners’ capital (note 12):

 

 

 

 

 

 

Preferred units $0.01 par value per unit, 30,000,000 units authorized; 9,000,000 units issued, in the aggregate, in Series A and Series B at December 31, 2023 with liquidation preferences of $25 per unit and no units authorized or issued at December 31, 2022

 

 

225,000

 

 

 

 

General partner; 184,581,070 and 171,124,593 units outstanding at December 31, 2023 and 2022, respectively

 

 

6,808,995

 

 

 

6,089,425

 

Limited partners; 1,107,454 and 741,433 units outstanding at December 31, 2023 and 2022, respectively

 

 

42,195

 

 

 

34,489

 

Accumulated other comprehensive (loss) income

 

 

(1,308

)

 

 

7,560

 

Total partners’ capital

 

 

7,074,882

 

 

 

6,131,474

 

Noncontrolling interest: Limited partners’ interests in consolidated partnerships

 

 

117,053

 

 

 

46,565

 

Total capital

 

 

7,191,935

 

 

 

6,178,039

 

Total liabilities and capital

 

$

12,426,913

 

 

 

10,860,220

 

See accompanying notes to consolidated financial statements.

73


REGENCY CENTERS, L.P.

Consolidated Statements of Operations

For the years ended December 31, 2023, 2022, and 2021

(in thousands, except per unit data)

 

 

2023

 

 

2022

 

 

2021

 

Revenues:

 

 

 

 

 

 

 

 

 

Lease income

 

$

1,283,939

 

 

 

1,187,452

 

 

 

1,113,368

 

Other property income

 

 

11,573

 

 

 

10,719

 

 

 

12,456

 

Management, transaction, and other fees

 

 

26,954

 

 

 

25,851

 

 

 

40,337

 

Total revenues

 

 

1,322,466

 

 

 

1,224,022

 

 

 

1,166,161

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

352,282

 

 

 

319,697

 

 

 

303,331

 

Property operating expense

 

 

229,209

 

 

 

196,148

 

 

 

184,553

 

Real estate taxes

 

 

165,560

 

 

 

149,795

 

 

 

142,129

 

General and administrative

 

 

97,806

 

 

 

79,903

 

 

 

78,218

 

Other operating expenses

 

 

9,459

 

 

 

6,166

 

 

 

5,751

 

Total operating expenses

 

 

854,316

 

 

 

751,709

 

 

 

713,982

 

Other expense (income):

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

154,249

 

 

 

146,186

 

 

 

145,170

 

Provision for impairment of real estate

 

 

 

 

 

 

 

 

84,389

 

Gain on sale of real estate, net of tax

 

 

(661

)

 

 

(109,005

)

 

 

(91,119

)

Early extinguishment of debt

 

 

(99

)

 

 

 

 

 

 

Net investment (income) loss

 

 

(5,665

)

 

 

6,921

 

 

 

(5,463

)

Total other expense

 

 

147,824

 

 

 

44,102

 

 

 

132,977

 

Income from operations before equity in income of investments in real estate partnerships

 

 

320,326

 

 

 

428,211

 

 

 

319,202

 

Equity in income of investments in real estate partnerships (note 4)

 

 

50,541

 

 

 

59,824

 

 

 

47,086

 

Net income

 

 

370,867

 

 

 

488,035

 

 

 

366,288

 

Limited partners’ interests in consolidated partnerships

 

 

(4,302

)

 

 

(3,065

)

 

 

(3,262

)

Net income attributable to the Partnership

 

 

366,565

 

 

 

484,970

 

 

 

363,026

 

Preferred unit distributions and issuance costs

 

 

(5,057

)

 

 

 

 

 

 

Net income attributable to common unit holders

 

$

361,508

 

 

 

484,970

 

 

 

363,026

 

Income per common unit - basic (note 15):

 

$

2.04

 

 

 

2.82

 

 

 

2.12

 

Income per common unit - diluted (note 15):

 

$

2.04

 

 

 

2.81

 

 

 

2.12

 

See accompanying notes to consolidated financial statements.

74


REGENCY CENTERS, L.P.

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

 

 

2023

 

 

2022

 

 

2021

 

Net income

 

$

370,867

 

 

 

488,035

 

 

 

366,288

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

Effective portion of change in fair value of derivative instruments:

 

 

 

 

 

 

 

 

 

Effective portion of change in fair value of derivative instruments

 

 

(2,448

)

 

 

20,061

 

 

 

5,391

 

Reclassification adjustment of derivative instruments included in net income

 

 

(7,536

)

 

 

833

 

 

 

4,141

 

Unrealized gain (loss) on available-for-sale debt securities

 

 

337

 

 

 

(1,309

)

 

 

(405

)

Other comprehensive (loss) income

 

 

(9,647

)

 

 

19,585

 

 

 

9,127

 

Comprehensive income

 

 

361,220

 

 

 

507,620

 

 

 

375,415

 

Less: comprehensive income attributable to noncontrolling interests:

 

 

 

 

 

 

 

 

 

Net income attributable to noncontrolling interests

 

 

4,302

 

 

 

3,065

 

 

 

3,262

 

Other comprehensive (loss) income attributable to noncontrolling interests

 

 

(731

)

 

 

1,713

 

 

 

689

 

Comprehensive income attributable to noncontrolling interests

 

 

3,571

 

 

 

4,778

 

 

 

3,951

 

Comprehensive income attributable to the Company

 

$

357,649

 

 

 

502,842

 

 

 

371,464

 

See accompanying notes to consolidated financial statements.

75


REGENCY CENTERS, L.P.

Consolidated Statements of Capital

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

 

 

General Partner
Preferred and
Common Units

 

 

Limited
Partners

 

 

Accumulated
Other
Comprehensive
Loss

 

 

Total
Partners’
Capital

 

 

Noncontrolling
Interests in
Limited Partners’
Interest in
Consolidated
Partnerships

 

 

Total
Capital

 

Balance at December 31, 2020

 

$

6,003,537

 

 

 

35,727

 

 

 

(18,625

)

 

 

6,020,639

 

 

 

37,508

 

 

 

6,058,147

 

Net income

 

 

361,411

 

 

 

1,615

 

 

 

 

 

 

363,026

 

 

 

3,262

 

 

 

366,288

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before reclassifications

 

 

 

 

 

23

 

 

 

4,603

 

 

 

4,626

 

 

 

360

 

 

 

4,986

 

Amounts reclassified from accumulated other comprehensive income

 

 

 

 

 

17

 

 

 

3,795

 

 

 

3,812

 

 

 

329

 

 

 

4,141

 

Deferred compensation plan, net

 

 

75

 

 

 

 

 

 

 

 

 

75

 

 

 

 

 

 

75

 

Distributions to partners

 

 

(410,419

)

 

 

(1,836

)

 

 

 

 

 

(412,255

)

 

 

(4,345

)

 

 

(416,600

)

Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization

 

 

12,652

 

 

 

 

 

 

 

 

 

12,652

 

 

 

 

 

 

12,652

 

Common units issued as a result of common stock issued by Parent Company, net of issuance costs

 

 

82,510

 

 

 

 

 

 

 

 

 

82,510

 

 

 

 

 

 

82,510

 

Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances

 

 

(2,267

)

 

 

 

 

 

 

 

 

(2,267

)

 

 

 

 

 

(2,267

)

Common units exchanged for common stock of Parent Company

 

 

99

 

 

 

(99

)

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2021

 

$

6,047,598

 

 

 

35,447

 

 

 

(10,227

)

 

 

6,072,818

 

 

 

37,114

 

 

 

6,109,932

 

Net income

 

 

482,865

 

 

 

2,105

 

 

 

 

 

 

484,970

 

 

 

3,065

 

 

 

488,035

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before reclassifications

 

 

 

 

 

80

 

 

 

17,008

 

 

 

17,088

 

 

 

1,664

 

 

 

18,752

 

Amounts reclassified from accumulated other comprehensive income

 

 

 

 

 

5

 

 

 

779

 

 

 

784

 

 

 

49

 

 

 

833

 

Deferred compensation plan, net

 

 

(1

)

 

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

(1

)

Contribution from partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,223

 

 

 

13,223

 

Distributions to partners

 

 

(433,028

)

 

 

(1,873

)

 

 

 

 

 

(434,901

)

 

 

(14,816

)

 

 

(449,717

)

Reallocation of limited partners' interest, net of transaction costs

 

 

(6,482

)

 

 

 

 

 

 

 

 

(6,482

)

 

 

6,266

 

 

 

(216

)

Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization

 

 

16,667

 

 

 

 

 

 

 

 

 

16,667

 

 

 

 

 

 

16,667

 

Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company

 

 

(75,419

)

 

 

 

 

 

 

 

 

(75,419

)

 

 

 

 

 

(75,419

)

Common units issued as a result of common stock issued by Parent Company, net of issuance costs

 

 

61,284

 

 

 

 

 

 

 

 

 

61,284

 

 

 

 

 

 

61,284

 

Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances

 

 

(5,334

)

 

 

 

 

 

 

 

 

(5,334

)

 

 

 

 

 

(5,334

)

Common units exchanged for common stock of Parent Company

 

 

1,275

 

 

 

(1,275

)

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2022

 

$

6,089,425

 

 

 

34,489

 

 

 

7,560

 

 

 

6,131,474

 

 

 

46,565

 

 

 

6,178,039

 

76


 

 

General Partner
Preferred and
Common Units

 

 

Limited
Partners

 

 

Accumulated
Other
Comprehensive
Loss

 

 

Total
Partners’
Capital

 

 

Noncontrolling
Interests in
Limited Partners’
Interest in
Consolidated
Partnerships

 

 

Total
Capital

 

Balance at December 31, 2022

 

$

6,089,425

 

 

 

34,489

 

 

 

7,560

 

 

 

6,131,474

 

 

 

46,565

 

 

 

6,178,039

 

Net income

 

 

364,557

 

 

 

2,008

 

 

 

 

 

 

366,565

 

 

 

4,302

 

 

 

370,867

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive loss before reclassifications

 

 

 

 

 

(9

)

 

 

(2,063

)

 

 

(2,072

)

 

 

(39

)

 

 

(2,111

)

Amounts reclassified from accumulated other comprehensive loss

 

 

 

 

 

(39

)

 

 

(6,805

)

 

 

(6,844

)

 

 

(692

)

 

 

(7,536

)

Adjustment for noncontrolling interests in the Operating Partnership

 

 

13,518

 

 

 

(13,518

)

 

 

 

 

 

 

 

 

 

 

 

 

Contribution from partners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

74,730

 

 

 

74,730

 

Issuance of exchangeable operating partnership units

 

 

 

 

 

31,253

 

 

 

 

 

 

31,253

 

 

 

 

 

 

31,253

 

Distributions to partners

 

 

(466,126

)

 

 

(2,628

)

 

 

 

 

 

(468,754

)

 

 

(7,813

)

 

 

(476,567

)

Preferred unit distributions

 

 

(5,057

)

 

 

 

 

 

 

 

 

(5,057

)

 

 

 

 

 

(5,057

)

Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization

 

 

20,441

 

 

 

 

 

 

 

 

 

20,441

 

 

 

 

 

 

20,441

 

Preferred units issued as a result of preferred stock issued by Parent Company, net of issuance costs

 

 

225,000

 

 

 

 

 

 

 

 

 

225,000

 

 

 

 

 

 

225,000

 

Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company

 

 

(20,006

)

 

 

 

 

 

 

 

 

(20,006

)

 

 

 

 

 

(20,006

)

Common units issued as a result of common stock issued by Parent Company, net of issuance costs

 

 

818,497

 

 

 

 

 

 

 

 

 

818,497

 

 

 

 

 

 

818,497

 

Repurchase of exchangeable operating partnership units

 

 

 

 

 

(9,163

)

 

 

 

 

 

(9,163

)

 

 

 

 

 

(9,163

)

Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances

 

 

(6,452

)

 

 

 

 

 

 

 

 

(6,452

)

 

 

 

 

 

(6,452

)

Common units exchanged for common stock of Parent Company

 

 

198

 

 

 

(198

)

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2023

 

$

7,033,995

 

 

 

42,195

 

 

 

(1,308

)

 

 

7,074,882

 

 

 

117,053

 

 

 

7,191,935

 

See accompanying notes to consolidated financial statements.

77


REGENCY CENTERS, L.P.

Consolidated Statements of Cash Flows

For the years ended December 31, 2023, 2022, and 2021

(in thousands)

 

 

2023

 

 

2022

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

Net income

 

$

370,867

 

 

 

488,035

 

 

 

366,288

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

352,282

 

 

 

319,697

 

 

 

303,331

 

Amortization of deferred loan costs and debt premiums

 

 

8,252

 

 

 

5,799

 

 

 

6,003

 

Accretion of above and below market lease intangibles, net

 

 

(29,130

)

 

 

(20,995

)

 

 

(22,936

)

Stock-based compensation, net of capitalization

 

 

20,075

 

 

 

16,521

 

 

 

12,515

 

Equity in income of investments in real estate partnerships

 

 

(50,541

)

 

 

(59,824

)

 

 

(47,086

)

Gain on sale of real estate, net of tax

 

 

(661

)

 

 

(109,005

)

 

 

(91,119

)

Provision for impairment of real estate, net of tax

 

 

 

 

 

 

 

 

84,389

 

Early extinguishment of debt

 

 

(99

)

 

 

 

 

 

 

Distribution of earnings from investments in real estate partnerships

 

 

66,531

 

 

 

61,416

 

 

 

71,934

 

Settlement of derivative instruments

 

 

 

 

 

 

 

 

(2,472

)

Deferred compensation expense (income)

 

 

4,782

 

 

 

(6,128

)

 

 

4,572

 

Realized and unrealized (gain) loss on investments

 

 

(5,571

)

 

 

7,040

 

 

 

(5,348

)

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

Tenant and other receivables

 

 

(13,904

)

 

 

(35,274

)

 

 

(24,869

)

Deferred leasing costs

 

 

(11,156

)

 

 

(10,801

)

 

 

(6,966

)

Other assets

 

 

3,028

 

 

 

1,292

 

 

 

(1,226

)

Accounts payable and other liabilities

 

 

5,152

 

 

 

(9,088

)

 

 

6,677

 

Tenants’ security, escrow deposits and prepaid rent

 

 

(316

)

 

 

7,130

 

 

 

5,701

 

Net cash provided by operating activities

 

 

719,591

 

 

 

655,815

 

 

 

659,388

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

Acquisition of operating real estate, net of cash acquired of $0, $3,061 and $2,991 in 2023, 2022 and 2021, respectively

 

 

(45,386

)

 

 

(169,639

)

 

 

(392,051

)

Acquisition of UBP, net of cash acquired of $14,143

 

 

(82,389

)

 

 

 

 

 

 

Real estate development and capital improvements

 

 

(232,855

)

 

 

(195,418

)

 

 

(177,631

)

Proceeds from sale of real estate

 

 

11,167

 

 

 

143,133

 

 

 

206,193

 

Issuance of notes receivable

 

 

(4,000

)

 

 

 

 

 

(20

)

Collection of notes receivable

 

 

4,000

 

 

 

1,823

 

 

 

 

Investments in real estate partnerships

 

 

(13,119

)

 

 

(36,266

)

 

 

(23,476

)

Return of capital from investments in real estate partnerships

 

 

11,308

 

 

 

48,473

 

 

 

99,945

 

Dividends on investment securities

 

 

1,283

 

 

 

1,113

 

 

 

813

 

Acquisition of investment securities

 

 

(7,990

)

 

 

(21,112

)

 

 

(23,971

)

Proceeds from sale of investment securities

 

 

16,003

 

 

 

21,785

 

 

 

23,846

 

Net cash used in investing activities

 

 

(341,978

)

 

 

(206,108

)

 

 

(286,352

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Net proceeds from common stock issuance

 

 

(33

)

 

 

61,284

 

 

 

82,510

 

Repurchase of common units in conjunction with equity award plans

 

 

(7,662

)

 

 

(6,447

)

 

 

(4,083

)

Common units repurchased through share repurchase program

 

 

(20,006

)

 

 

(75,419

)

 

 

 

Proceeds from sale of treasury stock

 

 

103

 

 

 

64

 

 

 

96

 

Contributions from limited partners in consolidated partnerships

 

 

10,238

 

 

 

 

 

 

 

Distributions to limited partners in consolidated partnerships

 

 

(7,813

)

 

 

(7,245

)

 

 

(4,345

)

Distributions to partners

 

 

(455,433

)

 

 

(430,143

)

 

 

(404,900

)

Dividends paid to preferred shareholders

 

 

(3,413

)

 

 

 

 

 

 

Redemption of exchangeable operating partnership units

 

 

(9,163

)

 

 

 

 

 

 

Proceeds from unsecured credit facilities

 

 

557,000

 

 

 

95,000

 

 

 

 

Repayment of unsecured credit facilities

 

 

(405,000

)

 

 

(95,000

)

 

 

(265,000

)

Proceeds from notes payable

 

 

59,500

 

 

 

 

 

 

 

Repayment of notes payable

 

 

(61,592

)

 

 

(6,745

)

 

 

(42,014

)

Scheduled principal payments

 

 

(11,235

)

 

 

(11,219

)

 

 

(11,255

)

Payment of loan costs

 

 

(526

)

 

 

(88

)

 

 

(7,468

)

Net cash used in financing activities

 

 

(355,035

)

 

 

(475,958

)

 

 

(656,459

)

Net change in cash, cash equivalents, and restricted cash

 

 

22,578

 

 

 

(26,251

)

 

 

(283,423

)

Cash, cash equivalents, and restricted cash at beginning of the year

 

 

68,776

 

 

 

95,027

 

 

 

378,450

 

Cash, cash equivalents, and restricted cash at end of the year

 

$

91,354

 

 

 

68,776

 

 

 

95,027

 

78


 

 

2023

 

 

2022

 

 

2021

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

 

Cash paid for interest (net of capitalized interest of $5,695, $4,166, and $4,202 in 2023, 2022, and 2021, respectively)

 

$

147,176

 

 

 

141,359

 

 

 

140,084

 

Cash paid for income taxes, net of refunds

 

$

933

 

 

 

570

 

 

 

378

 

Supplemental disclosure of non-cash transactions:

 

 

 

 

 

 

 

 

 

Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid

 

$

126,683

 

 

 

111,709

 

 

 

107,480

 

Previously held equity investments in real estate assets acquired

 

$

 

 

 

17,179

 

 

 

(4,609

)

Mortgage loans assumed by Company with the acquisition of real estate

 

$

98

 

 

 

22,779

 

 

 

111,104

 

Right of use assets obtained in exchange for new operating lease liabilities

 

$

36,577

 

 

 

 

 

 

 

Sale of leased asset in exchange for net investment in sales-type lease

 

$

8,510

 

 

 

 

 

 

 

UBP Acquisition:

 

 

 

 

 

 

 

 

 

Notes payable assumed in acquisition, at fair value

 

$

284,706

 

 

 

 

 

 

 

Noncontrolling interest assumed in acquisition, at fair value

 

$

64,492

 

 

 

 

 

 

 

Common stock exchanged for UBP shares

 

$

818,530

 

 

 

 

 

 

 

Preferred stock exchanged for UBP shares

 

$

225,000

 

 

 

 

 

 

 

Common stock issued by Parent Company for partnership units exchanged

 

$

199

 

 

 

1,275

 

 

 

99

 

Exchangeable operating partnership units issued for acquisition of real estate

 

$

31,253

 

 

 

 

 

 

 

Real estate received in lieu of promote interest

 

$

 

 

 

 

 

 

13,589

 

Change in accrued capital expenditures

 

$

8,877

 

 

 

4,888

 

 

 

10,188

 

Common stock issued by Parent Company for dividend reinvestment plan

 

$

622

 

 

 

524

 

 

 

1,286

 

Stock-based compensation capitalized

 

$

954

 

 

 

735

 

 

 

666

 

Contributions to investments in real estate partnerships

 

$

920

 

 

 

 

 

 

 

Contributions from limited partners in consolidated partnerships, net

 

$

 

 

 

5,436

 

 

 

 

Reallocation of equity upon acquisition of a limited partner's interest in a consolidated partnership

 

$

 

 

 

6,266

 

 

 

 

Adjustment for noncontrolling interests in the operating partnership

 

$

 

 

 

 

 

 

 

Common stock issued for dividend reinvestment in trust

 

$

1,193

 

 

 

1,126

 

 

 

1,084

 

Contribution of stock awards into trust

 

$

2,080

 

 

 

2,250

 

 

 

1,416

 

Distribution of stock held in trust

 

$

2,245

 

 

 

786

 

 

 

3,647

 

Change in fair value of securities

 

$

338

 

 

 

1,658

 

 

 

513

 

See accompanying notes to consolidated financial statements.

79


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

1.
Summary of Significant Accounting Policies
(a)
Organization and Principles of Consolidation

General

Regency Centers Corporation (the "Parent Company") began its operations as a REIT in 1993 and is the general partner of Regency Centers, L.P. (the "Operating Partnership"). The Parent Company primarily engages in the ownership, management, leasing, acquisition, development, and redevelopment of shopping centers through the Operating Partnership, and has no other assets other than through its investment in the Operating Partnership, and its only liabilities are $200 million of unsecured private placement notes, which are co-issued and guaranteed by the Operating Partnership. The Parent Company guarantees all of the unsecured debt of the Operating Partnership.

As of December 31, 2023, the Parent Company, the Operating Partnership, and their controlled subsidiaries on a consolidated basis (the "Company" or "Regency") owned 381 properties and held partial interests in an additional 101 properties through unconsolidated Investments in real estate partnerships (also referred to as "joint ventures" or "investment partnerships").

Acquisition of Urstadt Biddle Properties Inc.

On May 17, 2023, the Parent Company entered into an Agreement and Plan of Merger (the “merger agreement”) by and among the Parent Company, Hercules Merger Sub, LLC, a wholly owned subsidiary of the Parent Company (“Merger Sub”), UBP, UB Maryland I, Inc., a wholly owned subsidiary of Urstadt Biddle (“UB Sub I”), and UB Maryland II, Inc., a wholly owned subsidiary of UB Sub I (“UB Sub II”), pursuant to which, (a) UB Sub II merged with and into Urstadt Biddle (the “first merger”), with Urstadt Biddle surviving the first merger as a wholly owned subsidiary of UB Sub I, and (b) following the first merger, UB Sub I merged with and into Merger Sub (the “second merger” and together with the first merger, the “mergers”), with Merger Sub being the surviving entity in the second merger. The combined company continues to trade under the ticker symbol “REG” on the National Association of Securities Dealers Automated Quotations (the “NASDAQ”).

The closing of the mergers completed on August 18, 2023 and each share of Urstadt Biddle’s common stock, par value $0.01 per share (“Urstadt Biddle common stock”), class A common stock, par value $0.01 per share (“Urstadt Biddle Class A common stock” and, together with Urstadt Biddle common stock, the “Urstadt Biddle common shares”), 6.25% Series H Cumulative Redeemable Preferred Stock and 5.875% Series K Cumulative Redeemable Preferred Stock converted into one equivalent share in UB Sub I, with respect to each class, subject to limited exceptions set forth in the merger agreement. Immediately thereafter, on August 18, 2023, each share of UB Sub I’s common stock, par value $0.01 per share, and class A common stock, par value $0.01 per share, converted into 0.347 of a share of common stock, par value $0.01 per share, of common stock of the Parent Company, without interest and subject to certain adjustments, subject to limited exceptions set forth in the merger agreement, and each share of UB Sub I’s 6.25% Series H Cumulative Redeemable Preferred Stock and 5.875% Series K Cumulative Redeemable Preferred Stock was converted into one share of newly issued Parent Company 6.25% Series A Cumulative Redeemable Preferred Stock (“Parent Company Series A preferred stock”) and 5.875% Series B Cumulative Redeemable Preferred Stock (“Parent Company Series B preferred stock”), respectively (collectively referred to as the “Preferred Stock”).

Estimates, Risks, and Uncertainties

The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires the Company's management to make estimates and assumptions that affect the collectionreported amounts of outstanding receivables. Toassets and liabilities, and disclosure of commitments and contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most significant estimates in the Company's financial statements relate to the net carrying values of its real estate investments, collectibility of lease income, and acquired lease intangible assets and liabilities. It is possible that the estimates and assumptions that have been utilized in the preparation of the Consolidated Financial Statements could change significantly if economic conditions were to weaken.

The success of the Company's tenants in operating their businesses and their corresponding ability to pay rent continue to be influenced by current economic challenges, which impact their cost of doing business, including but not limited to the impact of inflation, the cost and availability of labor, increasing energy prices and interest rates, and access to credit. Additionally, macroeconomic and geopolitical challenges, including the war involving Russia and Ukraine, Middle East conflicts and wars, and the economic and other possible conflicts involving China (including any slowing of its economy), could impact aspects

80


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

of the U.S. economy and, therefore, consumer spending. The policies implemented by the U.S. government to address these issues, including raising interest rates, could result in adverse impacts on the collectabilityU.S. economy, including a slowing of growth and potentially a recession, thereby impacting consumer spending, tenants' businesses, and/or decreasing future demand for space in shopping centers. The potential impact of current macroeconomic and geopolitical challenges on the Company's financial condition, results of operations, and cash flows is subject to change and continues to depend on the extent and duration of these risks and uncertainties.

Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Parent Company, the Operating Partnership, its wholly-owned subsidiaries, and consolidated partnerships in which the Company has a controlling financial interest. Investments in real estate partnerships not controlled by the Company are accounted for under the equity method of accounting. All significant inter-company balances and transactions are eliminated in the Consolidated Financial Statements.

The Company consolidates properties that are wholly-owned and properties where it owns less than 100% but has control over the activities most important to the overall success of the partnership. Control is determined using an evaluation based on accounting standards related to the consolidation of Variable Interest Entities ("VIEs") and voting interest entities. For joint ventures that are determined to be a VIE, the Company consolidates the entity where it is deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE.

Ownership of the Parent Company

The Parent Company has a single class of common stock and two series of preferred stock outstanding.

Ownership of the Operating Partnership

The Operating Partnership's capital includes Common Units and Preferred Units. As of December 31, 2023, the Parent Company owned approximately 99.4% or 184,581,070 of the 185,688,524 of the outstanding Common Units, with the remaining limited partner's Common Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company currently owns all of the Preferred Units.

Each EOP unit is exchangeable for cash or one share of common stock of the Parent Company, at the discretion of the Parent Company, and the unit holder cannot require redemption in cash or common stock (i.e., registered shares of the Parent). The Parent Company has evaluated the conditions as specified under Accounting Standards Codification ("ASC") Topic 480, Distinguishing Liabilities from Equity, as it relates to EOP units outstanding and concluded that the Parent Company has the right to satisfy the redemption requirements of the units by delivering shares of unregistered common stock. Accordingly, the Parent Company classifies EOP units as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity and Comprehensive Income. The Parent Company serves as general partner of the Operating Partnership. The EOP unit holders have limited rights over the Operating Partnership such that they do not have the power to direct the activities that most significantly impact the Operating Partnership’s economic performance. As such, the Operating Partnership is considered a VIE, and the Parent Company, which consolidates it, is the primary beneficiary. The Parent Company's only investment is the Operating Partnership. Net income and distributions of the Operating Partnership are allocable to the general and limited common Partnership Units in accordance with their ownership percentages.

Real Estate Partnerships

As of December 31, 2023, Regency held partial ownership interests in 119 properties through partnerships, of which 18 are consolidated. Regency's partners include institutional investors and real estate developers and/or operators (the "Partners" or "Limited Partners"). These partnerships have been established to own and operate real estate property. Regency has a variable interest in these entities through its equity ownership, with Regency being the primary beneficiary in certain of these real estate partnerships. As such, Regency consolidates the partnerships into its financial statements for which it is the primary beneficiary and reports the limited partners' interests as noncontrolling interests. For those partnerships which Regency is not the primary beneficiary and does not control, but has significant influence, Regency recognizes its investment in them in accordance with the equity method of accounting.

81


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The assets of these partnerships are restricted to the use of the partnerships and cannot be reached by general creditors of the Company. Similarly, the obligations of the partnerships can only be settled by the assets of these partnerships or additional contributions by the partners. As managing member, Regency maintains the books and records and typically provides leasing property and asset management services to the partnerships. The Partners' level of involvement in these partnerships varies from protective decisions (debt, bankruptcy, selling primary asset(s) of business) to participating involvement such as approving leases, operating budgets, and capital budgets.

Certain partnerships were deemed VIEs primarily because the unrelated investors do not have substantive kick-out rights to remove the general or managing partner by a vote of a simple majority or less, and they do not have substantive participating rights. Those partnerships for which the Partners are involved in the day to day decisions and do not have any other aspects that would cause them to be considered VIEs, are evaluated for consolidation using the voting interest model.
o
Those partnerships in which Regency does not have a controlling financial interest are accounted for using the equity method of accounting and Regency's ownership interest is recognized through single-line presentation as Investments in real estate partnerships, in the Consolidated Balance Sheet, and Equity in income of investments in real estate partnerships, in the Consolidated Statements of Operations. Cash distributions of earnings from operations from Investments in real estate partnerships are presented in Cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in Investments in real estate partnerships are presented in Cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows. If distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment results in a negative investment balance for a partnership, it is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.

The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is accreted to earnings and recorded in Equity in income of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range from 10 to 40 years.

The majority of the operations of the VIEs are funded with cash flows generated by the properties, or in the case of developments, with capital contributions or third-party construction loans. The major classes of assets, liabilities, and noncontrolling equity interests held by the Company's consolidated VIEs, exclusive of the Operating Partnership, are as follows:

(in thousands)

 

December 31, 2023

 

 

December 31, 2022

 

Assets

 

 

 

 

 

 

Net real estate investments

 

$

270,674

 

 

 

107,725

 

Cash, cash equivalents, and restricted cash

 

 

8,201

 

 

 

2,420

 

Liabilities

 

 

 

 

 

 

Notes payable

 

 

33,211

 

 

 

4,188

 

Equity

 

 

 

 

 

 

Limited partners’ interests in consolidated partnerships

 

 

88,794

 

 

 

24,364

 

Noncontrolling Interests

The Company accounts for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates. Noncontrolling interests also include amounts related to partnership units issued by consolidated subsidiaries of the Company in connection with certain property acquisitions. These partnership units have a defined redemption amount and the unit holders generally have the right to redeem their units at any time after a certain period from issuance. For these partnership units, the Company has the option to settle redemption amounts in cash or common stock. The Company evaluates the terms of the partnership units issued in accordance with the FASB’s Distinguishing Liabilities from Equity guidance. The partnership units for which the Company has the option to settle redemption amounts in cash or common stock are included in the caption Noncontrolling interests within the equity section on the Company’s Consolidated Balance Sheets.

82


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Noncontrolling Interests of the Parent Company

The Consolidated Financial Statements of the Parent Company include the following ownership interests held by owners other than the common shareholders of the Parent Company: (i) the EOP units and (ii) the minority-owned interest held by third parties in consolidated partnerships ("Limited partners' interests in consolidated partnerships"). The Parent Company has included all of these noncontrolling interests in permanent equity, separate from the Parent Company's shareholders' equity, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity. The portion of net income or comprehensive income attributable to these noncontrolling interests is included in net income and comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income of the Parent Company.

The Parent Company also evaluated its fiduciary duties to itself, its shareholders, and, as the managing general partner of the Operating Partnership, to the Operating Partnership, and concluded its fiduciary duties are not in conflict with each other or the underlying agreements. Therefore, the Parent Company classifies such units and interests as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity.

Noncontrolling Interests of the Operating Partnership

The Operating Partnership has determined that limited partners' interests in consolidated partnerships are noncontrolling interests. Subject to certain conditions and pursuant to the terms of the partnership agreements, the Company generally has the right, but not the obligation, to purchase the other members' interest or sell its own interest in these consolidated partnerships. The Operating Partnership has included these noncontrolling interests in permanent capital, separate from partners' capital, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Capital. The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in Net income and Comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements Comprehensive Income of the Operating Partnership.

(b)
Revenues and Tenant Receivable

Leasing Income and Tenant Receivables

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with stated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"), which are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes and insurance and common area maintenance ("CAM") costs (collectively "Recoverable Costs") incurred.

Lease terms generally range from three to seven years for tenant spaces under 10,000 square feet ("Shop Space") and in excess of five years for spaces greater than 10,000 square feet ("Anchor Space"). Many leases also provide tenants the option to extend their lease beyond the initial term of the lease. If a tenant does not exercise its option or otherwise negotiate to renew, the lease expires and the lease contains an obligation for the tenant to relinquish its space, allowing it to be re-leased to a new tenant. This generally involves some level of cost to prepare the space for re-leasing, which is capitalized and depreciated over the shorter period of the life of the subsequent lease or the useful life of the improvement.

The Company accounts for its leases under ASC Topic 842, Leases ("Topic 842"), as follows:

Classification

Under Topic 842, new leases or modifications thereto must be evaluated against specific classification criteria, which, based on the customary terms of the Company's leases, are classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition. At December 31, 2023, the Company classified one lease as a sales type lease, with all others classified as operating leases.

83


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Recognition and Presentation

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectibility is considered probable. CAM is considered a non-lease component of the lease contract under Topic 842. However, as the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenant's use of the underlying lease asset, the Company elected, as part of an available practical expedient, to combine CAM with the remaining lease components, along with tenant's reimbursement of real estate taxes and insurance, and recognize them together as Lease income in the accompanying Consolidated Statements of Operations.

For sales type leases, the Company records any selling profit or loss arising from the lease at inception within Gain on sale of real estate, net of tax in the accompanying Consolidated Statement of Operations, as well as any initial direct costs recorded as an expense if, at commencement, the fair value of the underlying asset differs from its carrying amount, otherwise, they are deferred and included in the net investment in the lease. The net investment in the sales-type lease represents the lease receivable, the components of which are the future lease payments and any guaranteed residual value for the underlying assets, as well as any unguaranteed residual asset expected at the end of the lease term, each measured at net present value discounted using a rate implicit in the lease. Interest income is recorded within Lease income in the accompanying Consolidated Statements of Operations over the lease term so as to produce a constant periodic rate of return on the Company’s net investment in the leases. At the commencement date, the Company derecognizes the carrying amount of the underlying asset. When measuring the net investment in a long-term ground lease, the undiscounted residual value of the land will be limited to its fair value at commencement which will likely equate to its cost.

Collectibility

At lease commencement, the Company generally expects that collectibility of substantially all payments due under the lease is probable due to the Company's credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from most operating leases is initially recognized on a straight-line basis. For operating leases in which collectibility of Lease income is not considered probable, Lease income is recognized on a cash basis and all previously recognized straight-line rent receivables we analyzeare reversed in the period in which the Lease income is determined not to be probable of collection. Should collectibility of Lease income become probable again, through evaluation of qualitative and quantitative measures on a tenant by tenant basis, accrual basis accounting resumes and all commencement-to-date straight-line rent is recognized in that period.

In addition to the lease-specific collectibility assessment performed under Topic 842, the Company may also recognize a general reserve, as a reduction to Lease income, for its portfolio of operating lease receivables which are not expected to be fully collectible based on the Company's historical tenant collection rates,experience. The Company estimates the collectibility of the accounts receivable related to base rents, straight-line rents, recoveries from tenants, and other revenue taking into consideration the Company's historical write-off experience, tenant credit-worthiness, and current economic trends, when evaluating the adequacy of our allowance for doubtful accounts and straight line rent reserve.remaining lease terms. Uncollectible lease income is a direct charge against Lease income. Although we estimate uncollectible receivables and provide for them through charges against income, actual experience may differ from those estimates.

The following table represents the components of Tenant and other receivables, net of amounts considered uncollectible, in the accompanying Consolidated Balance Sheets:

 

 

December 31,

 

(in thousands)

 

2023

 

 

2022

 

Tenant receivables

 

$

34,814

 

 

 

31,486

 

Straight-line rent receivables

 

 

138,590

 

 

 

128,214

 

Other receivables (1)

 

 

32,758

 

 

 

29,163

 

Total tenant and other receivables, net

 

$

206,162

 

 

 

188,863

 

(1)
Other receivables include construction receivables, insurance receivables, and amounts due from real estate partnerships for Management, transaction and other fee income.

84


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Real Estate Sales

The Company accounts for sales of nonfinancial assets under ASC Subtopic 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets, whereby the Company derecognizes real estate and recognizes a gain or loss on sales when a contract exists and control of the property has transferred to the buyer. Control of the property, including controlling financial interest, is generally considered to transfer upon closing through transfer of the legal title and possession of the property. While generally rare, any retained noncontrolling interest is measured at fair value at that time.

Management Services and Other Property Income

The Company recognizes revenue under ASC Topic 606, Revenue from Contracts with Customers ("Topic 606"), when or as control of the promised services are transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The following is a description of the Company's revenue from contracts with customers within the scope of Topic 606.

Property and Asset Management Services

The Company is engaged under agreements with its joint venture partnerships, which are generally perpetual in nature and cancellable through unanimous partner approval, absent an event of default. Under these agreements, the Company is to provide asset and property management and leasing services for the joint ventures' shopping centers. The fees are market-based, generally calculated as a percentage of either revenues earned or the estimated values of the properties managed or the proceeds received, and are recognized over the monthly or quarterly periods as services are rendered. Property management and asset management services represent a series of distinct daily services. Accordingly, the Company satisfies its performance obligation as service is rendered each day and the variability associated with that compensation is resolved each day. Amounts due from the partnerships for such services are paid during the month following the monthly or quarterly service periods.

Several of the Company's partnership agreements provide for incentive payments, generally referred to as "promotes" or "earnouts," to Regency for appreciation in property values in Regency's capacity as managing member. The terms of these promotes are based on appreciation in real estate value over designated time intervals or upon designated events. The Company evaluates its expected promote payout at each reporting period, which generally does not result in revenue recognition until the measurement period has completed, when the amount can be reasonably determined and the amount is not probable of significant reversal.

Leasing Services

Leasing service fees are based on a percentage of the total rent due under the lease. The leasing service is considered performed upon successful execution of an acceptable tenant lease for the joint ventures' shopping centers, at which time revenue is recognized. Payment of the first half of the feeis generally due upon lease execution and the second half is generally due upon tenant opening or the commencement of rent payments.

Transaction Services

The Company also receives transaction fees, as contractually agreed upon with each joint venture, which include acquisition fees, disposition fees, and financing service fees. Control of these services is generally transferred at the time the related transaction closes, which is the point in time when the Company recognizes the related fee revenue. Any unpaid amounts related to transaction-based fees are included in Tenant and other receivables within the Consolidated Balance Sheets.

Other Property Income

Other property income includes parking fees and other incidental income from the properties and is generally recognized at the point in time that the performance obligation is met.

85


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Income within Management, transaction, and other fees on the Consolidated Statements of Operations is primarily from contracts with the Company's real estate partnerships. The primary components of these revenue streams, the timing of satisfying the performance obligations, and amounts are as follows:

 

 

 

 

Year ended December 31,

 

 

(in thousands)

 

Timing of
satisfaction of
performance
obligations

 

2023

 

 

2022

 

 

2021

 

 

Management, transaction, and other fees:

 

 

 

 

 

 

 

 

 

 

 

 

Property management services

 

Over time

 

$

14,075

 

 

 

13,470

 

 

 

14,415

 

 

Asset management services

 

Over time

 

 

6,542

 

 

 

6,752

 

 

 

6,921

 

 

Promote income

 

Over time

 

 

 

 

 

 

 

 

13,589

 

(1)

Leasing services

 

Point in time

 

 

3,908

 

 

 

3,945

 

 

 

4,096

 

 

Other transaction fees

 

Point in time

 

 

2,429

 

 

 

1,684

 

 

 

1,316

 

 

             Total management, transaction, and other fees

 

$

26,954

 

 

 

25,851

 

 

 

40,337

 

 

(1)
The Company recognized $13.6 million in promote revenue during the year ended December 31, 2021, for exceeding partnership return hurdles from the Company's performance as managing member in the USAA partnership. The consideration was paid in the form of a real estate asset.

The accounts receivable for management services, which are included within Tenant and other receivables in the accompanying Consolidated Balance Sheets, are $18.5 million and $16.4 million, as of December 31, 2023 and 2022, respectively.

(c)
Real Estate Assets

The following table details the components of Real estate assets in the Consolidated Balance Sheets:

(in thousands)

 

December 31, 2023

 

 

December 31, 2022

 

Land

 

$

4,802,583

 

 

 

4,379,877

 

Land improvements

 

 

758,779

 

 

 

707,227

 

Buildings

 

 

6,371,894

 

 

 

5,465,877

 

Building and tenant improvements

 

 

1,302,954

 

 

 

1,171,650

 

Construction in progress

 

 

218,181

 

 

 

133,433

 

Total real estate assets

 

$

13,454,391

 

 

 

11,858,064

 

Capitalization and Depreciation

Real estate assets are stated at cost, less accumulated depreciation, and amortization. The Company periodically assesses the useful lives of its depreciable real estate assets, including those intended to be redeveloped in the near term, and accounts for any revisions prospectively. Expenditures for maintenance, repairs and demolition costs are charged to operations as incurred. Significant renovations and replacements, which improve or extend the life of the asset, are capitalized.

As part of the leasing process, the Company may provide lessees with allowances for the construction of leasehold improvements. These leasehold improvements are capitalized and recorded as tenant improvements and depreciated over the shorter of the useful life of the improvements or the remaining lease term. If the allowance represents a payment for a purpose other than funding leasehold improvements, or in the event the Company is not considered the owner of the improvements, the allowance is considered to be a lease incentive and is recognized over the lease term as a reduction of Lease income. Factors considered during this evaluation include, among other things, who holds legal title to the improvements as well as other controlling rights provided by the lease agreement and provisions for substantiation of such costs (e.g. unilateral control of the tenant space during the build-out process). Determination of the appropriate accounting for the payment of a tenant allowance is made on a lease-by-lease basis, considering the facts and circumstances of the individual tenant lease.

Depreciation is computed using the straight-line method over estimated useful lives of approximately 15 years for land improvements, 40 years for buildings and improvements, and the shorter of the useful life or the remaining lease term.

86


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Development and Redevelopment Costs

All specifically identifiable costs related to development and redevelopment activities are capitalized into Real estate assets in the accompanying Consolidated Balance Sheets, and are included in Construction in progress within the above table. The capitalized costs include pre-development costs essential to the development or redevelopment of the property, construction costs, interest costs, real estate taxes, insurance, legal costs, salaries and related costs of personnel directly involved and other costs incurred during the period of development or redevelopment.

Pre-development costs represent the costs the Company incurs prior to land acquisition or pursuing a redevelopment including contract deposits, as well as legal, engineering, and other external professional fees related to evaluating the feasibility of developing or redeveloping a shopping center. As of December 31, 2023 and 2022, the Company had nonrefundable deposits and other pre-development costs of approximately $7.7 million and $6.9 million, respectively. If the Company determines that the development or redevelopment of a particular shopping center is no longer probable, any related pre-development costs previously capitalized are immediately expensed. During the years ended December 31, 2023, 2022, and 2021, the Company expensed pre-development costs of approximately $0.1 million, $0.6 million, and $1.5 million, respectively, in Other operating expenses in the accompanying Consolidated Statements of Operations.

Interest costs are capitalized into each development and redevelopment project based upon applying the Company's weighted average borrowing rate to that portion of the actual development or redevelopment costs incurred. The Company discontinues interest and real estate tax capitalization when a project is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would the Company capitalize interest on a project beyond 12 months after substantial completion of the building. During the years ended December 31, 2023, 2022, and 2021, the Company capitalized interest of $5.7 million, $4.2 million, and $4.2 million, respectively, on our development and redevelopment projects.

We have a staff of employees directly supporting our development and redevelopment program. All direct internal costs attributable to these development activities are capitalized as part of each development and redevelopment project. The capitalization of costs is directly related to the actual level of development activity occurring. During the years ended December 31, 2023, 2022, and 2021, we capitalized $13.3 million, $10.8 million, and $11.3 million, respectively, of direct internal costs incurred to support our development and redevelopment program.

Acquisitions

Upon acquisition of operating real estate properties, the Company estimates the fair value of acquired tangible assets (consisting of land, land improvements, buildings, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases and in-place leases), assumed debt, and any noncontrolling interest in the acquiree at the date of acquisition, based on evaluation of information and estimates available at that date. Based on these estimates, the Company allocates the purchase price of the acquired properties based on their relative fair value to the applicable assets and liabilities. Acquisitions of operating properties are generally considered asset acquisitions and therefore transaction costs are capitalized. Fair value is determined based on an exit price approach, which contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Company's methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements. In addition, the Company determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases.

The value of in-place leases is estimated based on the value associated with the costs avoided in originating leases compared to the acquired in-place leases as well as the value associated with lost rental and recovery revenue during the assumed lease-up period. The value of in-place leases is recorded to Depreciation and amortization expense in the Consolidated Statements of Operations over the remaining expected term of the respective leases.

Above-market and below-market in-place lease values for acquired properties are recorded based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of market lease rates for comparable in-place leases, measured over a period equal to the remaining non-cancelable term of the lease, including below-market renewal options, if applicable. The value of above-market leases is amortized as a reduction of Lease income over the remaining terms of the respective leases and the value of below-market leases is accreted to Lease income over the remaining terms of the respective leases, including below-market renewal options, if applicable.

87


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The Company does not assign value to customerrelationship intangibles if it has pre-existing business relationships with major retailers at the acquired property since they do not provide incremental value over the Company's existing relationships.

Held for Sale

The Company classifies real estate assets as held-for-sale upon satisfaction of all the following criteria: (i) management commits to a plan to sell a property (or group of properties), (ii) the property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such properties, (iii) an active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated, (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year, (v) the property is being actively marketed for sale, and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Upon the determination to classify a property as held for sale, the Company ceases depreciation and amortization on the real estate property held for sale, as well as the amortization of any related intangible assets. Such properties are recorded at the lesser of the carrying value or estimated fair value less estimated costs to sell.

Valuation of Real Estate Investments and Impairments

The Company continually evaluates whether there are any events or changes in circumstances, that could indicate the carrying values of the real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate assets may not be recoverable, the Company assesses the recoverability of the asset group by estimating whether the Company will recover the carrying value of the asset group through its undiscounted future cash flows, including eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the asset group, an impairment charge will be recorded to the extent that the carrying value exceeds the estimated fair value of the asset group.

Estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and could differ materially from actual results. Changes in events or changes in circumstances may alter the hold period of an asset or asset group which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. If a property previously classified as held and used is changed to held for sale, the Company estimates fair value, less expected costs to sell, which could cause the Company to determine that the property is impaired.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow approach uses similar assumptions to the undiscounted cash flow approach above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimate of fair value. In estimating the fair value of undeveloped land, the Company generally uses market data and comparable sales information.

(d)
Cash, Cash Equivalents, and Restricted Cash

Any instruments which have an original maturity of 90 days or less when purchased are considered cash equivalents. As of December 31, 2023 and 2022, $6.4 million and $2.3 million, respectively, of cash was restricted through escrow agreements and certain mortgage loans.

(e)
Other Assets

Goodwill

Goodwill represents the excess of the purchase price consideration from the Equity One merger in 2017 over the fair value of the assets acquired and liabilities assumed. The Company accounts for goodwill in accordance with ASC Topic 350, Intangibles - Goodwill and Other, and allocates its goodwill to its reporting units, which have been determined to be at the individual property level. The Company performs an impairment evaluation of its goodwill at least annually, in November of each year, or more frequently as triggers occur. See note 5.

The goodwill impairment evaluation is completed using either a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the reporting unit's fair value is less than its carrying value, including goodwill. If a qualitative approach indicates it is more

88


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

likely-than-not that the estimated carrying value of a reporting unit (including goodwill) exceeds its fair value, or if the Company chooses to bypass the qualitative approach for any reporting unit, the Company will perform the quantitative approach described below.

The quantitative approach consists of estimating the fair value of each reporting unit using discounted projected future cash flows and comparing those estimated fair values with the carrying values, which include the allocated goodwill. If the estimated fair value is less than the carrying value, the Company would then recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

Investments

The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. The fair value of securities is determined using quoted market prices.

Debt securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity. Debt securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses recognized through earnings in Investment income in the Consolidated Statements of Operations. Debt securities not classified as held to maturity or as trading, are classified as available-for-sale, and are carried at fair value, with the unrealized gains and losses, net of tax, included in the determination of comprehensive income and reported in the Consolidated Statements of Comprehensive Income.

Equity securities with readily determinable fair values are measured at fair value with changes in the fair value recognized through net income and presented within Investment income in the Consolidated Statements of Operations.

Derivative Instruments

The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative instruments. Specifically, the Company enters into derivative instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative instruments are used to manage fluctuations in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings.

All derivative instruments, whether designated in hedging relationships or not, are recorded on the accompanying Consolidated Balance Sheets at their fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

The Company uses interest rate swaps to mitigate its interest rate risk on a related financial instrument or forecasted transaction, and the Company designates these interest rate swaps as cash flow hedges. Interest rate swaps designated as cash flow hedges generally involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company may also utilize cash flow hedges to lock U.S. Treasury rates in anticipation of future fixed-rate debt issuances. The gains or losses resulting from changes in fair value of derivatives that qualify as cash flow hedges are recognized in Accumulated other comprehensive income (loss) ("AOCI"). Upon the settlement of a hedge, gains and losses remaining in AOCI are amortized through earnings over the underlying term of the hedged transaction. The cash receipts or payments related to interest rate swaps are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows.

89


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows and/or forecasted cash flows of the hedged items.

In assessing the valuation of the hedges, the Company uses standard market conventions and techniques such as discounted cash flow analysis, option pricing models, and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

(f)
Deferred Leasing Costs

Deferred leasing costs consist of costs associated with leasing the Company's shopping centers, and are presented net of accumulated amortization. Such costs are amortized over the period through lease expiration. If the lease is terminated early, the remaining leasing costs are written off.

Under ASC Topic 842, the Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant's operating lease that would not have been incurred if the lease had not been obtained. These costs generally consist of third party broker payments. Non-contingent internal leasing and legal costs associated with leasing activities are expensed within General and administrative expenses.

(g)
Income Taxes

The Parent Company believes it qualifies, and intends to continue to qualify, as a REIT under the Code. As a REIT, the Parent Company will generally not be subject to federal income tax, provided that distributions to its shareholders are at least equal to REIT taxable income. All wholly-owned corporate subsidiaries of the Operating Partnership have elected to be a TRS or qualify as a REIT. The TRS's are subject to federal and state income taxes and file separate tax returns. As a pass through entity, the Operating Partnership generally does not pay taxes, but its taxable income or loss is reported by its partners, of which the Parent Company, as general partner and approximately 99.4% owner, is allocated its Pro-rata share of tax attributes.

The Company accounts for income taxes related to its TRS's under the asset and liability approach, which requires the recognition of the amount of taxes payable or refundable for the current year and deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates ineffect for the year in which the differences are expected to reverse. The Company records net deferred tax assets to the extent it believes it is more likely than not that these assets will be realized. A valuation allowance is recorded to reduce deferred tax assets when it is believed that it is more likely than not that all or some portion of the deferred tax asset will not be realized. The Company considers all available positive and negative evidence, including forecasts of future taxable income, the reversal of other existing temporary differences, available net operating loss carryforwards, tax planning strategies and recent and projected results of operations in order to make that determination.

In addition, tax positions are initially recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions shall initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years (2020 and forward for federal and state) based on an assessment of many factors including past experience and interpretations of tax laws applied to the facts of each matter.

(h)
Lease Obligations

The Company has certain properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties, which are all classified as operating leases. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. The building and improvements constructed on the leased land are capitalized as Real estate assets in the accompanying Consolidated Balance Sheets and depreciated over the shorter of the useful life of the improvements or the lease term.

90


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Leasehold improvements are capitalized as tenant improvements, included in Other assets in the Consolidated Balance Sheets, and depreciated over the shorter of the useful life of the improvements or the lease term.

Under Topic 842, the Company recognizes Lease liabilities on its Consolidated Balance Sheets for its ground and office leases and corresponding Right of use assets related to these same ground and office leases which are classified as operating leases. A key input in estimating the Lease liabilities and resulting Right of use assets is establishing the discount rate in the lease, which since the rates implicit in the lease contracts are not readily determinable, requires additional inputs for the longer-term ground leases, including market-based interest rates that correspond with the remaining term of the lease, the Company's credit spread, and a securitization adjustment necessary to reflect the collateralized payment terms present in the lease. This discount rate is applied to the remaining unpaid minimum rental payments for each lease to measure the operating lease liabilities.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods. For ground leases, the Company generally assumes it will exercise options through the latest option date of that shopping center's anchor tenant lease.

(i)
Earnings per Share and Unit

Basic earnings per share of common stock and unit are computed based upon the weighted average number of common shares and units, respectively, outstanding during the period. Diluted earnings per share and unit reflect the conversion of obligations and the assumed exercises of securities including the effects of shares issuable under the Company's share-based payment arrangements, if dilutive. Dividends paid on the Company's share-based compensation awards are not participating securities as they are forfeitable.

(j)
Stock-Based Compensation

The Company grants stock-based compensation to its employees and directors. The Company recognizes the cost of stock-based compensation based on the grant-date fair value of the award, which is expensed over the vesting period.

When the Parent Company issues common stock as compensation, it receives an equal number of common units from the Operating Partnership. The Company is committed to contributing to the Operating Partnership all proceeds from the share-based awards granted under the Parent Company's Long-Term Omnibus Plan (the "Plan"). Accordingly, the Parent Company's ownership in the Operating Partnership will increase based on the amount of proceeds contributed to the Operating Partnership for the common units it receives. As a result of the issuance of common units to the Parent Company for stock-based compensation, the Operating Partnership records the effect of stock-based compensation for awards of equity in the Parent Company.

(k)
Segment Reporting

The Company's business is investing in retail shopping centers through direct ownership or partnership interests. The Company actively manages its portfolio of retail shopping centers and may from time to time make decisions to sell lower performing properties or developments not meeting its long-term investment objectives. The proceeds from sales are generally reinvested into higher quality retail shopping centers, through acquisitions, new developments, or redevelopment of existing centers, which management believes will generate sustainable revenue growth and attractive returns. It is management's intent that all retail shopping centers will be owned or developed for investment purposes; however, the Company may decide tosell all or a portion of a development upon completion. The Company's revenues and net income are generated from the operation of its investment portfolio. The Company also earns fees for services provided to manage and lease retail shopping centers owned through joint ventures.

The Company's portfolio is located throughout the United States. Management does not distinguish or group its operations on a geographical basis for purposes of allocating resources or capital. The Company’s chief operating decision maker evaluates operating and financial performance for each property on an individual property level; therefore, the Company defines an operating segment as its individual properties. The individual properties have been aggregated into one reportable segment based upon their similarities with regard to both the nature and economics of the centers, tenants and operational processes, as well as long-term average financial performance.

(l)
Business Concentration

Grocer anchor tenants represent approximately 20.0% of Pro-rata annual base rent. No single tenant accounts for 10% or more of revenue and none of the shopping centers are located outside the United States.

91


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

(m)
Fair Value of Assets and Liabilities

ASC 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Therefore, a fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company uses a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from independent sources (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the Company's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The three levels of inputs used to measure fair value are as follows:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.

The Company also re-measures nonfinancial assets and nonfinancial liabilities, initially measured at fair value in a business combination or other new basis event, at fair value in subsequent periods if a re-measurement event occurs.

92


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

(n) Recent Accounting Pronouncements

The following table provides a brief description of recent accounting pronouncements and expected impact on our financial statements:

Standard

Description

Date of adoption

Effect on the financial statements or other significant matters

Recently adopted:

ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting

In March 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-04, Reference Rate Reform (Topic 848). ASU 2020-04 contains practical expedients for reference rate reform related to activities that impact debt, leases, derivatives, and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. The amendments in this update provide exceptions to the guidance in Topic 815 related to changes to the critical terms of a hedging relationship due to reference rate reform, which if criteria are met, provide such changes should not result in the dedesignation and redesignation of the hedging relationship.

March 2020 through March 31, 2023

The Company has elected to apply the hedge accounting expedients and exceptions related to changes to the reference rate from LIBOR to SOFR in the Company's interest rate swaps, which it completed during the three months ended March 31, 2023. Application of these exceptions preserves the hedge designation of interest rate swaps and the related accounting and presentation consistent with past presentation.

ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers

The amendments in this update require acquiring entities to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination rather than at fair value on the acquisition date required by Topic 805.

January 1, 2023

The adoption of this ASU did not have a material impact on the Company’s financial position and/or results of operations.

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

The amendments are aimed at enhancing the disclosures public entities provide regarding significant segment expenses so that investors can “better understand an entity’s overall performance” and assess “potential future cash flows.”

January 1, 2024

The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures.

ASU 2023-09,

Income Taxes (Topic 740):Improvements to Income Tax Disclosures.

ASU 2023-09 requires public business entities to disclose additional information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate for federal, state, and foreign income taxes. It also requires greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a specified threshold.

January 1, 2025

The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures.

93


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

2.
Real Estate Investments

UBP Acquisition of Real Estate Investments

Upon acquisition of real estate operating properties, the Company estimates the fair value of acquired tangible assets (consisting of land, building, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases and in-place leases), assumed debt, and any noncontrolling interest in the acquiree at the date of acquisition, based on evaluation of information and estimates available at that date. Based on these estimates, the Company allocates the estimated fair value

General

With respect to the applicable assets and liabilities. Any excess consideration above the fair value allocated to the applicable assets and liabilities results in goodwill. Fair value is determined based on an exit price approach, which contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company expenses transaction costs associated with business combinations in the period incurred and capitalizes costs associated with asset acquisitions.

We strategically co-invest with partners to own, manage, acquire, develop and redevelop operating properties. We analyze our investments in real estate partnerships in order to determine whether the entity should be consolidated. If it is determined that these investments do not require consolidation because the entities are not variable interest entities (“VIEs”), we are not considered the primary beneficiary of the entities determined to be VIEs, we do not have voting control, and/or the limited partners (or non-managing members) have substantive kick-out or participation rights, then the selection of the accounting method used to account for our investments in real estate partnerships is generally determined by our voting interests and the degree of influence we have over the entity. Management uses its judgment when making these determinations. We use the equity method of accounting for investments in real estate partnerships when we have significant influence but do not have a controlling financial interest. Under the equity method, we record our investments in and advances to these entities as investments in real estate partnerships in our consolidated balance sheets, and our proportionate share of earnings or losses earned by the joint venture is recognized in equity in income (loss) of investments in real estate partnerships in our consolidated statements of operations.
Development of Real Estate Assets and Cost Capitalization
We capitalize the acquisition of land, the construction of buildings, and other specifically identifiable development costs incurred by recording themUBP discussed in properties in development in our accompanying Consolidated Balance Sheets. Other specifically identifiable development costs include pre-development costs essential to the development process, as well as, interest, real estate taxes, and direct employee costs incurred during the development period. Once a development property is substantially complete and held available for occupancy, these indirect costs are no longer capitalized.
Pre-development costs are incurred prior to land acquisition during the due diligence phase and include contract deposits, legal, engineering, and other professional fees related to evaluating the feasibility of developing a shopping center. If we determine it is probable that a specific project undergoing due diligence will not be developed, we immediately expense all related capitalized pre-development costs not considered recoverable.


Interest costs are capitalized to each development project based on applying our weighted average borrowing rate to that portion of the actual development costs expended. We cease interest cost capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would we capitalize interest on the project beyond 12 months after the anchor opens for business. During the years ended December 31, 2017, 2016, and 2015, we capitalized interest of $7.9 million, $3.5 million, and $6.7 million, respectively, on our development projects.
Real estate taxes are capitalized to each development project over the same period as we capitalize interest.
We have a staff of employees who directly support our development program. All direct internal costs attributable to these development activities are capitalized as part of each development project. The capitalization of costs is directly related to the actual level of development activity occurring. During the years ended December 31, 2017, 2016, and 2015, we capitalized $17.6 million, $13.0 million, and $13.8 million, respectively, of direct internal costs incurred to support our development program.
Valuation of Real Estate Investments
In accordance with GAAP, we evaluate our real estate for impairment whenever there are indicators, including property operating performance and general market conditions, that the carrying value of our real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. If such indicators occur, we compare the current carrying value of the asset to the estimated undiscounted cash flows that are directly associated with the use and ultimate disposition of the asset. Our estimated cash flows are based on several key assumptions, including rental rates, costs of tenant improvements, leasing commissions, anticipated hold period, comparable sales information, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and the resulting impairment, if any, could differ from the actual gain or loss recognized upon ultimate sale in an arm's length transaction. If the carrying value of the asset exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over fair value. Changes in our disposition strategy or changes in the marketplace may alter the hold period of an asset or asset group, which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. In estimating the fair value of undeveloped land, we generally use market data and comparable sales information.
We evaluate our investments in real estate partnerships for impairment whenever there are indicators, including underlying property operating performance and general market conditions, that the value of our investments in real estate partnerships may be impaired. An investment in a real estate partnerships is considered impaired only if we determine that its fair value is less than the net carrying value of the investment in that real estate partnerships on an other-than-temporary basis. Cash flow projections for the investments consider property level factors, such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors. We consider various qualitative factors to determine if a decrease in the value of our investment is other-than-temporary. These factors include the age of the real estate partnerships, our intent and ability to retain our investment in the entity, the financial condition and long-term prospects of the entity and relationships with our partners and banks. If we believe that the decline in the fair value of the investment is temporary, no impairment charge is recorded. If our analysis indicates that there is an other-than-temporary impairment related to the investment in a particular real estate partnership, the carrying value of the investment will be adjusted to an amount that reflects the estimated fair value of the investment.

Derivative Instruments
The Company utilizes financial derivative instruments to manage risks associated with changing interest rates. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings. For additional information on the Company’s use and accounting for derivatives, see Notes 1 and 8 to the Consolidated Financial Statements.
The Company assesses effectiveness of our cash flow hedges both at inception and on an ongoing basis. The effective portion of changes in fair value of the interest rate swaps associated with our cash flow hedges is recorded in other comprehensive income which is included in accumulated other comprehensive loss on our consolidated balance sheet and our consolidated statement of equity. Our cash flow hedges become ineffective if critical terms of the hedging instrument and the debt instrument do not perfectly match such as notional amounts, settlement dates, reset dates, calculation period and LIBOR rate. If a cash flow


hedge is deemed ineffective, the ineffective portion of changes in fair value of the interest rate swaps associated with our cash flow hedges is recognized in earnings in the period affected.
The fair value of the Company's interest rate derivatives is determined using widely accepted valuation techniques including expected discounted cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Recent Accounting Pronouncements
See Note 1 to Consolidated Financial Statements.

Environmental Matters
We are subject to numerous environmental laws and regulations as they apply to our shopping centers pertaining primarily to chemicals used by- Acquisition of Urstadt Biddle Properties Inc, the dry cleaning industry, the existence of asbestos in older shopping centers, and underground petroleum storage tanks. We believe that the tenants who currently operate dry cleaning plants or gas stations do so in accordance with current laws and regulations. Generally, we use all legal means to cause tenants to remove dry cleaning plants from our shopping centers or convert them to more environmentally friendly systems. Where available, we have applied and been accepted into state-sponsored environmental programs. We have a blanket environmental insurance policy for third-party liabilities and remediation costs on shopping centers that currently have no known environmental contamination. We have also placed environmental insurance, where possible, on specific properties with known contamination, in order to mitigate our environmental risk. We monitor the shopping centers containing environmental issues and in certain cases voluntarily remediate the sites. We also have legal obligations to remediate certain sites and we are in the process of doing so.
As of December 31, 2017 we and our Investments in real estate partnerships had accrued liabilities of $9.9 million for our pro-rata share of environmental remediation. We believe that the ultimate disposition of currently known environmental matters will not have a material effect on our financial position, liquidity, or results of operations; however, we can give no assurance that existing environmental studies on our shopping centers have revealed all potential environmental liabilities; that any previous owner, occupant or tenant did not create any material environmental condition not known to us; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; or that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to us.

Off-Balance Sheet Arrangements
We do not have off-balance sheet arrangements, financings, or other relationships with other unconsolidated entities (other than our unconsolidated investment partnerships) or other persons, also known as variable interest entities, not previously discussed. Our unconsolidated investment partnership properties have been financed with non-recourse loans. We have no guarantees related to these loans.

Inflation/Deflation
Inflation has been historically low and has had a minimal impact on the operating performance of our shopping centers; however, inflation may become a greater concern in the near future. Most all of our long-term leases contain provisions designed to mitigate the adverse impact of inflation, which require tenants to pay their pro-rata share of operating expenses, including common-area maintenance, real estate taxes, insurance and utilities, thereby reducing our exposure to increases in costs and operating expenses resulting from inflation. In addition, many of our leases are for terms of less than ten years, which permits us to seek increased rents upon re-rental at market rates. However, during deflationary periods or periods of economic weakness, minimum rents and percentage rents will decline as the supply of available retail space exceeds demand and consumer spending declines. Occupancy declines will result in lower recovery rates of our operating expenses.



Item 7A. Quantitative and Qualitative Disclosures about Market Risk
We are exposed to two significant components of interest rate risk:
We have a Line commitment, as further described in Note 7 to the Consolidated Financial Statements, which has a variable interest rate that is based upon an annual rate of LIBOR plus 0.925%. LIBOR rates charged on our Line change monthly. The spread on the Line is dependent upon maintaining specific credit ratings. If our credit ratings are downgraded, the spread on the Line would increase, resulting in higher interest costs. The interest rate spread based on our credit rating ranges from LIBOR plus 0.875% to LIBOR plus 1.550%.
We are also exposed to changes in interest rates when we refinance our existing long-term fixed rate debt. The objective of our interest rate risk management program is to limit the impact of interest rate changes on earnings and cash flows. To achieve these objectives, we borrow primarily at fixed interest rates and may enter into derivative financial instruments such as interest rate swaps, caps, or treasury locks in order to mitigate our interest rate risk on a related financial instrument. We do not enter into derivative or interest rate transactions for speculative purposes. Our interest rate swaps are structured solely for the purpose of interest rate protection.
We continuously monitor the capital markets and evaluate our ability to issue new debt to repay maturing debt or fund our commitments. Based upon the current capital markets, our current credit ratings, our current capacity under our unsecured credit facilities, and the number of high quality, unencumbered properties that we own which could collateralize borrowings, we expect that we will be able to successfully issue new secured or unsecured debt to fund these debt obligations.
Our interest rate risk is monitored using a variety of techniques. The table below presents the principal cash flows, weighted average interest rates of remaining debt, and the fair value of total debt as of December 31, 2017 (dollars in thousands). The table is presented by year of expected maturity to evaluate the expected cash flows and sensitivity to interest rate changes. Although the average interest rate for variable rate debt is included in the table, those rates represent rates that existed as of December 31, 2017 and are subject to change on a monthly basis. In addition, the Company continually assesses the market risk for its floating rate debt and believes that a 1% increase in interest rates would decrease future earnings and cash flows by approximately $1.0 million per year based on $36.3 million of floating rate mortgage debt and $60.0 million of floating rate line of credit debt outstanding at December 31, 2017. If the Company increases its line of credit balance in the future, additional decreases to future earnings and cash flows would occur.
Further, the table below incorporates only those exposures that exist as of December 31, 2017 and does not consider exposures or positions that could arise after that date. Since firm commitments are not presented, the table has limited predictive value. As a result, our ultimate realized gain or loss with respect to interest rate fluctuations will depend on the exposures that arise during the period, our hedging strategies at that time, and actual interest rates.
  2018 2019 2020 2021 2022 Thereafter Total Fair Value
Fixed rate debt $122,867
 22,578
 539,702
 300,427
 582,466
 1,947,384
 3,515,424
 3,586,673
Average interest rate for all fixed rate debt (1)
 3.89% 3.88% 3.83% 3.70% 3.89% 3.91% 
 
Variable rate LIBOR debt $
 68,569
 
 27,750
 
 
 96,319
 96,371
Average interest rate for all variable rate debt (1)
 % 2.16% % 2.39% % % 
 
                 
(1) Average interest rates at the end of each year presented.



Item 8. Consolidated Financial Statements and Supplementary Data
Regency Centers Corporation and Regency Centers, L.P.
Index to Financial Statements
All other schedules are omitted because of the absence of conditions under which they are required, materiality or because information required therein is shown in the consolidated financial statements or notes thereto.




Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors
Regency Centers Corporation:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Regency Centers Corporation and subsidiaries (the “Company”) as of December 31, 2017 and 2016, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three‑year period ended December 31, 2017, and the related notes and the financial statement schedule III - Real Estate and Accumulated Depreciation (collectively, the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 27, 2018, expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ KPMG LLP
We have served as the Company's auditor since 1993.
Jacksonville, Florida
February 27, 2018
Certified Public Accountants



Report of Independent Registered Public Accounting Firm

The Stockholders and Board of Directors
Regency Centers Corporation:
Opinion on Internal Control Over Financial Reporting
We have audited Regency Centers Corporation and subsidiaries' (the “Company”) internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets of the Company as of December 31, 2017 and 2016, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes and financial statement schedule III - Real Estate and Accumulated Depreciation (collectively, the “consolidated financial statements”), and our report dated February 27, 2018, expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
Jacksonville, Florida
February 27, 2018
Certified Public Accountants



Report of Independent Registered Public Accounting Firm

To the Partners
Regency Centers, L.P.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Regency Centers, L.P. and subsidiaries (the “Partnership”) as of December 31, 2017 and 2016, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three‑year period ended December 31, 2017, and the related notes and the financial statement schedule III - Real Estate and Accumulated Depreciation (collectively, the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Partnership’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 27, 2018, expressed an unqualified opinion on the effectiveness of the Partnership’s internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ KPMG LLP
We have served as the Partnership's auditor since 1998.
Jacksonville, Florida
February 27, 2018
Certified Public Accountants



Report of Independent Registered Public Accounting Firm

The the Partners
Regency Centers, L.P.:
Opinion on Internal Control Over Financial Reporting
We have audited Regency Centers, L.P. and subsidiaries' (the “Partnership“) internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets of the Partnership as of December 31, 2017 and 2016, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes and financial statement schedule III - Real Estate and Accumulated Depreciation (collectively, the “consolidated financial statements”), and our report dated February 27, 2018, expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
Jacksonville, Florida
February 27, 2018
Certified Public Accountants



REGENCY CENTERS CORPORATION
Consolidated Balance Sheets
December 31, 2017 and 2016
(in thousands, except share data)
  2017 2016
Assets    
Real estate investments at cost (notes 1, 2 and 3):    
Land $4,667,744
 1,660,424
Buildings and improvements 5,910,686
 3,092,197
Properties in development 314,391
 180,878
  10,892,821
 4,933,499
Less: accumulated depreciation 1,339,771
 1,124,391
  9,553,050
 3,809,108
Investments in real estate partnerships (note 4) 386,304
 296,699
Net real estate investments 9,939,354
 4,105,807
Cash and cash equivalents 45,370
 13,256
Restricted cash 4,011
 4,623
Tenant and other receivables, net (note 1) 170,985
 111,722
Deferred leasing costs, less accumulated amortization of $93,291 and $83,529 at December 31, 2017 and 2016, respectively 80,044
 69,000
Acquired lease intangible assets, less accumulated amortization of $148,280 and $56,695 at December 31, 2017 and 2016, respectively (note 5) 478,826
 118,831
Other assets (note 1) 427,127
 65,667
Total assets $11,145,717
 4,488,906
Liabilities and Equity    
Liabilities:    
Notes payable (note 7) $2,971,715
 1,363,925
Unsecured credit facilities (note 7) 623,262
 278,495
Accounts payable and other liabilities 234,272
 138,936
Acquired lease intangible liabilities, less accumulated amortization of $56,550 and $23,538 at December 31, 2017 and 2016, respectively (note 5) 537,401
 54,180
Tenants’ security and escrow deposits and prepaid rent 46,013
 28,868
Total liabilities 4,412,663
 1,864,404
Commitments and contingencies (notes 14 and 15) 
 
Equity:    
Stockholders’ equity (note 10):    
Preferred stock, $0.01 par value per share, 30,000,000 shares authorized; 13,000,000 Series 6 and 7 shares issued and outstanding at December 31, 2016, with liquidation preferences of $25 per share 
 325,000
Common stock $0.01 par value per share, 220,000,000 and 150,000,000 shares authorized; 171,364,908 and 104,497,286 shares issued at December 31, 2017 and 2016, respectively 1,714
 1,045
Treasury stock at cost, 366,628 and 347,903 shares held at December 31, 2017 and 2016, respectively (18,307) (17,062)
Additional paid-in capital 7,873,104
 3,294,923
Accumulated other comprehensive loss (6,289) (18,346)
Distributions in excess of net income (1,158,170) (994,259)
Total stockholders’ equity 6,692,052
 2,591,301
Noncontrolling interests (note 10):    
Exchangeable operating partnership units, aggregate redemption value of $24,206 and $10,630 at December 31, 2017 and 2016, respectively 10,907
 (1,967)
Limited partners’ interests in consolidated partnerships 30,095
 35,168
Total noncontrolling interests 41,002
 33,201
Total equity 6,733,054
 2,624,502
Total liabilities and equity $11,145,717
 4,488,906
     
See accompanying notes to consolidated financial statements.



REGENCY CENTERS CORPORATION
Consolidated Statements of Operations
For the years ended December 31, 2017, 2016, and 2015
(in thousands, except per share data)
  2017 2016 2015
Revenues:      
Minimum rent $728,078
 444,305
 415,155
Percentage rent 6,635
 4,128
 3,750
Recoveries from tenants and other income 223,455
 140,611
 125,295
Management, transaction, and other fees 26,158
 25,327
 25,563
Total revenues 984,326
 614,371
 569,763
Operating expenses:      
Depreciation and amortization 334,201
 162,327
 146,829
Operating and maintenance 143,990
 95,022
 82,978
General and administrative 67,624
 65,327
 65,600
Real estate taxes 109,723
 66,395
 61,855
Other operating expenses 89,225
 14,081
 7,836
Total operating expenses 744,763
 403,152
 365,098
Other expense (income):      
Interest expense, net of interest income of $1,811, $1,180, and $1,590 in 2017, 2016, and 2015, respectively 132,629
 90,712
 102,622
Provision for impairment 
 4,200
 
Early extinguishment of debt 12,449
 14,240
 8,239
Net investment income, including unrealized (gains) losses of ($1,136), ($773), and $1,734 in 2017, 2016, and 2015, respectively (note 12) (3,985) (1,672) (625)
Loss on derivative instruments 
 40,586
 
Total other expense (income) 141,093
 148,066
 110,236
Income from operations before equity in income of investments in real estate partnerships and income taxes 98,470
 63,153
 94,429
Equity in income of investments in real estate partnerships (note 4) 43,341
 56,518
 22,508
Deferred income tax (benefit) of taxable REIT subsidiary (9,737) 
 
Income from operations 151,548
 119,671
 116,937
Gain on sale of real estate, net of tax 27,432
 47,321
 35,606
Net income 178,980
 166,992
 152,543
Noncontrolling interests:      
Exchangeable operating partnership units (388) (257) (240)
Limited partners’ interests in consolidated partnerships (2,515) (1,813) (2,247)
Income attributable to noncontrolling interests (2,903) (2,070) (2,487)
Net income attributable to the Company 176,077
 164,922
 150,056
Preferred stock dividends and issuance costs (16,128) (21,062) (21,062)
Net income attributable to common stockholders
$159,949
 143,860
 128,994
       
Income per common share - basic (note 13) $1.00
 1.43
 1.37
Income per common share - diluted (note 13) $1.00
 1.42
 1.36
       
See accompanying notes to consolidated financial statements.



REGENCY CENTERS CORPORATION
Consolidated Statements of Comprehensive Income
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  2017 2016 2015
Net income $178,980
 166,992
 152,543
Other comprehensive (loss) income:      
Effective portion of change in fair value of derivative instruments:      
Effective portion of change in fair value of derivative instruments 1,151
 (10,332) (10,089)
Reclassification adjustment of derivative instruments included in net income 11,103
 51,139
 9,152
Available for sale securities      
Unrealized (loss) gain on available-for-sale securities (8) 24
 (43)
Other comprehensive income (loss) 12,246
 40,831
 (980)
Comprehensive income 191,226
 207,823
 151,563
Less: comprehensive income (loss) attributable to noncontrolling interests:      
Net income attributable to noncontrolling interests 2,903
 2,070
 2,487
Other comprehensive income (loss) attributable to noncontrolling interests 189
 484
 (35)
Comprehensive income attributable to noncontrolling interests 3,092
 2,554
 2,452
Comprehensive income attributable to the Company $188,134
 205,269
 149,111
       
See accompanying notes to consolidated financial statements.



REGENCY CENTERS CORPORATION
Consolidated Statements of Equity
For the years ended December 31, 2017, 2016, and 2015
(in thousands, except per share data)
               Noncontrolling Interests  
  Preferred
Stock
 Common
Stock
 Treasury
Stock
 Additional
Paid In
Capital
 Accumulated
Other
Comprehensive
Loss
 Distributions
in Excess of
Net Income
 Total
Stockholders’
Equity
 Exchangeable
Operating
Partnership
Units
 Limited
Partners’
Interest  in
Consolidated
Partnerships
 Total
Noncontrolling
Interests
 Total
Equity
Balance at December 31, 2014$325,000
 941
 (19,382) 2,540,153
 (57,748) (882,372) 1,906,592
 (1,914) 31,804
 29,890
 1,936,482
Net income 
 
 
 
 
 150,056
 150,056
 240
 2,247
 2,487
 152,543
Other comprehensive income (loss) 
 
 
 
 (945) 
 (945) (2) (33) (35) (980)
Deferred compensation plan, net 
 
 (276) 276
 
 
 
 
 
 
 
Restricted stock issued, net of amortization 
 
 
 13,869
 
 
 13,869
 
 
 
 13,869
Common stock redeemed for taxes withheld for stock based compensation, net 
 
 
 (9,706) 
 
 (9,706) 
 
 
 (9,706)
Common stock issued for dividend reinvestment plan 
 
 
 1,250
 
 
 1,250
 
 
 
 1,250
Common stock issued for stock offerings, net of issuance costs 
 31
 
 198,463
 
 
 198,494
 
 
 
 198,494
Contributions from partners 
 
 
 
 
 
 
 
 717
 717
 717
Distributions to partners 
 
 
 (1,797) 
 
 (1,797) 
 (4,249) (4,249) (6,046)
Cash dividends declared:                      
Preferred stock/unit 
 
 
 
 
 (21,062) (21,062) 
 
 
 (21,062)
Common stock/unit ($1.94 per share) 
 
 
 
 
 (182,642) (182,642) (299) 
 (299) (182,941)
Balance at December 31, 2015$325,000
 972
 (19,658) 2,742,508
 (58,693) (936,020) 2,054,109
 (1,975) 30,486
 28,511
 2,082,620
Net income 
 
 
 
 
 164,922
 164,922
 257
 1,813
 2,070
 166,992
Other comprehensive income (loss) 
 
 
 
 40,347
 
 40,347
 58
 426
 484
 40,831
Deferred compensation plan, net 
 
 2,596
 (2,596) 
 
 
 
 
 
 
Restricted stock issued, net of amortization 
 2
 
 13,419
 
 
 13,421
 
 
 
 13,421
Common stock redeemed for taxes withheld for stock based compensation, net 
 
 
 (7,789) 
 
 (7,789) 
 
 
 (7,789)
Common stock issued for dividend reinvestment plan 
 
 
 1,070
 
 
 1,070
 
 
 
 1,070
Common stock issued for stock offerings, net of issuance costs 
 71
 
 548,849
 
 
 548,920
 
 
 
 548,920
Reallocation of limited partners' interest 
 
 
 (538) 
 
 (538) 
 538
 538
 
Contributions from partners 
 
 
 
 
 
 
 
 8,760
 8,760
 8,760
Distributions to partners 
 
 
 
 
 
 
 
 (6,855) (6,855) (6,855)
Cash dividends declared:                      
Preferred stock/unit 
 
 
 
 
 (21,062) (21,062) 
 
 
 (21,062)
Common stock/unit ($2.00 per share) 
 
 
 
 
 (202,099) (202,099) (307) 
 (307) (202,406)
Balance at December 31, 2016$325,000
 1,045
 (17,062) 3,294,923
 (18,346) (994,259) 2,591,301
 (1,967) 35,168
 33,201
 2,624,502
Net income 
 
 
 
 
 176,077
 176,077
 388
 2,515
 2,903
 178,980
Other comprehensive income (loss) 
 
 
 
 12,057
 
 12,057
 21
 168
 189
 12,246


REGENCY CENTERS CORPORATION
Consolidated Statements of Equity
For the years ended December 31, 2017, 2016, and 2015
(in thousands, except per share data)
               Noncontrolling Interests  
  Preferred
Stock
 Common
Stock
 Treasury
Stock
 Additional
Paid In
Capital
 Accumulated
Other
Comprehensive
Loss
 Distributions
in Excess of
Net Income
 Total
Stockholders’
Equity
 Exchangeable
Operating
Partnership
Units
 Limited
Partners’
Interest  in
Consolidated
Partnerships
 Total
Noncontrolling
Interests
 Total
Equity
Deferred compensation plan, net 
 
 (1,245) 1,236
 
 
 (9) 
 
 
 (9)
Restricted stock issued, net of amortization 
 2
 
 15,293
 
 
 15,295
 
 
 
 15,295
Common stock redeemed for taxes withheld for stock based compensation, net 
 (1) 
 (18,345) 
 
 (18,346) 
 
 
 (18,346)
Common stock issued for dividend reinvestment plan 
 
 
 1,210
 
 
 1,210
 
 
 
 1,210
Common stock issued for stock offerings, net of issuance costs 
 667
 
 4,559,810
 
 
 4,560,477
 
 
 
 4,560,477
Restricted stock issued upon Equity One merger 
 1
 
 7,950
 
 
 7,951
 
 
 
 7,951
Redemption of preferred stock (325,000) 
 
 11,099
 
 (11,099) (325,000) 
 
 
 (325,000)
Reallocation of limited partners' interest 
 
 
 (72) 
 
 (72) 
 72
 72
 
Contributions from partners 
 
 
 
 
 
 
 13,100
 378
 13,478
 13,478
Distributions to partners 
 
 
 
 
 
 
 
 (8,206) (8,206) (8,206)
Cash dividends declared:                      
Preferred stock/unit 
 
 
 
 
 (5,029) (5,029) 
 
 
 (5,029)
Common stock/unit ($2.10 per share) 
 
 
 
 
 (323,860) (323,860) (635) 
 (635) (324,495)
Balance at December 31, 2017$
 1,714
 (18,307) 7,873,104
 (6,289) (1,158,170) 6,692,052
 10,907
 30,095
 41,002
 6,733,054
                       
See accompanying notes to consolidated financial statements.



REGENCY CENTERS CORPORATION
Consolidated Statements of Cash Flows
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  2017 2016 2015
Cash flows from operating activities:      
Net income $178,980
 166,992
 152,543
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 334,201
 162,327
 146,829
Amortization of deferred loan cost and debt premium 9,509
 9,762
 9,677
Net accretion of above and below market lease intangibles, net (23,144) (3,879) (1,598)
Stock-based compensation, net of capitalization 20,549
 10,652
 11,081
Equity in income of investments in real estate partnerships (43,341) (56,518) (22,508)
Gain on sale of real estate, net of tax (27,432) (47,321) (35,606)
Provision for impairment 
 4,200
 
Early extinguishment of debt 12,449
 14,240
 8,239
Deferred income tax benefit of taxable REIT subsidiary (9,737) 
 
Distribution of earnings from operations of investments in real estate partnerships 53,502
 50,361
 46,646
Settlement of derivative instruments 
 
 (7,267)
Gain on derivative instruments 76
 
 
Deferred compensation expense 3,844
 1,655
 207
Realized and unrealized gain on investments (note 12) (3,837) (1,673) (626)
Changes in assets and liabilities:      
Restricted cash 1,362
 59
 1,926
Accounts receivable, net (7,077) (1,581) (2,059)
Straight-line rent receivable, net (19,004) (7,219) (8,231)
Deferred leasing costs (14,448) (10,349) (12,949)
Other assets (note 1) 9,536
 673
 (496)
Accounts payable and other liabilities (2,114) 5,543
 (3,810)
Tenants’ security and escrow deposits and prepaid rent (2,728) (564) 3,545
Net cash provided by operating activities 471,146
 297,360
 285,543
Cash flows from investing activities:      
Acquisition of operating real estate (124,727) (333,220) (42,983)
Costs paid in advance of real estate acquisitions (4,917) (750) (2,250)
Acquisition of Equity One, net of cash acquired of $72,534 (648,763) 
 
Real estate development and capital improvements (347,780) (234,598) (205,103)
Proceeds from sale of real estate investments 112,161
 135,269
 108,822
(Issuance) / Collection of notes receivable (5,236) 
 1,719
Investments in real estate partnerships (23,529) (37,879) (20,054)
Distributions received from investments in real estate partnerships 36,603
 58,810
 23,801
Dividends on investment securities 365
 330
 243
Acquisition of securities (23,535) (55,223) (31,941)
Proceeds from sale of securities 21,378
 57,590
 28,400
Net cash used in investing activities (1,007,980) (409,671) (139,346)
       


REGENCY CENTERS CORPORATION
Consolidated Statements of Cash Flows
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  2017 2016 2015
Cash flows from financing activities:      
Net proceeds from common stock issuance 88,458
 548,920
 198,494
Repurchase of common shares in conjunction with tax withholdings on equity award plans (18,649) (7,984) (9,906)
Proceeds from sale of treasury stock 100
 957
 
Acquisition of treasury stock 
 (29) 
Redemption of preferred stock and partnership units (325,000) 
 
Distributions to limited partners in consolidated partnerships, net (8,139) (4,213) (5,341)
Distributions to exchangeable operating partnership unit holders (635) (307) (299)
Dividends paid to common stockholders (322,650) (201,029) (181,392)
Dividends paid to preferred stockholders (5,029) (21,062) (21,062)
Repayment of fixed rate unsecured notes 
 (300,000) (450,000)
Proceeds from issuance of fixed rate unsecured notes, net 953,115
 
 248,160
Proceeds from unsecured credit facilities 1,100,000
 460,000
 445,000
Repayment of unsecured credit facilities (755,000) (345,000) (355,000)
Proceeds from notes payable 131,069
 53,446
 4,316
Repayment of notes payable (232,839) (72,803) (76,168)
Scheduled principal payments (10,162) (5,860) (5,878)
Payment of loan costs (13,271) (2,233) (5,998)
Early redemption costs (12,420) (14,092) (8,043)
Net cash provided by (used in) financing activities 568,948
 88,711
 (223,117)
Net increase (decrease) in cash and cash equivalents 32,114
 (23,600) (76,920)
Cash and cash equivalents at beginning of the year 13,256
 36,856
 113,776
Cash and cash equivalents at end of the year $45,370
 13,256
 36,856
Supplemental disclosure of cash flow information:      
Cash paid for interest (net of capitalized interest of $7,946, $3,482, and $6,740 in 2017, 2016, and 2015, respectively) $109,956
 82,950
 101,527
Cash (received) paid for income taxes $(269) 
 1,015
Supplemental disclosure of non-cash transactions:      
Exchangeable operating partnership units issued for acquisition of real estate $13,100
 
 
Mortgage loans assumed for the acquisition of operating real estate $27,000
 
 42,799
Change in fair value of securities available-for-sale $(8) 24
 (43)
Common stock issued for dividend reinvestment plan $1,210
 1,070
 1,250
Stock-based compensation capitalized $3,210
 2,963
 2,988
Contributions from limited partners in consolidated partnerships, net $186
 8,755
 13
Common stock issued for dividend reinvestment in trust $557
 728
 833
Contribution of stock awards into trust $1,372
 1,538
 1,651
Distribution of stock held in trust $677
 4,114
 1,898
Equity One Merger:      
Notes payable assumed in Equity One merger, at fair value $757,399
 
 
Common stock exchanged for Equity One shares $4,471,808
 
 
Deconsolidation of previously consolidated partnership:      
Real estate, net $
 14,144
 
Investments in real estate partnerships $
 (3,355) 
Notes payable $
 (9,415) 
Other assets and liabilities $
 571
 
Limited partners' interest in consolidated partnerships $
 (2,099) 
       
See accompanying notes to consolidated financial statements.



REGENCY CENTERS, L.P.
Consolidated Balance Sheets
December 31, 2017 and 2016
(in thousands, except unit data)
  2017 2016
Assets    
Real estate investments at cost (notes 1, 2 and 3):    
Land $4,667,744
 1,660,424
Buildings and improvements 5,910,686
 3,092,197
Properties in development 314,391
 180,878
  10,892,821
 4,933,499
Less: accumulated depreciation 1,339,771
 1,124,391
  9,553,050
 3,809,108
Investments in real estate partnerships (note 4) 386,304
 296,699
Net real estate investments 9,939,354
 4,105,807
Cash and cash equivalents 45,370
 13,256
Restricted cash 4,011
 4,623
Tenant and other receivables, net (note 1) 170,985
 111,722
Deferred leasing costs, less accumulated amortization of $93,291 and $83,529 at December 31, 2017 and 2016, respectively 80,044
 69,000
Acquired lease intangible assets, less accumulated amortization of $148,280 and $56,695 at December 31, 2017 and 2016, respectively (note 5) 478,826
 118,831
Other assets (note 1) 427,127
 65,667
Total assets $11,145,717
 4,488,906
Liabilities and Capital    
Liabilities:    
Notes payable (note 7) $2,971,715
 1,363,925
Unsecured credit facilities (note 7) 623,262
 278,495
Accounts payable and other liabilities 234,272
 138,936
Acquired lease intangible liabilities, less accumulated amortization of $56,550 and $23,538 at December 31, 2017 and 2016, respectively (note 5) 537,401
 54,180
Tenants’ security and escrow deposits and prepaid rent 46,013
 28,868
Total liabilities 4,412,663
 1,864,404
Commitments and contingencies (notes 14 and 15) 
 
Capital:    
Partners’ capital (note 10):    
Preferred units of general partner, $0.01 par value per unit, 13,000,000 units issued and outstanding at December 31, 2016, liquidation preference of $25 per unit 
 325,000
General partner; 171,364,908 and 104,497,286 units outstanding at December 31, 2017 and 2016, respectively 6,698,341
 2,284,647
Limited partners; 349,902 and 154,170 units outstanding at December 31, 2017 and 2016 10,907
 (1,967)
Accumulated other comprehensive loss (6,289) (18,346)
Total partners’ capital 6,702,959
 2,589,334
Noncontrolling interests (note 10):    
Limited partners’ interests in consolidated partnerships 30,095
 35,168
Total noncontrolling interests 30,095
 35,168
Total capital 6,733,054
 2,624,502
Total liabilities and capital $11,145,717
 4,488,906
     
See accompanying notes to consolidated financial statements.



REGENCY CENTERS, L.P.
Consolidated Statements of Operations
For the years ended December 31, 2017, 2016, and 2015
(in thousands, except per unit data)
  2017 2016 2015
Revenues:      
Minimum rent $728,078
 444,305
 415,155
Percentage rent 6,635
 4,128
 3,750
Recoveries from tenants and other income 223,455
 140,611
 125,295
Management, transaction, and other fees 26,158
 25,327
 25,563
Total revenues 984,326
 614,371
 569,763
Operating expenses:      
Depreciation and amortization 334,201
 162,327
 146,829
Operating and maintenance 143,990
 95,022
 82,978
General and administrative 67,624
 65,327
 65,600
Real estate taxes 109,723
 66,395
 61,855
Other operating expenses 89,225
 14,081
 7,836
Total operating expenses 744,763
 403,152
 365,098
Other expense (income):      
Interest expense, net of interest income of $1,811, $1,180, and $1,590 in 2017, 2016, and 2015, respectively 132,629
 90,712
 102,622
Provision for impairment 
 4,200
 
Early extinguishment of debt 12,449
 14,240
 8,239
Net investment income, including unrealized (gains) losses of ($1,136), ($773), and $1,734 in 2017, 2016, and 2015, respectively (note 12) (3,985) (1,672) (625)
Loss on derivative instruments 
 40,586
 
Total other expense (income) 141,093
 148,066
 110,236
Income from operations before equity in income of investments in real estate partnerships and income taxes 98,470
 63,153
 94,429
Equity in income of investments in real estate partnerships (note 4) 43,341
 56,518
 22,508
Deferred income tax (benefit) of taxable REIT subsidiary (9,737) 
 
Income from operations 151,548
 119,671
 116,937
Gain on sale of real estate, net of tax 27,432
 47,321
 35,606
Net income 178,980
 166,992
 152,543
Limited partners’ interests in consolidated partnerships (2,515) (1,813) (2,247)
Net income attributable to the Partnership 176,465
 165,179
 150,296
Preferred unit distributions and issuance costs (16,128) (21,062) (21,062)
Net income attributable to common unit holders $160,337
 144,117
 129,234
       
Income per common unit - basic (note 13): $1.00
 1.43
 1.37
Income per common unit - diluted (note 13): $1.00
 1.42
 1.36
       
See accompanying notes to consolidated financial statements.



REGENCY CENTERS, L.P.
Consolidated Statements of Comprehensive Income

For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  2017 2016 2015
Net income $178,980
 166,992
 152,543
Other comprehensive (loss) income:      
Effective portion of change in fair value of derivative instruments:      
Effective portion of change in fair value of derivative instruments 1,151
 (10,332) (10,089)
Reclassification adjustment of derivative instruments included in net income 11,103
 51,139
 9,152
Available for sale securities      
Unrealized (loss) gain on available-for-sale securities (8) 24
 (43)
Other comprehensive income (loss) 12,246
 40,831
 (980)
Comprehensive income 191,226
 207,823
 151,563
Less: comprehensive income (loss) attributable to noncontrolling interests:      
Net income attributable to noncontrolling interests 2,515
 1,813
 2,247
Other comprehensive income (loss) attributable to noncontrolling interests 168
 426
 (33)
Comprehensive income attributable to noncontrolling interests 2,683
 2,239
 2,214
Comprehensive income attributable to the Partnership $188,543
 205,584
 149,349
       
See accompanying notes to consolidated financial statements.



REGENCY CENTERS, L.P.
Consolidated Statements of Capital
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  General Partner
Preferred and
Common Units
 Limited
Partners
 Accumulated
Other
Comprehensive
Loss
 Total
Partners’
Capital
 Noncontrolling
Interests in
Limited Partners’
Interest in
Consolidated
Partnerships
 Total
Capital
Balance at December 31, 2014$1,964,340
 (1,914) (57,748) 1,904,678
 31,804
 1,936,482
Net income 150,056
 240
 
 150,296
 2,247
 152,543
Other comprehensive income (loss) 
 (2) (945) (947) (33) (980)
Contributions from partners 
 
 
 
 717
 717
Distributions to partners (184,439) (299) 
 (184,738) (4,249) (188,987)
Preferred unit distributions (21,062) 
 
 (21,062) 
 (21,062)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization 13,869
 
 
 13,869
 
 13,869
Common units issued as a result of common stock issued by Parent Company, net of repurchases 190,038
 
 
 190,038
 
 190,038
Balance at December 31, 2015$2,112,802
 (1,975) (58,693) 2,052,134
 30,486
 2,082,620
Net income 164,922
 257
 
 165,179
 1,813
 166,992
Other comprehensive income (loss) 
 58
 40,347
 40,405
 426
 40,831
Contributions from partners 
 
 
 
 8,760
 8,760
Distributions to partners (202,099) (307) 
 (202,406) (6,855) (209,261)
Reallocation of limited partners' interest (538) 
 
 (538) 538
 
Preferred unit distributions (21,062) 
 
 (21,062) 
 (21,062)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization 13,421
 
 
 13,421
 
 13,421
Common units issued as a result of common stock issued by Parent Company, net of repurchases 542,201
 
 
 542,201
 
 542,201
Balance at December 31, 2016$2,609,647
 (1,967) (18,346) 2,589,334
 35,168
 2,624,502


REGENCY CENTERS, L.P.
Consolidated Statements of Capital
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  General Partner
Preferred and
Common Units
 Limited
Partners
 Accumulated
Other
Comprehensive
Loss
 Total
Partners’
Capital
 Noncontrolling
Interests in
Limited Partners’
Interest in
Consolidated
Partnerships
 Total
Capital
Net income 176,077
 388
 
 176,465
 2,515
 178,980
Other comprehensive income (loss) 
 21
 12,057
 12,078
 168
 12,246
Deferred compensation plan, net (9) 
 
 (9) 
 (9)
Contributions from partners 
 13,100
 
 13,100
 378
 13,478
Distributions to partners (323,860) (635) 
 (324,495) (8,206) (332,701)
Reallocation of limited partners' interest (72) 
 
 (72) 72
 
Preferred unit distributions (5,029) 
 
 (5,029) 
 (5,029)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization 15,295
 
 
 15,295
 
 15,295
Preferred stock redemptions (325,000) 
 
 (325,000) 
 (325,000)
Common units issued as a result of common stock issued by Parent Company, net of repurchases 4,543,341
 
 
 4,543,341
 
 4,543,341
Restricted units issued as a result of restricted stock issued by Parent Company upon Equity One merger 7,951
 
 
 7,951
 
 7,951
Balance at December 31, 2017$6,698,341
 10,907
 (6,289) 6,702,959
 30,095
 6,733,054
             
See accompanying notes to consolidated financial statements.



REGENCY CENTERS, L.P.
Consolidated Statements of Cash Flows
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  2017 2016 2015
Cash flows from operating activities:      
Net income $178,980
 166,992
 152,543
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 334,201
 162,327
 146,829
Amortization of deferred loan cost and debt premium 9,509
 9,762
 9,677
Net accretion of above and below market lease intangibles, net (23,144) (3,879) (1,598)
Stock-based compensation, net of capitalization 20,549
 10,652
 11,081
Equity in income of investments in real estate partnerships (43,341) (56,518) (22,508)
Gain on sale of real estate, net of tax (27,432) (47,321) (35,606)
Provision for impairment 
 4,200
 
Early extinguishment of debt 12,449
 14,240
 8,239
Deferred income tax benefit of taxable REIT subsidiary (9,737) 
 
Distribution of earnings from operations of investments in real estate partnerships 53,502
 50,361
 46,646
Settlement of derivative instruments 
 
 (7,267)
Gain on derivative instruments 76
 
 
Deferred compensation expense 3,844
 1,655
 207
Realized and unrealized gain on investments (note 12) (3,837) (1,673) (626)
Changes in assets and liabilities:      
Restricted cash 1,362
 59
 1,926
Accounts receivable, net (7,077) (1,581) (2,059)
Straight-line rent receivable, net (19,004) (7,219) (8,231)
Deferred leasing costs (14,448) (10,349) (12,949)
Other assets (note 1) 9,536
 673
 (496)
Accounts payable and other liabilities (2,114) 5,543
 (3,810)
Tenants’ security and escrow deposits and prepaid rent (2,728) (564) 3,545
Net cash provided by operating activities 471,146
 297,360
 285,543
Cash flows from investing activities:      
Acquisition of operating real estate (124,727) (333,220) (42,983)
Costs paid in advance of real estate acquisitions (4,917) (750) (2,250)
Acquisition of Equity One, net of cash acquired of $72,534 (648,763) 
 
Real estate development and capital improvements (347,780) (234,598) (205,103)
Proceeds from sale of real estate investments 112,161
 135,269
 108,822
(Issuance) / Collection of notes receivable (5,236) 
 1,719
Investments in real estate partnerships (23,529) (37,879) (20,054)
Distributions received from investments in real estate partnerships 36,603
 58,810
 23,801
Dividends on investment securities 365
 330
 243
Acquisition of securities (23,535) (55,223) (31,941)
Proceeds from sale of securities 21,378
 57,590
 28,400
Net cash used in investing activities (1,007,980) (409,671) (139,346)
       


REGENCY CENTERS, L.P.
Consolidated Statements of Cash Flows
For the years ended December 31, 2017, 2016, and 2015
(in thousands)
  2017 2016 2015
Cash flows from financing activities:      
Net proceeds from common units issued as a result of common stock issued by Parent Company 88,458
 548,920
 198,494
Repurchase of common units in conjunction with tax withholdings on equity award plans (18,649) (7,984) (9,906)
Proceeds from treasury units issued as a result of treasury stock sold by Parent Company 100
 957
 
Acquisition of treasury units as a result of treasury stock acquired by Parent Company 
 (29) 
Redemption of preferred partnership units (325,000) 
 
Distributions to limited partners in consolidated partnerships, net (8,139) (4,213) (5,341)
Distributions to partners (323,285) (201,336) (181,691)
Distributions to preferred unit holders (5,029) (21,062) (21,062)
Repayment of fixed rate unsecured notes 
 (300,000) (450,000)
Proceeds from issuance of fixed rate unsecured notes, net 953,115
 
 248,160
Proceeds from unsecured credit facilities 1,100,000
 460,000
 445,000
Repayment of unsecured credit facilities (755,000) (345,000) (355,000)
Proceeds from notes payable 131,069
 53,446
 4,316
Repayment of notes payable (232,839) (72,803) (76,168)
Scheduled principal payments (10,162) (5,860) (5,878)
Payment of loan costs (13,271) (2,233) (5,998)
Early redemption costs (12,420) (14,092) (8,043)
Net cash provided by (used in) financing activities 568,948
 88,711
 (223,117)
Net increase (decrease) in cash and cash equivalents 32,114
 (23,600) (76,920)
Cash and cash equivalents at beginning of the year 13,256
 36,856
 113,776
Cash and cash equivalents at end of the year $45,370
 13,256
 36,856
Supplemental disclosure of cash flow information:      
Cash paid for interest (net of capitalized interest of $7,946, $3,482, and $6,740 in 2017, 2016, and 2015, respectively) $109,956
 82,950
 101,527
Cash paid for income taxes $(269) 
 1,015
Supplemental disclosure of non-cash transactions:      
Common stock issued by Parent Company for partnership units exchanged $13,100
 
 
Mortgage loans assumed for the acquisition of operating real estate $27,000
 
 42,799
Change in fair value of securities available-for-sale $(8) 24
 (43)
Common stock issued by Parent Company for dividend reinvestment plan $1,210
 1,070
 1,250
Stock-based compensation capitalized $3,210
 2,963
 2,988
Contributions from limited partners in consolidated partnerships, net $186
 8,755
 13
Common stock issued for dividend reinvestment in trust $557
 728
 833
Contribution of stock awards into trust $1,372
 1,538
 1,651
Distribution of stock held in trust $677
 4,114
 1,898
Equity One Merger:      
Notes payable assumed in Equity One merger, at fair value $757,399
 
 
Common stock exchanged for Equity One shares $4,471,808
 
 
Deconsolidation of previously consolidated partnership:      
Real estate, net $
 14,144
 
Investments in real estate partnerships $
 (3,355) 
Notes payable $
 (9,415) 
Other assets and liabilities $
 571
 
Limited partners' interest in consolidated partnerships $
 (2,099) 
       
See accompanying notes to consolidated financial statements.


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017

1.Summary of Significant Accounting Policies
(a)    Organization and Principles of Consolidation
General
Regency Centers Corporation (the “Parent Company”) began its operations as a Real Estate Investment Trust (“REIT”) in 1993 and is the general partner of Regency Centers, L.P. (the “Operating Partnership”). The Parent Company engages in the ownership, management, leasing, acquisition, and development of retail shopping centers through the Operating Partnership, and has no other assets other than through its investment in the Operating Partnership, and its only liabilities are the unsecured notes assumed from the merger with Equity One, which are co-issued and guaranteed by the Operating Partnership. The Parent Company guarantees all of the unsecured debt of the Operating Partnership. As of December 31, 2017, the Parent Company, the Operating Partnership, and their controlled subsidiaries on a consolidated basis (the "Company” or “Regency”) owned 311 retail shopping centers and held partial interests in an additional 115 retail shopping centers through unconsolidated investments in real estate partnerships (also referred to as "joint ventures" or "co-investment partnerships").
On March 1, 2017, Regency completed its merger with Equity One, whereby Equity One merged with and into Regency, with Regency continuing as the surviving public company. Under the terms of the Merger Agreement, each Equity One stockholder received 0.45 of a newly issued share of Regency common stock for each share of Equity One common stock owned immediately prior to the effective time of the merger, resulting in the issuance of approximately 65.5 million shares of Regency common stock to effect the merger.

Estimates, Risks, and Uncertainties
The preparation of the consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most significant estimates in the Company's financial statements relate to the net carrying values of its real estate investments, accounts receivable, straight line rent receivable, goodwill, and acquired lease intangible assets and acquired lease intangible liabilities. It is possible that the estimates and assumptions that have been utilized in the preparation of the consolidated financial statements could change significantly if economic conditions were to weaken.
Consolidation
The accompanying consolidated financial statements include the accounts of the Parent Company, the Operating Partnership, its wholly-owned subsidiaries, and consolidated partnerships in which the Company has a controlling interest. Investments in real estate partnerships not controlled by the Company are accounted for under the equity method. All significant inter-company balances and transactions are eliminated in the consolidated financial statements.
The Company consolidates properties that are wholly owned or properties where it owns less than 100%, but which it controls. Control is determined using an evaluation based on accounting standards related to the consolidation of voting interest entities and variable interest entities ("VIEs"). For joint ventures that are determined to be a VIE, the Company consolidates the entity where it is deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE. The Company's determination of the primary beneficiary considers all relationships between it and the VIE, including management agreements and other contractual arrangements.
Ownership of the Parent Company
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The Parent Company has a single class of common stock outstanding. At December 31, 2016, the Company also had two series of preferred stock outstanding (“Series 6 and 7 Preferred Stock”). The dividends on the Series 6 and 7 Preferred Stock were cumulative and payable in arrears quarterly. During 2017, the Company redeemed in full the Series 6 and 7 Preferred Stock.
Ownership of the Operating Partnership
The Operating Partnership's capital includes general and limited common Partnership Units. As of December 31, 2017, the Parent Company owned approximately 99.8%, or 171,364,908, of the 171,714,810 outstanding common Partnership Units of the Operating Partnership, with the remaining limited Partnership Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company serves as general partner of the Operating Partnership. The EOP unit holders have limited rights over the Operating Partnership such that they do not have the power to direct the activities of the Operating Partnership. As such, the Operating Partnership is considered a VIE, and the Parent Company is the primary beneficiary, which consolidates it. The Parent Company's only investment is the Operating Partnership. Net income and distributions of the Operating Partnership are allocable to the general and limited common Partnership Units in accordance with their ownership percentages.
Real Estate Partnerships
Regency has a partial ownership interest in 126 properties through partnerships, of which 11 are consolidated. These partners include institutional investors, other real estate developers and/or operators, and individual parties who help Regency source transactions for development and investment (the "Partners" or "limited partners"). Regency has a variable interest in these entities through its equity interests. As managing member, Regency maintains the books and records and typically provides leasing and property management to the partnerships. The Partners’ level of involvement varies from protective decisions (debt, bankruptcy, selling primary asset(s) of business) to involvement in approving leases, operating budgets, and capital budgets.
Those partnerships for which the Partners only have protective rights are considered VIEs under ASC 810, Consolidation. Regency is the primary beneficiary of these VIEs as Regency has power over these partnerships and they operate primarily for the benefit of Regency. As such, Regency consolidates these entities and reports the limited partners’ interest as noncontrolling interests.
The majority of the operations of the VIEs are funded with cash flows generated by the properties, or in the case of developments, with capital contributions or third party construction loans. Regency does not provide financial support to the VIEs.
Those partnerships for which the Partners are involved in the day to day decisions and do not have any other aspects that would cause them to be considered VIEs, are evaluated for consolidation using the voting interest model.
Those partnerships in which Regency has a controlling financial interest are consolidated and the limited partners’ ownership interest and share of net income is recorded as noncontrolling interest.
Those partnerships in which Regency does not have a controlling financial interest are accounted for using the equity method and its ownership interest is recognized through single-line presentation as Investments in Real Estate Partnerships, in the Consolidated Balance Sheet, and Equity in Income of Investments in Real Estate Partnerships, in the Consolidated Statements of Operations. Cash distributions of earnings from operations from investments in real estate partnerships are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in investments in real estate partnerships are presented in cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows. Distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment has resulted in a negative investment balance for one partnership, which is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is either accreted to income and recorded in equity in income of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range in lives from 10 to 40 years, or recognized at liquidation if the joint venture agreement includes a unilateral right to elect to dissolve the real estate partnership and, upon such an election, receive a distribution in-kind.
The assets of these partnerships are restricted to the use of the partnerships and cannot be used by general creditors of the Company. And similarly, the obligations of these partnerships can only be settled by the assets of these partnerships.
The major classes of assets, liabilities, and non-controlling equity interests held by the Company's VIEs, exclusive of the Operating Partnership as a whole, are as follows:
(in thousands)December 31, 2017December 31, 2016
Assets  
Net real estate investments$172,73686,440
Cash and cash equivalents4,9933,444
Liabilities  
Notes payable16,5518,175
Equity  
Limited partners’ interests in consolidated partnerships17,57217,565
Noncontrolling Interests
Noncontrolling Interests of the Parent Company
The consolidated financial statements of the Parent Company include the following ownership interests held by owners other than the preferred and common stockholders of the Parent Company: (i) the limited Partnership Units in the Operating Partnership held by third parties and (ii) the minority-owned interest held by third parties in consolidated partnerships (“Limited partners' interests in consolidated partnerships”). The Parent Company has included all of these noncontrolling interests in permanent equity, separate from the Parent Company's stockholders' equity, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity and Comprehensive Income (Loss). The portion of net income or comprehensive income attributable to these noncontrolling interests is included in net income and comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss) of the Parent Company.
In accordance with the FASB ASC Topic 480, securities that are redeemable for cash or other assets at the option of the holder, not solely within the control of the issuer, are classified as redeemable noncontrolling interests outside of permanent equity in the Consolidated Balance Sheets. The Parent Company has evaluated the conditions as specified under the FASB ASC Topic 480 as it relates to exchangeable operating partnership units outstanding and concluded that it has the right to satisfy the redemption requirements of the units by delivering unregistered common stock. Each outstanding exchangeable operating partnership unit is exchangeable for one share of common stock of the Parent Company, and the unit holder cannot require redemption in cash or other assets. Limited partners' interests in consolidated partnerships are not redeemable by the holders. The Parent Company also evaluated its fiduciary duties to itself, its shareholders, and, as the managing general partner of the Operating Partnership, to the Operating Partnership, and concluded its fiduciary duties are not in conflict with each other or the underlying agreements. Therefore, the Parent Company classifies such units and interests as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity.
Noncontrolling Interests of the Operating Partnership
The Operating Partnership has determined that limited partners' interests in consolidated partnerships are noncontrolling interests. Subject to certain conditions and pursuant to the terms of the agreement, the
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




Company generally has the right, but not the obligation, to purchase the other member’s interest or sell its own interest in these consolidated partnerships. The Operating Partnership has included these noncontrolling interests in permanent capital, separate from partners' capital, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Capital. The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in net income and comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements Comprehensive Income (Loss) of the Operating Partnership.
(b)    Revenues and Tenant Receivable
Leasing Revenue and Receivables
The Company leases space to tenants under agreements with varying terms. Leases are accounted for as operating leases with minimum rent recognized on a straight-line basis over the term of the lease regardless of when payments are due.
When the Company is the owner of the leasehold improvements, recognition of straight line lease revenue commences when the lessee is given possession of the leased space upon completion of tenant improvements. However, when the leasehold improvements are owned by the tenant, the lease inception date is the date the tenant obtains possession of the leased space for purposes of constructing its leasehold improvements.
More than half of all of the lease agreements with anchor tenants contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"). Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements. Most all lease agreements contain provisions for reimbursement of the tenants' share of real estate taxes, insurance and common area maintenance (“CAM”) costs. Recovery of real estate taxes, insurance, and CAM costs are recognized as the respective costs are incurred in accordance with the lease agreements.
The following table represents the components of Tenant and other receivables, net in the accompanying Consolidated Balance Sheets:
 December 31,
(in thousands)2017 2016
Billed tenant receivables$25,329
 15,599
Accrued CAM, insurance and tax reimbursements14,825
 9,221
Other receivables34,472
 12,058
Straight-line rent receivables93,284
 73,384
Notes receivable15,803
 10,481
Less: allowance for doubtful accounts(8,040) (5,460)
Less: straight-line rent reserves(4,688) (3,561)
Total tenant and other receivables, net$170,985
 111,722
The Company estimates the collectibility of the accounts receivable related to base rents, straight-line rents, expense reimbursements, and other revenue taking into consideration the Company's historical write-off experience, tenant credit-worthiness, current economic trends, and remaining lease terms. The Company recorded the following provisions for doubtful accounts:
 Year ended December 31,
(in thousands)2017 2016 2015
Gross provision for doubtful accounts$3,992
 1,705
 2,364
Provision for straight line rent reserve$1,129
 2,271
 714


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017





Real Estate Sales
Profits from sales of real estate are recognized under the full accrual method by the Company when: (i) a sale is consummated; (ii) the buyer's initial and continuing investment is adequate to demonstrate a commitment to pay for the property; (iii) the Company's receivable, if applicable, is not subject to future subordination; (iv) the Company has transferred to the buyer the usual risks and rewards of ownership; and (v) the Company does not have substantial continuing involvement with the property.
Management Services
The Company is engaged under agreements with its joint venture partners to provide asset management, property management, leasing, investing, and financing services for such joint ventures' shopping centers. The fees are market-based, generally calculated as a percentage of either revenues earned or the estimated values of the properties managed or the proceeds received, and are recognized as services are rendered, when fees due are determinable, and collectibility is reasonably assured. The Company also receives transaction fees, as contractually agreed upon with each joint venture, which include fees such as acquisition fees, disposition fees, “promotes”, or “earnouts”, and are recognized as services are rendered, when fees due are determinable, and collectibility is reasonably assured.
(c)    Real Estate Investments
Capitalization and Depreciation
Maintenance and repairs that do not improve or extend the useful lives of the respective assets are recorded in operating and maintenance expense.
As part of the leasing process, the Company may provide the lessee with an allowance for the construction of leasehold improvements. These leasehold improvements are capitalized and recorded as tenant improvements, and depreciated over the shorter of the useful life of the improvements or the remaining lease term. If the allowance represents a payment for a purpose other than funding leasehold improvements, or in the event the Company is not considered the owner of the improvements, the allowance is considered to be a lease incentive and is recognized over the lease term as a reduction of minimum rent. Factors considered during this evaluation include, among other things, who holds legal title to the improvements as well as other controlling rights provided by the lease agreement and provisions for substantiation of such costs (e.g. unilateral control of the tenant space during the build-out process). Determination of the appropriate accounting for the payment of a tenant allowance is made on a lease-by-lease basis, considering the facts and circumstances of the individual tenant lease.
Depreciation is computed using the straight-line method over estimated useful lives of approximately 40 years for buildings and improvements, the shorter of the useful life or the remaining lease term subject to a maximum of 10 years for tenant improvements, and three to seven years for furniture and equipment.
Development Costs
Land, buildings, and improvements are recorded at cost. All specifically identifiable costs related to development activities are capitalized into properties in development on the accompanying Consolidated Balance Sheets. The capitalized costs include pre-development costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, and allocated direct employee costs incurred during the period of development. Interest costs are capitalized into each development project based upon applying the Company's weighted average borrowing rate to that portion of the actual development costs expended. The Company discontinues interest and real estate tax capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would the Company capitalize interest on the project beyond 12 months after substantial completion of the building shell.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




Pre-development costs represent the costs the Company incurs prior to land acquisition including contract deposits, as well as legal, engineering, and other external professional fees related to evaluating the feasibility of developing a shopping center. As of December 31, 2017 and 2016, the Company had refundable deposits of approximately $3.5 million and $1.2 million, respectively, included in pre-development costs. If the Company determines that the development of a particular shopping center is no longer probable, any related pre-development costs previously capitalized are immediately expensed. During the years ended December 31, 2017, 2016, and 2015, the Company expensed pre-development costs of approximately $1.5 million, $1.5 million, and $1.7 million, respectively, in other operating expenses in the accompanying Consolidated Statements of Operations.
Acquisitions
Through June 30, 2017, the Company and its real estate partnerships accounted for operating property acquisitions as business combinations using the acquisition method. Effective July 1, 2017, upon the adoption of ASU 2017-01: Definition of a Business accounting standard, operating property acquisitions are generally considered asset acquisitions. The Company expenses transaction costs associated with business combinations in the period incurred and capitalizes transaction costs associated with asset acquisitions. Both business combinations and asset acquisitions require that the Company recognize and measure the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the operating property acquired ("acquiree").
The Company's methodology includes estimating an “as-if vacant” fair value of the physical property, which includes land, building, and improvements. In addition, the Company determines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases.
The value of in-place leases is estimated based on the value associated with the costs avoided in originating leases compared to the acquired in-place leases as well as the value associated with lost rental and recovery revenue during the assumed lease-up period. The value of in-place leases is recorded to amortization expense over the remaining expected term of the respective leases.
Above-market and below-market in-place lease values for acquired properties are recorded based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of fair market lease rates for comparable in-place leases, measured over a period equal to the remaining non-cancelable term of the lease, including below-market renewal options, if applicable. The value of above-market leases is amortized as a reduction of minimum rent over the remaining terms of the respective leases and the value of below-market leases is accreted to minimum rent over the remaining terms of the respective leases, including below-market renewal options, if applicable. The Company does not assign value to customer relationship intangibles if it has pre-existing business relationships with the major retailers at the acquired property since they do not provide incremental value over the Company's existing relationships.
Held for Sale
The Company classifies land, an operating property, or a property in development as held-for-sale upon satisfaction of the following criteria: (i) management commits to a plan to sell a property (or group of properties), (ii) the property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such properties, (iii) an active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated, (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year, (v) the property is being actively marketed for sale, and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Operating properties held-for-sale are carried at the lower of cost or fair value less costs to sell.
Impairment
We evaluate whether there are any indicators, including property operating performance and general market conditions, that the value of the real estate properties (including any related amortizable
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




intangible assets or liabilities) may not be recoverable. Through the evaluation, we compare the current carrying value of the asset to the estimated undiscounted cash flows that are directly associated with the use and ultimate disposition of the asset. Our estimated cash flows are based on several key assumptions, including rental rates, costs of tenant improvements, leasing commissions, anticipated hold period, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and could differ materially from actual results. Changes in our disposition strategy or changes in the marketplace may alter the hold period of an asset or asset group which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. To the extent that the carrying value of the asset exceeds the estimated undiscounted cash flows, an impairment loss is recognized equal to the excess of carrying value over fair value. If such indicators are not identified, management will not assess the recoverability of a property's carrying value. If a property previously classified as held and used is changed to held-for-sale, the Company estimates fair value, less expected costs to sell, which could cause the Company to determine that the property is impaired.
The fair value of real estate assets is subjective and is determined through comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the traditional discounted cash flow approach. Such cash flow projections consider factors such as expected future operating income, trends and prospects, as well as the effects of demand, competition and other factors, and therefore is subject to management judgment and changes in those factors could impact the determination of fair value. In estimating the fair value of undeveloped land, the Company generally uses market data and comparable sales information.
A loss in value of investments in real estate partnerships under the equity method of accounting, other than a temporary decline, must be recognized in the period in which the loss occurs. If management identifies indicators that the value of the Company's investment in real estate partnerships may be impaired, it evaluates the investment by calculating the fair value of the investment by discounting estimated future cash flows over the expected term of the investment.
Tax Basis
The net book basis of the Company's real estate assets exceeds the net tax basis by approximately $2.8 billion at December 31, 2017, primarily due to the tax free merger with Equity One and inheriting lower carryover tax basis. The net tax basis of the Company's real estate assets exceeded the book basis by approximately $190.3 million at December 31, 2016, primarily due to the property impairments recorded for book purposes and the cost basis of the assets acquired and their carryover basis recorded for tax purposes.
(d)    Cash and Cash Equivalents
Any instruments which have an original maturity of 90 days or less when purchased are considered cash equivalents. As of December 31, 2017 and 2016, $4.0 million and $4.6 million, respectively, of cash was restricted through escrow agreements and certain mortgage loans.
(e)    Other Assets
The following table represents the components of Other assets in the accompanying Consolidated Balance Sheets:
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




 December 31,
(in thousands)2017 2016
Goodwill (1)
$331,884
 
Investments41,636
 36,008
Prepaid and other30,332
 10,386
Derivative assets14,515
 11,622
Furniture, fixtures, and equipment, net6,123
 4,094
Deferred financing costs, net2,637
 3,557
Total other assets$427,127
 65,667
    
(1) Goodwill amount is subject to provisional accounting for the purchase price allocation from the Equity One merger, as discussed in note 2.
Goodwill
Goodwill represents the excess of the purchase price consideration for the Equity One merger over the fair value of the assets acquired and liabilities assumed, and reflects expected synergies from combining Regency's and Equity One's operations. The Company accounts for goodwill in accordance with the Intangibles - Goodwill and Other Topic of the FASB ASC 350, and allocates its goodwill to the reporting units, which have been determined to be at the individual property level. The Company performs an impairment evaluation of its goodwill at least annually, in November of each year. The Company's current goodwill impairment analysis, using a qualitative approach, did not result in any indication of impairment.
The goodwill impairment evaluation may be completed through a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the property’s fair value is less than its carrying value. If a qualitative approach indicates it is more likely-than-not that the estimated carrying value of a property exceeds its fair value, or if the Company chooses to bypass the qualitative approach for any property, the Company will perform the quantitative approach described below.
The quantitative approach consists of estimating the fair value of each property using discounted projected future cash flows and comparing those estimated fair values with the carrying values, which include the allocated goodwill. If the estimated fair value is less than the carrying value, the Company would then recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.
Investments
The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. Debt securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity. Marketable securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses recognized in earnings. Debt and marketable equity securities not classified as held to maturity or as trading, are classified as available-for-sale, and are carried at fair value, with the unrealized gains and losses, net of tax, included in the determination of comprehensive income and reported in the Consolidated Statements of Comprehensive Income. The fair value of securities is determined using quoted market prices.
(f)    Deferred Leasing Costs
Deferred leasing costs consist of internal and external commissions associated with leasing the Company's shopping centers, and are presented net of accumulated amortization. Such costs are amortized over the period through lease expiration. If the lease is terminated early, the remaining leasing costs are written off.
(g)    Derivative Financial Instruments
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings.
All derivative instruments, whether designated in hedging relationships or not, are recorded on the accompanying Consolidated Balance Sheets at their fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.
The Company uses interest rate swaps to mitigate its interest rate risk on a related financial instrument or forecasted transaction, and the Company designates these interest rate swaps as cash flow hedges. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The gains or losses resulting from changes in fair value of derivatives that qualify as cash flow hedges are recognized in other comprehensive income (“OCI”) while the ineffective portion of the derivative's change in fair value is recognized in the Statements of Operations as interest expense. Upon the settlement of a hedge, gains and losses remaining in OCI are amortized through earnings over the underlying term of the hedged transaction.
The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows and/or forecasted cash flows of the hedged items.
In assessing the valuation of the hedges, the Company uses standard market conventions and techniques such as discounted cash flow analysis, option pricing models, and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.
The cash receipts or payments to settle interest rate swaps are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows.
(h)    Income Taxes
The Parent Company believes it qualifies, and intends to continue to qualify, as a REIT under the Code. As a REIT, the Parent Company will generally not be subject to federal income tax, provided that distributions to its stockholders are at least equal to REIT taxable income. Each wholly-owned corporate subsidiary of the Operating Partnership has elected to be a Taxable REIT Subsidiary (“TRS”) as defined in Section 856(l) of the Code. The TRS's are subject to federal and state income taxes and file separate tax returns. As a pass through entity, the Operating Partnership generally does not pay taxes, but its taxable income or loss is reported by its partners, of which the Parent Company, as general partner and approximately 99.8% owner, is allocated its pro-rata share of tax attributes.
The Company accounts for income taxes related to its TRS’s under the asset and liability approach, which requires the recognition of the amount of taxes payable or refundable for the current year and deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records net deferred tax assets to the extent it believes it is more likely than not that these assets will be realized. A valuation allowance is recorded to reduce deferred tax assets when it is believed that it is more likely than not that all or some portion of the deferred tax asset will not be realized. The Company considers all available positive and negative evidence, including forecasts of future taxable income, the reversal of other existing temporary differences, available net operating loss carryforwards, tax planning strategies and recent results of operations in order to make that determination.
In addition, tax positions are initially recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions shall initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years (2014 and forward for federal and state) based on an assessment of many factors including past experience and interpretations of tax laws applied to the facts of each matter.
The Tax Cuts and Jobs Act (the “Act”), signed into law in December 2017, includes numerous provisions that will affect businesses. Key provisions in the Act have significant financial statement effects. These effects include remeasurement of deferred taxes, recognition of liabilities for taxes on mandatory deemed repatriation and certain other foreign income, and reassessment of the realizability of deferred tax assets. Because the asset and liability approach under ASC 740 requires companies to recognize the effect of tax law changes in the period of enactment, the effects must be recognized in companies’ December 2017 financial statements, even though the effective date of the law for most provisions is January 1, 2018. To the extent that all information necessary is not available, prepared or analyzed, companies are allotted a measurement period to make adjustments for the effect of the law. The Company has calculated the tax impact of the change in tax law, most notably, the deferred tax assets and liabilities have been revalued at the appropriate tax rate. The impact resulted in a $9.7 million benefit recognized in earnings for 2017.

(i)    Earnings per Share and Unit
Basic earnings per share of common stock and unit are computed based upon the weighted average number of common shares and units, respectively, outstanding during the period. Diluted earnings per share and unit reflect the conversion of obligations and the assumed exercises of securities including the effects of shares issuable under the Company's share-based payment arrangements, if dilutive. Dividends paid on the Company's share-based compensation awards are not participating securities as they are forfeitable.
(j)    Stock-Based Compensation
The Company grants stock-based compensation to its employees and directors. The Company recognizes stock-based compensation based on the grant-date fair value of the award and the cost of the stock-based compensation is expensed over the vesting period.
When the Parent Company issues common shares as compensation, it receives a like number of common units from the Operating Partnership. The Company is committed to contributing to the Operating Partnership all proceeds from the exercise of stock options or other share-based awards granted under the Parent Company's Long-Term Omnibus Plan (the “Plan”). Accordingly, the Parent Company's ownership in the Operating Partnership will increase based on the amount of proceeds contributed to the Operating Partnership for the common units it receives. As a result of the issuance of common units to the Parent Company for stock-based compensation, the Operating Partnership records the effect of stock-based compensation for awards of equity in the Parent Company.
(k)    Segment Reporting
The Company's business is investing in retail shopping centers through direct ownership or partnership interests. The Company actively manages its portfolio of retail shopping centers and may from time to time make decisions to sell lower performing properties or developments not meeting its long-term investment objectives. The proceeds from sales are generally reinvested into higher quality retail shopping centers,
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




through acquisitions or new developments, which management believes will generate sustainable revenue growth and attractive returns. It is management's intent that all retail shopping centers will be owned or developed for investment purposes; however, the Company may decide to sell all or a portion of a development upon completion. The Company's revenues and net income are generated from the operation of its investment portfolio. The Company also earns fees for services provided to manage and lease retail shopping centers owned through joint ventures.
The Company's portfolio is located throughout the United States. Management does not distinguish or group its operations on a geographical basis for purposes of allocating resources or capital. The Company reviews operating and financial data for each property on an individual basis; therefore, the Company defines an operating segment as its individual properties. The individual properties have been aggregated into one reportable segment based upon their similarities with regard to both the nature and economics of the centers, tenants and operational processes, as well as long-term average financial performance.
(l)    Business Concentration
Grocer anchor tenants represent approximately 18% of pro-rata annual base rent. No single tenant accounts for 5% or more of revenue and none of the shopping centers are located outside the United States.
(m)    Fair Value of Assets and Liabilities
Fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company uses a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from independent sources (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the Company's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The three levels of inputs used to measure fair value are as follows:
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.
Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.
The Company also remeasures nonfinancial assets and nonfinancial liabilities, initially measured at fair value in a business combination or other new basis event, at fair value in subsequent periods if a remeasurement event occurs.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




(n)    Recent Accounting Pronouncements
The following table provides a brief description of recent accounting pronouncements and expected impact on our financial statements:
StandardDescriptionDate of adoptionEffect on the financial statements or other significant matters
Recently adopted:
ASU 2016-09, March 2016, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment AccountingThis ASU affects entities that issue share-based payment awards to their employees. The ASU is designed to simplify several aspects of accounting for share-based payment award transactions including income tax consequences, classification of awards as either equity or liabilities, an option to recognize stock compensation forfeitures as they occur, and changes to classification on the statement of cash flows.January 2017The adoption of this standard resulted in the reclassification of income taxes withheld on share-based awards out of operating activities into financing activities on the Statement of Cash Flows. As retrospective application was required for this component of the ASU, $8.0 million was reclassified on the Statements of Cash Flows for the year ended December 31, 2016.

ASU 2017-01
January 2017, Business Combinations (Topic 805): Clarifying the Definition of a Business
This ASU amends and provides a screen to determine when an integrated set of assets and activities, collectively referred to as a "set", is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business.

If the screen is not met, the amendments in this update (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace missing elements. The amendments provide a framework to assist entities in evaluating whether both an input and a substantive process are present. Early adoption is permitted.
July 2017This standard changed the treatment of individual operating properties from being considered a business to being considered an asset.

This change results in acquisition costs being capitalized as part of asset acquisitions, whereas previous treatment had them recognized in earnings in the period incurred.

The Company adopted this standard effective July 1, 2017.
ASU 2017-04, January 2017, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
This ASU simplifies how an entity tests goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit's goodwill with the carrying amount of that goodwill. Instead, under this update, the Company will perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The Company would then recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.October 2017
The Company early adopted this ASU on October 1, 2017.

The adoption of this ASU did not have an impact on the Company's financial statements and related disclosures, but rather simplified the method of evaluating goodwill for impairment.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




StandardDescriptionDate of adoptionEffect on the financial statements or other significant matters
Not yet adopted:
ASU 2017-12, August 2017, Targeted Improvements to Accounting for Hedging Activities
This ASU provides updated guidance to better align a company’s financial reporting for hedging activities with the economic objectives of those activities.

The transition guidance provides companies with the option of early adopting the new standard using a modified retrospective transition method in any interim period after issuance of the update, or alternatively requires adoption for fiscal years beginning after December 15, 2018. This adoption method will require the Company to recognize the cumulative effect of initially applying the ASU as an adjustment to accumulated other comprehensive income with a corresponding adjustment to the opening balance of retained earnings as of the beginning of the fiscal year that an entity adopts the update.
January 2018
The Company plans to early adopt this ASU on January 1, 2018.

The Company has assessed the impacts of the standard and has determined that the adoption and implementation of this standard will not have a material impact on the consolidated financial statements.
ASU 2016-01, January 2016, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities
This ASU amends the guidance to classify equity securities with readily-determinable fair values into different categories and requires equity securities to be measured at fair value with changes in the fair value recognized through net income. Equity investments accounted for under the equity method are not included in the scope of this amendment. Early adoption of this amendment is not permitted.

January 2018
The Company has assessed the impacts of the standard and determined that the adoption and implementation of this standard will not have a material impact on its results of operations, financialcondition or cash flows.

ASU 2016-15, August 2016, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments
This ASU makes eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows to eliminate current diversity in practice. Early adoption is permitted on a retrospective basis.January 2018
The ASU is consistent with the Company's current treatment and the Company has determined that the adoption and implementation of this standard will not have an impact on its cash flow statement.

ASU 2016-18, November 2016, Statement of Cash Flows (Topic 230): Restricted Cash
This ASU requires entities to show the changes in the total of cash, cash equivalents, restricted cash, and restricted cash equivalents in the statement of cash flows. The amendments in this ASU should be applied using a retrospective transition method to each period presented.January 2018The Company has assessed the impacts of the standard and determined that the adoption will result in a change to the classification and presentation of changes in restricted cash on its cash flow statement, which is not expected to be material. There will be no change to the Company's financial condition or results of operations from the adoption of this standard.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




StandardDescriptionDate of adoptionEffect on the financial statements or other significant matters
Revenue from Contracts with Customers (Topic 606) and related updates:

ASU 2014-09, May 2014, Revenue from Contracts with Customers (Topic 606)

ASU 2016-08, March 2016, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations

ASU 2016-10, April 2016, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing

ASU 2016-12, May 2016, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients

ASU 2016-19, December 2016, Technical Corrections and Improvements

ASU 2016-20, December 2016, Technical Corrections and Improvements to Topic 606 Revenue from Contracts With Customers

ASU 2017-05, February 2017, Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (Subtopic 610-20)

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("Topic 606"). The objective of Topic 606 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. It will supersede most of the existing revenue guidance, including industry-specific guidance. The core principal of this new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying Topic 606, companies will perform a five-step analysis of transactions to determine when and how revenue is recognized.

Topic 606 applies to all contracts with customers except those that are within the scope of other topics in the FASB's accounting standards codification. As a result, Topic 606 does not apply to revenue from lease contracts until the adoption of the new leases standard, Topic 842, in January 2019.

ASU 2017-05 clarifies that ASC 610-20 applies to all nonfinancial assets (including real estate) for which the counterparty is not a customer and requires an entity to derecognize a nonfinancial asset in a partial sale transaction when it ceases to have a controlling financial interest in the asset and has transferred control of the asset. Once an entity transfers control of the nonfinancial asset, the entity is required to measure any noncontrolling interest it receives or retains at fair value. Under the current guidance, a partial sale is recognized and carryover basis is used for the retained interest resulting in only partial gain recognition by the entity, however, the new guidance eliminates the use of carryover basis and generally requires the full gain be recognized.

The standard allows for either "full retrospective" adoption, meaning the standard is applied to all of the periods presented, or "modified retrospective" adoption, meaning the standard is applied only to the most recent period presented in the financial statements.

Additional disclosures are also required in order to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers, including disaggregated disclosures of revenue recognized, contract balances, and performance obligations.












January 2018
The majority of the Company's revenue originates from lease contracts and will be subject to Topic 842 to be adopted in January 2019. Upon the adoption of the new leases standard, certain recoveries from tenants may become subject to the revenue standard, which may have a different recognition pattern or presentation than under current GAAP.

Beyond revenue from lease contracts, the Company's other main revenue streams, include:

 - Management, transaction and other fees from the Company's real estate partnerships, primarily in the form of property management fees, asset management fees, and leasing commission fees. The Company evaluated all partnership fee relationships and does not currently expect any changes in the timing of revenue recognition from these revenue streams.

 - Sales of real estate assets will be accounted for under Subtopic 610-20, which provides for revenue recognition based on transfer of control. For property sales where Regency has no continuing involvement, there should be no change to the Company's timing of recognition. For property sales in which Regency has continuing involvement, full gain recognition may be required, where gains may have been deferred under existing GAAP. Upon adoption of ASU 2017-05, the Company's $30.9 million of previously deferred gains from transactions with equity method investees will be recognized through opening retained earnings.

 The Company intends to follow the modified retrospective method of adoption, applying the standard to only 2018, and not restating prior periods presented in future financial statements.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




StandardDescriptionDate of adoptionEffect on the financial statements or other significant matters
ASU 2016-02, February 2016, Leases (Topic 842)

This ASU amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets. It also makes targeted changes to lessor accounting, including a change to the treatment of internal leasing costs and legal costs, which can no longer be capitalized.

Early adoption of this standard is permitted to coincide with adoption of ASU 2014-09. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief.
January 2019
The Company is evaluating the impact this standard will have on its financial statements and related disclosures.
Upon adoption, the Company will recognize right of use assets and corresponding lease obligations for its office and ground lease obligations.
Capitalization of internal leasing costs and legal costs will no longer be permitted upon the adoption of this standard, which will result in an increase in Total operating expenses in the Consolidated Statements of Operations in the period of adoption and prospectively.

Historic capitalization of internal leasing costs was $10.4 million and $10.5 million during the years ended December 31, 2017 and 2016, respectively.

Historic capitalization of legal costs was $1.2 million and $0.7 million during the years ended December 31, 2017 and 2016, respectively, including our pro rata share recognized through Equity in income of investments in real estate partnerships.



ASU 2016-13, June 2016, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
This ASU replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.

This ASU also applies to how the Company determines its allowance for doubtful accounts on tenant receivables.
January 2020The Company is evaluating the alternative methods of adoption and the impact it will have on its financial statements and related disclosures.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




2.Real Estate Investments
Acquisitions
The following tables detail the shopping centers acquired or land acquired or leased for development.
(in thousands) December 31, 2017
Date Purchased Property Name City/State Property Type Purchase Price Debt Assumed, Net of Premiums Intangible Assets Intangible Liabilities
3/6/2017 The Field at Commonwealth Chantilly, VA Development $9,500
 
 
 
3/8/2017 
Pinecrest Place (1)
 Miami, FL Development 
 
 
 
4/13/2017 
Mellody Farm (2)
 Chicago, IL Development 26,200
 
 
 
6/28/2017 
Concord outparcel (3) 
 Miami, FL Operating 350
 
 
 
7/20/2017 
Aventura Square outparcel (4)
 Miami, FL Operating 1,750
 
 90
 9
11/15/2017 Indigo Square Mount Pleasant, SC Development 3,900
 
 
 
12/21/2017 Scripps Ranch Marketplace San Diego, CA Operating 81,600
 27,000
 4,997
 9,551
12/28/2017 Roosevelt Square Seattle, WA Operating 68,084
 
 3,842
 8,002
Total property acquisitions $191,384
 27,000
 8,929
 17,562
 
(1) The Company leased 10.67 acres for a ground up development.
(2) The Operating Partnership issued 195,732 partnership units valued at $13.1 million as partial consideration for the purchase price.
(3) The Company purchased a 0.67 acre vacant outparcel adjacent to the Company's existing operating Concord Shopping Plaza.
(4) The Company purchased a 0.06 acre outparcel improved with a leased building adjacent to the Company's existing operating Aventura Square.
(in thousands) December 31, 2016
Date Purchased Property Name City/State Property Type Purchase Price Debt Assumed, Net of Premiums Intangible Assets Intangible Liabilities
2/22/2016 Garden City Park Garden City Park, NY Operating $17,300
 
 10,171
 2,940
3/4/2016 
The Market at Springwoods Village (1)
 Houston, TX Development 17,994
 
 
 
5/16/2016 Market Common Clarendon Arlington, VA Operating 280,500
 
 15,428
 15,662
7/15/2016 Klahanie Shopping Center Sammamish, WA Operating 35,988
 
 2,264
 539
8/4/2016 The Village at Tustin Legacy Tustin, CA Development 18,800
 
 
 
10/26/2016 Nocatee Phase III Jacksonville, FL Development 240
 
 
 
10/30/2016 Brooklyn Station Phase II Jacksonville, FL Development 50
 
 
 
12/6/2016 The Village at Riverstone Houston, TX Development 16,656
 
 
 
Total property acquisitions $387,528
 
 27,863
 19,141
(1) Regency acquired a 53% controlling interest in the Market at Springwoods Village partnership to develop a shopping center on land contributed by the partner. As a result of consolidation, the Company recorded the partner's non-controlling interest of $8.4 million in Limited partners' interests in consolidated partnerships in the accompanying Consolidated Balance Sheets.
Equity One Merger
General
On March 1, 2017, Regency completed its merger with Equity One, a NYSE listed shopping center company, whereby Equity One merged with and into Regency, with Regency continuing as the surviving public company. Under the terms of the Merger Agreement, each Equity One stockholder received 0.45 of a newly issued share of Regency common stock for each share of Equity One common stock owned immediately prior to the effective time of the merger resulting in approximately 65.5 million Regency common shares being issued to effect the merger.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The following table provides the components that make up the total purchase price for the Equity One merger:UBP acquisition:

(in thousands, except stock price)

 

Purchase Price

 

Shares of common stock issued for acquisition

 

 

13,568

 

Closing stock price on August 17, 2023

 

$

61.03

 

Value of common stock issued for acquisition

 

$

828,025

 

Other adjustments

 

 

(9,495

)

Total value of common stock issued

 

$

818,530

 

Debt repaid

 

 

39,266

 

Preferred stock converted

 

 

225,000

 

Transaction costs

 

 

57,197

 

Other cash payments

 

 

68

 

Total purchase price

 

$

1,140,061

 

(in thousands, except stock price)Purchase Price
Shares of common stock issued for merger65,379
Closing stock price on March 1, 2017$68.40
Value of common stock issued for merger$4,471,808
Other cash payments721,297
Total purchase price$5,193,105
As part of the merger, Regency acquired 121 properties, including 8 properties held through co-investment partnerships. The consolidated net assets and results of operations of Equity One are included in the consolidated financial statements from the closing date, March 1, 2017, going forward and resulted in the following impact to Revenues and Net income attributable to common stockholders:
(in thousands)Year ended December 31, 2017
Increase in total revenues$337,761
Increase in net income attributable to common stockholders$81,766
The Company incurred $80.7 million and $6.5 million, respectively, of merger-related transaction costs during the years ended December 31, 2017 and 2016, which are recorded in Other operating expenses in the accompanying Consolidated Statements of Operations, and are not reflected in the table above.
Provisional

Purchase Price Allocation of Merger

The Equity One mergeracquisition has been accounted for using the asset acquisition method of accounting in accordance with ASC 805, Business Combinations, which requires, among other things, that the total cost or total consideration exchanged be allocated to the real estate properties and related lease intangibles on a relative fair value basis. All the other assets acquired, and liabilities assumed, be recognizedincluding notes payable, are recorded at their acquisition date fair values.value. The total purchase price, including direct transaction costs capitalized, was allocated as follows:

(in thousands)

 

Purchase Price Allocation

 

Real estate assets

 

$

1,379,835

 

Investments in unconsolidated real estate partnerships

 

 

35,942

 

Real estate assets

 

 

1,415,777

 

Cash, accounts receivable and other assets

 

 

51,902

 

Lease intangible assets

 

 

128,663

 

Total assets acquired

 

 

1,596,342

 

 

 

 

Notes payable

 

 

284,706

 

Accounts payable, accrued expenses, and other liabilities

 

 

37,500

 

Lease intangible liabilities

 

 

69,583

 

Total liabilities assumed

 

 

391,789

 

Non-controlling interest

 

 

64,492

 

Total purchase price

 

$

1,140,061

 

The acquired assets and assumed liabilities offor an acquired operating property generally include, but are not limited to: land, buildings and improvements, identified tangible and intangible assets and liabilities associated with in-place leases, including tenant improvements, leasing costs, value of above-market and below-market leases, and value of acquired in-place leases. This methodology requiresincludes estimating an “as-if vacant” fair value of the physical property, which includes land, building, and improvements and also determiningdetermines the estimated fair value of identifiable intangible assets and liabilities, considering the following categories: (i) value of in-place leases, and (ii) above and below-market value of in-place leases, and deferred taxes related to the book tax difference created through purchase accounting.leases. The excess of the purchase price consideration over the fair value of assets acquired and liabilities assumed results in goodwill in the business combination, which reflects expected synergies from combining Regency's and Equity One's operations and the deferred tax liability at one of the acquired taxable REIT subsidiaries. The goodwill is not expected to be deductible for tax purposes.

The provisional fair market value of the acquired operating properties is based on a valuation prepared by Regency with assistance of a third party valuation specialist. The third party usedthird-party specialist utilized stabilized NOI and market specific capitalization and discount rates as the primary valuation inputs in determining the fair value of the real estate assets. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. Management reviewedreviews the inputs used by the third partythird-party specialist as well as the allocation of the purchase price to ensure reasonableness and that the procedures wereare performed in accordance with management's policy. Management and the third partythird-party valuation specialist have prepared their provisional fair value estimates for each of the operating properties acquired, but are still in process of reviewing all of the underlying inputs and assumptions; therefore, the purchase price and its allocation, in their entirety, are not yet complete as of the date of this filing but have been updated to reflect management's current best estimates of fair values as of the acquisition date. Once the purchase price and allocation are complete, an additional adjustment to the purchase price or allocation may occur.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The following table summarizes the current provisional purchase price allocation based on the Company's valuation, including estimates and assumptions of the acquisition date fair value of the tangible and intangible assets acquired and liabilities assumed:
(in thousands) Provisional Purchase Price Allocation
Land $2,865,053
Building and improvements 2,619,553
Properties in development 68,744
Properties held for sale 19,600
Investments in unconsolidated real estate partnerships 99,666
Real estate assets 5,672,616
Cash, accounts receivable and other assets 112,909
Intangible assets 458,554
Goodwill 331,884
Total assets acquired 6,575,963
   
Notes payable 757,399
Accounts payable, accrued expenses, and other liabilities 121,798
Lease intangible liabilities 503,661
Total liabilities assumed 1,382,858
   
Total purchase price $5,193,105
During the three months ended December 31, 2017, the Company adjusted the provisional purchase price allocation to reflect current best estimates of fair values of the acquired operating properties, based on the valuation process described above. These adjustments resulted in the following increases (decreases) to earnings during the three months ended December 31, 2017 that would have been recognized in previous periods if the adjustments to provisional amounts were recognized as of the acquisition date:
(in thousands)Three months ended December 31, 2017
decrease in Minimum rent$(2,386)
decrease in Depreciation and amortization1,435
increase in Equity in income of investments in real estate partnerships350
Net decrease to earnings of provisional purchase price allocation adjustments$(601)
The allocation of the purchase price is based on management’s assessment, which may change in the future as more information becomes available. Subsequent adjustments made to the purchase price allocation upon completion of the Company's fair value assessment process will not exceed one year from the acquisition date.acquired. The allocation of the purchase price described above requires a significant amount of judgment and represents management's best estimate of the fair value as of the acquisition date.

94


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023





The following table details the provisional weighted average amortization and net accretion periods, in years, of the major classes of intangible assets and intangible liabilities arising from the Equity One merger:

UBP acquisition:

(in years)

Weighted Average Amortization Period

Assets:

In-place leases

11.3

8.0

Above-market leases

7.9

7.0

Below-market ground leases

Liabilities:

55.3

Liabilities:

Below-market leases

25.8

18.5

Other Acquisitions

Pro forma Information (unaudited)

The following unaudited pro forma financial data includestables detail the incremental revenues, operating expenses, depreciationother properties acquired for the periods set forth below:

(in thousands)

 

December 31, 2023

 

Date
Purchased

 

Property Name

 

City/State

 

Property
Type

 

Regency Ownership

 

Purchase
Price
(1)

 

 

Debt
Assumed,
Net of
Premiums
(1)

 

 

Intangible
Assets
 (1)

 

 

Intangible
Liabilities
(1)

 

5/1/2023

 

Sienna Phase 1

 

Houston, TX

 

Development

 

75%

 

$

2,695

 

 

 

 

 

 

 

 

 

 

5/18/2023

 

SunVet

 

Holbrook, NY

 

Development

 

100%

 

 

24,140

 

 

 

 

 

 

 

 

 

 

10/11/2023

 

Nohl Plaza

 

Orange, CA

 

Operating

 

100%

 

 

25,328

 

 

 

 

 

 

3,940

 

 

 

10,470

 

12/1/2023

 

The Longmeadow Shops

 

Longmeadow, MA

 

Operating

 

100%

 

 

31,400

 

 

 

 

 

 

4,049

 

 

 

1,876

 

Total property acquisitions

 

 

 

 

 

 

 

$

83,563

 

 

 

 

 

 

7,989

 

 

 

12,346

 

(1)
Amounts for purchase price and amortization,allocation are reflected at 100%.

(in thousands)

 

December 31, 2022

 

Date
Purchased

 

Property Name

 

City/State

 

Property
Type

 

Regency Ownership

 

Purchase
Price
(1)

 

 

Debt
Assumed,
Net of
Premiums
(1)

 

 

Intangible
Assets
 (1)

 

 

Intangible
Liabilities
(1)

 

3/1/2022

 

Glenwood Green

 

Old Bridge, NJ

 

Development

 

70%

 

$

11,000

 

 

 

 

 

 

 

 

 

 

3/31/2022

 

Island Village

 

Bainbridge Island, WA

 

Operating

 

100%

 

 

30,650

 

 

 

 

 

 

2,900

 

 

 

6,839

 

4/1/2022

 

Apple Valley (2)

 

Apple Valley, MN

 

Operating

 

100%

 

 

34,070

 

 

 

 

 

 

4,773

 

 

 

490

 

4/1/2022

 

Cedar Commons (2)

 

Minneapolis, MN

 

Operating

 

100%

 

 

29,330

 

 

 

 

 

 

4,369

 

 

 

58

 

4/1/2022

 

Corral Hollow (2)

 

Tracy, CA

 

Operating

 

100%

 

 

40,600

 

 

 

 

 

 

3,410

 

 

 

74

 

4/1/2022

 

Shops at the Columbia (2)

 

Washington, DC

 

Operating

 

100%

 

 

14,000

 

 

 

 

 

 

889

 

 

 

181

 

5/6/2022

 

Baederwood Shoppes

 

Jenkintown, PA

 

Operating

 

80%

 

 

51,603

 

 

 

22,779

 

 

 

5,796

 

 

 

1,062

 

10/12/2022

 

East Meadow Plaza

 

East Meadow, NY

 

Operating

 

100%

 

 

30,000

 

 

 

 

 

 

3,295

 

 

 

10,867

 

Total property acquisitions

 

 

 

 

 

 

 

$

241,253

 

 

 

22,779

 

 

 

25,432

 

 

 

19,571

 

(1)
Amounts for purchase price and costsallocation are reflected at 100%.
(2)
These properties were part of the Equity One acquisition as if it had occurredfour property portfolio purchased from an existing unconsolidated real partnership, RegCal, LLC, in which the Company held a 25% ownership interest. The basis allocated to Real estate assets was $93.2 million on January 1, 2016:a combined basis, including the Company's carry over basis related to its 25% previously owned equity investment in the partnership.

In addition to the acquisitions listed above, the Company acquired, for $9.0 million, the remaining 50% ownership interest from its partner in Kroger New Albany Center, an existing consolidated property.

3.
Property Dispositions
   Year ended December 31,
(in thousands, except per share data)  2017 2016
Total revenues  $1,052,221
 1,006,367
Income (loss) from operations
(1) 
 281,393
 63,907
Net income (loss) attributable to common stockholders
(1) 
 262,270
 40,868
Income (loss) per common share - basic  1.54
 0.25
Income (loss) per common share - diluted  1.54
 0.25
(1) The pro forma earnings for the year ended December 31, 2017, were adjusted to exclude $103.6 million of merger costs, while 2016 pro forma earnings were adjusted to include all merger costs during the first quarter of 2016.
The pro forma financial data is not necessarily indicative of what the actual results of operations would have been assuming the transaction had been completed as set forth above, nor does it purport to represent the results of operations for future periods.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




3.Property Dispositions
Dispositions

The following table provides a summary of consolidated shopping centers and land parcels disposed of:sold during the periods set forth below:

 

 

Year ended December 31,

 

(in thousands, except number sold data)

 

2023

 

 

2022

 

 

2021

 

Net proceeds from sale of real estate investments

 

$

11,167

 

 

 

143,133

 

 

 

206,193

 

Gain on sale of real estate, net of tax

 

$

661

 

 

 

109,005

 

 

 

91,119

 

Provision for impairment of real estate sold

 

$

 

 

 

 

 

 

112

 

Number of operating properties sold

 

 

 

 

 

2

 

 

 

7

 

Number of land parcels sold

 

 

5

 

 

 

5

 

 

 

5

 

Percent interest sold

 

100%

 

 

100%

 

 

 

100

%

95


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

4.
Investments in Real Estate Partnerships
 Year ended December 31,
(in thousands)2017 2016 2015
Net proceeds from sale of real estate investments$112,161
 137,479
(1) 
108,822
Gain on sale of real estate, net of tax$27,432
 47,321
 35,606
Provision for impairment of real estate sold$
 1,700
 
Number of operating properties sold6
 11
 5
Number of land out-parcels sold9
 16
 2
      
(1) Includes cash deposits received in the previous year.

4.Investments in Real Estate Partnerships

The Company invests in real estate partnerships, which consist of the following:

 

 

December 31, 2023

 

(in thousands)

 

Regency's Ownership

 

Number of Properties

 

 

Total Investment

 

 

Total Assets of the Partnership

 

 

The Company's Share of Net Income of the Partnership

 

 

Net Income of the Partnership

 

GRI - Regency, LLC (GRIR)

 

40.00%

 

 

66

 

 

$

144,371

 

 

 

1,475,611

 

 

 

35,901

 

 

 

84,224

 

Columbia Regency Retail Partners, LLC (Columbia I)

 

20.00%

 

 

7

 

 

 

7,045

 

 

 

139,224

 

 

 

1,630

 

 

 

8,559

 

Columbia Regency Partners II, LLC (Columbia II)

 

20.00%

 

 

14

 

 

 

42,994

 

 

 

424,672

 

 

 

1,743

 

 

 

8,769

 

Columbia Village District, LLC

 

30.00%

 

 

1

 

 

 

6,123

 

 

 

97,522

 

 

 

2,199

 

 

 

7,383

 

Individual Investors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ballard Bocks

 

49.90%

 

 

2

 

 

 

62,140

 

 

 

120,379

 

 

 

1,486

 

 

 

3,297

 

Town & Country Center

 

35.00%

 

 

1

 

 

 

42,074

 

 

 

224,579

 

 

 

1,075

 

 

 

3,136

 

Others(1)

 

11.80% - 66.67%

 

 

10

 

 

 

65,858

 

 

 

208,006

 

 

 

6,507

 

 

 

19,770

 

Total investments in real estate partnerships

 

 

101

 

 

$

370,605

 

 

 

2,689,993

 

 

 

50,541

 

 

 

135,138

 

(1)
New York Common Retirement Fund (NYC) and RegCal, LLC (RegCal) no longer have any operating properties and any residual balances have been included in Others as of December 31, 2023. The residual balances are primarily made up of the Company’s share of remaining working capital.

 

 

December 31, 2022

 

(in thousands)

 

Regency's Ownership

 

Number of Properties

 

 

Total Investment

 

 

Total Assets of the Partnership

 

 

The Company's Share of Net Income of the Partnership

 

 

Net Income of the Partnership

 

GRI - Regency, LLC (GRIR)

 

40.00%

 

 

66

 

 

$

155,302

 

 

 

1,501,876

 

 

 

35,819

 

 

 

83,989

 

New York Common Retirement Fund (NYC)(1)

 

30.00%

 

 

 

 

 

674

 

 

 

2,468

 

 

 

9,173

 

 

 

35,673

 

Columbia Regency Retail Partners, LLC (Columbia I)

 

20.00%

 

 

7

 

 

 

7,423

 

 

 

138,493

 

 

 

1,817

 

 

 

9,392

 

Columbia Regency Partners II, LLC (Columbia II)

 

20.00%

 

 

13

 

 

 

41,757

 

 

 

405,927

 

 

 

1,735

 

 

 

8,674

 

Columbia Village District, LLC

 

30.00%

 

 

1

 

 

 

5,836

 

 

 

96,002

 

 

 

1,669

 

 

 

5,597

 

RegCal, LLC (RegCal)(2)

 

25.00%

 

 

1

 

 

 

5,789

 

 

 

24,326

 

 

 

4,499

 

 

 

18,258

 

Individual Investors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ballard Bocks

 

49.90%

 

 

2

 

 

 

62,624

 

 

 

126,482

 

 

 

1,300

 

 

 

2,925

 

Town & Country Center

 

35.00%

 

 

1

 

 

 

40,409

 

 

 

206,931

 

 

 

819

 

 

 

2,404

 

Others

 

50.00%

 

 

5

 

 

 

30,563

 

 

 

105,500

 

 

 

2,993

 

 

 

6,254

 

Total investments in real estate partnerships

 

 

96

 

 

$

350,377

 

 

 

2,608,005

 

 

 

59,824

 

 

 

173,166

 

(1)
On May 25, 2022, the NYC partnership sold the remaining two properties and distributed sales proceeds to the members. Dissolution will follow final distributions, which are expected in 2024.
 December 31, 2017
(in thousands)Regency's Ownership Number of Properties Total Investment Total Assets of the Partnership Net Income of the Partnership The Company's Share of Net Income of the Partnership
GRI - Regency, LLC (GRIR)40.00% 70 $198,521
 1,656,068
 69,211
 27,440
Equity One JV Portfolio, LLC (NYC)30.00% 6 53,277
 284,412
 2,757
 686
Columbia Regency Retail Partners, LLC (Columbia I)20.00% 6 7,057
 130,836
 18,233
 3,620
Columbia Regency Partners II, LLC (Columbia II)20.00% 12 13,720
 329,992
 7,690
 1,530
Cameron Village, LLC (Cameron)30.00% 1 11,784
 99,808
 2,917
 850
RegCal, LLC (RegCal)25.00% 7 27,829
 138,717
 5,613
 1,403
US Regency Retail I, LLC (USAA)20.01% 7 
 90,900
 22,299
 4,456
Other investments in real estate partnerships50.00% 6 74,116
 154,987
 11,238
 3,356
Total investments in real estate partnerships  115 $386,304
 2,885,720
 139,958
 43,341
(2)
During April 2022, we acquired our partner's 75% share in four properties held in the RegCal, LLC, partnership for a total purchase price of $88.5 million. Upon acquisition, these four properties were consolidated into Regency's financial statements.

96


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023





 December 31, 2016
(in thousands)Regency's Ownership Number of Properties Total Investment Total Assets of the Partnership Net Income of the Partnership The Company's Share of Net Income of the Partnership
GRI - Regency, LLC (GRIR)40.00% 70 $201,240
 1,676,134
 74,758
 29,791
Columbia Regency Retail Partners, LLC (Columbia I)20.00% 7 9,687
 145,192
 21,024
 4,180
Columbia Regency Partners II, LLC (Columbia II)20.00% 12 14,750
 338,307
 16,765
 3,240
Cameron Village, LLC (Cameron)30.00% 1 11,877
 99,967
 2,326
 695
RegCal, LLC (RegCal)25.00% 7 21,516
 141,827
 4,358
 1,080
US Regency Retail I, LLC (USAA)20.01% 8 13,176
 109,665
 5,901
 1,180
Other investments in real estate partnerships50.00% 4 24,453
 97,650
 35,915
 16,352
Total investments in real estate partnerships  109 $296,699
 2,608,742
 161,047
 56,518
            

The summarized balance sheet information for the investments in real estate partnerships, on a combined basis, is as follows:

  December 31,
(in thousands) 2017 2016
Investments in real estate, net $2,682,578
 2,439,110
Acquired lease intangible assets, net 54,021
 42,974
Other assets 149,121
 126,658
Total assets $2,885,720
 2,608,742
     
Notes payable $1,514,729
 1,309,931
Acquired lease intangible liabilities, net 42,466
 29,678
Other liabilities 70,498
 64,979
Capital - Regency 445,068
 405,722
Capital - Third parties 812,959
 798,432
Total liabilities and capital $2,885,720
 2,608,742

 

 

December 31,

 

(in thousands)

 

2023

 

 

2022

 

Investments in real estate, net

 

$

2,432,859

 

 

 

2,359,289

 

Acquired lease intangible assets, net

 

 

16,723

 

 

 

16,821

 

Other assets

 

 

240,411

 

 

 

231,895

 

Total assets

 

$

2,689,993

 

 

 

2,608,005

 

Notes payable

 

$

1,499,702

 

 

 

1,398,297

 

Acquired lease intangible liabilities, net

 

 

15,112

 

 

 

17,619

 

Other liabilities

 

 

80,457

 

 

 

81,714

 

Capital - Regency

 

 

418,205

 

 

 

412,784

 

Capital - Third parties

 

 

676,517

 

 

 

697,591

 

Total liabilities and capital

 

$

2,689,993

 

 

 

2,608,005

 

The following table reconciles the Company's capital recorded by the unconsolidated partnerships to the Company's investments in real estate partnerships reported in the accompanying consolidated balance sheet:Consolidated Balance Sheet:

 

 

December 31,

 

(in thousands)

 

2023

 

 

2022

 

Capital - Regency

 

$

418,205

 

 

 

412,784

 

Basis difference

 

 

(47,600

)

 

 

(62,407

)

Investments in real estate partnerships

 

$

370,605

 

 

 

350,377

 

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




  December 31,
(in thousands) 2017 2016
Capital - Regency $445,068
 405,722
Basis difference 40,351
 1,382
Negative investment in USAA (1)
 11,290
 
Impairment of investment in real estate partnerships (1,300) (1,300)
Restricted Gain Method deferral (2)
 (30,902) (30,902)
Net book equity in excess of purchase price (78,203) (78,203)
Investments in real estate partnerships $386,304
 296,699
     
(1)  During 2017, the USAA partnership distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment resulting in a negative investment balance, which is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.
(2) Represents gains deferred under the Company's restricted gain method to maximize deferrals of gains associated with historic sales of shopping centers into joint ventures which contain distribution-in-kind ("DIK") provisions as a liquidation election. Regency has not sold any shopping centers into joint ventures during the years ended December 31, 2017, 2016 and 2015. As discussed further in note 1(n), the accounting for these deferred gains will change upon the adoption of ASU 2017-05 and Topic 606 on January 1, 2018.

The revenues and expenses for the investments in real estate partnerships, on a combined basis, are summarized as follows:

 

 

Year ended December 31,

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Total revenues

 

$

390,843

 

 

 

378,096

 

 

 

416,222

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

88,974

 

 

 

86,193

 

 

 

94,026

 

Property operating expense

 

 

65,509

 

 

 

61,224

 

 

 

66,061

 

Real estate taxes

 

 

47,529

 

 

 

42,010

 

 

 

54,618

 

General and administrative

 

 

5,008

 

 

 

5,615

 

 

 

5,837

 

Other operating expenses

 

 

3,119

 

 

 

3,851

 

 

 

3,624

 

Total operating expenses

 

$

210,139

 

 

 

198,893

 

 

 

224,166

 

Other expense (income):

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

56,706

 

 

 

54,874

 

 

 

58,109

 

Gain on sale of real estate

 

 

(11,140

)

 

 

(49,424

)

 

 

(75,162

)

Early extinguishment of debt

 

 

 

 

 

587

 

 

 

 

Provision for impairment

 

 

 

 

 

 

 

 

9,833

 

Total other expense (income)

 

 

45,566

 

 

 

6,037

 

 

 

(7,220

)

Net income of the Partnerships

 

$

135,138

 

 

 

173,166

 

 

 

199,276

 

The Company's share of net income of the Partnerships

 

$

50,541

 

 

 

59,824

 

 

 

47,086

 

97


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

Acquisitions

  Year ended December 31,
(in thousands) 2017 2016 2015
Total revenues $396,596
 364,087
 363,745
Operating expenses:      
Depreciation and amortization 99,327
 99,252
 111,648
Operating and maintenance 58,283
 52,725
 51,970
General and administrative 5,582
 5,342
 5,292
Real estate taxes 49,904
 42,813
 43,769
Other operating expenses 2,923
 2,356
 2,989
Total operating expenses $216,019
 202,488
 215,668
Other expense (income):      
Interest expense, net 73,244
 69,193
 79,477
Gain on sale of real estate (34,276) (70,907) (2,766)
Provision for impairment 
 
 9,102
Early extinguishment of debt 
 69
 
Other expense (income) 1,651
 2,197
 1,516
Total other expense (income) 40,619
 552
 87,329
Net income of the Partnerships $139,958
 161,047
 60,748
The Company's share of net income of the Partnerships $43,341
 56,518
 22,508
Acquisitions

The following table provides a summary of shopping centers and land parcels acquired through our unconsolidated real estate partnerships:

partnerships for the periods set forth below:

(in thousands)

 

Year ended December 31, 2023

 

Date
Purchased

 

Property
Name

 

City/State

 

Property
Type

 

Real Estate Partner

 

Ownership
%

 

Purchase Price (1)

 

 

Debt Assumed, Net of Premiums (1)

 

 

Intangible Assets (1)

 

 

Intangible Liabilities (1)

 

9/19/2023

 

Old Town Square

 

Chicago, IL

 

Operating

 

Other

 

20%

 

 

27,510

 

 

 

 

 

 

3,625

 

 

 

503

 

Total property acquisitions

 

 

 

 

 

 

 

 

 

$

27,510

 

 

 

 

 

 

3,625

 

 

 

503

 

(1)
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017



Amounts reflected for purchase price and allocation are reflected at 100%.

(in thousands)

 

Year ended December 31, 2022

 

Date
Purchased

 

Property
Name

 

City/State

 

Property
Type

 

Real Estate Partner

 

Ownership
%

 

Purchase Price (1)

 

 

Debt Assumed, Net of Premiums (1)

 

 

Intangible Assets (1)

 

 

Intangible Liabilities (1)

 

03/25/22

 

Naperville Plaza

 

Naperville, IL

 

Operating

 

Columbia II

 

20.00%

 

$

52,380

 

 

 

22,074

 

 

 

4,336

 

 

 

814

 

06/24/22

 

Baybrook East 1B

 

Houston, TX

 

Development

 

Other

 

50.00%

 

$

5,540

 

 

 

 

 

 

 

 

 

 

Total property acquisitions

 

 

 

 

 

 

 

 

 

$

57,920

 

 

 

22,074

 

 

 

4,336

 

 

 

814

 


(1)
Amounts reflected for purchase price and allocation are reflected at 100%.

Dispositions

(in thousands) Year ended December 31, 2017
Date Purchased Property Name City/State Property Type Co-investment Partner Ownership % Purchase Price Debt Assumed, Net of Premiums Intangible Assets Intangible Liabilities
10/11/2017 Midtown East Raleigh, NC Development ITB Holdings, LLC 50.00% $15,075
 
 
 
Total property acquisitions $15,075
 
 
 
   
(in thousands) Year ended December 31, 2016
Date Purchased Property Name City/State Property Type Co-investment Partner Ownership % Purchase Price Debt Assumed, Net of Premiums Intangible Assets Intangible Liabilities
3/24/2016 Applewood Village Shops Denver, CO 
Operating (1)
 GRIR 40.00% $200
 
 
 
12/20/2016 Plaza Venezia Orlando, FL Operating Columbia II 20.00% 92,350
 35,076
 6,899
 11,548
Total property acquisitions $92,550
 35,076
 6,899
 11,548
                   
(1) Land parcels purchased as additions to the operating property.
Dispositions

The following table provides a summary of shopping centers and land out-parcelsparcels disposed of through our unconsolidated real estate partnerships:

 

 

Year ended December 31,

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Proceeds from sale of real estate investments

 

$

30,659

 

 

 

116,377

 

 

 

224,708

 

Gain on sale of real estate

 

$

11,140

 

 

 

49,424

 

 

 

75,162

 

The Company's share of gain on sale of real estate

 

$

3,161

 

 

 

12,748

 

 

 

9,380

 

Number of operating properties sold

 

 

1

 

 

 

4

 

 

 

4

 

Number of land out-parcels sold

 

 

 

 

 

 

 

 

1

 

  Year ended December 31,
(in thousands) 2017 2016 2015
Proceeds from sale of real estate investments $73,122
 174,090
 39,459
Gain on sale of real estate $34,276
 70,907
 2,766
The Company's share of gain on sale of real estate $6,591
 25,003
 1,108
Number of operating properties sold 3
 10
 2
Number of land out-parcels sold 1
 1
 

Notes Payable

Scheduled principal repayments on notes payable held by our unconsolidated investments in real estate partnerships as of December 31, 20172023, were as follows:

(in thousands)
Scheduled Principal Payments and Maturities by Year:

 

Scheduled
Principal
Payments

 

 

Mortgage
Loan
Maturities

 

 

Unsecured
Maturities

 

 

Total

 

 

Regency's
Pro-Rata
Share

 

2024

 

$

3,718

 

 

 

33,690

 

 

 

 

 

 

37,408

 

 

 

14,678

 

2025

 

 

6,094

 

 

 

147,222

 

 

 

 

 

 

153,316

 

 

 

48,506

 

2026

 

 

7,393

 

 

 

233,147

 

 

 

41,800

 

 

 

282,340

 

 

 

89,520

 

2027

 

 

7,576

 

 

 

32,800

 

 

 

 

 

 

40,376

 

 

 

13,669

 

2028

 

 

4,267

 

 

 

246,605

 

 

 

 

 

 

250,872

 

 

 

92,027

 

Beyond 5 Years

 

 

6,688

 

 

 

739,324

 

 

 

 

 

 

746,012

 

 

 

280,328

 

Net unamortized loan costs, debt premium / (discount)

 

 

 

 

 

(10,622

)

 

 

 

 

 

(10,622

)

 

 

(3,872

)

Total notes payable

 

$

35,736

 

 

 

1,422,166

 

 

 

41,800

 

 

 

1,499,702

 

 

 

534,856

 

Scheduled Principal Payments and Maturities by Year: Scheduled
Principal
Payments
 Mortgage Loan Maturities Unsecured
Maturities
 Total Regency’s
Pro-Rata
Share
2018 $21,059
 30,022
 
 51,081
 19,647
2019 19,852
 73,259
 
 93,111
 24,448
2020 16,823
 224,090
 19,635
 260,548
 91,039
2021 10,818
 269,942
 
 280,760
 100,402
2022 7,569
 195,702
 
 203,271
 73,369
Beyond 5 Years 3,011
 633,298
 
 636,309
 215,071
Net unamortized loan costs, debt premium / (discount) 
 (10,351) 
 (10,351) (3,365)
Total notes payable $79,132
 1,415,962
 19,635
 1,514,729
 520,611

These loansfixed and variable rate notes payable are all non-recourse. Maturitiesnon-recourse to the partnerships, and mature through 2034, with 95.4% having a weighted average fixed interest rate of 3.8%. The remaining notes payable float with SOFR and had a weighted average variable interest rate of 7.2% at December 31, 2023.

98


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

As notes payable mature, they will be repaid from proceeds from refinancing,new borrowings and/or partner capital contributions, or a combination thereof.contributions. Refinancing debt at maturity in the current interest rate environment could result in higher interest expense in future periods if rates remain elevated. The Company is obligated to contribute its pro-rataPro-rata share to fund maturities if the loans are not refinanced, and it has the capacity to do so from existing cash balances, availability on its line of

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




credit, and operating cash flows. The Company believes that its partners are financially sound and have sufficient capital or access thereto to fund future capital requirements. In the event that a co-investmentreal estate partner was unable to fund its share of the capital requirements of the co-investmentreal estate partnership, the Company would have the right, but not the obligation, to loan the defaulting partner the amount of its capital call.
call which would be secured by the partner's membership interest.

Management fee income

In addition to earning our pro-rataPro-rata share of net income or loss in each of these co-investmentreal estate partnerships, we receive fees as discussed in Note 1, as follows:

 

 

Year ended December 31,

 

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

 

Asset management, property management, leasing, and investment and financing services

 

$

26,954

 

 

 

25,851

 

 

 

40,301

 

(1)

(1)
In connection with the USAA partnership, we received and recognized a one-time promote fee of $13.6 million during the year ended December 31, 2021, in consideration for exceeding return thresholds resulting from our performance as managing member.
5.
Other Assets
  Year ended December 31,
(in thousands) 2017 2016 2015
Asset management, property management, leasing, and investment and financing services $25,260
 24,595
 24,519

The following table represents the components of Other assets in the accompanying Consolidated Balance Sheets as of the periods set forth below:

(in thousands)

 

December 31, 2023

 

 

December 31, 2022

 

Goodwill

 

$

167,062

 

 

 

167,062

 

Investments

 

 

51,992

 

 

 

54,581

 

Prepaid and other

 

 

40,635

 

 

 

28,615

 

Derivative assets

 

 

14,213

 

 

 

6,575

 

Furniture, fixtures, and equipment, net

 

 

6,662

 

 

 

5,808

 

Deferred financing costs, net

 

 

2,865

 

 

 

5,156

 

Total other assets

 

$

283,429

 

 

 

267,797

 


The following table presents the goodwill balances and activity during the year to date periods ended:

 

 

December 31, 2023

 

 

December 31, 2022

 

(in thousands)

 

Goodwill

 

 

Accumulated
Impairment
Losses

 

 

Total

 

 

Goodwill

 

 

Accumulated
Impairment
Losses

 

 

Total

 

Beginning of year balance

 

$

300,496

 

 

 

(133,434

)

 

 

167,062

 

 

$

300,529

 

 

 

(133,434

)

 

 

167,095

 

Goodwill allocated to Properties held for sale

 

 

(5,972

)

 

 

5,972

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill associated with disposed reporting units:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill allocated to Gain on sale of real estate

 

 

 

 

 

 

 

 

 

 

 

(33

)

 

 

 

 

 

(33

)

End of year balance

 

$

294,524

 

 

 

(127,462

)

 

 

167,062

 

 

$

300,496

 

 

 

(133,434

)

 

 

167,062

 

As the Company identifies properties ("reporting units") that no longer meet its investment criteria, it will evaluate the property for potential sale. A decision to sell a reporting unit results in the need to evaluate its goodwill for recoverability and may result in impairment. Additionally, other changes impacting a reporting unit may be considered a triggering event. If events occur that trigger an impairment evaluation at multiple reporting units, a goodwill impairment may be significant.

99


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023



6.

Acquired Lease Intangibles

5.Acquired Lease Intangibles

The Company had the following acquired lease intangibles:

 December 31,
(in thousands)
2017 (1)
 2016
In-place leases$470,315
 96,178
Above-market leases64,625
 14,684
Below-market ground leases92,166
 64,664
Total intangible assets$627,106

175,526
Accumulated amortization(148,280) (56,695)
Acquired lease intangible assets, net$478,826
 118,831
    
Below-market leases$588,850
 71,996
Above-market ground leases5,101
 5,722
Total intangible liabilities593,951
 77,718
Accumulated amortization(56,550) (23,538)
Acquired lease intangible liabilities, net$537,401
 54,180
    
(1) Includes estimated values for acquired lease intangibles from the Equity One merger, for which the accounting remains provisional as of December 31, 2017, as discussed in Note 2.
intangibles as of the periods set forth below:

 

 

December 31,

 

(in thousands)

 

2023

 

 

2022

 

In-place leases

 

$

543,892

 

 

 

452,868

 

Above-market leases

 

 

103,896

 

 

 

82,930

 

Total intangible assets

 

 

647,788

 

 

 

535,798

 

Accumulated amortization

 

 

(364,413

)

 

 

(338,053

)

Acquired lease intangible assets, net

 

$

283,375

 

 

 

197,745

 

Below-market leases

 

 

609,369

 

 

 

547,519

 

Accumulated amortization

 

 

(211,067

)

 

 

(193,315

)

Acquired lease intangible liabilities, net

 

$

398,302

 

 

 

354,204

 

The following table provides a summary of amortization and net accretion amounts from acquired lease intangibles:

 

 

Year ended December 31,

 

 

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

 

Line item in Consolidated Statements of Operations

In-place lease amortization

 

$

44,102

 

 

 

34,568

 

 

 

33,621

 

 

Depreciation and amortization

Above-market lease amortization

 

 

6,571

 

 

 

5,828

 

 

 

5,487

 

 

Lease income

Acquired lease intangible asset amortization

 

$

50,673

 

 

 

40,396

 

 

 

39,108

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Below-market lease amortization

 

$

37,831

 

 

 

28,642

 

 

 

30,378

 

 

Lease income

 Year ended December 31,
(in thousands)
2017 (4)
 2016 2015
In-place lease amortization$88,284
 11,533
 9,141
Above-market lease amortization (1)
9,443
 1,742
 1,950
Below-market ground lease amortization (3)
1,886
 1,111
 351
Acquired lease intangible asset amortization$99,613
 14,386
 11,442
      
Below-market lease amortization (2)
$34,786
 6,827
 3,940
Above-market ground lease amortization (3)
136
 167
 215
Acquired lease intangible liability amortization$34,922
 6,994
 4,155
      
(1) Amounts are recorded as a reduction to minimum rent.
(2) Amounts are recorded as an increase to minimum rent.
(3) Above and below market ground lease amortization are recorded as offsets to Operating and maintenance.
(4)  Amortization and net accretion for the year ended December 31, 2017, includes amounts subject to provisional accounting from the Equity One merger, as discussed in Note 2.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The estimated aggregate amortization and net accretion amounts from acquired lease intangibles including provisional purchase price accounting for Equity One acquired lease intangibles, for the next five years are as follows:

(in thousands)

 

 

 

 

 

 

In Process Year Ending
December 31,

 

Amortization of
In-place lease intangibles

 

 

Net accretion of Above
/ Below market lease
intangibles

 

2024

 

$

45,098

 

 

 

22,598

 

2025

 

 

33,012

 

 

 

21,953

 

2026

 

 

26,791

 

 

 

21,216

 

2027

 

 

21,185

 

 

 

20,207

 

2028

 

 

16,764

 

 

 

20,065

 

7.
Leases

Lessor Accounting

Substantially all of the Company's leases are classified as operating leases. The Company's Lease income is comprised of both fixed and variable income. Fixed and in-substance fixed lease income includes stated amounts per lease contracts, which are primarily related to base rent, and in some cases stated amounts for CAM, real estate taxes, and insurance ("Recoverable Costs"). Income for these amounts is recognized on a straight-line basis.

Variable lease income includes the following two main items in the lease contracts:

(i)
Recoveries from tenants represent the tenants' contractual obligations to reimburse the Company for their portion of recoverable costs incurred. Generally, the Company's leases provide for the tenants to reimburse the Company based on the tenants' share of the actual costs incurred in proportion to the tenants' share of leased space in the property.
(in thousands)      
In Process Year Ending December 31, Net accretion of Above / Below market lease intangibles Amortization of In-place lease intangibles Net amortization of Below / Above ground lease intangibles
2018 $29,654
 72,769
 1,560
2019 28,754
 54,743
 1,550
2020 27,710
 41,211
 1,544
2021 27,106
 32,893
 1,545
2022 25,440
 25,202
 1,555
(ii)
Percentage rent represents amounts billable to tenants based on the tenants' actual sales volume in excess of levels specified in the lease contract.

100


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023


The following table provides a disaggregation of lease income recognized as either fixed or variable lease income based on the criteria specified in Topic 842:

(in thousands)

 

December 31, 2023

 

 

December 31, 2022

 

 

December 31, 2021

 

Operating lease income

 

 

 

 

 

 

 

 

 

Fixed and in-substance fixed lease income

 

$

928,364

 

 

 

851,409

 

 

 

797,502

 

Variable lease income

 

 

324,037

 

 

 

287,149

 

 

 

262,619

 

Other lease related income, net:

 

 

 

 

 

 

 

 

 

Above/below market rent and tenant rent inducement amortization, net

 

 

30,826

 

 

 

22,543

 

 

 

24,539

 

Uncollectible straight-line rent

 

 

1,261

 

 

 

12,510

 

 

 

5,227

 

Uncollectible amounts billable in lease income

 

 

(549

)

 

 

13,841

 

 

 

23,481

 

Total lease income

 

$

1,283,939

 

 

 

1,187,452

 

 

 

1,113,368

 


Future minimum rents under non-cancelable operating leases, excluding variable lease payments, are as follows:

(in thousands)

 

 

 

For the year ended December 31,

 

December 31, 2023

 

2024

 

$

972,980

 

2025

 

 

872,330

 

2026

 

 

757,633

 

2027

 

 

633,290

 

2028

 

 

480,640

 

Thereafter

 

 

1,740,783

 

Total

 

$

5,457,656

 

At December 31, 2023, the Company had one lease classified as a sales-type lease, with lease income recorded over the lease term in the form of variable interest income representing the constant periodic rate of return on the Company’s net investment in the lease, and fixed contractual obligations.

Lessee Accounting

The Company has shopping centers that are subject to non-cancelable, long-term ground leases where a third party owns the underlying land and has leased the land to the Company to construct and/or operate a shopping center.

The Company has 21 properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. These ground leases expire through the year 2121, and in most cases, provide for renewal options.

In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Office leases expire through the year 2029, and in many cases, provide for renewal options.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods, with ground lease expense presented within Property operating expense, and office lease expense presented within General and administrative in the accompanying Consolidated Statements of Operations.

101


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023


Operating lease expense under the Company's ground and office leases were as follows, including straight-line rent expense and variable lease expenses such as CPI increases, percentage rent and reimbursements of landlord costs:

(in thousands)

 

December 31, 2023

 

 

December 31, 2022

 

 

December 31, 2021

 

Fixed operating lease expense

 

 

 

 

 

 

 

 

 

Ground leases

 

$

14,727

 

 

 

13,759

 

 

 

13,862

 

Office leases

 

 

4,103

 

 

 

4,162

 

 

 

4,309

 

Total fixed operating lease expense

 

 

18,830

 

 

 

17,921

 

 

 

18,171

 

Variable lease expense

 

 

 

 

 

 

 

 

 

Ground leases

 

 

1,586

 

 

 

1,591

 

 

 

1,032

 

Office leases

 

 

729

 

 

 

611

 

 

 

615

 

Total variable lease expense

 

 

2,315

 

 

 

2,202

 

 

 

1,647

 

Total lease expense

 

$

21,145

 

 

 

20,123

 

 

 

19,818

 

Cash paid for amounts included in the measurement of operating lease liabilities

 

 

 

 

 

 

 

 

 

Operating cash flows for operating leases

 

$

15,823

 

 

 

14,656

 

 

 

15,165

 

The following table summarizes the undiscounted future cash flows by year attributable to the operating lease liabilities for ground and office leases as of December 31, 2023, and provides a reconciliation to the Lease liability included in the accompanying Consolidated Balance Sheets:

(in thousands)

 

Lease Liabilities

 

For the year ended December 31,

 

Ground Leases

 

 

Office Leases

 

 

Total

 

2024

 

$

12,955

 

 

 

3,082

 

 

 

16,037

 

2025

 

 

12,962

 

 

 

3,464

 

 

 

16,426

 

2026

 

 

12,883

 

 

 

3,331

 

 

 

16,214

 

2027

 

 

12,909

 

 

 

2,151

 

 

 

15,060

 

2028

 

 

13,051

 

 

 

1,305

 

 

 

14,356

 

Thereafter

 

 

702,602

 

 

 

312

 

 

 

702,914

 

Total undiscounted lease liabilities

 

$

767,362

 

 

 

13,645

 

 

 

781,007

 

Present value discount

 

 

(533,777

)

 

 

(1,167

)

 

 

(534,944

)

Lease liabilities

 

$

233,585

 

 

 

12,478

 

 

 

246,063

 

Weighted average discount rate

 

 

5.5

%

 

 

3.7

%

 

 

 

Weighted average remaining term (in years)

 

 

49.4

 

 

 

4.1

 

 

 

 


6.

8. Income Taxes

The Company has elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code with certain of its subsidiaries treated as TRStaxable REIT subsidiary entities, which are subject to federal and state income taxes.


The following table summarizes the tax status of dividends paid on our common shares:
stock:

 

 

Year ended December 31,

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

Dividend per share

 

$

2.56

 

(1)

 

2.53

 

(2)

 

2.53

 

 (3)

Ordinary income

 

 

100

%

 

 

100

%

 

 

92

%

 

Capital gain (4)

 

 

%

 

 

%

 

 

8

%

 

Additional tax status information:

 

 

 

 

 

 

 

 

 

 

Qualified dividend income

 

 

%

 

 

%

 

 

1

%

 

Section 199A dividend

 

 

100

%

 

 

100

%

 

 

91

%

 

Section 897 ordinary dividends

 

 

%

 

 

%

 

 

2

%

 

Section 897 capital gains

 

 

%

 

 

%

 

 

4

%

 

(1)
During 2023, the Company declared four quarterly dividends, the last of which was paid on January 3, 2024, with a portion allocated to the 2023 dividend period, and the balance allocated to 2024.
 Year ended December 31,
(in thousands)2017 2016 2015
Dividend per share$2.10 2.00 1.94
Ordinary income86% 53% 71%
Capital gain10% 8% 5%
Return of capital4% 39% 19%
Qualified dividend income—% —% 5%
(2)
During 2022, the Company declared four quarterly dividends, the last of which was paid on January 4, 2023, with a portion allocated to the 2022 dividend period, and the balance allocated to 2023.

(3)
During 2021, the Company declared four quarterly dividends, the last of which was paid on January 5, 2022, with a portion allocated to the 2021 dividend period, and the balance allocated to 2022.
(4)
Of the total capital gain distribution during 2021, 42% is excluded under Reg. 1.1061-4(b)(7). The remaining 58% is a Three Year Amount under Reg. 1.1061-6(c).

102


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

The following table summarizes the tax status of dividends paid on our Series A preferred stock:

 

 

Year ended December 31,

 

 

 

2023

 

Dividend per share

 

$

0.39

 

Ordinary income

 

 

100

%

Capital gain

 

 

%

Additional tax status information:

 

 

 

Qualified dividend income

 

 

%

Section 199A dividend

 

 

100

%

Section 897 ordinary dividends

 

 

%

Section 897 capital gains

 

 

%

The following table summarizes the tax status of dividends paid on our Series B preferred stock:

 

 

Year ended December 31,

 

 

 

2023

 

Dividend per share

 

$

0.37

 

Ordinary income

 

 

100

%

Capital gain

 

 

%

Additional tax status information:

 

 

 

Qualified dividend income

 

 

%

Section 199A dividend

 

 

100

%

Section 897 ordinary dividends

 

 

%

Section 897 capital gains

 

 

%

Our consolidated expense (benefit) for income taxes for the years ended December 31, 2017, 2016,2023, 2022, and 20152021 was as follows:

 

 

Year ended December 31,

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Income tax expense (benefit):

 

 

 

 

 

 

 

 

 

Current

 

$

796

 

 

 

(332

)

 

 

620

 

Deferred

 

 

99

 

 

 

293

 

 

 

421

 

Total income tax expense (benefit) (1)

 

$

895

 

 

 

(39

)

 

 

1,041

 

(1)
Included within Other operating expenses in the Consolidated Statements of Operations.

 Year ended December 31,
(in thousands)2017 2016 2015
Income tax (benefit) expense:     
Current$1,168
 (153) (1,604)
Deferred(10,815) 
 
Total income tax (benefit) expense (1)
$(9,647) (153) (1,604)
      
(1) Includes $90 thousand of tax expense presented within Other operating expenses during the year ended December 31, 2017, and $153 thousand and $1.6 million of tax benefit presented within Gain on sale of real estate, net of tax, during the years ended December 31, 2016 and 2015, respectively.

The income tax benefit for the year ended December 31, 2017 was primarily due to the income tax benefit from revaluing the net deferred tax liability at a TRS entity acquired through the Equity One merger, as a result of the change in corporate tax rates from the 2017 Tax Cuts and Jobs Act.

The TRS entities are subject to federal and state income taxes and file separate tax returns. Income tax expense (benefit) expense differed from the amounts computed by applying the U.S. Federal income tax rate to pretax income of the TRS entities, as follows:

 

 

Year ended December 31,

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Computed expected tax expense (benefit)

 

$

371

 

 

 

504

 

 

 

544

 

State income tax, net of federal benefit

 

 

60

 

 

 

52

 

 

 

477

 

Valuation allowance

 

 

227

 

 

 

(323

)

 

 

15

 

Permanent items

 

 

2

 

 

 

1

 

 

 

1

 

All other items

 

 

235

 

 

 

(273

)

 

 

4

 

Total income tax expense (1)

 

 

895

 

 

 

(39

)

 

 

1,041

 

Income tax expense attributable to operations (1)

 

$

895

 

 

 

(39

)

 

 

1,041

 

(1)
Included within Other operating expenses in the Consolidated Statements of Operations.
 Year ended December 31,
(in thousands)2017 2016 2015
Computed expected tax expense (benefit)$1,190
 933
 1,730
State income tax, net of federal benefit108
 56
 224
Valuation allowance(1,512) (1,239) (3,556)
Tax rate change(9,737) 
 
All other items304
 97
 (2)
Total income tax benefit (1)
(9,647) (153) (1,604)
Income tax benefit attributable to operations (1)
$(9,647) (153) (1,604)
(1) Includes $90 thousand of tax expense presented within Other operating expenses during the year ended December 31, 2017, and $153 thousand and $1.6 million of tax benefit presented within Gain on sale of real estate, net of tax, during the years ended December 31, 2016 and 2015, respectively.

103



REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023





The tax effects of temporary differences and carryforwards (included in Accounts payable and other liabilities in the accompanying Consolidated Balance Sheets) are summarized as follows:

 

 

December 31,

 

(in thousands)

 

2023

 

 

2022

 

Deferred tax assets

 

 

 

 

 

 

Other

 

 

1,893

 

 

 

1,007

 

Deferred tax assets

 

 

1,893

 

 

 

1,007

 

Valuation allowance

 

 

(1,893

)

 

 

(1,007

)

Deferred tax assets, net

 

$

 

 

 

 

Deferred tax liabilities

 

 

 

 

 

 

Fixed assets

 

 

(12,563

)

 

 

(12,527

)

Other

 

 

(780

)

 

 

(61

)

Deferred tax liabilities

 

 

(13,343

)

 

 

(12,588

)

Net deferred tax liabilities

 

$

(13,343

)

 

 

(12,588

)


 December 31,
(in thousands)2017 2016
Deferred tax assets   
Investments in real estate partnerships$
 361
Provision for impairment3,785
 5,827
Deferred interest expense2,754
 2,714
Capitalized costs under Section 263A729
 1,145
Net operating loss carryforward373
 
Employee benefits
 44
Other2,297
 3,059
Deferred tax assets9,938
 13,150
Valuation allowance(8,300) (12,507)
Deferred tax assets, net1,638
 643
Deferred tax liabilities   
Straight line rent(528) 643
Fixed assets(19,757) 
Other(7) 
Deferred tax liabilities(20,292) 643
Net deferred tax liabilities$(18,654) 

The net deferred tax liability increased during 2017 primarily due to the acquisition of a net deferred tax liability, from the basis difference of its real estate assets, at one TRS acquired as part of the Equity One merger, as discussed in note 2.


Due to uncertainty regarding the realization of certain deferred tax assets, the Company previously established valuation allowances, primarily in connection with the deferred interest and NOL carryforwards related to certain TRSs. As of December 31, 2017, the minimal projected future taxable income and unpredictable nature of potential property sales with built in losses support the conclusion thatbelieves it is still more likely than not that some of the remaining deferred tax assets will not be realized.


realized unless tax planning strategies are implemented.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
9.
Notes to Consolidated Financial StatementsPayable and Unsecured Credit Facility

The Company's outstanding debt, net of unamortized debt premium (discount) and debt issuance costs, consisted of the following as of the dates set forth below:

 

 

Maturing
Through

 

Weighted
Average
Contractual
Rate

 

Weighted
Average
Effective
Rate

 

December 31,

 

(in thousands)

 

 

 

 

 

 

 

2023

 

 

2022

 

Notes payable:

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate mortgage loans

 

6/1/2037

 

3.8%

 

4.2%

 

$

449,615

 

 

 

342,135

 

Variable rate mortgage loans (1)

 

1/31/2032

 

4.2%

 

4.3%

 

 

299,579

 

 

 

136,246

 

Fixed rate unsecured debt

 

3/15/2049

 

3.8%

 

4.0%

 

 

3,252,755

 

 

 

3,248,373

 

Total notes payable

 

 

 

 

 

 

 

 

4,001,949

 

 

 

3,726,754

 

Unsecured credit facilities:

 

 

 

 

 

 

 

 

 

 

 

 

$1.25 Billion Line of Credit (the "Line") (2)

 

3/23/2025

 

6.3%

 

6.6%

 

 

152,000

 

 

 

 

Total unsecured credit facilities

 

 

 

 

 

 

 

 

152,000

 

 

 

 

Total debt outstanding

 

 

 

 

 

 

 

$

4,153,949

 

 

 

3,726,754

 

(1)
As of December 31, 2017




7.Notes Payable and Unsecured Credit Facilities
The Company’s outstanding2023, 15 of these 17 variable rate loans, representing $294.9 million of debt consistsin the aggregate, have interest rate swaps in place to mitigate interest rate fluctuation risk. Based on these swap agreements, the effective fixed rates of the following:
15 loans range from 2.5% to 6.7%.
 December 31,
(in thousands)2017 2016
Notes payable:   
Fixed rate mortgage loans$520,193
 384,786
Variable rate mortgage loans125,866
(1) 
86,969
Fixed rate unsecured public and private debt2,325,656
 892,170
Total notes payable$2,971,715
 1,363,925
Unsecured credit facilities:   
Line of Credit60,000
 15,000
Term Loans563,262
 263,495
Total unsecured credit facilities$623,262
 278,495
Total debt outstanding$3,594,977
 1,642,420
    
(1) Includes five mortgages, whose interest varies on LIBOR based formulas. Three of these variable rate loans have interest rate swaps in place to fix the interest rates at a range of 2.8% to 4.1%.
(2)
Weighted average effective rate for the Line is calculated based on a fully drawn Line balance using the period end variable rate. In January 2024, the Company amended its Line to, among other items, increase the borrowing capacity to $1.5 billion and to extend the expiration date to March, 2028 with the option to extend the expiration for two additional six-month period.

Notes Payable

Notes payable consist of mortgage loans secured by properties and unsecured public and private debt. Mortgage loans may be prepaid,repaid before maturity, but could be subject to yield maintenance premiums. Mortgage loanspremiums, and are generally due in monthly installments of principal and interest or interest only, whereas,only. Unsecured public debt may be repaid before maturity subject to accrued and unpaid interest through the proposed redemption date and a make-whole premium. Interest on unsecured public and private debt is payable semi-annually.

The Company is required to comply with certain financial covenants for its unsecured public debt as defined in the indenture agreements such as the following ratios: Consolidated Debt to Consolidated Assets, Consolidated Secured Debt to Consolidated Assets, Consolidated Income for Debt Service to Consolidated Debt Service, and Unencumbered Consolidated Assets to Unsecured Consolidated Debt. As of December 31, 2017,2023, management of the Company believes it is in compliance with all financial covenants for its unsecured public debt.

104


As of

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2017, the key interest rates of the Company's notes payables were as follows:2023

    Interest Rates    
  Maturing Through Minimum Maximum Weighted Average Effective Rate Weighted Average Contractual Rate
Mortgage loans (1)
 2036 2.39% 8.00% 4.23% 4.77%
Fixed rate unsecured public and private debt 2047 3.60% 6.00% 4.11% 4.57%
           
(1) Interest rates disclosed for mortgages include variable rate mortgages using the fixed interest rates from the interest rate swaps, as disclosed in Note 8.

Unsecured Credit Facilities

The Company has an unsecured line of credit commitment (the "Line") and unsecured term loan commitments (the "Term Loans") under separate credit agreements with a syndicate of banks.

At December 31, 2023, the Line had a borrowing capacity of $1.25 billion, which is reduced by the balance of outstanding borrowings and commitments from issued letters of credit. The Line bears interest at a variable rate of SOFR plus a 0.10% market adjustment and an applicable margin of 0.865%, and is subject to a commitment fee of 0.15%. Both the applicable margin and the commitment fee are based on the Company's corporate credit rating.

The Company is required to comply with certain financial covenants as defined in the Line and Term Loan credit agreements,agreement, such as Ratio of Indebtedness to Total Asset Value ("TAV"), Ratio of Unsecured Indebtedness to Unencumbered Asset Value, Ratio of Adjusted Earnings Before Interest Taxes Depreciation and Amortization (“EBITDA”)EBITDA to Fixed Charges, Ratio of Secured Indebtedness to TAV, Ratio of Unencumbered Net Operating Income to Unsecured Interest Expense, and other covenants customary with this type of unsecured financing. As of December

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




31, 2017, management of2023, the Company believes it is in compliance with all financial covenants for the LineLine.

On January 8, 2024, the Company priced a public offering of $400 million of senior unsecured debt due in 2034, and Term Loan.

were issued at 99.617% of par value with a coupon of 5.250%.

On January 18, 2024, the Company entered into a Sixth Amended and Restated Credit Agreement (the "Credit Agreement"), with the financial institutions party thereto, as Lenders, and Wells Fargo Bank, National Association, as Administrative Agent. The key termsCredit Agreement provides for an unsecured revolving credit facility in the amount of $1.50 billion for a term of four years (plus two six-month extension options) and includes an accordion feature which permits the borrower to request increases in the size of the Linerevolving loan facility by up to an additional $1.50 billion. The interest rate on the revolving credit facility is equal to the Secured Overnight Financing Rate ("SOFR") plus a margin that is determined based on the borrower’s long-term unsecured debt ratings and Term Loans wereratio of indebtedness to total asset value. At the time of the closing, the effective interest rate was SOFR plus a credit spread adjustment of 10 basis points plus a margin of 72.5 basis points. The Credit Agreement also incorporates sustainability-linked adjustments to the interest rate, which provide for upward or downward adjustments to the applicable margin if the Company achieves, or fails to achieve, certain specified targets based on Scope 1 and Scope 2 emission standards as follows:

set forth in the Credit Agreement. At the time of the closing, a 1 basis point downward sustainability-linked adjustment to the interest rate was applicable. The maturity date of the Credit Agreement is March 23, 2028 with the option to extend the expiration for two additional six month periods.

 December 31, 2017   
(in thousands)Total Capacity Remaining Capacity Maturing Through 
Variable Interest Rate (4)
 Fee Weighted Average Effective Rate Weighted Average Contractual Rate
Line (7)
$1,000,000
 $930,600
(1) 
5/13/2019
(2) 
LIBOR plus 0.925% $75
(3) (6) 
2.30% 2.12%
Term Loan (8)
$265,000
 $
 1/5/2022 LIBOR plus 0.95%
(5) 
$35
(6) 
2.20% 2.00%
Term Loan (8)
$300,000
 $
 12/2/2020 LIBOR plus 0.95%
(9) 
$35
(6) 
2.80% 2.77%
              
(1) Borrowing capacity is reduced by the balance of outstanding borrowings and commitments under outstanding letters of credit.
(2) Maturity is subject to two six month extensions at the Company's option.
(3) In addition, carries a commitment fee that is subject to adjustment based on the higher of the Company's corporate credit ratings from Moody's and S&P. At December 31, 2017, the commitment fee was 0.15%.
(4) Interest rate spread is subject to Regency maintaining its corporate credit and senior unsecured ratings at BBB+.
(5) The interest rate on the underlying debt is LIBOR + 0.95%. Effective July 7, 2016, an interest rate swap is in place to fix the interest on the entire balance at 2% through maturity.
(6) Annual fee, in thousands.
(7) Weighted average contractual and effective rates for the Line are calculated based on a fully drawn Line balance.
(8) Weighted average contractual and effective rates for the Term Loans are based on the fixed rate with the interest rate swap.
(9) The interest rate on the underlying debt is LIBOR + 0.95%, with an interest rate swap in place to fix the interest on the entire balance at 2.774% through maturity.

Scheduled principal payments and maturities on notes payable and unsecured credit facilities were as follows:

(in thousands)

 

December 31, 2023

 

Scheduled Principal Payments and Maturities by Year:

 

Scheduled
Principal
Payments

 

 

Mortgage
Loan
Maturities

 

 

Unsecured
Maturities
 (1)

 

 

Total

 

2024

 

$

12,398

 

 

 

133,580

 

 

 

250,000

 

 

 

395,978

 

2025

 

 

11,094

 

 

 

52,537

 

 

 

402,000

 

 

 

465,631

 

2026

 

 

11,426

 

 

 

147,847

 

 

 

200,000

 

 

 

359,273

 

2027

 

 

8,612

 

 

 

222,558

 

 

 

525,000

 

 

 

756,170

 

2028

 

 

7,011

 

 

 

36,570

 

 

 

300,000

 

 

 

343,581

 

Beyond 5 Years

 

 

8,070

 

 

 

106,130

 

 

 

1,750,000

 

 

 

1,864,200

 

Unamortized debt premium/(discount) and issuance costs

 

 

 

 

 

(8,640

)

 

 

(22,244

)

 

 

(30,884

)

Total

 

$

58,611

 

 

 

690,582

 

 

 

3,404,756

 

 

 

4,153,949

 

(1)
Includes unsecured public and private debt and unsecured credit facilities.

(in thousands)December 31, 2017
Scheduled Principal Payments and Maturities by Year:Scheduled
Principal
Payments
 Mortgage
Loan Maturities
 
Unsecured
Maturities (1)
 Total
2018$10,641
 112,226
 
 122,867
20199,360
 21,787
 60,000
 91,147
202011,122
 78,580
 450,000
 539,702
202111,426
 66,751
 250,000
 328,177
202211,618
 5,848
 565,000
 582,466
Beyond 5 Years37,056
 260,328
 1,650,000
 1,947,384
Unamortized debt premium/(discount) and issuance costs
 9,316
 (26,082) (16,766)
Total notes payable$91,223
 554,836
 2,948,918
 3,594,977
        
(1) Includes unsecured public and private debt and unsecured credit facilities.

105


The Company has $112.2 million of debt maturing over the next twelve months, all of which is in the form of non-recourse mortgage loans. The Company currently intends to payoff the maturing balances with proceeds from unsecured borrowings and leave the properties unencumbered. The Company has sufficient capacity on its Line to repay the maturing debt, if necessary.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023

In connection with the acquisition of UBP on August 18, 2023, the Company completed the following debt transactions:




Assumed fixed rate debt of $130.0 million in the aggregate (including a mark to market debt discount of $13.6 million) that, on a property-by-property basis, encumbers 11 operating properties, and includes one unsecured note. This indebtedness has scheduled maturity dates ranging from August 2024 to June 2037, and accrues interest at rates ranging from 3.5% to 5.6% per annum.

Assumed variable rate debt of $154.7 million in the aggregate (including a mark to market debt premium of $1.1 million) that collectively encumbers 9 operating properties. This indebtedness has interest rate swaps in place to mitigate rate fluctuation risk. Based on these swap agreements, the effective fixed rates range from 3.1% to 4.8% per annum. The scheduled maturity dates range from August 2024 to January 2032.
8.Derivative Financial Instruments

The Company was in compliance as of December 31, 2023, with all financial and other covenants under its unsecured public and private placement debt and unsecured credit facilities.

10.
Derivative Instruments

The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors, and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative transactions or purposes other than mitigation of interest rate risk. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with quality credit ratings. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

The Company's objectives in using interest rate derivatives are to attempt to stabilize interest expense where possible and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The following table summarizes the terms and fair values of the Company's derivative financial instruments, as well as their classification on the Consolidated Balance Sheets:

 

 

 

 

 

 

 

 

 

 

 

Fair Value at December 31,

 

(in thousands)

 

 

 

 

 

 

 

 

Assets (Liabilities) (1)

 

Effective
Date

 

Maturity
Date

 

Notional
Amount

 

 

Bank Pays Variable
Rate of

 

Regency Pays
Fixed Rate of

 

2023

 

 

2022

 

12/1/22

 

3/17/25

 

 

24,000

 

 

SOFR

 

1.443%

 

 

873

 

 

 

1,443

 

12/16/22

 

6/2/27

 

 

34,873

 

 

SOFR

 

2.261%

 

 

1,540

 

 

 

2,158

 

1/17/23(2)

 

8/15/24

 

 

13,033

 

 

SOFR

 

3.995%

 

 

196

 

 

 

-

 

7/17/17(2)

 

7/1/27

 

 

43,150

 

 

SOFR

 

1.498%

 

 

3,041

 

 

 

-

 

9/21/16(2)

 

10/1/26

 

 

8,768

 

 

SOFR

 

1.475%

 

 

526

 

 

 

-

 

8/16/18(2)

 

8/15/28

 

 

8,764

 

 

SOFR

 

4.830%

 

 

214

 

 

 

-

 

3/18/19(2)

 

4/1/29

 

 

23,078

 

 

SOFR

 

3.165%

 

 

473

 

 

 

-

 

2/1/22(2)

 

2/1/32

 

 

33,667

 

 

SOFR

 

3.053%

 

 

4,879

 

 

 

-

 

1/3/23(2)

 

7/1/29

 

 

10,944

 

 

SOFR

 

3.633%

 

 

861

 

 

 

-

 

1/3/23(2)

 

11/1/24

 

 

5,000

 

 

SOFR

 

3.705%

 

 

106

 

 

 

-

 

2/24/23

 

12/31/26

 

 

15,342

 

 

SOFR

 

4.229%

 

 

(212

)

 

 

152

 

2/21/23

 

12/21/26

 

 

24,365

 

 

SOFR

 

1.684%

 

 

1,386

 

 

 

1,939

 

9/19/23

 

9/19/28

 

 

30,919

 

 

SOFR

 

4.314%

 

 

(1,008

)

 

 

883

 

10/31/17(2)

 

10/1/24

 

 

6,025

 

 

SOFR

 

2.334%

 

 

118

 

 

 

-

 

12/1/23

 

12/1/26

 

 

13,000

 

 

SOFR

 

4.060%

 

 

(115

)

 

 

-

 

Total derivative financial instruments

 

 

 

 

 

 

$

12,878

 

 

 

6,575

 

(1)
Derivatives in an asset position are included within Other assets in the accompanying Consolidated Balance Sheets, while those in a liability position are included within Accounts payable and other liabilities.
          Fair Value at December 31,
(in thousands)       
Assets (Liabilities) (1)
Effective Date Maturity Date Notional Amount Bank Pays Variable Rate of Regency Pays Fixed Rate of 2017 2016
4/3/17 12/2/20 $300,000
 1 Month LIBOR with Floor 1.824% $1,804
 
8/1/16 1/5/22 265,000
 1 Month LIBOR with Floor 1.053% 10,744
 9,889
4/7/16 4/1/23 20,000
 1 Month LIBOR 1.303% 801
 720
12/1/16 11/1/23 33,000
 1 Month LIBOR 1.490% 1,166
 1,013
6/2/17 6/2/27 37,500
 1 Month LIBOR with Floor 2.366% (177) (580)
Total derivative financial instruments $14,338
 11,042
             
(1) Derivatives in an asset position are included within Other assets in the accompanying Consolidated Balance Sheets, while those in a liability position are included within Accounts payable and other liabilities.
(2)
Derivative instruments assumed as part of the UBP acquisitions.

106


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

These derivative financial instruments are all interest rate swaps, which are designated and qualify as cash flow hedges. The Company does not use derivatives for trading or speculative purposes and, currentlyas of December 31, 2023, does not have any derivatives that are not designated as hedges.

The Company has master netting agreements; however, the Company does not have multiple derivatives subject to a single master netting agreement with the same counterparties. Therefore none are offset in the accompanying Consolidated Balance Sheets.

The effective portion of changes in the fair value of derivatives designated and qualifying as cash flow hedges isare recorded in accumulatedAccumulated other comprehensive income (loss) ("AOCI") and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings within interest expense, in the accompanying Consolidated Statements of Operations.

The following table represents the effect of the derivative financial instruments on the accompanying consolidated financial statements:

Amount of Gain (Loss)
Recognized in OCI on
Derivative (Effective
Portion)
 Location and Amount of Gain (Loss)
Reclassified from
Accumulated OCI into
Income (Effective
Portion)
 Location and Amount of Gain or
(Loss) Recognized in
Income on Derivative
(Ineffective Portion and
Missed Forecast)
 Year ended December 31,   Year ended December 31,   Year ended December 31,
(in thousands)2017 2016 2015   2017 2016 2015   2017 2016 2015
Interest rate swaps$1,151
 (10,332) (10,089) Interest expense $(11,103) (51,139) (9,152) Loss on derivative instruments $
 (40,586) 
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial StatementsStatements:

Location and Amount of Gain (Loss)
Recognized in OCI on Derivative

 

 

Location and Amount of Loss (Gain)
Reclassified from AOCI into Income

 

 

Total amounts presented in the Consolidated
Statements of Operations in which the effects
of cash flow hedges are recorded

 

 

 

Year ended December 31,

 

 

 

 

Year ended December 31,

 

 

 

 

Year ended December 31,

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

 

2023

 

 

2022

 

 

2021

 

Interest
rate swaps

 

$

(2,448

)

 

 

20,061

 

 

 

5,391

 

 

Interest
expense, net

 

$

(7,536

)

 

 

833

 

 

 

4,141

 

 

Interest
expense, net

 

$

154,249

 

 

 

146,186

 

 

 

145,170

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Early extinguishment of debt

 

$

(99

)

 

 

 

 

 

 

December 31, 2017




As of December 31, 2017,2023, the Company expects $6.9approximately $10.6 million of net deferred lossesaccumulated comprehensive income on derivative instruments accumulated in other comprehensive income,AOCI, including the Company's share from its Investments in real estate partnerships, to be reclassified into earnings during the next 12 months. Included in the reclass is $8.4 million which is related to previously settled swaps on the Company's ten year fixed rate unsecured loans.

Hedge Settlement
11.
Fair Value Measurements
During the third quarter of 2016, the Company initiated and completed a $400.1 million equity offering for the primary purpose of funding the early redemption of its $300 million notes. The Company also used $40.6 million from the net offering proceeds to settle $220 million of forward starting swaps related to new debt previously expected to be issued in 2017 to repay the notes at maturity. As a result of the equity offering, the Company believed that the issuance of new fixed rate debt within the remaining period of the forward starting swaps was probable not to occur. Accordingly, the Company ceased hedge accounting and reclassified the $40.6 million paid to settle the forward starting swaps from Accumulated other comprehensive loss to earnings during the third quarter of 2016.
(a)
Subsequent Event
On February 9, 2018, the Company executed a ten year treasury rate lock on $285.0 million notional amount at a fixed interest rate of 2.899%, intended to designate as a cash flow hedge against changes in interest rates on anticipated future fixed-rate unsecured borrowings.

9.Fair Value Measurements
(a)    Disclosure of Fair Value of Financial Instruments

All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management's estimation, reasonably approximatesapproximate their fair values, except for the following:

 

 

December 31,

 

 

 

2023

 

 

2022

 

(in thousands)

 

Carrying
Amount

 

 

Fair Value

 

 

Carrying
Amount

 

 

Fair Value

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

Notes receivable

 

$

2,109

 

 

 

2,109

 

 

$

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Notes payable, net

 

$

4,001,949

 

 

 

3,763,152

 

 

$

3,726,754

 

 

 

3,333,378

 

Unsecured credit facilities

 

$

152,000

 

 

 

152,000

 

 

$

 

 

 

 

 December 31,
 2017 2016
(in thousands)Carrying Amount Fair Value Carrying Amount Fair Value
Financial assets:       
Notes receivable$15,803
 15,660
 $10,481
 10,380
Financial liabilities:       
Notes payable$2,971,715
 3,058,044
 $1,363,925
 1,435,000
Unsecured credit facilities$623,262
 625,000
 $278,495
 279,700

The above fair values represent management's estimate of the amounts that would be received from selling those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants as of December 31, 20172023 and 2016.2022, respectively. These fair value measurements maximize the use of observable inputs.inputs which are classified within Level 2 of the fair value hierarchy. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company's own judgments about the assumptions that market participants would use in pricing the asset or liability.

The Company develops its judgments based on the best information available at the measurement date, including expected cash flows, appropriatelyappropriate risk-adjusted discount rates, and available observable and unobservable inputs. Service providers involved in fair value measurements are evaluated for competency and qualifications on an ongoing basis. As considerable judgment is often necessary to estimate the fair value of these financial instruments, the fair values presented above are not necessarily indicative of amounts that will be realized upon disposition of the financial instruments.

107


The following methods and assumptions were used to estimate the fair value of these financial instruments:
Notes Receivable

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023


(b)



The fair value of the Company's notes receivable is estimated by calculating the present value of future contractual cash flows discounted at interest rates available for notes of the same terms and maturities, adjusted for counter-party specific credit risk. The fair value of notes receivable was determined primarily using Level 3 inputs of the fair value hierarchy, which considered counter-party credit risk and collateral risk of the underlying property securing the note receivable.
Notes Payable
The fair value of the Company's unsecured debt is estimated based on the quoted market prices for the same or similar issues or on the current rates offered to the Company for debt of the same remaining maturities. The fair value of the unsecured debt was determined using Level 2 inputs of the fair value hierarchy.
The fair value of the Company's mortgage notes payable is estimated by discounting future cash flows of each instrument at rates that reflect the current market rates available to the Company for debt of the same terms and maturities. Fixed rate loans assumed in connection with real estate acquisitions are recorded in the accompanying consolidated financial statements at fair value at the time the property is acquired. The fair value of the mortgage notes payable was determined using Level 2 inputs of the fair value hierarchy.
Unsecured Credit Facilities
The fair value of the Company's Unsecured credit facilities is estimated based on the interest rates currently offered to the Company by financial institutions. The fair value of the credit facilities was determined using Level 2 inputs of the fair value hierarchy.
The following interest rates were used by the Company to estimate the fair value of its financial instruments:
  December 31,
  2017 2016
  Low High Low High
Notes receivable 3.8% 7.8% 7.2% 7.2%
Notes payable 3.0% 3.9% 2.9% 3.9%
Unsecured credit facilities 2.0% 3.0% 1.5% 1.6%
(b)    Fair Value Measurements

The following financial instruments are measured at fair value on a recurring basis:

Trading

Securities Held in Trust

The Company has investments in marketable securities which are assets of the non-qualified deferred compensation plan ("NQDCP"), that are classified as trading securities held in trustincluded within Other assets on the accompanying Consolidated Balance Sheets. The fair value of the trading securities held in trust was determined using quoted prices in active markets, which are considered Level 1 inputs of the fair value hierarchy. Changes in the value of trading securities are recorded within netNet investment (income) loss from deferred compensation plan in the accompanying Consolidated Statements of Operations.

Operations, and include unrealized gains of $4.2 million for the year ended December 31, 2023, unrealized losses of $8.0 million for the year ended December 31, 2022 and unrealized gains of $1.7 million for the year ended December 31, 2021.

Available-for-Sale Debt Securities

Available-for-sale debt securities consist of investments in certificates of deposit and corporate bonds, and are recorded at fair value using matrix pricing methodseither recent trade prices for the identical debt instrument or comparable instruments by issuers of similar industry sector, issuer rating, and size, to estimate fair value, which are considered Level 2 inputs of the fair value hierarchy. Unrealized gains or losses on these debt securities are recognized through Other comprehensive income.

Interest Rate Derivatives

The fair value of the Company's interest rate derivatives is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.

The following table presentstables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:

 

 

Fair Value Measurements as of December 31, 2023

 

(in thousands)

 

Balance

 

 

Quoted Prices in Active Markets for Identical Assets
(Level 1)

 

 

Significant Other Observable Inputs
(Level 2)

 

 

Significant Unobservable Inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Securities

 

$

37,039

 

 

 

37,039

 

 

 

 

 

 

 

Available-for-sale debt securities

 

 

14,953

 

 

 

 

 

 

14,953

 

 

 

 

Interest rate derivatives

 

 

14,213

 

 

 

 

 

 

14,213

 

 

 

 

Total

 

$

66,205

 

 

 

37,039

 

 

 

29,166

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate derivatives

 

$

(1,335

)

 

 

 

 

 

(1,335

)

 

 

 

108


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2023

 

 

Fair Value Measurements as of December 31, 2022

 

(in thousands)

 

Balance

 

 

Quoted Prices in Active Markets for Identical Assets
(Level 1)

 

 

Significant Other Observable Inputs
(Level 2)

 

 

Significant Unobservable Inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Securities

 

$

40,089

 

 

 

40,089

 

 

 

 

 

 

 

Available-for-sale debt securities

 

 

14,492

 

 

 

 

 

 

14,492

 

 

 

 

Interest rate derivatives

 

 

6,575

 

 

 

 

 

 

6,575

 

 

 

 

Total

 

$

61,156

 

 

 

40,089

 

 

 

21,067

 

 

 

 

During the year ended December 31, 2023 and December 31, 2022, there were no real estate assets re-measured to estimated fair value on a nonrecurring basis.

12.
Equity and Capital
 Fair Value Measurements as of December 31, 2017
   Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs
(in thousands)Balance (Level 1) (Level 2) (Level 3)
Assets:       
Trading securities held in trust$31,662
 31,662
 
 
Available-for-sale securities9,974
 
 9,974
 
Interest rate derivatives14,515
 
 14,515
 
Total$56,151
 31,662
 24,489
 
Liabilities:       
Interest rate derivatives$(177) 
 (177) 
 Fair Value Measurements as of December 31, 2016
   Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs
(in thousands)Balance (Level 1) (Level 2) (Level 3)
Assets:       
Trading securities held in trust$28,588
 28,588
 
 
Available-for-sale securities7,420
 
 7,420
 
Interest rate derivatives11,622
 
 11,622
 
Total$47,630
 28,588
 19,042
 
Liabilities:       
Interest rate derivatives$(580) 
 (580) 

10.Equity and Capital

UBP Acquisition

See Note 1 — Acquisition of Urstadt Biddle Properties Inc, for discussion regarding UBP acquisition.

Preferred Stock of the Parent Company

There were no preferred stock series outstanding as of December 31, 2017.

Terms and conditions of the preferred stock outstanding at December 31, 2016, which were redeemed during 2017, are summarized as follows:

 

Preferred Stock Outstanding as of December 31, 2023

 

Date of Issuance

 

Shares Issued and Outstanding

 

 

Liquidation Preference

 

 

Distribution Rate

 

Callable By Company

Series A

8/18/2023

 

 

4,600,000

 

 

$

115,000,000

 

 

6.250%

 

On demand

Series B

8/18/2023

 

 

4,400,000

 

 

 

110,000,000

 

 

5.875%

 

On or after 10/1/2024

 

 

 

 

9,000,000

 

 

$

225,000,000

 

 

 

 

 

Each series of Preferred Stock is non-voting, has no stated maturity and is redeemable for cash at $25.00 per share at the Company's option, except that the Parent Company Series B preferred stock is not redeemable until on or after October 1, 2024. The holders of the Preferred Stock have general preference rights over common stock holders with respect to liquidation and quarterly distributions. Except under certain limited conditions, holders of the Preferred Stock will not be entitled to vote. In the event of a cumulative arrearage equal to six quarterly dividends, holders of the Preferred Stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the Company's Articles of Incorporation, the holders of the Preferred Stock will have the right to convert all or part of the shares of the Preferred Stock held by such holders on the applicable conversion date into a number of shares of Common Stock.

Dividends Declared

On February 7, 2024, the Board:

Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $0.390625 per share on April 30, 2024. The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2024; and
Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $0.367200 per share on April 30, 2024 The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2024.

109


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023





  Date of Issuance Shares Issued and Outstanding Liquidation Preference Distribution Rate Callable By Company
Series 6 2/16/2012 10,000,000
 $250,000,000
 6.625% 2/16/2017
Series 7 8/23/2012 3,000,000
 75,000,000
 6.000% 8/23/2017
    13,000,000
 $325,000,000
    
The Series 6 and 7 preferred shares were perpetual, absent a change in control of the Parent Company, were not convertible into common stock of the Parent Company, and were redeemable at par upon the Company’s election beginning 5 years after the issuance date. None of the terms of the preferred stock contained any unconditional obligations that would have require the Company to redeem the securities at any time or for any purpose.
Preferred Shares Redemption
On February 16, 2017, the Parent Company redeemed all of the issued and outstanding 6.625% Series 6 cumulative redeemable preferred shares. The redemption price of $25.21 per share included accrued and unpaid dividends, resulting in an aggregate amount being paid of $252.0 million. The funds used to redeem the Series 6 preferred shares were provided by the January 2017 senior unsecured debt offering.
On August 23, 2017, the Parent Company also redeemed all of the issued and outstanding 6.000% Series 7 cumulative redeemable preferred stock. The redemption price of $25.22 per share included accrued and unpaid dividends resulting in an aggregate amount being paid of $75.7 million. The Company used proceeds from its senior unsecured notes issued in June 2017 to fund the redemption.

Common Stock of the Parent Company

Issuances:

Dividends Declared

On February 7, 2024, the Board declared a common stock dividend of $0.67 per share, payable on April 3, 2024, to shareholders of record as of March 13, 2024.

At the Market ("ATM") Program

Under the Parent Company's ATM equity offering program, as authorized by the Board, the Parent Company may sell up to $500.0$500 million of common stock at prices determined by the market at the time of sale. The timing of sales, if any, will be dependent on market conditions and other factors. No sales occurred under the ATM program during 2023. As of December 31, 2017, $500.02023, $500 million inof common stock remained available for issuance under this ATM equity program.

Stock Repurchase Program

The following table presents the shares that were issued under the ATM equity program, which was used to fund investment activities:

 Year ended December 31,
(dollar amounts are in thousands, except price per share data)2017 2016
Shares issued (1)

 182,787
Weighted average price per share$
 68.85
Gross proceeds$
 12,584
Commissions$
 157
Issuance costs (2)
$349
 97
    
(1) Reflects shares traded in December and settled in January each year.
(2) Includes legal and accounting costs associated with maintaining the ATM program.
Forward Equity Offering
In March 2016, the Parent Company entered intoBoard has authorized a forward sale agreement (the "Forward Equity Offering") to issue 3.10 million shares of itstwo-year common stock at an offering price of $75.25 per share, before any underwriting discount and offering expenses.
In June 2016, the Parent Company partially settled its forward equity offering by delivering 1.85 million shares of newly issued common stock, receiving $137.5 million of net proceeds, which were used to reduce the balance on the Line.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




In December 2017, the Parent Company settled the remaining shares in its forward equity offering by delivering 1.25 million shares of newly issued common stock, receiving $89.1 million of net proceeds, which were used to reduce the balance on the Line.
Equity One merger
On March 1, 2017, Regency completed its merger with Equity One. Under the terms of the merger Agreement, each Equity One stockholder received 0.45 of a newly issued share of Regency common stock for each share of Equity One common stock that they owned immediately prior to the effective time of the Merger resulting in approximately 65.5 million shares being issued to effect the merger.
Share Repurchase Program - Subsequent Event
On February 7, 2018, the Company's Board authorized a common share repurchase program under which the Company may purchase, from time to time, up to a maximum of $250 million of shares of its outstanding common stock through open market purchases, and/or in privately negotiated transactions. Any shares purchased will be retired. The program is scheduledtransactions (referred to expire on February 6, 2020.as the "Repurchase Program"). The timing and actual numberprice of shares purchased under the program dependstock repurchases, if any will be dependent upon marketplacemarket conditions and other factors. The program remains subject tostock repurchased, if not retired, would be treated as treasury stock. The Board's authorization for this Repurchase Program will expire on February 7, 2025, unless modified, extended or earlier terminated by the discretion ofBoard.

During the board. Through the date of filing,year ended December 31, 2023, the Company hasexecuted multiple trades to repurchase 349,519 common shares under the Repurchase Program for a total of $20.0 million at a weighted average price of $57.22 per share. All repurchased $74.2shares were retired on the respective settlement dates. At December 31, 2023, $230.0 million of shares.

remained available under this Repurchase Program.

Preferred Units of the Operating Partnership

All preferred units for

The number of Series A Preferred Units and Series B Preferred Units, respectively, issued by RCLP is equal to the Parent Company were retired, as discussed above.

number of Series A Preferred Stock and Series B Preferred Stock, respectively, issued by the Company.

Common Units of the Operating Partnership

Issuances:

Common units wereUnits are issued, to theor redeemed and retired, for each share of Parent Company in relation tostock issued or redeemed, or retired, as described above. During the Parent Company's issuance of common stock, as discussed above.

In April 2017,year ended December 31, 2023, the Operating Partnership issued 195,732 limited partner520,589 exchangeable operating partnership units, valued at $13.1$31.3 million, as partial purchase price consideration for the acquisition of land for development.
two properties. In addition, 3,340 Partnership Units were converted to Parent Company common stock, and 151,228 Partnership Units were converted to $9.2 million in cash at the Parent Company's election.

General Partners

The Parent Company, as general partner, owned the following Partnership Units outstanding:

 

 

December 31,

 

(in thousands)

 

2023

 

 

2022

 

Partnership units owned by the general partner

 

 

184,581

 

 

 

171,125

 

Partnership units owned by the limited partners

 

 

1,108

 

 

 

741

 

Total partnership units outstanding

 

 

185,689

 

 

 

171,866

 

Percentage of partnership units owned by the general partner

 

 

99.4

%

 

 

99.6

%

  December 31,
(in thousands) 2017 2016
Partnership units owned by the general partner 171,365
 104,497
Partnership units owned by the limited partners 350
 154
Total partnership units outstanding 171,715
 104,651
Percentage of partnership units owned by the general partner 99.8% 99.9%

110


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023



13.

Stock-Based Compensation

Accumulated Other Comprehensive Income (Loss)
The following table presents changes in the balances of each component of AOCI:
 Controlling Interest Noncontrolling Interest Total
(in thousands)Cash Flow Hedges Unrealized gain (loss) on Available-For-Sale Securities AOCI Cash Flow Hedges Unrealized gain (loss) on Available-For-Sale Securities AOCI AOCI
Balance as of December 31, 2014$(57,748) 
 (57,748) (750) 
 (750) (58,498)
Other comprehensive income before reclassifications(9,897) (43) (9,940) (192) 
 (192) (10,132)
Amounts reclassified from accumulated other comprehensive income8,995
 
 8,995
 157
 
 157
 9,152
Current period other comprehensive income, net(902) (43) (945) (35) 
 (35) (980)
Balance as of December 31, 2015$(58,650) (43) (58,693) (785) 
 (785) (59,478)
Other comprehensive income before reclassifications(10,587) 24
 (10,563) 255
 
 255
 (10,308)
Amounts reclassified from accumulated other comprehensive income50,910
 
 50,910
 229
 
 229
 51,139
Current period other comprehensive income, net40,323
 24
 40,347
 484
 
 484
 40,831
Balance as of December 31, 2016$(18,327) (19) (18,346) (301) 
 (301) (18,647)
Other comprehensive income before reclassifications1,134
 (8) 1,126
 17
 
 17
 1,143
Amounts reclassified from accumulated other comprehensive income10,931
 
 10,931
 172
 
 172
 11,103
Current period other comprehensive income, net12,065
 (8) 12,057
 189
 
 189
 12,246
Balance as of December 31, 2017$(6,262) (27) (6,289) (112) 
 (112) (6,401)
The following represents amounts reclassified out of AOCI into income:
AOCI ComponentAmount Reclassified from AOCI into Income Affected Line Item(s) Where Net Income is Presented
 Year ended December 31,  
(in thousands)2017 2016 2015  
Interest rate swaps$11,103
 51,139
 9,152
 Interest expense and Loss on derivative instruments

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




11.Stock-Based Compensation

The Company recorded stock-based compensation in generalGeneral and administrative expenses in the accompanying Consolidated Statements of Operations, the components of which are further described below:

 

 

Year ended December 31,

 

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Restricted stock (1)

 

$

17,277

 

 

 

16,667

 

 

 

12,651

 

Directors' fees paid in common stock and other employee stock grants

 

 

590

 

 

 

589

 

 

 

530

 

Capitalized stock-based compensation

 

 

(954

)

 

 

(735

)

 

 

(666

)

Stock-based compensation, net of capitalization

 

$

16,913

 

 

 

16,521

 

 

 

12,515

 

(1)
Includes amortization of the grant date fair value of restricted stock awards over the respective vesting periods.
 Year ended December 31,
(in thousands)2017 2016 2015
Restricted stock (1)
$15,525
 13,422
 13,869
Directors' fees paid in common stock (1)
303
 193
 200
Capitalized stock-based compensation (2)
(3,210) (2,963) (2,988)
Stock based compensation attributable to post-combination service from Equity One merger7,931
 
 
Stock-based compensation, net of capitalization$20,549
 10,652
 11,081
 
(1) Includes amortization of the grant date fair value of restricted stock awards over the respective vesting periods.
(2) Includes compensation expense specifically identifiable to development and leasing activities.

The Company established its Long Term Omnibus Incentive Plan (the "Plan") under which the Board of Directors may grant stock options and other stock-based awards to officers, directors, and other key employees. The Plan allows the Company to issue up to 4.15.0 million shares in the form of the Parent Company's common stock or stock options. As of December 31, 2017,2023, there were 2.14.1 million shares available for grant under the Plan either through stock options or restricted stock.

Plan.

Restricted Stock Awards

The Company grants restricted stock under the Plan to its employees as a form of long-term compensation and retention. The terms of each restricted stock grant vary depending upon the participant's responsibilities and position within the Company. The Company's stock grants can be categorized as either time-based awards, performance-based awards, or market-based awards. All awards are valued at fair value, earn dividends throughout the vesting period, and have no voting rights. Fair value is measured using the grant date market price for all time-based or performance-based awards. Market based awards are valued using a Monte Carlo simulation to estimate the fair value based on the probability of satisfying the market conditions and the projected stock price at the time of payout, discounted to the valuation date over a three year performance period. Assumptions include historic volatility over the previous three year period, risk-free interest rates, and Regency's historic daily return as compared to the market index. Since the award payout includes dividend equivalents and the total shareholder return includes the value of dividends, no dividend yield assumption is required for the valuation. Compensation expense is measured at the grant date and recognized on a straight-line basis over the requisite vesting period for the entire award.

111


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023





The following table summarizes non-vested restricted stock activity:

 

 

Year ended December 31, 2023

 

 

 

Number of Shares

 

 

Intrinsic Value (in thousands)

 

 

Weighted Average Grant Price

 

Non-vested as of December 31, 2022

 

 

711,699

 

 

 

 

 

 

 

Time-based awards granted  (1) (4)

 

 

162,616

 

 

 

 

 

$

66.62

 

Performance-based awards granted (2) (4)

 

 

15,882

 

 

 

 

 

$

67.53

 

Market-based awards granted (3) (4)

 

 

129,305

 

 

 

 

 

$

70.47

 

Change in market-based awards earned for performance (3)

 

 

36,483

 

 

 

 

 

$

66.78

 

Vested (5)

 

 

(299,938

)

 

 

 

 

$

65.74

 

Forfeited

 

 

(1,529

)

 

 

 

 

$

65.38

 

Non-vested as of December 31, 2023 (6)

 

 

754,518

 

 

$

50,553

 

 

 

 

(1)
Time-based awards vest beginning on the first anniversary following the grant date over a one or four year service period. These grants are subject only to continued employment and are not dependent on future performance measures. Accordingly, if such vesting criteria are not met, compensation cost previously recognized would be reversed.
  Year ended December 31, 2017
  Number of Shares Intrinsic Value
(in thousands)
 Weighted Average Grant Price
Non-vested as of December 31, 2016 561,261
    
Add: Time-based awards granted (1) (4)
 118,339
   $69.47
Add: Performance-based awards granted (2) (4)
 38,494
   $68.95
Add: Market-based awards granted (3) (4)
 65,449
   $78.54
Less: Vested and Distributed (5)
 207,403
   $69.32
Less: Forfeited 6,063
   $66.91
Non-vested and expected to vest as of December 31, 2017 (6)
 570,077
 $39,438  
        
(1) Time-based awards vest beginning on the first anniversary following the grant date over a three or four year service period. These grants are subject only to continued employment and are not dependent on future performance measures. Accordingly, if such vesting criteria are not met, compensation cost previously recognized would be reversed.
(2) Performance-based awards are earned subject to future performance measurements. Once the performance criteria are achieved and the actual number of shares earned is determined, shares vest over a required service period. The Company considers the likelihood of meeting the performance criteria based upon management's estimates from which it determines the amounts recognized as expense on a periodic basis.
(3) Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of a NAREIT index over a three-year period. Once the performance criteria are met and the actual number of shares earned is determined, the shares are immediately vested and distributed. The probability of meeting the criteria is considered when calculating the estimated fair value on the date of grant using a Monte Carlo simulation. These awards are accounted for as awards with market criteria, with compensation cost recognized over the service period, regardless of whether the performance criteria are achieved and the awards are ultimately earned. The significant assumptions underlying determination of fair values for market-based awards granted were as follows:
    
   Year ended December 31,
   2017 2016 2015
 Volatility 18.00% 18.50% 17.10%
 Risk free interest rate 1.48% 0.88% 0.78%
        
(4)The weighted-average grant price for restricted stock granted during the years is summarized below:
        
   Year ended December 31,
   2017
2016
2015
 Weighted-average grant price for restricted stock $72.05
 $79.40
 $69.80
        
(5) The total intrinsic value of restricted stock vested during the years is summarized below (in thousands):
        
   Year ended December 31,
   2017 2016 2015
 Intrinsic value of restricted stock vested $14,376
 $15,400
 $18,600
        
(6) As of December 31, 2017, there was $14.2 million of unrecognized compensation cost related to non-vested restricted stock granted under the Parent Company's Plan. When recognized, this compensation results in additional paid in capital in the accompanying Consolidated Statements of Equity of the Parent Company and in general partner preferred and common units in the accompanying Consolidated Statements of Capital of the Operating Partnership. This unrecognized compensation cost is expected to be recognized over the next three years. The Company issues new restricted stock from its authorized shares available at the date of grant.
(2)
Performance-based awards are earned subject to future performance measurements. Once the performance criteria are achieved and the actual number of shares earned is determined, shares vest over a required service period. The Company considers the likelihood of meeting the performance criteria based upon management's estimates from which it determines the amounts recognized as expense on a periodic basis.
(3)
Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of a NAREIT index over a three-year period. Once the performance criteria are met and the actual number of shares earned is determined, the shares are immediately vested and distributed. The probability of meeting the criteria is considered when calculating the estimated fair value on the date of grant using a Monte Carlo simulation. These awards are accounted for as awards with market criteria, with compensation cost recognized over the service period, regardless of whether the performance criteria are achieved and the awards are ultimately earned. The significant assumptions underlying determination of fair values for market-based awards granted were as follows:

 

 

Year ended December 31,

 

 

 

2023

 

 

2022

 

 

2021

 

Volatility

 

 

45.50

%

 

 

43.10

%

 

 

42.60

%

Risk free interest rate

 

 

3.75

%

 

 

1.39

%

 

 

0.18

%

(4)
The weighted-average grant price for restricted stock granted during the years is summarized below:

 

 

Year ended December 31,

 

 

 

2023

 

 

2022

 

 

2021

 

Weighted-average grant price for restricted stock

 

$

68.28

 

 

$

72.86

 

 

$

46.55

 

(5)
The total intrinsic value of restricted stock vested during the years is summarized below (in thousands):

 

 

Year ended December 31,

 

 

 

2023

 

 

2022

 

 

2021

 

Intrinsic value of restricted stock vested

 

$

19,717

 

 

$

17,797

 

 

$

10,939

 

(6)
As of December 31, 2023, there was $20.3 million of unrecognized compensation cost related to non-vested restricted stock granted under the Parent Company's Plan. When recognized, this compensation results in additional paid in capital in the accompanying Consolidated Statements of Equity of the Parent Company and in general partner preferred and common units in the accompanying Consolidated Statements of Capital of the Operating Partnership. This unrecognized compensation cost is expected to be recognized over the next three years. The Company issues new restricted stock from its authorized shares available at the date of grant.

112


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 20172023



14.

Saving and Retirement Plans


12.Saving and Retirement Plans

401(k) Retirement Plan

The Company maintains a 401(k) retirement plan covering substantially all employees whichand permits participants to defer eligible compensation up to the maximum allowable amount determined by the IRS of their eligible compensation.IRS. This deferred compensation, together with Company matching contributions equal to 100% of employee deferrals up to a maximum of $5,000 of their eligible compensation, is fully vested and funded as of December 31, 2017.2023. Additionally, an annual profit sharing contribution ismay be made, which vests over a are fully vested after three year period.years in service. Costs for Company contributions to the plan totaled $4.1$5.3 million, $3.3$4.4 million, and $3.1$4.1 million for the years ended December 31, 2017, 2016,2023, 2022, and 2015,2021, respectively.

Non-Qualified Deferred Compensation Plan

("NQDCP")

The Company maintains a non-qualified deferred compensation plan (“NQDCP”),NQDCP which allows select employees and directors to defer part or all of their cash bonus, director fees, and vested restricted stock awards. All contributions into the participants' accounts are fully vested upon contribution to the NQDCP and are deposited in a Rabbi trust.

The following table reflects the balances of the assets and deferred compensation liabilities of the Rabbi trust and related participant account obligations in the accompanying Consolidated Balance Sheets:Sheets, excluding Regency stock:

 

 

Year ended December 31,

 

 

 

(in thousands)

 

2023

 

 

2022

 

 

Location in Consolidated Balance Sheets

Assets:

 

 

 

 

 

 

 

 

Securities

 

$

31,852

 

 

 

36,163

 

 

Other assets

Liabilities:

 

 

 

 

 

 

 

 

Deferred compensation obligation

 

$

31,770

 

 

 

36,085

 

 

Accounts payable and other liabilities

Non Qualified Deferred Compensation Plan Component (1)
Year ended December 31,
(in thousands)2017 2016
Assets:   
Trading securities held in trust (2)
$31,662
 28,588
Liabilities:   
Accounts payable and other liabilities$31,383
 28,214
    
(1) Assets and liabilities of the Rabbi trust are exclusive of the shares of the Company's common stock.
(2)  Included within Other assets in the accompanying Consolidated Balance Sheets.

Realized and unrealized gains and losses on trading securities held in the NQDCP are recognized within income from deferred compensation planNet investment (income) loss in the accompanying Consolidated Statements of Operations. Changes in participant obligations, which is based on changes in the value of their investment elections, is recognized within generalGeneral and administrative expenses within the accompanying Consolidated Statements of Operations.

Investments in shares of the Company's common stock are included, at cost, as treasuryTreasury stock in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of generalGeneral partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. The participant's deferred compensation liability attributable to the participants' investments in shares of the Company's common stock are included, at cost, within additionalAdditional paid in capital in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of generalGeneral partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. Changes in participant account balances related to the Regency common stock fund are recorded directly within stockholders'shareholders' equity.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
15.
Notes to Consolidated Financial Statements
December 31, 2017



Earnings per Share and Unit


13.Earnings per Share and Unit

Parent Company Earnings per Share

The following summarizes the calculation of basic and diluted earnings per share:

 

 

Year ended December 31,

 

(in thousands, except per share data)

 

2023

 

 

2022

 

 

2021

 

Numerator:

 

 

 

 

 

 

 

 

 

Income attributable to common shareholders - basic

 

$

359,500

 

 

 

482,865

 

 

 

361,411

 

Income attributable to common shareholders - diluted

 

$

359,500

 

 

 

482,865

 

 

 

361,411

 

Denominator:

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding for basic EPS

 

 

176,085

 

 

 

171,404

 

 

 

170,236

 

Weighted average common shares outstanding for diluted EPS (1) (2)

 

 

176,371

 

 

 

171,791

 

 

 

170,694

 

Income per common share – basic

 

$

2.04

 

 

 

2.82

 

 

 

2.12

 

Income per common share – diluted

 

$

2.04

 

 

 

2.81

 

 

 

2.12

 

(1)
Includes the dilutive impact of unvested restricted stock.
  Year ended December 31,
(in thousands, except per share data) 2017 2016 2015
Numerator:      
Income from operations attributable to common stockholders - basic $159,949
 143,860
 128,994
Income from operations attributable to common stockholders - diluted $159,949
 143,860
 128,994
Denominator:      
Weighted average common shares outstanding for basic EPS 159,536
 100,863
 94,391
Weighted average common shares outstanding for diluted EPS (1)
 159,960
 101,285
 94,856
       

      
Income per common share – basic $1.00
 1.43
 1.37
Income per common share – diluted $1.00
 1.42
 1.36
       
(1) Includes the dilutive impact of unvested restricted stock.
(2)
Amounts excludedUsing the treasury stock method, weighted average common shares outstanding for each because they would be anti-dilutive include:
The 1.3basic and diluted earnings per share exclude 1.0 million shares issuable under the forward ATM equity offering outstanding at during 2021 as they would be anti-dilutive.

113


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2017 and 2016, using the treasury stock method .2023

Income allocated to noncontrolling interests

The effect of the Operating Partnershipassumed conversion of certain convertible units had an anti-dilutive effect upon the calculation of income to the common shareholders per share. Accordingly, the impact of such conversions has not been excluded fromincluded in the numerator and exchangeable Operating Partnership units have been omitted from the denominator for the purposedetermination of computing diluted earningsincome per share since the effect of including these amounts in the numerator and denominator would have no impact. Weighted average exchangeable Operating Partnership units outstanding for the years ended December 31, 2017, 2016, and 2015 were 295,054, 154,170, and 154,170 respectively.

calculations.

Operating Partnership Earnings per Unit

The following summarizes the calculation of basic and diluted earnings per unit:

unit ("EPU"):

 

 

Year ended December 31,

 

(in thousands, except per share data)

 

2023

 

 

2022

 

 

2021

 

Numerator:

 

 

 

 

 

 

 

 

 

Income attributable to common unit holders - basic

 

$

361,508

 

 

 

484,970

 

 

 

363,026

 

Income attributable to common unit holders - diluted

 

$

361,508

 

 

 

484,970

 

 

 

363,026

 

Denominator:

 

 

 

 

 

 

 

 

 

Weighted average common units outstanding for basic EPU

 

 

177,038

 

 

 

172,152

 

 

 

170,998

 

Weighted average common units outstanding for diluted EPU (1) (2)

 

 

177,324

 

 

 

172,540

 

 

 

171,456

 

Income per common unit – basic

 

$

2.04

 

 

 

2.82

 

 

 

2.12

 

Income per common unit – diluted

 

$

2.04

 

 

 

2.81

 

 

 

2.12

 

(1)
Includes the dilutive impact of unvested restricted stock.
  Year ended December 31,
(in thousands, except per share data) 2017 2016 2015
Numerator:      
Income from operations attributable to common unit holders - basic $160,337
 144,117
 129,234
Income from operations attributable to common unit holders - diluted $160,337
 144,117
 129,234
Denominator:      
Weighted average common units outstanding for basic EPU 159,831
 101,017
 94,546
Weighted average common units outstanding for diluted EPU (1)
 160,255
 101,439
 95,011
       
Income per common unit – basic $1.00
 1.43
 1.37
Income per common unit – diluted $1.00
 1.42
 1.36
       
(1) Includes the dilutive impact of unvested restricted stock and forward equity offering using the treasury stock method.
(2)

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017



Using the treasury stock method, weighted average common shares outstanding for basic and diluted earnings per share exclude 1.0 million shares issuable under the forward ATM equity offering outstanding during 2021 as they would be anti-dilutive.

14.Operating Leases

The Company's properties are leased to tenants under operating leases. Our leases for tenant space under 10,000 square feet generally have initial terms ranging from three to seven years. Leases greater than 10,000 square feet generally have initial lease terms in excess of five years, mostly comprised of anchor tenants. Manyeffect of the anchor leases contain provisions allowingassumed conversion of certain convertible units had an anti-dilutive effect upon the tenantcalculation of income to the optioncommon unit holders per share. Accordingly, the impact of extending the term of the lease at expiration. Future minimum rents under non-cancelable operating leases as of December 31, 2017, excluding both tenant reimbursements of operating expenses and additional percentage rent based on tenants' sales, are as follows:

In Process Year Ending December 31, Future Minimum Rents (in thousands)
2018 $734,157
2019 669,345
2020 589,515
2021 505,592
2022 412,924
Thereafter 1,643,594
Total $4,555,127
The shopping centers' tenant base primarily includes national and regional supermarkets, drug stores, discount department stores, restaurants, and other retailers and, consequently, the credit risk is concentratedsuch conversions has not been included in the retail industry. Grocer anchor tenants represent approximately 18%determination of pro-rata annual base rent. There were no tenants that individually represented more than 5% of the Company's annualized future minimum rents.
The Company has shopping centers that are subject to non-cancelable, long-term ground leases where a third party owns and has leased the underlying land to the Company to construct and/or operate a shopping center. Ground leases expire through the year 2101, and in most cases, provide for renewal options. Buildings and improvements constructed on the leased land are capitalized and depreciated over the shorter of the useful life of the improvements or the lease term.
In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Office leases expire through the year 2029, and in most cases, provide for renewal options. Leasehold improvements are capitalized, recorded as tenant improvements, and depreciated over the shorter of the useful life of the improvements or the lease term.
Operating lease expense was $18.4 million, $13.1 million, and $9.5 million for the years ended December 31, 2017, 2016, and 2015, respectively. The following table summarizes the future obligations under non-cancelable operating leases as of December 31, 2017:diluted income per unit calculations.

16.
Commitments and Contingencies
In Process Year Ending December 31, Future Obligations (in thousands)
2018 $14,266
2019 15,329
2020 14,778
2021 13,907
2022 13,049
Thereafter 481,972
Total $553,301

15.Commitments and Contingencies

Litigation

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Consolidated Financial Statements
December 31, 2017




The Company is involved ina party to litigation, on a number of matters and is subject to certain claims, whichother disputes, in each case that arise in the normalordinary course of business, nonebusiness. While the outcome of which,any particular lawsuit or dispute cannot be predicted with certainty, in the opinion of management, isthe Company's currently pending litigation and disputes are not expected to have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. Legal fees are expensed as incurred.

After the announcement of the merger agreement on November 14, 2016, a putative class action was filed on behalf of a purported stockholder in the Circuit Court for Duval County, Florida, under the following caption: Robert Garfield on Behalf of Himself and All Others Similarly Situated vs. Regency Centers Corporation, Martin E. Stein, Jr., John C. Schweitzer, Raymond L. Bank, Bryce Blair, C. Ronald Blankenship, J. Dix Druce, Jr., Mary Lou Fiala, David P. O'Connor, and Thomas G. Wattles, No. 16-2017-CA-000688-XXXX-MA, filed February 3, 2017.
The class action alleges, among other matters, that the definitive joint proxy statement/prospectus filed by Regency and Equity One with the Securities and Exchange Commission (the “SEC”) on January 24, 2017 (the “Joint Proxy Statement/Prospectus”) omitted certain material information in connection with the merger. The complainant saught various remedies, including injunctive relief to prevent the consummation of the merger unless certain allegedly material information was disclosed and saught compensatory and rescissory damages in the event the merger was consummated without such disclosures.
On February 17, 2017, the defendants entered into a stipulation of settlement with respect to the class action, pursuant to which the parties have agreed, among other things, that Regency will make certain supplemental disclosures. The supplemental disclosures were made by Regency in the Current Report on Form 8-K filed by Regency with the SEC on February 17, 2017. The stipulation of settlement was approved by the courts and the case dismissed in January 2018.

Environmental

The Company is also subject to numerous environmental laws and regulations as they applyregulations. With respect to real estate pertainingapplicability to the Company, these pertain primarily to chemicals historically used by thecertain current and former dry cleaning industry,tenants, the existence of asbestos in older shopping centers, andolder underground petroleum storage tanks.tanks and other historic land uses. The Company believes that the ultimate disposition of currently known environmental matters will not have a material effect on its financial position, liquidity, or operations. The Company can give no assurance that existing environmental studies with respect to theits shopping centers have revealed all potential environmental contaminants or liabilities;contaminants; that its estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to it;the Company; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; orand that changes in applicable environmental laws and regulations or their interpretation will not result in additional material environmental liability to the Company.

Letter

Letters of Credit

The Company has the right to issue letters of credit under the Line up to an aggregate amount not to exceed $50.0 million, which reduces the credit availability under the Line. These letters of credit are primarily issued as collateral on behalf of its captive insurance programsubsidiary and to facilitate the construction of development projects. As of December 31, 2017 and 2016, theThe Company had $9.4$8.5 million and $5.8$9.4 million in letters of credit outstanding respectively.

Purchase Commitments
The Company enters purchase and sale agreements to buy or sell real estate assets in the normal courseas of business, which generally provide limited recourse if either party ends the contract. In addition, at December 31, 2017, the Company has a commitment to purchase up to 100% ownership interest in an operating property valued at $205 million by November 2019, currently expecting to acquire 30% interest by that date.2023, and 2022, respectively.


114


16.Summary of Quarterly Financial Data (Unaudited)
The following table summarizes selected Quarterly Financial Data for the Company on a historical basis for the years ended December 31, 2017 and 2016:

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to

Schedule III - Consolidated Financial Statements

Real Estate and Accumulated Depreciation

December 31, 20172023

(in thousands)


 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

101 7th Avenue

 

$

48,340

 

 

 

34,895

 

 

 

(57,260

)

 

 

15,378

 

 

 

10,597

 

 

 

25,975

 

 

 

(1,818

)

 

 

24,157

 

 

 

 

111 Kraft Avenue

 

 

1,220

 

 

 

3,932

 

 

 

 

 

 

1,220

 

 

 

3,932

 

 

 

5,152

 

 

 

(39

)

 

 

5,113

 

 

 

 

1175 Third Avenue

 

 

40,560

 

 

 

25,617

 

 

 

866

 

 

 

40,560

 

 

 

26,483

 

 

 

67,043

 

 

 

(4,243

)

 

 

62,800

 

 

 

 

1225-1239 Second Ave

 

 

23,033

 

 

 

17,173

 

 

 

(33

)

 

 

23,033

 

 

 

17,140

 

 

 

40,173

 

 

 

(3,637

)

 

 

36,536

 

 

 

 

200 Potrero

 

 

4,860

 

 

 

2,251

 

 

 

135

 

 

 

4,860

 

 

 

2,386

 

 

 

7,246

 

 

 

(535

)

 

 

6,711

 

 

 

 

22 Crescent Road

 

 

2,198

 

 

 

272

 

 

 

(318

)

 

 

2,152

 

 

 

 

 

 

2,152

 

 

 

 

 

 

2,152

 

 

 

 

25 Valley Drive

 

 

3,141

 

 

 

2,945

 

 

 

 

 

 

3,141

 

 

 

2,945

 

 

 

6,086

 

 

 

(37

)

 

 

6,049

 

 

 

 

260-270 Sawmill Road

 

 

3,943

 

 

 

58

 

 

 

 

 

 

3,943

 

 

 

58

 

 

 

4,001

 

 

 

(1

)

 

 

4,000

 

 

 

 

27 Purchase Street

 

 

903

 

 

 

2,239

 

 

 

 

 

 

903

 

 

 

2,239

 

 

 

3,142

 

 

 

(21

)

 

 

3,121

 

 

 

 

321-323 Railroad Ave

 

 

3,044

 

 

 

2,414

 

 

 

1

 

 

 

3,044

 

 

 

2,415

 

 

 

5,459

 

 

 

(29

)

 

 

5,430

 

 

 

 

410 South Broadway

 

 

2,372

 

 

 

1,603

 

 

 

 

 

 

2,372

 

 

 

1,603

 

 

 

3,975

 

 

 

(15

)

 

 

3,960

 

 

 

 

470 Main Street

 

 

1,021

 

 

 

4,361

 

 

 

(1

)

 

 

1,021

 

 

 

4,360

 

 

 

5,381

 

 

 

(70

)

 

 

5,311

 

 

 

 

48 Purchase Street

 

 

1,214

 

 

 

4,414

 

 

 

6

 

 

 

1,214

 

 

 

4,420

 

 

 

5,634

 

 

 

(42

)

 

 

5,592

 

 

 

 

4S Commons Town Center

 

 

30,760

 

 

 

35,830

 

 

 

3,021

 

 

 

30,812

 

 

 

38,799

 

 

 

69,611

 

 

 

(30,862

)

 

 

38,749

 

 

 

(79,032

)

530 Old Post Rd

 

 

1,673

 

 

 

552

 

 

 

 

 

 

1,673

 

 

 

552

 

 

 

2,225

 

 

 

(11

)

 

 

2,214

 

 

 

 

6401 Roosevelt

 

 

2,685

 

 

 

934

 

 

 

288

 

 

 

2,685

 

 

 

1,222

 

 

 

3,907

 

 

 

(139

)

 

 

3,768

 

 

 

 

7 Riversville

 

 

2,170

 

 

 

1,634

 

 

 

 

 

 

2,170

 

 

 

1,634

 

 

 

3,804

 

 

 

(20

)

 

 

3,784

 

 

 

 

90 - 30 Metropolitan Avenue

 

 

16,614

 

 

 

24,171

 

 

 

343

 

 

 

16,614

 

 

 

24,514

 

 

 

41,128

 

 

 

(4,940

)

 

 

36,188

 

 

 

 

91 Danbury Road

 

 

732

 

 

 

851

 

 

 

25

 

 

 

732

 

 

 

876

 

 

 

1,608

 

 

 

(220

)

 

 

1,388

 

 

 

 

970 High Ridge Center

 

 

5,695

 

 

 

5,204

 

 

 

(1

)

 

 

5,695

 

 

 

5,203

 

 

 

10,898

 

 

 

(67

)

 

 

10,831

 

 

 

 

Airport Plaza

 

 

1,293

 

 

 

11,119

 

 

 

 

 

 

1,293

 

 

 

11,119

 

 

 

12,412

 

 

 

(119

)

 

 

12,293

 

 

 

 

Alafaya Village

 

 

3,004

 

 

 

5,852

 

 

 

220

 

 

 

3,004

 

 

 

6,072

 

 

 

9,076

 

 

 

(1,398

)

 

 

7,678

 

 

 

 

Alden Bridge

 

 

17,014

 

 

 

21,958

 

 

 

623

 

 

 

17,014

 

 

 

22,581

 

 

 

39,595

 

 

 

(2,363

)

 

 

37,232

 

 

 

(26,000

)

Aldi Square

 

 

6,394

 

 

 

1,704

 

 

 

 

 

 

6,394

 

 

 

1,704

 

 

 

8,098

 

 

 

(41

)

 

 

8,057

 

 

 

 

Amerige Heights Town Center

 

 

10,109

 

 

 

11,288

 

 

 

1,591

 

 

 

10,109

 

 

 

12,879

 

 

 

22,988

 

 

 

(6,797

)

 

 

16,191

 

 

 

 

Anastasia Plaza

 

 

9,065

 

 

 

 

 

 

1,270

 

 

 

3,338

 

 

 

6,997

 

 

 

10,335

 

 

 

(4,250

)

 

 

6,085

 

 

 

 

Apple Valley Square

 

 

5,438

 

 

 

21,328

 

 

 

(33

)

 

 

5,358

 

 

 

21,375

 

 

 

26,733

 

 

 

(2,788

)

 

 

23,945

 

 

 

 

Arcadian Shopping Center

 

 

14,546

 

 

 

26,716

 

 

 

31

 

 

 

14,546

 

 

 

26,747

 

 

 

41,293

 

 

 

(298

)

 

 

40,995

 

 

 

(13,033

)

Ashford Place

 

 

2,584

 

 

 

9,865

 

 

 

1,278

 

 

 

2,584

 

 

 

11,143

 

 

 

13,727

 

 

 

(9,409

)

 

 

4,318

 

 

 

 

Atlantic Village

 

 

4,282

 

 

 

18,827

 

 

 

2,145

 

 

 

4,868

 

 

 

20,386

 

 

 

25,254

 

 

 

(6,183

)

 

 

19,071

 

 

 

 

Avenida Biscayne (fka Aventura Square)

 

 

88,098

 

 

 

20,771

 

 

 

764

 

 

 

89,657

 

 

 

19,976

 

 

 

109,633

 

 

 

(4,374

)

 

 

105,259

 

 

 

 

Aventura Shopping Center

 

 

2,751

 

 

 

10,459

 

 

 

11,071

 

 

 

9,486

 

 

 

14,795

 

 

 

24,281

 

 

 

(5,369

)

 

 

18,912

 

 

 

 

Baederwood Shopping Center

 

 

12,016

 

 

 

33,556

 

 

 

887

 

 

 

12,016

 

 

 

34,443

 

 

 

46,459

 

 

 

(2,158

)

 

 

44,301

 

 

 

(24,365

)

Balboa Mesa Shopping Center

 

 

23,074

 

 

 

33,838

 

 

 

14,113

 

 

 

27,758

 

 

 

43,267

 

 

 

71,025

 

 

 

(21,154

)

 

 

49,871

 

 

 

 

Banco Popular Building

 

 

2,160

 

 

 

1,137

 

 

 

(1,294

)

 

 

2,003

 

 

 

 

 

 

2,003

 

 

 

 

 

 

2,003

 

 

 

 

Belleview Square

 

 

8,132

 

 

 

9,756

 

 

 

5,081

 

 

 

8,323

 

 

 

14,646

 

 

 

22,969

 

 

 

(10,673

)

 

 

12,296

 

 

 

 

Belmont Chase

 

 

13,881

 

 

 

17,193

 

 

 

(247

)

 

 

14,372

 

 

 

16,455

 

 

 

30,827

 

 

 

(9,231

)

 

 

21,596

 

 

 

 

Berkshire Commons

 

 

2,295

 

 

 

9,551

 

 

 

3,061

 

 

 

2,965

 

 

 

11,942

 

 

 

14,907

 

 

 

(9,854

)

 

 

5,053

 

 

 

 

Bethany Park Place

 

 

4,832

 

 

 

12,405

 

 

 

532

 

 

 

4,832

 

 

 

12,937

 

 

 

17,769

 

 

 

(1,440

)

 

 

16,329

 

 

 

(10,200

)

Bethel Hub Center

 

 

1,738

 

 

 

3,918

 

 

 

88

 

 

 

1,738

 

 

 

4,006

 

 

 

5,744

 

 

 

(47

)

 

 

5,697

 

 

 

 

115



REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Biltmore Shopping Center

 

 

4,632

 

 

 

3,766

 

 

 

11

 

 

 

4,632

 

 

 

3,777

 

 

 

8,409

 

 

 

(47

)

 

 

8,362

 

 

 

 

Bird 107 Plaza

 

 

10,371

 

 

 

5,136

 

 

 

125

 

 

 

10,371

 

 

 

5,261

 

 

 

15,632

 

 

 

(1,452

)

 

 

14,180

 

 

 

 

Bird Ludlam

 

 

42,663

 

 

 

38,481

 

 

 

1,126

 

 

 

42,663

 

 

 

39,607

 

 

 

82,270

 

 

 

(9,570

)

 

 

72,700

 

 

 

 

Black Rock

 

 

22,251

 

 

 

20,815

 

 

 

587

 

 

 

22,251

 

 

 

21,402

 

 

 

43,653

 

 

 

(7,461

)

 

 

36,192

 

 

 

(15,342

)

Blakeney Town Center

 

 

82,411

 

 

 

89,165

 

 

 

3,178

 

 

 

82,425

 

 

 

92,329

 

 

 

174,754

 

 

 

(7,764

)

 

 

166,990

 

 

 

 

Bloomfield Crossing

 

 

3,365

 

 

 

11,453

 

 

 

 

 

 

3,365

 

 

 

11,453

 

 

 

14,818

 

 

 

(137

)

 

 

14,681

 

 

 

 

Bloomingdale Square

 

 

3,940

 

 

 

14,912

 

 

 

23,012

 

 

 

8,639

 

 

 

33,225

 

 

 

41,864

 

 

 

(13,921

)

 

 

27,943

 

 

 

 

Blossom Valley

 

 

31,988

 

 

 

5,850

 

 

 

823

 

 

 

31,988

 

 

 

6,673

 

 

 

38,661

 

 

 

(901

)

 

 

37,760

 

 

 

(22,300

)

Boca Village Square

 

 

43,888

 

 

 

9,726

 

 

 

353

 

 

 

43,888

 

 

 

10,079

 

 

 

53,967

 

 

 

(3,389

)

 

 

50,578

 

 

 

 

Boonton ACME Shopping Center

 

 

8,664

 

 

 

9,601

 

 

 

 

 

 

8,664

 

 

 

9,601

 

 

 

18,265

 

 

 

(139

)

 

 

18,126

 

 

 

(10,585

)

Boulevard Center

 

 

3,659

 

 

 

10,787

 

 

 

3,750

 

 

 

3,659

 

 

 

14,537

 

 

 

18,196

 

 

 

(9,678

)

 

 

8,518

 

 

 

 

Boynton Lakes Plaza

 

 

2,628

 

 

 

11,236

 

 

 

5,218

 

 

 

3,606

 

 

 

15,476

 

 

 

19,082

 

 

 

(9,941

)

 

 

9,141

 

 

 

 

Boynton Plaza

 

 

12,879

 

 

 

20,713

 

 

 

597

 

 

 

12,879

 

 

 

21,310

 

 

 

34,189

 

 

 

(5,343

)

 

 

28,846

 

 

 

 

Brentwood Plaza

 

 

2,788

 

 

 

3,473

 

 

 

380

 

 

 

2,788

 

 

 

3,853

 

 

 

6,641

 

 

 

(1,999

)

 

 

4,642

 

 

 

 

Briarcliff La Vista

 

 

694

 

 

 

3,292

 

 

 

785

 

 

 

694

 

 

 

4,077

 

 

 

4,771

 

 

 

(3,518

)

 

 

1,253

 

 

 

 

Briarcliff Village

 

 

4,597

 

 

 

24,836

 

 

 

6,113

 

 

 

5,519

 

 

 

30,027

 

 

 

35,546

 

 

 

(22,604

)

 

 

12,942

 

 

 

 

Brick Walk

 

 

25,299

 

 

 

41,995

 

 

 

2,258

 

 

 

25,299

 

 

 

44,253

 

 

 

69,552

 

 

 

(13,635

)

 

 

55,917

 

 

 

(30,919

)

BridgeMill Market

 

 

7,521

 

 

 

13,306

 

 

 

1,057

 

 

 

7,522

 

 

 

14,362

 

 

 

21,884

 

 

 

(4,303

)

 

 

17,581

 

 

 

 

Bridgeton

 

 

3,033

 

 

 

8,137

 

 

 

621

 

 

 

3,067

 

 

 

8,724

 

 

 

11,791

 

 

 

(4,005

)

 

 

7,786

 

 

 

 

Brighten Park

 

 

3,983

 

 

 

18,687

 

 

 

12,076

 

 

 

3,887

 

 

 

30,859

 

 

 

34,746

 

 

 

(23,089

)

 

 

11,657

 

 

 

 

Broadway Plaza

 

 

40,723

 

 

 

42,170

 

 

 

2,015

 

 

 

40,723

 

 

 

44,185

 

 

 

84,908

 

 

 

(10,433

)

 

 

74,475

 

 

 

 

Brooklyn Station on Riverside

 

 

7,019

 

 

 

8,688

 

 

 

353

 

 

 

6,998

 

 

 

9,062

 

 

 

16,060

 

 

 

(3,453

)

 

 

12,607

 

 

 

 

Brookside Plaza

 

 

35,161

 

 

 

17,494

 

 

 

5,966

 

 

 

36,163

 

 

 

22,458

 

 

 

58,621

 

 

 

(7,166

)

 

 

51,455

 

 

 

 

Buckhead Court

 

 

1,417

 

 

 

7,432

 

 

 

4,425

 

 

 

1,417

 

 

 

11,857

 

 

 

13,274

 

 

 

(10,379

)

 

 

2,895

 

 

 

 

Buckhead Landing

 

 

45,502

 

 

 

16,642

 

 

 

(3,255

)

 

 

42,552

 

 

 

16,337

 

 

 

58,889

 

 

 

(8,210

)

 

 

50,679

 

 

 

 

Buckhead Station

 

 

70,411

 

 

 

36,518

 

 

 

937

 

 

 

70,448

 

 

 

37,418

 

 

 

107,866

 

 

 

(10,853

)

 

 

97,013

 

 

 

 

Buckley Square

 

 

2,970

 

 

 

5,978

 

 

 

1,424

 

 

 

2,970

 

 

 

7,402

 

 

 

10,372

 

 

 

(5,222

)

 

 

5,150

 

 

 

 

Caligo Crossing

 

 

2,459

 

 

 

4,897

 

 

 

163

 

 

 

2,546

 

 

 

4,973

 

 

 

7,519

 

 

 

(4,274

)

 

 

3,245

 

 

 

 

Cambridge Square

 

 

774

 

 

 

4,347

 

 

 

604

 

 

 

774

 

 

 

4,951

 

 

 

5,725

 

 

 

(4,358

)

 

 

1,367

 

 

 

 

Carmel Commons

 

 

2,466

 

 

 

12,548

 

 

 

5,844

 

 

 

3,422

 

 

 

17,436

 

 

 

20,858

 

 

 

(12,733

)

 

 

8,125

 

 

 

 

Carmel ShopRite Plaza

 

 

5,828

 

 

 

15,321

 

 

 

 

 

 

5,828

 

 

 

15,321

 

 

 

21,149

 

 

 

(174

)

 

 

20,975

 

 

 

 

Carriage Gate

 

 

833

 

 

 

4,974

 

 

 

3,233

 

 

 

1,302

 

 

 

7,738

 

 

 

9,040

 

 

 

(7,541

)

 

 

1,499

 

 

 

 

Carytown Exchange

 

 

24,121

 

 

 

21,263

 

 

 

(44

)

 

 

24,122

 

 

 

21,218

 

 

 

45,340

 

 

 

(4,162

)

 

 

41,178

 

 

 

 

Cashmere Corners

 

 

3,187

 

 

 

9,397

 

 

 

686

 

 

 

3,187

 

 

 

10,083

 

 

 

13,270

 

 

 

(3,127

)

 

 

10,143

 

 

 

 

Cedar Commons

 

 

4,704

 

 

 

16,748

 

 

 

140

 

 

 

4,704

 

 

 

16,888

 

 

 

21,592

 

 

 

(1,717

)

 

 

19,875

 

 

 

 

Cedar Hill Shopping Center

 

 

7,266

 

 

 

9,372

 

 

 

35

 

 

 

7,280

 

 

 

9,393

 

 

 

16,673

 

 

 

(120

)

 

 

16,553

 

 

 

(7,035

)

Centerplace of Greeley III

 

 

6,661

 

 

 

11,502

 

 

 

244

 

 

 

4,607

 

 

 

13,800

 

 

 

18,407

 

 

 

(7,740

)

 

 

10,667

 

 

 

 

Charlotte Square

 

 

1,141

 

 

 

6,845

 

 

 

1,511

 

 

 

1,141

 

 

 

8,356

 

 

 

9,497

 

 

 

(2,794

)

 

 

6,703

 

 

 

 

Chasewood Plaza

 

 

4,612

 

 

 

20,829

 

 

 

5,947

 

 

 

6,886

 

 

 

24,502

 

 

 

31,388

 

 

 

(21,856

)

 

 

9,532

 

 

 

 

Chastain Square

 

 

30,074

 

 

 

12,644

 

 

 

2,479

 

 

 

30,074

 

 

 

15,123

 

 

 

45,197

 

 

 

(5,178

)

 

 

40,019

 

 

 

 

Cherry Grove

 

 

3,533

 

 

 

15,862

 

 

 

5,763

 

 

 

3,533

 

 

 

21,625

 

 

 

25,158

 

 

 

(14,466

)

 

 

10,692

 

 

 

 


116


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Chilmark Shopping Center

 

 

4,952

 

 

 

15,407

 

 

 

 

 

 

4,952

 

 

 

15,407

 

 

 

20,359

 

 

 

(168

)

 

 

20,191

 

 

 

 

Chimney Rock

 

 

23,623

 

 

 

48,200

 

 

 

685

 

 

 

23,623

 

 

 

48,885

 

 

 

72,508

 

 

 

(18,914

)

 

 

53,594

 

 

 

 

Circle Center West

 

 

22,930

 

 

 

9,028

 

 

 

304

 

 

 

22,930

 

 

 

9,332

 

 

 

32,262

 

 

 

(2,513

)

 

 

29,749

 

 

 

 

Circle Marina Center

 

 

29,303

 

 

 

18,437

 

 

 

77

 

 

 

28,880

 

 

 

18,937

 

 

 

47,817

 

 

 

(2,642

)

 

 

45,175

 

 

 

(24,000

)

CityLine Market

 

 

12,208

 

 

 

15,839

 

 

 

464

 

 

 

12,306

 

 

 

16,205

 

 

 

28,511

 

 

 

(6,478

)

 

 

22,033

 

 

 

 

CityLine Market Phase II

 

 

2,744

 

 

 

3,081

 

 

 

104

 

 

 

2,744

 

 

 

3,185

 

 

 

5,929

 

 

 

(1,136

)

 

 

4,793

 

 

 

 

Clayton Valley Shopping Center

 

 

24,189

 

 

 

35,422

 

 

 

2,474

 

 

 

24,538

 

 

 

37,547

 

 

 

62,085

 

 

 

(30,482

)

 

 

31,603

 

 

 

 

Clocktower Plaza Shopping Ctr

 

 

49,630

 

 

 

19,624

 

 

 

550

 

 

 

49,630

 

 

 

20,174

 

 

 

69,804

 

 

 

(5,041

)

 

 

64,763

 

 

 

 

Clybourn Commons

 

 

15,056

 

 

 

5,594

 

 

 

499

 

 

 

15,056

 

 

 

6,093

 

 

 

21,149

 

 

 

(2,220

)

 

 

18,929

 

 

 

 

Cochran's Crossing

 

 

13,154

 

 

 

12,315

 

 

 

2,839

 

 

 

13,154

 

 

 

15,154

 

 

 

28,308

 

 

 

(12,149

)

 

 

16,159

 

 

 

 

Compo Acres Shopping Center

 

 

28,627

 

 

 

10,395

 

 

 

952

 

 

 

28,627

 

 

 

11,347

 

 

 

39,974

 

 

 

(2,735

)

 

 

37,239

 

 

 

 

Concord Shopping Plaza

 

 

30,819

 

 

 

36,506

 

 

 

1,699

 

 

 

31,272

 

 

 

37,752

 

 

 

69,024

 

 

 

(8,597

)

 

 

60,427

 

 

 

 

Copps Hill Plaza

 

 

29,515

 

 

 

40,673

 

 

 

2,473

 

 

 

29,514

 

 

 

43,147

 

 

 

72,661

 

 

 

(9,074

)

 

 

63,587

 

 

 

(7,706

)

Coral Reef Shopping Center

 

 

14,922

 

 

 

15,200

 

 

 

2,542

 

 

 

15,332

 

 

 

17,332

 

 

 

32,664

 

 

 

(4,734

)

 

 

27,930

 

 

 

 

Corkscrew Village

 

 

8,407

 

 

 

8,004

 

 

 

899

 

 

 

8,407

 

 

 

8,903

 

 

 

17,310

 

 

 

(4,641

)

 

 

12,669

 

 

 

 

Cornerstone Square

 

 

1,772

 

 

 

6,944

 

 

 

1,988

 

 

 

1,772

 

 

 

8,932

 

 

 

10,704

 

 

 

(7,179

)

 

 

3,525

 

 

 

 

Corral Hollow

 

 

8,887

 

 

 

24,121

 

 

 

62

 

 

 

8,887

 

 

 

24,183

 

 

 

33,070

 

 

 

(1,649

)

 

 

31,421

 

 

 

 

Corvallis Market Center

 

 

6,674

 

 

 

12,244

 

 

 

915

 

 

 

6,696

 

 

 

13,137

 

 

 

19,833

 

 

 

(8,297

)

 

 

11,536

 

 

 

 

Cos Cob Commons

 

 

6,608

 

 

 

14,967

 

 

 

11

 

 

 

6,608

 

 

 

14,978

 

 

 

21,586

 

 

 

(163

)

 

 

21,423

 

 

 

(13,142

)

Cos Cob Plaza

 

 

4,030

 

 

 

4,225

 

 

 

 

 

 

4,030

 

 

 

4,225

 

 

 

8,255

 

 

 

(53

)

 

 

8,202

 

 

 

(3,902

)

Country Walk Plaza

 

 

18,713

 

 

 

20,373

 

 

 

421

 

 

 

18,713

 

 

 

20,794

 

 

 

39,507

 

 

 

(2,857

)

 

 

36,650

 

 

 

(16,000

)

Countryside Shops

 

 

17,982

 

 

 

35,574

 

 

 

13,746

 

 

 

23,175

 

 

 

44,127

 

 

 

67,302

 

 

 

(14,636

)

 

 

52,666

 

 

 

 

Courtyard Shopping Center

 

 

5,867

 

 

 

4

 

 

 

3

 

 

 

5,867

 

 

 

7

 

 

 

5,874

 

 

 

(3

)

 

 

5,871

 

 

 

 

Culver Center

 

 

108,841

 

 

 

32,308

 

 

 

3,391

 

 

 

108,841

 

 

 

35,699

 

 

 

144,540

 

 

 

(9,219

)

 

 

135,321

 

 

 

 

Danbury Green

 

 

30,303

 

 

 

19,255

 

 

 

1,967

 

 

 

30,303

 

 

 

21,222

 

 

 

51,525

 

 

 

(4,970

)

 

 

46,555

 

 

 

 

Danbury Square

 

 

6,592

 

 

 

23,543

 

 

 

542

 

 

 

6,592

 

 

 

24,085

 

 

 

30,677

 

 

 

(248

)

 

 

30,429

 

 

 

 

Dardenne Crossing

 

 

4,194

 

 

 

4,005

 

 

 

803

 

 

 

4,343

 

 

 

4,659

 

 

 

9,002

 

 

 

(2,726

)

 

 

6,276

 

 

 

 

Darinor Plaza

 

 

693

 

 

 

32,140

 

 

 

1,328

 

 

 

711

 

 

 

33,450

 

 

 

34,161

 

 

 

(8,335

)

 

 

25,826

 

 

 

 

DeCicco's Plaza

 

 

8,890

 

 

 

23,368

 

 

 

30

 

 

 

8,890

 

 

 

23,398

 

 

 

32,288

 

 

 

(240

)

 

 

32,048

 

 

 

 

Diablo Plaza

 

 

5,300

 

 

 

8,181

 

 

 

2,880

 

 

 

5,300

 

 

 

11,061

 

 

 

16,361

 

 

 

(7,125

)

 

 

9,236

 

 

 

 

Dunwoody Hall

 

 

15,145

 

 

 

12,110

 

 

 

924

 

 

 

15,145

 

 

 

13,034

 

 

 

28,179

 

 

 

(1,255

)

 

 

26,924

 

 

 

(13,800

)

Dunwoody Village

 

 

3,342

 

 

 

15,934

 

 

 

7,519

 

 

 

3,342

 

 

 

23,453

 

 

 

26,795

 

 

 

(18,473

)

 

 

8,322

 

 

 

 

East Meadow

 

 

12,325

 

 

 

21,378

 

 

 

715

 

 

 

12,267

 

 

 

22,151

 

 

 

34,418

 

 

 

(1,923

)

 

 

32,495

 

 

 

 

East Meadow Plaza

 

 

13,135

 

 

 

25,070

 

 

 

(27

)

 

 

13,137

 

 

 

25,041

 

 

 

38,178

 

 

 

(1,902

)

 

 

36,276

 

 

 

 

East Pointe

 

 

1,730

 

 

 

7,189

 

 

 

2,622

 

 

 

1,941

 

 

 

9,600

 

 

 

11,541

 

 

 

(7,486

)

 

 

4,055

 

 

 

 

East San Marco

 

 

4,663

 

 

 

14,313

 

 

 

(144

)

 

 

4,519

 

 

 

14,313

 

 

 

18,832

 

 

 

(1,023

)

 

 

17,809

 

 

 

 

Eastchester Plaza

 

 

5,017

 

 

 

7,379

 

 

 

20

 

 

 

5,017

 

 

 

7,399

 

 

 

12,416

 

 

 

(82

)

 

 

12,334

 

 

 

 

Eastport

 

 

2,985

 

 

 

5,649

 

 

 

784

 

 

 

2,925

 

 

 

6,493

 

 

 

9,418

 

 

 

(568

)

 

 

8,850

 

 

 

 

El Camino Shopping Center

 

 

7,600

 

 

 

11,538

 

 

 

15,728

 

 

 

10,328

 

 

 

24,538

 

 

 

34,866

 

 

 

(13,584

)

 

 

21,282

 

 

 

 

El Cerrito Plaza

 

 

11,025

 

 

 

27,371

 

 

 

3,818

 

 

 

11,025

 

 

 

31,189

 

 

 

42,214

 

 

 

(15,804

)

 

 

26,410

 

 

 

 

El Norte Pkwy Plaza

 

 

2,834

 

 

 

7,370

 

 

 

3,039

 

 

 

3,263

 

 

 

9,980

 

 

 

13,243

 

 

 

(7,042

)

 

 

6,201

 

 

 

 

Emerson Plaza

 

 

8,615

 

 

 

7,835

 

 

 

65

 

 

 

8,641

 

 

 

7,874

 

 

 

16,515

 

 

 

(99

)

 

 

16,416

 

 

 

 

117


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Encina Grande

 

 

5,040

 

 

 

11,572

 

 

 

20,254

 

 

 

10,518

 

 

 

26,348

 

 

 

36,866

 

 

 

(17,639

)

 

 

19,227

 

 

 

 

Fairfield Center

 

 

6,731

 

 

 

29,420

 

 

 

1,757

 

 

 

6,731

 

 

 

31,177

 

 

 

37,908

 

 

 

(9,194

)

 

 

28,714

 

 

 

 

Fairfield Crossroads

 

 

9,982

 

 

 

9,796

 

 

 

(1

)

 

 

9,982

 

 

 

9,795

 

 

 

19,777

 

 

 

(119

)

 

 

19,658

 

 

 

 

Falcon Marketplace

 

 

1,340

 

 

 

4,168

 

 

 

507

 

 

 

1,246

 

 

 

4,769

 

 

 

6,015

 

 

 

(3,276

)

 

 

2,739

 

 

 

 

Fellsway Plaza

 

 

30,712

 

 

 

7,327

 

 

 

10,350

 

 

 

34,924

 

 

 

13,465

 

 

 

48,389

 

 

 

(8,847

)

 

 

39,542

 

 

 

(34,873

)

Fenton Marketplace

 

 

2,298

 

 

 

8,510

 

 

 

(7,919

)

 

 

512

 

 

 

2,377

 

 

 

2,889

 

 

 

(1,428

)

 

 

1,461

 

 

 

 

Ferry Street Plaza

 

 

7,960

 

 

 

24,439

 

 

 

100

 

 

 

7,960

 

 

 

24,539

 

 

 

32,499

 

 

 

(258

)

 

 

32,241

 

 

 

(8,796

)

Fleming Island

 

 

3,077

 

 

 

11,587

 

 

 

3,735

 

 

 

3,111

 

 

 

15,288

 

 

 

18,399

 

 

 

(10,020

)

 

 

8,379

 

 

 

 

Fountain Square

 

 

29,722

 

 

 

29,041

 

 

 

438

 

 

 

29,784

 

 

 

29,417

 

 

 

59,201

 

 

 

(14,462

)

 

 

44,739

 

 

 

 

French Valley Village Center

 

 

11,924

 

 

 

16,856

 

 

 

543

 

 

 

11,822

 

 

 

17,501

 

 

 

29,323

 

 

 

(15,956

)

 

 

13,367

 

 

 

 

Friars Mission Center

 

 

6,660

 

 

 

28,021

 

 

 

2,922

 

 

 

6,660

 

 

 

30,943

 

 

 

37,603

 

 

 

(19,452

)

 

 

18,151

 

 

 

 

Gardens Square

 

 

2,136

 

 

 

8,273

 

 

 

894

 

 

 

2,136

 

 

 

9,167

 

 

 

11,303

 

 

 

(6,220

)

 

 

5,083

 

 

 

 

Gateway Shopping Center

 

 

52,665

 

 

 

7,134

 

 

 

12,960

 

 

 

55,087

 

 

 

17,672

 

 

 

72,759

 

 

 

(20,577

)

 

 

52,182

 

 

 

 

Gelson's Westlake Market Plaza

 

 

3,157

 

 

 

11,153

 

 

 

6,182

 

 

 

4,654

 

 

 

15,838

 

 

 

20,492

 

 

 

(10,315

)

 

 

10,177

 

 

 

 

Glen Oak Plaza

 

 

4,103

 

 

 

12,951

 

 

 

1,826

 

 

 

4,124

 

 

 

14,756

 

 

 

18,880

 

 

 

(6,036

)

 

 

12,844

 

 

 

 

Glenwood Village

 

 

1,194

 

 

 

5,381

 

 

 

613

 

 

 

1,194

 

 

 

5,994

 

 

 

7,188

 

 

 

(5,082

)

 

 

2,106

 

 

 

 

Golden Hills Plaza

 

 

12,699

 

 

 

18,482

 

 

 

3,843

 

 

 

11,521

 

 

 

23,503

 

 

 

35,024

 

 

 

(13,838

)

 

 

21,186

 

 

 

 

Goodwives Shopping Center

 

 

17,091

 

 

 

26,274

 

 

 

184

 

 

 

17,092

 

 

 

26,457

 

 

 

43,549

 

 

 

(282

)

 

 

43,267

 

 

 

(23,078

)

Grand Ridge Plaza

 

 

24,208

 

 

 

61,033

 

 

 

6,199

 

 

 

24,918

 

 

 

66,522

 

 

 

91,440

 

 

 

(32,434

)

 

 

59,006

 

 

 

 

Greens Farms Plaza

 

 

4,831

 

 

 

3,138

 

 

 

(1

)

 

 

4,831

 

 

 

3,137

 

 

 

7,968

 

 

 

(59

)

 

 

7,909

 

 

 

 

Greenwich Commons

 

 

3,831

 

 

 

6,990

 

 

 

1

 

 

 

3,831

 

 

 

6,991

 

 

 

10,822

 

 

 

(72

)

 

 

10,750

 

 

 

(4,866

)

Greenwood Shopping Centre

 

 

7,777

 

 

 

24,829

 

 

 

1,079

 

 

 

7,777

 

 

 

25,908

 

 

 

33,685

 

 

 

(6,997

)

 

 

26,688

 

 

 

 

H Mart Plaza

 

 

1,296

 

 

 

2,469

 

 

 

 

 

 

1,296

 

 

 

2,469

 

 

 

3,765

 

 

 

(24

)

 

 

3,741

 

 

 

 

Hammocks Town Center

 

 

28,764

 

 

 

25,113

 

 

 

1,484

 

 

 

28,764

 

 

 

26,597

 

 

 

55,361

 

 

 

(7,202

)

 

 

48,159

 

 

 

 

Hancock

 

 

8,232

 

 

 

28,260

 

 

 

(13,805

)

 

 

4,692

 

 

 

17,995

 

 

 

22,687

 

 

 

(12,162

)

 

 

10,525

 

 

 

 

Harpeth Village Fieldstone

 

 

2,284

 

 

 

9,443

 

 

 

947

 

 

 

2,284

 

 

 

10,390

 

 

 

12,674

 

 

 

(6,769

)

 

 

5,905

 

 

 

 

Harrison Shopping Square

 

 

6,034

 

 

 

5,195

 

 

 

 

 

 

6,034

 

 

 

5,195

 

 

 

11,229

 

 

 

(71

)

 

 

11,158

 

 

 

 

Hasley Canyon Village

 

 

17,630

 

 

 

8,231

 

 

 

65

 

 

 

17,630

 

 

 

8,296

 

 

 

25,926

 

 

 

(881

)

 

 

25,045

 

 

 

(16,000

)

Heritage 202 Center

 

 

1,694

 

 

 

5,901

 

 

 

(1

)

 

 

1,694

 

 

 

5,900

 

 

 

7,594

 

 

 

(67

)

 

 

7,527

 

 

 

 

Heritage Plaza

 

 

12,390

 

 

 

26,097

 

 

 

14,924

 

 

 

12,215

 

 

 

41,196

 

 

 

53,411

 

 

 

(22,818

)

 

 

30,593

 

 

 

 

Hershey

 

 

7

 

 

 

808

 

 

 

12

 

 

 

7

 

 

 

820

 

 

 

827

 

 

 

(601

)

 

 

226

 

 

 

 

Hewlett Crossing I & II

 

 

11,850

 

 

 

18,205

 

 

 

949

 

 

 

11,850

 

 

 

19,154

 

 

 

31,004

 

 

 

(3,806

)

 

 

27,198

 

 

 

 

Hibernia Pavilion

 

 

4,929

 

 

 

5,065

 

 

 

244

 

 

 

4,929

 

 

 

5,309

 

 

 

10,238

 

 

 

(4,498

)

 

 

5,740

 

 

 

 

High Ridge Center

 

 

26,078

 

 

 

21,460

 

 

 

4

 

 

 

26,078

 

 

 

21,464

 

 

 

47,542

 

 

 

(254

)

 

 

47,288

 

 

 

(9,047

)

Hillcrest Village

 

 

1,600

 

 

 

1,909

 

 

 

51

 

 

 

1,600

 

 

 

1,960

 

 

 

3,560

 

 

 

(1,245

)

 

 

2,315

 

 

 

 

Hilltop Village

 

 

2,995

 

 

 

4,581

 

 

 

4,423

 

 

 

3,104

 

 

 

8,895

 

 

 

11,999

 

 

 

(5,268

)

 

 

6,731

 

 

 

 

Hinsdale Lake Commons

 

 

5,734

 

 

 

16,709

 

 

 

12,058

 

 

 

8,343

 

 

 

26,158

 

 

 

34,501

 

 

 

(18,222

)

 

 

16,279

 

 

 

 

Holly Park

 

 

8,975

 

 

 

23,799

 

 

 

2,334

 

 

 

8,828

 

 

 

26,280

 

 

 

35,108

 

 

 

(9,330

)

 

 

25,778

 

 

 

 

Howell Mill Village

 

 

5,157

 

 

 

14,279

 

 

 

7,444

 

 

 

9,610

 

 

 

17,270

 

 

 

26,880

 

 

 

(9,115

)

 

 

17,765

 

 

 

 

Hyde Park

 

 

9,809

 

 

 

39,905

 

 

 

11,630

 

 

 

9,971

 

 

 

51,373

 

 

 

61,344

 

 

 

(31,988

)

 

 

29,356

 

 

 

 

118


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Indian Springs Center

 

 

24,974

 

 

 

25,903

 

 

 

1,318

 

 

 

25,050

 

 

 

27,145

 

 

 

52,195

 

 

 

(9,052

)

 

 

43,143

 

 

 

 

Indigo Square

 

 

8,087

 

 

 

9,849

 

 

 

(4

)

 

 

8,087

 

 

 

9,845

 

 

 

17,932

 

 

 

(2,940

)

 

 

14,992

 

 

 

 

Inglewood Plaza

 

 

1,300

 

 

 

2,159

 

 

 

1,283

 

 

 

1,300

 

 

 

3,442

 

 

 

4,742

 

 

 

(2,099

)

 

 

2,643

 

 

 

 

Island Village

 

 

12,354

 

 

 

23,660

 

 

 

175

 

 

 

12,361

 

 

 

23,828

 

 

 

36,189

 

 

 

(1,721

)

 

 

34,468

 

 

 

 

Keller Town Center

 

 

2,294

 

 

 

12,841

 

 

 

1,382

 

 

 

2,404

 

 

 

14,113

 

 

 

16,517

 

 

 

(8,293

)

 

 

8,224

 

 

 

 

Kirkman Shoppes

 

 

9,364

 

 

 

26,243

 

 

 

787

 

 

 

9,367

 

 

 

27,027

 

 

 

36,394

 

 

 

(6,805

)

 

 

29,589

 

 

 

 

Kirkwood Commons

 

 

6,772

 

 

 

16,224

 

 

 

1,479

 

 

 

6,802

 

 

 

17,673

 

 

 

24,475

 

 

 

(7,209

)

 

 

17,266

 

 

 

 

Klahanie Shopping Center

 

 

14,451

 

 

 

20,089

 

 

 

441

 

 

 

14,451

 

 

 

20,530

 

 

 

34,981

 

 

 

(5,244

)

 

 

29,737

 

 

 

 

Knotts Landing

 

 

2,062

 

 

 

23,536

 

 

 

 

 

 

2,062

 

 

 

23,536

 

 

 

25,598

 

 

 

(201

)

 

 

25,397

 

 

 

 

Kroger New Albany Center

 

 

3,844

 

 

 

6,599

 

 

 

1,455

 

 

 

3,844

 

 

 

8,054

 

 

 

11,898

 

 

 

(6,789

)

 

 

5,109

 

 

 

 

Lake Mary Centre

 

 

24,036

 

 

 

57,476

 

 

 

2,541

 

 

 

24,036

 

 

 

60,017

 

 

 

84,053

 

 

 

(16,636

)

 

 

67,417

 

 

 

 

Lake Pine Plaza

 

 

2,008

 

 

 

7,632

 

 

 

1,286

 

 

 

2,029

 

 

 

8,897

 

 

 

10,926

 

 

 

(5,852

)

 

 

5,074

 

 

 

 

Lakeview Shopping Center

 

 

6,341

 

 

 

22,296

 

 

 

313

 

 

 

6,341

 

 

 

22,609

 

 

 

28,950

 

 

 

(283

)

 

 

28,667

 

 

 

(10,944

)

Lebanon/Legacy Center

 

 

3,913

 

 

 

7,874

 

 

 

1,310

 

 

 

3,913

 

 

 

9,184

 

 

 

13,097

 

 

 

(7,333

)

 

 

5,764

 

 

 

 

Littleton Square

 

 

2,030

 

 

 

8,859

 

 

 

(3,519

)

 

 

2,433

 

 

 

4,937

 

 

 

7,370

 

 

 

(3,437

)

 

 

3,933

 

 

 

 

Lloyd King Center

 

 

1,779

 

 

 

10,060

 

 

 

1,661

 

 

 

1,779

 

 

 

11,721

 

 

 

13,500

 

 

 

(7,766

)

 

 

5,734

 

 

 

 

Lower Nazareth Commons

 

 

15,992

 

 

 

12,964

 

 

 

4,112

 

 

 

16,343

 

 

 

16,725

 

 

 

33,068

 

 

 

(14,163

)

 

 

18,905

 

 

 

 

Main & Bailey

 

 

603

 

 

 

13,428

 

 

 

 

 

 

603

 

 

 

13,428

 

 

 

14,031

 

 

 

(174

)

 

 

13,857

 

 

 

 

Mandarin Landing

 

 

7,913

 

 

 

27,230

 

 

 

658

 

 

 

7,913

 

 

 

27,888

 

 

 

35,801

 

 

 

(10,155

)

 

 

25,646

 

 

 

 

Marine's Taste of Italy

 

 

420

 

 

 

1,266

 

 

 

 

 

 

420

 

 

 

1,266

 

 

 

1,686

 

 

 

(11

)

 

 

1,675

 

 

 

 

Market at Colonnade Center

 

 

6,455

 

 

 

9,839

 

 

 

213

 

 

 

6,160

 

 

 

10,347

 

 

 

16,507

 

 

 

(6,063

)

 

 

10,444

 

 

 

 

Market at Preston Forest

 

 

4,400

 

 

 

11,445

 

 

 

1,881

 

 

 

4,400

 

 

 

13,326

 

 

 

17,726

 

 

 

(8,790

)

 

 

8,936

 

 

 

 

Market at Round Rock

 

 

2,000

 

 

 

9,676

 

 

 

6,329

 

 

 

1,996

 

 

 

16,009

 

 

 

18,005

 

 

 

(11,672

)

 

 

6,333

 

 

 

 

Market at Springwoods Village

 

 

12,592

 

 

 

12,781

 

 

 

137

 

 

 

12,592

 

 

 

12,918

 

 

 

25,510

 

 

 

(4,984

)

 

 

20,526

 

 

 

(3,750

)

Marketplace at Briargate

 

 

1,706

 

 

 

4,885

 

 

 

399

 

 

 

1,727

 

 

 

5,263

 

 

 

6,990

 

 

 

(3,573

)

 

 

3,417

 

 

 

 

McLean Plaza

 

 

12,527

 

 

 

12,039

 

 

 

22

 

 

 

12,527

 

 

 

12,061

 

 

 

24,588

 

 

 

(149

)

 

 

24,439

 

 

 

(5,000

)

Meadtown Shopping Center

 

 

9,961

 

 

 

15,328

 

 

 

5

 

 

 

9,961

 

 

 

15,333

 

 

 

25,294

 

 

 

(195

)

 

 

25,099

 

 

 

(9,364

)

Mellody Farm

 

 

35,628

 

 

 

66,847

 

 

 

(289

)

 

 

35,628

 

 

 

66,558

 

 

 

102,186

 

 

 

(17,637

)

 

 

84,549

 

 

 

 

Melrose Market

 

 

4,451

 

 

 

10,807

 

 

 

(370

)

 

 

4,451

 

 

 

10,437

 

 

 

14,888

 

 

 

(1,773

)

 

 

13,115

 

 

 

 

Midland Park Shopping Center

 

 

9,814

 

 

 

24,226

 

 

 

104

 

 

 

9,814

 

 

 

24,330

 

 

 

34,144

 

 

 

(283

)

 

 

33,861

 

 

 

(17,722

)

Millhopper Shopping Center

 

 

1,073

 

 

 

5,358

 

 

 

6,043

 

 

 

1,901

 

 

 

10,573

 

 

 

12,474

 

 

 

(8,252

)

 

 

4,222

 

 

 

 

Mockingbird Commons

 

 

3,000

 

 

 

10,728

 

 

 

3,365

 

 

 

3,000

 

 

 

14,093

 

 

 

17,093

 

 

 

(8,806

)

 

 

8,287

 

 

 

 

Monument Jackson Creek

 

 

2,999

 

 

 

6,765

 

 

 

1,411

 

 

 

2,999

 

 

 

8,176

 

 

 

11,175

 

 

 

(6,686

)

 

 

4,489

 

 

 

 

Morningside Plaza

 

 

4,300

 

 

 

13,951

 

 

 

1,228

 

 

 

4,300

 

 

 

15,179

 

 

 

19,479

 

 

 

(9,699

)

 

 

9,780

 

 

 

 

Murrayhill Marketplace

 

 

2,670

 

 

 

18,401

 

 

 

14,569

 

 

 

2,903

 

 

 

32,737

 

 

 

35,640

 

 

 

(20,011

)

 

 

15,629

 

 

 

 

Naples Walk

 

 

18,173

 

 

 

13,554

 

 

 

2,322

 

 

 

18,173

 

 

 

15,876

 

 

 

34,049

 

 

 

(8,566

)

 

 

25,483

 

 

 

 

New City PCSB Bank Pad

 

 

837

 

 

 

1,306

 

 

 

(1

)

 

 

837

 

 

 

1,305

 

 

 

2,142

 

 

 

(14

)

 

 

2,128

 

 

 

 

New Milford Plaza

 

 

7,955

 

 

 

18,349

 

 

 

54

 

 

 

7,955

 

 

 

18,403

 

 

 

26,358

 

 

 

(223

)

 

 

26,135

 

 

 

 

Newberry Square

 

 

2,412

 

 

 

10,150

 

 

 

1,356

 

 

 

2,412

 

 

 

11,506

 

 

 

13,918

 

 

 

(10,204

)

 

 

3,714

 

 

 

 

Newfield Green

 

 

22,993

 

 

 

7,778

 

 

 

9

 

 

 

22,993

 

 

 

7,787

 

 

 

30,780

 

 

 

(158

)

 

 

30,622

 

 

 

(19,278

)

Newland Center

 

 

12,500

 

 

 

10,697

 

 

 

8,913

 

 

 

16,276

 

 

 

15,834

 

 

 

32,110

 

 

 

(11,960

)

 

 

20,150

 

 

 

 

119


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Nocatee Town Center

 

 

10,124

 

 

 

8,691

 

 

 

8,962

 

 

 

11,045

 

 

 

16,732

 

 

 

27,777

 

 

 

(10,815

)

 

 

16,962

 

 

 

 

Nohl Plaza

 

 

1,688

 

 

 

6,733

 

 

 

 

 

 

1,688

 

 

 

6,733

 

 

 

8,421

 

 

 

(91

)

 

 

8,330

 

 

 

 

North Hills

 

 

4,900

 

 

 

19,774

 

 

 

4,471

 

 

 

4,900

 

 

 

24,245

 

 

 

29,145

 

 

 

(14,662

)

 

 

14,483

 

 

 

 

Northgate Marketplace

 

 

5,668

 

 

 

13,727

 

 

 

38

 

 

 

4,995

 

 

 

14,438

 

 

 

19,433

 

 

 

(8,210

)

 

 

11,223

 

 

 

 

Northgate Marketplace Ph II

 

 

12,189

 

 

 

30,171

 

 

 

126

 

 

 

12,189

 

 

 

30,297

 

 

 

42,486

 

 

 

(10,600

)

 

 

31,886

 

 

 

 

Northgate Plaza (Maxtown Road)

 

 

1,769

 

 

 

6,652

 

 

 

4,983

 

 

 

2,840

 

 

 

10,564

 

 

 

13,404

 

 

 

(7,232

)

 

 

6,172

 

 

 

 

Northgate Square

 

 

5,011

 

 

 

8,692

 

 

 

1,196

 

 

 

5,011

 

 

 

9,888

 

 

 

14,899

 

 

 

(5,557

)

 

 

9,342

 

 

 

 

Northlake Village

 

 

2,662

 

 

 

11,284

 

 

 

5,876

 

 

 

2,662

 

 

 

17,160

 

 

 

19,822

 

 

 

(7,745

)

 

 

12,077

 

 

 

 

Oakbrook Plaza

 

 

4,000

 

 

 

6,668

 

 

 

6,295

 

 

 

4,766

 

 

 

12,197

 

 

 

16,963

 

 

 

(7,003

)

 

 

9,960

 

 

 

 

Oakleaf Commons

 

 

3,503

 

 

 

11,671

 

 

 

2,052

 

 

 

3,190

 

 

 

14,036

 

 

 

17,226

 

 

 

(9,223

)

 

 

8,003

 

 

 

 

Oakshade Town Center

 

 

6,591

 

 

 

28,966

 

 

 

498

 

 

 

6,591

 

 

 

29,464

 

 

 

36,055

 

 

 

(12,717

)

 

 

23,338

 

 

 

(4,085

)

Ocala Corners

 

 

1,816

 

 

 

10,515

 

 

 

650

 

 

 

1,816

 

 

 

11,165

 

 

 

12,981

 

 

 

(6,152

)

 

 

6,829

 

 

 

 

Old Greenwich CVS

 

 

3,704

 

 

 

2,065

 

 

 

 

 

 

3,704

 

 

 

2,065

 

 

 

5,769

 

 

 

(31

)

 

 

5,738

 

 

 

(891

)

Old St Augustine Plaza

 

 

2,368

 

 

 

11,405

 

 

 

13,514

 

 

 

3,455

 

 

 

23,832

 

 

 

27,287

 

 

 

(13,127

)

 

 

14,160

 

 

 

 

Orange Meadows

 

 

4,984

 

 

 

16,731

 

 

 

569

 

 

 

4,984

 

 

 

17,300

 

 

 

22,284

 

 

 

(281

)

 

 

22,003

 

 

 

 

Orangetown Shopping Center

 

 

4,716

 

 

 

15,472

 

 

 

106

 

 

 

4,718

 

 

 

15,576

 

 

 

20,294

 

 

 

(189

)

 

 

20,105

 

 

 

(6,005

)

Pablo Plaza

 

 

11,894

 

 

 

21,407

 

 

 

11,241

 

 

 

14,135

 

 

 

30,407

 

 

 

44,542

 

 

 

(9,583

)

 

 

34,959

 

 

 

 

Paces Ferry Plaza

 

 

2,812

 

 

 

12,639

 

 

 

21,232

 

 

 

13,803

 

 

 

22,880

 

 

 

36,683

 

 

 

(14,913

)

 

 

21,770

 

 

 

 

Panther Creek

 

 

14,414

 

 

 

14,748

 

 

 

6,165

 

 

 

15,212

 

 

 

20,115

 

 

 

35,327

 

 

 

(16,359

)

 

 

18,968

 

 

 

 

Pavillion

 

 

15,626

 

 

 

22,124

 

 

 

1,517

 

 

 

15,626

 

 

 

23,641

 

 

 

39,267

 

 

 

(6,996

)

 

 

32,271

 

 

 

 

Peartree Village

 

 

5,197

 

 

 

19,746

 

 

 

936

 

 

 

5,197

 

 

 

20,682

 

 

 

25,879

 

 

 

(15,171

)

 

 

10,708

 

 

 

 

Pelham Manor Plaza

 

 

4,708

 

 

 

6,243

 

 

 

19

 

 

 

4,710

 

 

 

6,260

 

 

 

10,970

 

 

 

(65

)

 

 

10,905

 

 

 

 

Persimmon Place

 

 

25,975

 

 

 

38,114

 

 

 

691

 

 

 

26,692

 

 

 

38,088

 

 

 

64,780

 

 

 

(17,940

)

 

 

46,840

 

 

 

 

Pike Creek

 

 

5,153

 

 

 

20,652

 

 

 

9,595

 

 

 

5,873

 

 

 

29,527

 

 

 

35,400

 

 

 

(16,394

)

 

 

19,006

 

 

 

 

Pine Island

 

 

21,086

 

 

 

28,123

 

 

 

3,780

 

 

 

21,086

 

 

 

31,903

 

 

 

52,989

 

 

 

(10,192

)

 

 

42,797

 

 

 

 

Pine Lake Village

 

 

6,300

 

 

 

10,991

 

 

 

1,905

 

 

 

6,300

 

 

 

12,896

 

 

 

19,196

 

 

 

(8,395

)

 

 

10,801

 

 

 

 

Pine Ridge Square

 

 

13,951

 

 

 

23,147

 

 

 

565

 

 

 

13,951

 

 

 

23,712

 

 

 

37,663

 

 

 

(5,819

)

 

 

31,844

 

 

 

 

Pine Tree Plaza

 

 

668

 

 

 

6,220

 

 

 

1,038

 

 

 

668

 

 

 

7,258

 

 

 

7,926

 

 

 

(4,649

)

 

 

3,277

 

 

 

 

Pinecrest Place

 

 

4,193

 

 

 

13,275

 

 

 

(165

)

 

 

3,992

 

 

 

13,311

 

 

 

17,303

 

 

 

(3,560

)

 

 

13,743

 

 

 

 

Plaza Escuela

 

 

24,829

 

 

 

104,395

 

 

 

4,047

 

 

 

24,829

 

 

 

108,442

 

 

 

133,271

 

 

 

(20,348

)

 

 

112,923

 

 

 

 

Plaza Hermosa

 

 

4,200

 

 

 

10,109

 

 

 

3,881

 

 

 

4,202

 

 

 

13,988

 

 

 

18,190

 

 

 

(9,062

)

 

 

9,128

 

 

 

 

Point 50

 

 

15,239

 

 

 

11,367

 

 

 

69

 

 

 

14,628

 

 

 

12,047

 

 

 

26,675

 

 

 

(2,273

)

 

 

24,402

 

 

 

 

Point Royale Shopping Center

 

 

18,201

 

 

 

14,889

 

 

 

6,748

 

 

 

19,386

 

 

 

20,452

 

 

 

39,838

 

 

 

(7,643

)

 

 

32,195

 

 

 

 

Pompton Lakes Towne Square

 

 

12,940

 

 

 

16,392

 

 

 

136

 

 

 

12,940

 

 

 

16,528

 

 

 

29,468

 

 

 

(194

)

 

 

29,274

 

 

 

 

Post Road Plaza

 

 

15,240

 

 

 

5,196

 

 

 

176

 

 

 

15,240

 

 

 

5,372

 

 

 

20,612

 

 

 

(1,412

)

 

 

19,200

 

 

 

 

Potrero Center

 

 

133,422

 

 

 

116,758

 

 

 

(88,645

)

 

 

85,205

 

 

 

76,330

 

 

 

161,535

 

 

 

(15,070

)

 

 

146,465

 

 

 

 

Powell Street Plaza

 

 

8,248

 

 

 

30,716

 

 

 

4,172

 

 

 

8,248

 

 

 

34,888

 

 

 

43,136

 

 

 

(20,033

)

 

 

23,103

 

 

 

 

Powers Ferry Square

 

 

3,687

 

 

 

17,965

 

 

 

10,088

 

 

 

5,758

 

 

 

25,982

 

 

 

31,740

 

 

 

(22,479

)

 

 

9,261

 

 

 

 

Powers Ferry Village

 

 

1,191

 

 

 

4,672

 

 

 

663

 

 

 

1,191

 

 

 

5,335

 

 

 

6,526

 

 

 

(4,415

)

 

 

2,111

 

 

 

 

Prairie City Crossing

 

 

4,164

 

 

 

13,032

 

 

 

623

 

 

 

4,164

 

 

 

13,655

 

 

 

17,819

 

 

 

(7,785

)

 

 

10,034

 

 

 

 

Preston Oaks

 

 

763

 

 

 

30,438

 

 

 

513

 

 

 

1,534

 

 

 

30,180

 

 

 

31,714

 

 

 

(5,281

)

 

 

26,433

 

 

 

 

120


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Prestonbrook

 

 

7,069

 

 

 

8,622

 

 

 

(593

)

 

 

5,244

 

 

 

9,854

 

 

 

15,098

 

 

 

(8,167

)

 

 

6,931

 

 

 

 

Prosperity Centre

 

 

11,682

 

 

 

26,215

 

 

 

750

 

 

 

11,681

 

 

 

26,966

 

 

 

38,647

 

 

 

(6,214

)

 

 

32,433

 

 

 

 

Purchase Street Shops

 

 

466

 

 

 

1,388

 

 

 

1

 

 

 

466

 

 

 

1,389

 

 

 

1,855

 

 

 

(22

)

 

 

1,833

 

 

 

 

Ralphs Circle Center

 

 

20,939

 

 

 

6,317

 

 

 

162

 

 

 

20,939

 

 

 

6,479

 

 

 

27,418

 

 

 

(2,080

)

 

 

25,338

 

 

 

 

Red Bank Village

 

 

10,336

 

 

 

9,500

 

 

 

1,267

 

 

 

9,755

 

 

 

11,348

 

 

 

21,103

 

 

 

(4,948

)

 

 

16,155

 

 

 

 

Regency Commons

 

 

3,917

 

 

 

3,616

 

 

 

371

 

 

 

3,917

 

 

 

3,987

 

 

 

7,904

 

 

 

(3,073

)

 

 

4,831

 

 

 

 

Regency Square

 

 

4,770

 

 

 

25,191

 

 

 

7,003

 

 

 

5,060

 

 

 

31,904

 

 

 

36,964

 

 

 

(27,508

)

 

 

9,456

 

 

 

 

Ridgeway Shopping Center

 

 

47,684

 

 

 

96,414

 

 

 

204

 

 

 

47,684

 

 

 

96,618

 

 

 

144,302

 

 

 

(969

)

 

 

143,333

 

 

 

(43,150

)

Rite Aid Plaza-Waldwick Plaza

 

 

1,774

 

 

 

5,753

 

 

 

10

 

 

 

1,774

 

 

 

5,763

 

 

 

7,537

 

 

 

(58

)

 

 

7,479

 

 

 

 

Rivertowns Square

 

 

15,505

 

 

 

52,505

 

 

 

5,381

 

 

 

16,853

 

 

 

56,538

 

 

 

73,391

 

 

 

(10,252

)

 

 

63,139

 

 

 

 

Rona Plaza

 

 

1,500

 

 

 

4,917

 

 

 

397

 

 

 

1,500

 

 

 

5,314

 

 

 

6,814

 

 

 

(3,632

)

 

 

3,182

 

 

 

 

Roosevelt Square

 

 

40,371

 

 

 

32,108

 

 

 

7,587

 

 

 

40,382

 

 

 

39,684

 

 

 

80,066

 

 

 

(7,150

)

 

 

72,916

 

 

 

 

Russell Ridge

 

 

2,234

 

 

 

6,903

 

 

 

1,684

 

 

 

2,234

 

 

 

8,587

 

 

 

10,821

 

 

 

(6,294

)

 

 

4,527

 

 

 

 

Ryanwood Square

 

 

10,581

 

 

 

10,044

 

 

 

361

 

 

 

10,581

 

 

 

10,405

 

 

 

20,986

 

 

 

(3,525

)

 

 

17,461

 

 

 

 

Sammamish-Highlands

 

 

9,300

 

 

 

8,075

 

 

 

8,945

 

 

 

9,592

 

 

 

16,728

 

 

 

26,320

 

 

 

(12,078

)

 

 

14,242

 

 

 

 

San Carlos Marketplace

 

 

36,006

 

 

 

57,886

 

 

 

402

 

 

 

36,006

 

 

 

58,288

 

 

 

94,294

 

 

 

(11,710

)

 

 

82,584

 

 

 

 

San Leandro Plaza

 

 

1,300

 

 

 

8,226

 

 

 

1,537

 

 

 

1,300

 

 

 

9,763

 

 

 

11,063

 

 

 

(5,971

)

 

 

5,092

 

 

 

 

Sandy Springs

 

 

6,889

 

 

 

28,056

 

 

 

4,754

 

 

 

6,889

 

 

 

32,810

 

 

 

39,699

 

 

 

(12,255

)

 

 

27,444

 

 

 

 

Sawgrass Promenade

 

 

10,846

 

 

 

12,525

 

 

 

1,105

 

 

 

10,846

 

 

 

13,630

 

 

 

24,476

 

 

 

(3,906

)

 

 

20,570

 

 

 

 

Scripps Ranch Marketplace

 

 

59,949

 

 

 

26,334

 

 

 

1,045

 

 

 

59,949

 

 

 

27,379

 

 

 

87,328

 

 

 

(5,986

)

 

 

81,342

 

 

 

 

Serramonte Center

 

 

390,106

 

 

 

172,652

 

 

 

95,691

 

 

 

416,509

 

 

 

241,940

 

 

 

658,449

 

 

 

(77,112

)

 

 

581,337

 

 

 

 

Shaw's at Plymouth

 

 

3,968

 

 

 

8,367

 

 

 

 

 

 

3,968

 

 

 

8,367

 

 

 

12,335

 

 

 

(2,481

)

 

 

9,854

 

 

 

 

Shelton Square

 

 

13,383

 

 

 

25,265

 

 

 

2,844

 

 

 

13,383

 

 

 

28,109

 

 

 

41,492

 

 

 

(362

)

 

 

41,130

 

 

 

 

Sheridan Plaza

 

 

82,260

 

 

 

97,273

 

 

 

15,832

 

 

 

83,814

 

 

 

111,551

 

 

 

195,365

 

 

 

(25,907

)

 

 

169,458

 

 

 

 

Sherwood Crossroads

 

 

2,731

 

 

 

6,360

 

 

 

920

 

 

 

2,454

 

 

 

7,557

 

 

 

10,011

 

 

 

(4,394

)

 

 

5,617

 

 

 

 

Shiloh Springs

 

 

5,236

 

 

 

11,802

 

 

 

625

 

 

 

5,236

 

 

 

12,427

 

 

 

17,663

 

 

 

(1,394

)

 

 

16,269

 

 

 

 

Shoppes @ 104

 

 

11,193

 

 

 

 

 

 

3,002

 

 

 

7,078

 

 

 

7,117

 

 

 

14,195

 

 

 

(4,159

)

 

 

10,036

 

 

 

 

Shoppes at Homestead

 

 

5,420

 

 

 

9,450

 

 

 

2,490

 

 

 

5,420

 

 

 

11,940

 

 

 

17,360

 

 

 

(7,824

)

 

 

9,536

 

 

 

 

Shoppes at Lago Mar

 

 

8,323

 

 

 

11,347

 

 

 

287

 

 

 

8,323

 

 

 

11,634

 

 

 

19,957

 

 

 

(3,457

)

 

 

16,500

 

 

 

 

Shoppes at Sunlake Centre

 

 

16,643

 

 

 

15,091

 

 

 

6,360

 

 

 

18,001

 

 

 

20,093

 

 

 

38,094

 

 

 

(5,764

)

 

 

32,330

 

 

 

 

Shoppes of Grande Oak

 

 

5,091

 

 

 

5,985

 

 

 

953

 

 

 

5,091

 

 

 

6,938

 

 

 

12,029

 

 

 

(6,045

)

 

 

5,984

 

 

 

 

Shoppes of Jonathan's Landing

 

 

4,474

 

 

 

5,628

 

 

 

514

 

 

 

4,474

 

 

 

6,142

 

 

 

10,616

 

 

 

(1,634

)

 

 

8,982

 

 

 

 

Shoppes of Oakbrook

 

 

20,538

 

 

 

42,992

 

 

 

402

 

 

 

20,538

 

 

 

43,394

 

 

 

63,932

 

 

 

(13,126

)

 

 

50,806

 

 

 

 

Shoppes of Silver Lakes

 

 

17,529

 

 

 

21,829

 

 

 

1,933

 

 

 

17,529

 

 

 

23,762

 

 

 

41,291

 

 

 

(6,674

)

 

 

34,617

 

 

 

 

Shoppes of Sunset

 

 

2,860

 

 

 

1,316

 

 

 

680

 

 

 

2,860

 

 

 

1,996

 

 

 

4,856

 

 

 

(482

)

 

 

4,374

 

 

 

 

Shoppes of Sunset II

 

 

2,834

 

 

 

715

 

 

 

623

 

 

 

2,834

 

 

 

1,338

 

 

 

4,172

 

 

 

(363

)

 

 

3,809

 

 

 

 

Shops at County Center

 

 

9,957

 

 

 

11,296

 

 

 

2,197

 

 

 

9,973

 

 

 

13,477

 

 

 

23,450

 

 

 

(12,136

)

 

 

11,314

 

 

 

 

Shops at Erwin Mill

 

 

9,082

 

 

 

6,124

 

 

 

575

 

 

 

9,087

 

 

 

6,694

 

 

 

15,781

 

 

 

(4,316

)

 

 

11,465

 

 

 

(10,000

)

Shops at John's Creek

 

 

1,863

 

 

 

2,014

 

 

 

(63

)

 

 

1,501

 

 

 

2,313

 

 

 

3,814

 

 

 

(1,701

)

 

 

2,113

 

 

 

 

Shops at Mira Vista

 

 

11,691

 

 

 

9,026

 

 

 

739

 

 

 

11,691

 

 

 

9,765

 

 

 

21,456

 

 

 

(3,555

)

 

 

17,901

 

 

 

(165

)

Shops at Quail Creek

 

 

1,487

 

 

 

7,717

 

 

 

1,146

 

 

 

1,448

 

 

 

8,902

 

 

 

10,350

 

 

 

(4,938

)

 

 

5,412

 

 

 

 

121


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Shops at Saugus

 

 

19,201

 

 

 

17,984

 

 

 

555

 

 

 

18,811

 

 

 

18,929

 

 

 

37,740

 

 

 

(13,955

)

 

 

23,785

 

 

 

 

Shops at Skylake

 

 

84,586

 

 

 

39,342

 

 

 

2,382

 

 

 

85,117

 

 

 

41,193

 

 

 

126,310

 

 

 

(12,523

)

 

 

113,787

 

 

 

 

Shops at The Columbia

 

 

3,117

 

 

 

8,869

 

 

 

 

 

 

3,117

 

 

 

8,869

 

 

 

11,986

 

 

 

(627

)

 

 

11,359

 

 

 

 

Shops on Main

 

 

17,020

 

 

 

27,055

 

 

 

16,431

 

 

 

18,534

 

 

 

41,972

 

 

 

60,506

 

 

 

(18,076

)

 

 

42,430

 

 

 

 

Somers Commons

 

 

7,019

 

 

 

29,808

 

 

 

2,366

 

 

 

7,019

 

 

 

32,174

 

 

 

39,193

 

 

 

(343

)

 

 

38,850

 

 

 

 

Sope Creek Crossing

 

 

2,985

 

 

 

12,001

 

 

 

3,482

 

 

 

3,332

 

 

 

15,136

 

 

 

18,468

 

 

 

(10,741

)

 

 

7,727

 

 

 

 

South Beach Regional

 

 

28,188

 

 

 

53,405

 

 

 

1,383

 

 

 

28,188

 

 

 

54,788

 

 

 

82,976

 

 

 

(13,782

)

 

 

69,194

 

 

 

 

South Pass Village

 

 

11,079

 

 

 

31,610

 

 

 

56

 

 

 

11,079

 

 

 

31,666

 

 

 

42,745

 

 

 

(361

)

 

 

42,384

 

 

 

(20,144

)

South Point

 

 

6,563

 

 

 

7,939

 

 

 

586

 

 

 

6,563

 

 

 

8,525

 

 

 

15,088

 

 

 

(2,430

)

 

 

12,658

 

 

 

 

Southbury Green

 

 

26,661

 

 

 

34,325

 

 

 

7,247

 

 

 

29,743

 

 

 

38,490

 

 

 

68,233

 

 

 

(9,918

)

 

 

58,315

 

 

 

 

Southcenter

 

 

1,300

 

 

 

12,750

 

 

 

2,350

 

 

 

1,300

 

 

 

15,100

 

 

 

16,400

 

 

 

(9,929

)

 

 

6,471

 

 

 

 

Southpark at Cinco Ranch

 

 

18,395

 

 

 

11,306

 

 

 

7,531

 

 

 

21,438

 

 

 

15,794

 

 

 

37,232

 

 

 

(9,989

)

 

 

27,243

 

 

 

 

SouthPoint Crossing

 

 

4,412

 

 

 

12,235

 

 

 

1,556

 

 

 

4,382

 

 

 

13,821

 

 

 

18,203

 

 

 

(8,865

)

 

 

9,338

 

 

 

 

Staples Plaza-Yorktown Heights

 

 

7,131

 

 

 

47,704

 

 

 

268

 

 

 

7,131

 

 

 

47,972

 

 

 

55,103

 

 

 

(465

)

 

 

54,638

 

 

 

 

Starke

 

 

71

 

 

 

1,683

 

 

 

13

 

 

 

71

 

 

 

1,696

 

 

 

1,767

 

 

 

(986

)

 

 

781

 

 

 

 

Star's at Cambridge

 

 

31,082

 

 

 

13,520

 

 

 

(1

)

 

 

31,082

 

 

 

13,519

 

 

 

44,601

 

 

 

(3,426

)

 

 

41,175

 

 

 

 

Star's at Quincy

 

 

27,003

 

 

 

9,425

 

 

 

1

 

 

 

27,003

 

 

 

9,426

 

 

 

36,429

 

 

 

(2,887

)

 

 

33,542

 

 

 

 

Star's at West Roxbury

 

 

21,973

 

 

 

13,386

 

 

 

282

 

 

 

21,973

 

 

 

13,668

 

 

 

35,641

 

 

 

(3,390

)

 

 

32,251

 

 

 

 

Station Centre @ Old Greenwich

 

 

9,121

 

 

 

7,603

 

 

 

 

 

 

9,121

 

 

 

7,603

 

 

 

16,724

 

 

 

(110

)

 

 

16,614

 

 

 

(6,770

)

Sterling Ridge

 

 

12,846

 

 

 

12,162

 

 

 

1,660

 

 

 

12,846

 

 

 

13,822

 

 

 

26,668

 

 

 

(11,447

)

 

 

15,221

 

 

 

 

Stroh Ranch

 

 

4,280

 

 

 

8,189

 

 

 

1,192

 

 

 

4,280

 

 

 

9,381

 

 

 

13,661

 

 

 

(7,573

)

 

 

6,088

 

 

 

 

Suncoast Crossing

 

 

9,030

 

 

 

10,764

 

 

 

4,602

 

 

 

13,374

 

 

 

11,022

 

 

 

24,396

 

 

 

(9,744

)

 

 

14,652

 

 

 

 

Sunny Valley Shops

 

 

2,820

 

 

 

5,055

 

 

 

31

 

 

 

2,820

 

 

 

5,086

 

 

 

7,906

 

 

 

(71

)

 

 

7,835

 

 

 

 

Talega Village Center

 

 

22,415

 

 

 

12,054

 

 

 

86

 

 

 

22,415

 

 

 

12,140

 

 

 

34,555

 

 

 

(2,894

)

 

 

31,661

 

 

 

 

Tamarac Town Square

 

 

12,584

 

 

 

9,221

 

 

 

1,503

 

 

 

12,584

 

 

 

10,724

 

 

 

23,308

 

 

 

(3,183

)

 

 

20,125

 

 

 

 

Tanasbourne Market

 

 

3,269

 

 

 

10,861

 

 

 

(294

)

 

 

3,149

 

 

 

10,687

 

 

 

13,836

 

 

 

(7,083

)

 

 

6,753

 

 

 

 

Tanglewood Shopping Center

 

 

5,920

 

 

 

7,889

 

 

 

9

 

 

 

5,920

 

 

 

7,898

 

 

 

13,818

 

 

 

(100

)

 

 

13,718

 

 

 

(3,163

)

Tassajara Crossing

 

 

8,560

 

 

 

15,464

 

 

 

2,791

 

 

 

8,560

 

 

 

18,255

 

 

 

26,815

 

 

 

(11,227

)

 

 

15,588

 

 

 

 

Tech Ridge Center

 

 

12,945

 

 

 

37,169

 

 

 

4,362

 

 

 

13,589

 

 

 

40,887

 

 

 

54,476

 

 

 

(20,180

)

 

 

34,296

 

 

 

 

The Abbot

 

 

72,910

 

 

 

6,086

 

 

 

51,854

 

 

 

79,217

 

 

 

51,633

 

 

 

130,850

 

 

 

(2,904

)

 

 

127,946

 

 

 

 

The Crossing Clarendon

 

 

154,932

 

 

 

126,328

 

 

 

54,813

 

 

 

161,278

 

 

 

174,795

 

 

 

336,073

 

 

 

(31,880

)

 

 

304,193

 

 

 

 

The Dock-Dockside

 

 

20,974

 

 

 

49,185

 

 

 

2

 

 

 

20,974

 

 

 

49,187

 

 

 

70,161

 

 

 

(527

)

 

 

69,634

 

 

 

(33,667

)

The Field at Commonwealth

 

 

30,982

 

 

 

18,248

 

 

 

37

 

 

 

30,983

 

 

 

18,284

 

 

 

49,267

 

 

 

(9,071

)

 

 

40,196

 

 

 

 

The Gallery at Westbury Plaza

 

 

108,653

 

 

 

216,771

 

 

 

4,150

 

 

 

108,653

 

 

 

220,921

 

 

 

329,574

 

 

 

(48,381

)

 

 

281,193

 

 

 

 

The Hub Hillcrest Market

 

 

18,773

 

 

 

61,906

 

 

 

7,706

 

 

 

19,611

 

 

 

68,774

 

 

 

88,385

 

 

 

(23,007

)

 

 

65,378

 

 

 

 

The Longmeadow Shops

 

 

5,451

 

 

 

23,738

 

 

 

15

 

 

 

5,451

 

 

 

23,753

 

 

 

29,204

 

 

 

(82

)

 

 

29,122

 

 

 

(13,000

)

The Marketplace

 

 

10,927

 

 

 

36,052

 

 

 

1,230

 

 

 

10,927

 

 

 

37,282

 

 

 

48,209

 

 

 

(8,304

)

 

 

39,905

 

 

 

 

The Plaza at St. Lucie West

 

 

1,718

 

 

 

6,204

 

 

 

39

 

 

 

1,718

 

 

 

6,243

 

 

 

7,961

 

 

 

(1,515

)

 

 

6,446

 

 

 

 

The Point at Garden City Park

 

 

741

 

 

 

9,764

 

 

 

5,889

 

 

 

2,559

 

 

 

13,835

 

 

 

16,394

 

 

 

(5,256

)

 

 

11,138

 

 

 

 

The Pruneyard

 

 

112,136

 

 

 

86,918

 

 

 

2,810

 

 

 

112,136

 

 

 

89,728

 

 

 

201,864

 

 

 

(14,462

)

 

 

187,402

 

 

 

(2,200

)

The Shops at Hampton Oaks

 

 

843

 

 

 

372

 

 

 

(313

)

 

 

297

 

 

 

605

 

 

 

902

 

 

 

(266

)

 

 

636

 

 

 

 

The Village at Hunter's Lake

 

 

9,735

 

 

 

12,982

 

 

 

35

 

 

 

9,735

 

 

 

13,017

 

 

 

22,752

 

 

 

(2,929

)

 

 

19,823

 

 

 

 

122


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

The Village at Riverstone

 

 

17,179

 

 

 

13,013

 

 

 

(111

)

 

 

17,179

 

 

 

12,902

 

 

 

30,081

 

 

 

(3,838

)

 

 

26,243

 

 

 

 

Town and Country

 

 

4,664

 

 

 

5,207

 

 

 

22

 

 

 

4,664

 

 

 

5,229

 

 

 

9,893

 

 

 

(2,110

)

 

 

7,783

 

 

 

 

Town Square

 

 

883

 

 

 

8,132

 

 

 

739

 

 

 

883

 

 

 

8,871

 

 

 

9,754

 

 

 

(5,677

)

 

 

4,077

 

 

 

 

Towne Centre at Somers

 

 

3,235

 

 

 

30,998

 

 

 

22

 

 

 

3,235

 

 

 

31,020

 

 

 

34,255

 

 

 

(326

)

 

 

33,929

 

 

 

 

Treasure Coast Plaza

 

 

7,553

 

 

 

21,554

 

 

 

1,198

 

 

 

7,553

 

 

 

22,752

 

 

 

30,305

 

 

 

(5,975

)

 

 

24,330

 

 

 

 

Tustin Legacy

 

 

13,829

 

 

 

23,922

 

 

 

42

 

 

 

13,828

 

 

 

23,965

 

 

 

37,793

 

 

 

(7,310

)

 

 

30,483

 

 

 

 

Twin City Plaza

 

 

17,245

 

 

 

44,225

 

 

 

2,685

 

 

 

17,263

 

 

 

46,892

 

 

 

64,155

 

 

 

(22,416

)

 

 

41,739

 

 

 

 

Twin Peaks

 

 

5,200

 

 

 

25,827

 

 

 

9,650

 

 

 

6,585

 

 

 

34,092

 

 

 

40,677

 

 

 

(19,041

)

 

 

21,636

 

 

 

 

Unigold Shopping Center

 

 

5,490

 

 

 

5,144

 

 

 

6,637

 

 

 

5,561

 

 

 

11,710

 

 

 

17,271

 

 

 

(5,788

)

 

 

11,483

 

 

 

 

University Commons

 

 

4,070

 

 

 

30,785

 

 

 

729

 

 

 

4,070

 

 

 

31,514

 

 

 

35,584

 

 

 

(10,327

)

 

 

25,257

 

 

 

 

Valencia Crossroads

 

 

17,921

 

 

 

17,659

 

 

 

1,298

 

 

 

17,921

 

 

 

18,957

 

 

 

36,878

 

 

 

(17,499

)

 

 

19,379

 

 

 

 

Valley Ridge Shopping Center

 

 

13,363

 

 

 

19,803

 

 

 

49

 

 

 

13,363

 

 

 

19,852

 

 

 

33,215

 

 

 

(238

)

 

 

32,977

 

 

 

(16,775

)

Valley Stream

 

 

13,297

 

 

 

16,241

 

 

 

533

 

 

 

13,887

 

 

 

16,184

 

 

 

30,071

 

 

 

(1,403

)

 

 

28,668

 

 

 

 

Van Houten Plaza

 

 

2,178

 

 

 

2,747

 

 

 

 

 

 

2,178

 

 

 

2,747

 

 

 

4,925

 

 

 

(39

)

 

 

4,886

 

 

 

 

Veterans Plaza

 

 

2,328

 

 

 

7,104

 

 

 

31

 

 

 

2,328

 

 

 

7,135

 

 

 

9,463

 

 

 

(85

)

 

 

9,378

 

 

 

 

Village at La Floresta

 

 

13,140

 

 

 

20,559

 

 

 

(59

)

 

 

13,156

 

 

 

20,484

 

 

 

33,640

 

 

 

(8,735

)

 

 

24,905

 

 

 

 

Village at Lee Airpark

 

 

11,099

 

 

 

12,975

 

 

 

3,823

 

 

 

11,803

 

 

 

16,094

 

 

 

27,897

 

 

 

(14,880

)

 

 

13,017

 

 

 

 

Village Center

 

 

3,885

 

 

 

14,131

 

 

 

10,047

 

 

 

5,480

 

 

 

22,583

 

 

 

28,063

 

 

 

(13,473

)

 

 

14,590

 

 

 

 

Village Commons

 

 

312

 

 

 

5,950

 

 

 

114

 

 

 

312

 

 

 

6,064

 

 

 

6,376

 

 

 

(85

)

 

 

6,291

 

 

 

 

Von's Circle Center

 

 

49,037

 

 

 

22,618

 

 

 

924

 

 

 

49,037

 

 

 

23,542

 

 

 

72,579

 

 

 

(6,091

)

 

 

66,488

 

 

 

(4,273

)

Wading River

 

 

14,969

 

 

 

18,641

 

 

 

634

 

 

 

14,915

 

 

 

19,329

 

 

 

34,244

 

 

 

(1,476

)

 

 

32,768

 

 

 

 

Waldwick Plaza

 

 

1,724

 

 

 

5,824

 

 

 

 

 

 

1,724

 

 

 

5,824

 

 

 

7,548

 

 

 

(73

)

 

 

7,475

 

 

 

 

Walker Center

 

 

3,840

 

 

 

7,232

 

 

 

4,094

 

 

 

3,878

 

 

 

11,288

 

 

 

15,166

 

 

 

(8,612

)

 

 

6,554

 

 

 

 

Walmart Norwalk

 

 

20,394

 

 

 

21,261

 

 

 

9

 

 

 

20,394

 

 

 

21,270

 

 

 

41,664

 

 

 

(6,377

)

 

 

35,287

 

 

 

 

Washington Commons

 

 

7,829

 

 

 

12,182

 

 

 

36

 

 

 

7,829

 

 

 

12,218

 

 

 

20,047

 

 

 

(150

)

 

 

19,897

 

 

 

(8,766

)

Waterstone Plaza

 

 

5,498

 

 

 

13,500

 

 

 

131

 

 

 

5,498

 

 

 

13,631

 

 

 

19,129

 

 

 

(3,544

)

 

 

15,585

 

 

 

 

Welleby Plaza

 

 

1,496

 

 

 

7,787

 

 

 

2,338

 

 

 

1,496

 

 

 

10,125

 

 

 

11,621

 

 

 

(8,928

)

 

 

2,693

 

 

 

 

Wellington Town Square

 

 

2,041

 

 

 

12,131

 

 

 

3,010

 

 

 

2,600

 

 

 

14,582

 

 

 

17,182

 

 

 

(7,916

)

 

 

9,266

 

 

 

 

West Bird Plaza

 

 

12,934

 

 

 

18,594

 

 

 

339

 

 

 

15,386

 

 

 

16,481

 

 

 

31,867

 

 

 

(4,044

)

 

 

27,823

 

 

 

 

West Chester Plaza

 

 

1,857

 

 

 

7,572

 

 

 

725

 

 

 

1,857

 

 

 

8,297

 

 

 

10,154

 

 

 

(6,979

)

 

 

3,175

 

 

 

 

West Lake Shopping Center

 

 

10,561

 

 

 

9,792

 

 

 

447

 

 

 

10,561

 

 

 

10,239

 

 

 

20,800

 

 

 

(3,114

)

 

 

17,686

 

 

 

 

West Park Plaza

 

 

5,840

 

 

 

5,759

 

 

 

3,003

 

 

 

5,840

 

 

 

8,762

 

 

 

14,602

 

 

 

(5,619

)

 

 

8,983

 

 

 

 

Westbard Square

 

 

127,859

 

 

 

21,514

 

 

 

(8,648

)

 

 

127,934

 

 

 

12,791

 

 

 

140,725

 

 

 

(12,024

)

 

 

128,701

 

 

 

 

Westbury Plaza

 

 

116,129

 

 

 

51,460

 

 

 

6,901

 

 

 

117,832

 

 

 

56,658

 

 

 

174,490

 

 

 

(14,612

)

 

 

159,878

 

 

 

(88,000

)

Westchase

 

 

5,302

 

 

 

8,273

 

 

 

1,428

 

 

 

5,302

 

 

 

9,701

 

 

 

15,003

 

 

 

(4,971

)

 

 

10,032

 

 

 

 

Westchester Commons

 

 

3,366

 

 

 

11,751

 

 

 

11,160

 

 

 

4,894

 

 

 

21,383

 

 

 

26,277

 

 

 

(11,182

)

 

 

15,095

 

 

 

 

Westlake Village Plaza and Center

 

 

7,043

 

 

 

27,195

 

 

 

30,794

 

 

 

17,620

 

 

 

47,412

 

 

 

65,032

 

 

 

(36,156

)

 

 

28,876

 

 

 

 

Westport Plaza

 

 

9,035

 

 

 

7,455

 

 

 

(29

)

 

 

9,035

 

 

 

7,426

 

 

 

16,461

 

 

 

(2,271

)

 

 

14,190

 

 

 

 

Westport Row

 

 

43,597

 

 

 

16,428

 

 

 

14,673

 

 

 

46,170

 

 

 

28,528

 

 

 

74,698

 

 

 

(7,180

)

 

 

67,518

 

 

 

 

Westwood Village

 

 

19,933

 

 

 

25,301

 

 

 

(1,050

)

 

 

18,979

 

 

 

25,205

 

 

 

44,184

 

 

 

(18,416

)

 

 

25,768

 

 

 

 

Willa Springs

 

 

13,322

 

 

 

15,314

 

 

 

330

 

 

 

13,322

 

 

 

15,644

 

 

 

28,966

 

 

 

(1,358

)

 

 

27,608

 

 

 

(16,700

)

123


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2023

(in thousands)

 

 

Initial Cost

 

 

 

 

 

Total Cost

 

 

 

 

 

Net Cost

 

 

 

 

Shopping Centers (1)

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Cost
Capitalized
Subsequent to
Acquisition
 (2)

 

 

Land & Land
Improvements

 

 

Building &
Improvements

 

 

Total

 

 

Accumulated
Depreciation

 

 

Net of
Accumulated
Depreciation

 

 

Mortgages or
Encumbrances

 

Williamsburg at Dunwoody

 

 

7,435

 

 

 

3,721

 

 

 

1,193

 

 

 

7,444

 

 

 

4,905

 

 

 

12,349

 

 

 

(1,763

)

 

 

10,586

 

 

 

 

Willow Festival

 

 

1,954

 

 

 

56,501

 

 

 

3,641

 

 

 

1,976

 

 

 

60,120

 

 

 

62,096

 

 

 

(23,333

)

 

 

38,763

 

 

 

 

Willow Oaks

 

 

6,664

 

 

 

7,908

 

 

 

(272

)

 

 

6,294

 

 

 

8,006

 

 

 

14,300

 

 

 

(3,998

)

 

 

10,302

 

 

 

 

Willows Shopping Center

 

 

51,964

 

 

 

78,029

 

 

 

3,414

 

 

 

51,992

 

 

 

81,415

 

 

 

133,407

 

 

 

(17,960

)

 

 

115,447

 

 

 

 

Woodcroft Shopping Center

 

 

1,419

 

 

 

6,284

 

 

 

1,799

 

 

 

1,421

 

 

 

8,081

 

 

 

9,502

 

 

 

(5,807

)

 

 

3,695

 

 

 

 

Woodman Van Nuys

 

 

5,500

 

 

 

7,195

 

 

 

384

 

 

 

5,500

 

 

 

7,579

 

 

 

13,079

 

 

 

(4,833

)

 

 

8,246

 

 

 

 

Woodmen Plaza

 

 

7,621

 

 

 

11,018

 

 

 

1,441

 

 

 

7,621

 

 

 

12,459

 

 

 

20,080

 

 

 

(12,436

)

 

 

7,644

 

 

 

 

Woodside Central

 

 

3,500

 

 

 

9,288

 

 

 

895

 

 

 

3,489

 

 

 

10,194

 

 

 

13,683

 

 

 

(6,498

)

 

 

7,185

 

 

 

 

Corporate Assets

 

 

 

 

 

2,127

 

 

 

1,336

 

 

 

 

 

 

3,463

 

 

 

3,463

 

 

 

(1,489

)

 

 

1,974

 

 

 

 

Land held for future development

 

 

11,323

 

 

 

 

 

 

(4,611

)

 

 

6,712

 

 

 

 

 

 

6,712

 

 

 

 

 

 

6,712

 

 

 

 

Construction in progress

 

 

 

 

 

 

 

 

218,181

 

 

 

 

 

 

218,181

 

 

 

218,181

 

 

 

 

 

 

218,181

 

 

 

 

 

 

$

5,506,209

 

 

 

6,848,826

 

 

 

1,099,356

 

 

 

5,561,362

 

 

 

7,893,029

 

 

 

13,454,391

 

 

 

(2,691,386

)

 

 

10,763,005

 

 

 

(757,833

)

(1)
See "Item 2 - Properties" of this Report, for geographic location, year each operating property was acquired, and year constructed or last major renovation.

(2)
The negative balance for costs capitalized subsequent to acquisition could include out-parcels sold, provision for losses recorded, and demolition of part of the property for redevelopment.
(in thousands except per share and per unit data) First Quarter Second Quarter Third Quarter Fourth Quarter
Year ended December 31, 2017        
Operating Data:        
Revenue $196,131
 261,305
 262,141
 264,749
         
Net income attributable to common stockholders $(33,223) 48,368
 59,666
 85,138
Net income attributable to exchangeable operating partnership units (19) 104
 132
 171
Net income attributable to common unit holders $(33,242) 48,472
 59,798
 85,309
         
Net income attributable to common stock and unit holders per share and unit:        
Basic $(0.26) 0.28
 0.35
 0.50
Diluted $(0.26) 0.28
 0.35
 0.50
         
Year ended December 31, 2016        
Operating Data:        
Revenue $149,628
 152,413
 152,769
 159,561
         
Net income attributable to common stockholders $47,877
 34,810
 5,305
 55,868
Net income attributable to exchangeable operating partnership units 85
 64
 16
 92
Net income attributable to common unit holders $47,962
 34,874
 5,321
 55,960
         
Net income attributable to common stock and unit holders per share and unit:        
Basic $0.49
 0.36
 0.05
 0.53
Diluted $0.49
 0.35
 0.05
 0.53



REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
101 7th Avenue $48,339
 34,895
 
 48,339
 34,895
 83,234
 934
 82,300
 
1175 Third Avenue 40,560
 25,617
 
 40,560
 25,617
 66,177
 623
 65,554
 
1225-1239 Second Ave 23,033
 17,173
 46
 23,033
 17,219
 40,252
 447
 39,805
 
200 Potrero 4,860
 2,251
 
 4,860
 2,251
 7,111
 87
 7,024
 
22 Crescent Road 2,152
 318
 
 2,152
 318
 2,470
 18
 2,452
 
4S Commons Town Center 30,760
 35,830
 1,230
 30,812
 37,008
 67,820
 22,825
 44,995
 85,000
90-30 Metropolitan Avenue 16,355
 24,429
 79
 16,355
 24,508
 40,863
 536
 40,327
 
91 Danbury Road 690
 893
 
 690
 893
 1,583
 31
 1,552
 
Alafaya Commons 7,388
 12,690
 77
 7,388
 12,767
 20,155
 557
 19,598
 
Alafaya Village 2,806
 6,046
 63
 2,806
 6,109
 8,915
 216
 8,699
 
Ambassador Row 2,572
 20,457
 
 2,572
 20,457
 23,029
 819
 22,210
 
Ambassador Row Courtyards 1,779
 6,783
 553
 1,779
 7,336
 9,115
 380
 8,735
 
Amerige Heights Town Center 10,109
 11,288
 614
 10,109
 11,902
 22,011
 4,340
 17,671
 15,844
Anastasia Plaza 9,065
 
 639
 3,338
 6,366
 9,704
 2,324
 7,380
 
Ashburn Farm Market Center 9,835
 4,812
 640
 9,835
 5,452
 15,287
 4,272
 11,015
 
Ashford Place 2,584
 9,865
 1,105
 2,584
 10,970
 13,554
 7,247
 6,307
 
Atlantic Village 2,446
 20,663
 23
 2,446
 20,686
 23,132
 701
 22,431
 
Aventura Shopping Center 2,751
 10,459
 9,663
 8,975
 13,898
 22,873
 121
 22,752
 
Aventura Square 86,933
 21,936
 1,695
 88,492
 22,072
 110,564
 696
 109,868
 8,176
Balboa Mesa Shopping Center 23,074
 33,838
 13,915
 27,758
 43,069
 70,827
 9,747
 61,080
 
Banco Popular Building 2,003
 1,294
 47
 2,016
 1,328
 3,344
 55
 3,289
 
Belleview Square 8,132
 9,756
 3,097
 8,323
 12,662
 20,985
 7,389
 13,596
 
Belmont Chase 13,881
 17,193
 (588) 14,372
 16,114
 30,486
 2,527
 27,959
 
Berkshire Commons 2,295
 9,551
 2,247
 2,965
 11,128
 14,093
 7,351
 6,742
 
Bird 107 Plaza 10,108
 5,399
 8
 10,108
 5,407
 15,515
 192
 15,323
 
Bird Ludlam 40,945
 40,200
 66
 40,945
 40,266
 81,211
 1,228
 79,983
 
Black Rock 22,251
 20,815
 301
 22,250
 21,117
 43,367
 3,535
 39,832
 20,000
Bloomingdale Square 3,940
 14,912
 3,174
 4,430
 17,596
 22,026
 9,152
 12,874
 
Bluebonnet Village 3,688
 10,167
 533
 3,688
 10,700
 14,388
 438
 13,950
 
Bluffs Square Shoppes 6,412
 13,072
 (165) 6,412
 12,907
 19,319
 527
 18,792
 
Boca Village Square 42,543
 11,043
 30
 42,543
 11,073
 53,616
 464
 53,152
 
Boulevard Center 3,659
 10,787
 2,268
 3,659
 13,055
 16,714
 6,647
 10,067
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Boynton Lakes Plaza 2,628
 11,236
 4,936
 3,606
 15,194
 18,800
 6,817
 11,983
 
Boynton Plaza 11,781
 21,812
 106
 11,781
 21,918
 33,699
 694
 33,005
 
Brentwood Plaza 2,788
 3,473
 289
 2,788
 3,762
 6,550
 1,242
 5,308
 
Briarcliff La Vista 694
 3,292
 495
 694
 3,787
 4,481
 2,746
 1,735
 
Briarcliff Village 4,597
 24,836
 2,054
 4,597
 26,890
 31,487
 17,528
 13,959
 
Brick Walk 25,299
 41,995
 1,042
 25,299
 43,037
 68,336
 5,447
 62,889
 33,000
BridgeMill Market 6,303
 14,526
 276
 6,303
 14,802
 21,105
 540
 20,565
 5,596
Bridgeton 3,033
 8,137
 485
 3,067
 8,588
 11,655
 2,226
 9,429
 
Brighten Park 3,983
 18,687
 11,341
 4,234
 29,777
 34,011
 14,230
 19,781
 
Broadway Plaza 40,391
 42,281
 
 40,391
 42,281
 82,672
 1,155
 81,517
 
Brooklyn Station on Riverside 7,019
 8,688
 (34) 7,019
 8,654
 15,673
 1,095
 14,578
 
Brookside Plaza 33,612
 19,043
 151
 33,612
 19,194
 52,806
 854
 51,952
 
Buckhead Court 1,417
 7,432
 3,371
 1,417
 10,803
 12,220
 6,232
 5,988
 
Buckhead Station 69,831
 35,397
 2,217
 69,868
 37,577
 107,445
 1,306
 106,139
 
Buckley Square 2,970
 5,978
 1,151
 2,970
 7,129
 10,099
 4,026
 6,073
 
Caligo Crossing 2,459
 4,897
 39
 2,546
 4,849
 7,395
 2,536
 4,859
 
Cambridge Square 774
 4,347
 784
 774
 5,131
 5,905
 3,109
 2,796
 
Carmel Commons 2,466
 12,548
 5,119
 3,422
 16,711
 20,133
 9,047
 11,086
 
Carriage Gate 833
 4,974
 3,042
 1,302
 7,547
 8,849
 5,608
 3,241
 
Cashmere Corners 2,268
 10,317
 37
 2,268
 10,354
 12,622
 401
 12,221
 
Centerplace of Greeley III 6,661
 11,502
 460
 5,694
 12,929
 18,623
 4,447
 14,176
 
Charlotte Square 545
 7,441
 389
 545
 7,830
 8,375
 306
 8,069
 
Chasewood Plaza 4,612
 20,829
 5,234
 6,518
 24,157
 30,675
 15,835
 14,840
 
Chastain Square 29,501
 13,217
 1,278
 29,501
 14,495
 43,996
 551
 43,445
 
Cherry Grove 3,533
 15,862
 4,063
 3,533
 19,925
 23,458
 9,494
 13,964
 
Circle Center West 22,602
 9,355
 14
 22,602
 9,369
 31,971
 353
 31,618
 10,198
CityLine Market 12,208
 15,839
 71
 12,246
 15,872
 28,118
 1,404
 26,714
 
CityLine Market Phase II 2,611
 3,233
 (47) 2,611
 3,186
 5,797
 186
 5,611
 
Clayton Valley Shopping Center 24,189
 35,422
 2,722
 24,538
 37,795
 62,333
 22,624
 39,709
 
Clocktower Plaza Shopping Ctr 48,907
 20,347
 64
 48,907
 20,411
 69,318
 594
 68,724
 
Clybourn Commons 15,056
 5,594
 254
 15,056
 5,848
 20,904
 925
 19,979
 
Cochran's Crossing 13,154
 12,315
 1,150
 13,154
 13,465
 26,619
 9,374
 17,245
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Compo Acres Shopping Center 28,096
 10,925
 235
 28,096
 11,160
 39,256
 312
 38,944
 
Concord Shopping Plaza 28,037
 39,288
 453
 28,490
 39,288
 67,778
 1,143
 66,635
 27,750
Copps Hill Plaza 28,508
 41,680
 194
 28,508
 41,874
 70,382
 1,285
 69,097
 14,221
Coral Reef Shopping Center 14,210
 15,913
 
 14,210
 15,913
 30,123
 516
 29,607
 
Corkscrew Village 8,407
 8,004
 595
 8,407
 8,599
 17,006
 3,238
 13,768
 
Cornerstone Square 1,772
 6,944
 1,683
 1,772
 8,627
 10,399
 5,254
 5,145
 
Corvallis Market Center 6,674
 12,244
 456
 6,696
 12,678
 19,374
 5,254
 14,120
 
Costa Verde Center 12,740
 26,868
 1,640
 12,798
 28,450
 41,248
 15,398
 25,850
 
Countryside Shops 16,667
 30,087
 (108) 16,667
 29,979
 46,646
 1,035
 45,611
 
Courtyard Shopping Center 5,867
 4
 3
 5,867
 7
 5,874
 2
 5,872
 
Crossroads Square 7,257
 13,212
 31
 7,257
 13,243
 20,500
 508
 19,992
 
Culpeper Colonnade 15,944
 10,601
 4,893
 16,258
 15,180
 31,438
 9,033
 22,405
 
Culver Center 108,355
 32,798
 144
 108,355
 32,942
 141,297
 1,157
 140,140
 
Danbury Green 29,579
 19,979
 105
 29,579
 20,084
 49,663
 601
 49,062
 
Dardenne Crossing 4,194
 4,005
 328
 4,343
 4,184
 8,527
 1,556
 6,971
 
Darinor Plaza 
 32,832
 529
 
 33,361
 33,361
 1,006
 32,355
 
Diablo Plaza 5,300
 8,181
 1,444
 5,300
 9,625
 14,925
 4,906
 10,019
 
Dunwoody Village 3,342
 15,934
 4,041
 3,342
 19,975
 23,317
 13,297
 10,020
 
East Pointe 1,730
 7,189
 2,024
 1,941
 9,002
 10,943
 5,157
 5,786
 
East Washington Place 15,993
 40,180
 1,743
 15,509
 42,407
 57,916
 9,140
 48,776
 
El Camino Shopping Center 7,600
 11,538
 11,954
 10,000
 21,092
 31,092
 6,317
 24,775
 
El Cerrito Plaza 11,025
 27,371
 1,337
 11,025
 28,708
 39,733
 9,450
 30,283
 36,436
El Norte Parkway Plaza 2,834
 7,370
 3,308
 3,263
 10,249
 13,512
 4,965
 8,547
 
Elmwood Oaks Shopping Center 5,139
 9,542
 244
 5,139
 9,786
 14,925
 534
 14,391
 
Encina Grande 5,040
 11,572
 19,253
 10,053
 25,812
 35,865
 9,887
 25,978
 
Fairfax Shopping Center 15,239
 11,367
 (8,807) 10,793
 7,006
 17,799
 6,691
 11,108
 
Fairfield 6,731
 29,420
 610
 6,731
 30,030
 36,761
 3,695
 33,066
 
Falcon Marketplace 1,340
 4,168
 442
 1,340
 4,610
 5,950
 2,086
 3,864
 
Fellsway Plaza 30,712
 7,327
 10,094
 34,923
 13,210
 48,133
 3,886
 44,247
 37,500
Fenton Marketplace 2,298
 8,510
 (8,240) 512
 2,056
 2,568
 705
 1,863
 
Fleming Island 3,077
 11,587
 2,979
 3,111
 14,532
 17,643
 7,240
 10,403
 
Folsom Prairie City Crossing 4,164
 13,032
 619
 4,164
 13,651
 17,815
 5,890
 11,925
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Fountain Square 29,650
 28,984
 21
 29,719
 28,936
 58,655
 4,835
 53,820
 
French Valley Village Center 11,924
 16,856
 237
 11,822
 17,195
 29,017
 11,234
 17,783
 
Friars Mission Center 6,660
 28,021
 1,730
 6,660
 29,751
 36,411
 14,164
 22,247
 
Ft. Caroline 595
 2,509
 32
 595
 2,541
 3,136
 243
 2,893
 
Gardens Square 2,136
 8,273
 601
 2,136
 8,874
 11,010
 4,743
 6,267
 
Gateway 101 24,971
 9,113
 (1,356) 24,971
 7,757
 32,728
 2,872
 29,856
 
Gateway Shopping Center 52,665
 7,134
 8,803
 55,346
 13,256
 68,602
 13,622
 54,980
 
Gelson's Westlake Market Plaza 3,157
 11,153
 5,677
 4,654
 15,333
 19,987
 6,098
 13,889
 
Glen Oak Plaza 4,103
 12,951
 557
 4,103
 13,508
 17,611
 3,386
 14,225
 
Glengary Shoppes 8,170
 12,715
 
 8,170
 12,715
 20,885
 555
 20,330
 
Glenwood Village 1,194
 5,381
 290
 1,194
 5,671
 6,865
 4,094
 2,771
 
Golden Hills Plaza 12,699
 18,482
 3,607
 11,528
 23,260
 34,788
 7,762
 27,026
 
Grand Ridge Plaza 24,208
 61,033
 3,434
 24,879
 63,796
 88,675
 13,941
 74,734
 
Greenwood Shopping Centre 6,287
 26,263
 360
 6,287
 26,623
 32,910
 836
 32,074
 
Hammocks Town Center 26,380
 27,498
 
 26,380
 27,498
 53,878
 1,018
 52,860
 
Hancock 8,232
 28,260
 1,808
 8,232
 30,068
 38,300
 15,494
 22,806
 
Harpeth Village Fieldstone 2,284
 9,443
 580
 2,284
 10,023
 12,307
 5,008
 7,299
 
Harris Crossing 7,199
 3,687
 (1,631) 5,508
 3,747
 9,255
 2,113
 7,142
 
Heritage Plaza 12,390
 26,097
 13,851
 12,215
 40,123
 52,338
 16,384
 35,954
 
Hershey 7
 808
 8
 7
 816
 823
 395
 428
 
Hibernia Pavilion 4,929
 5,065
 84
 4,929
 5,149
 10,078
 2,673
 7,405
 
Hickory Creek Plaza 5,629
 4,564
 439
 5,629
 5,003
 10,632
 3,830
 6,802
 
Hillcrest Village 1,600
 1,909
 51
 1,600
 1,960
 3,560
 947
 2,613
 
Hilltop Village 2,995
 4,581
 2,966
 3,104
 7,438
 10,542
 1,672
 8,870
 
Hinsdale 5,734
 16,709
 11,903
 8,343
 26,003
 34,346
 11,456
 22,890
 
Holly Park 8,975
 23,799
 (177) 8,828
 23,769
 32,597
 3,533
 29,064
 
Homestead McDonald's 2,110
 119
 
 2,110
 119
 2,229
 7
 2,222
 
Howell Mill Village 5,157
 14,279
 2,391
 5,157
 16,670
 21,827
 5,564
 16,263
 
Hyde Park 9,809
 39,905
 2,930
 9,809
 42,835
 52,644
 23,693
 28,951
 
Indian Springs 24,974
 25,903
 116
 25,034
 25,959
 50,993
 2,989
 48,004
 
Indio Towne Center 17,946
 32,617
 5,394
 23,105
 32,852
 55,957
 14,848
 41,109
 
Inglewood Plaza 1,300
 2,159
 627
 1,300
 2,786
 4,086
 1,370
 2,716
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Jefferson Square 5,167
 6,445
 (7,220) 1,894
 2,498
 4,392
 660
 3,732
 
Keller Town Center 2,294
 12,841
 596
 2,404
 13,327
 15,731
 6,380
 9,351
 
Kent Place 4,855
 3,586
 805
 5,269
 3,977
 9,246
 789
 8,457
 8,250
Kirkman Shoppes 8,085
 27,518
 167
 8,089
 27,681
 35,770
 838
 34,932
 
Kirkwood Commons 6,772
 16,224
 666
 6,802
 16,860
 23,662
 3,967
 19,695
 9,383
Klahanie Shopping Center 14,451
 20,089
 385
 14,451
 20,474
 34,925
 1,082
 33,843
 
Kroger New Albany Center 3,844
 6,599
 811
 3,844
 7,410
 11,254
 5,220
 6,034
 
Lake Mary Centre 19,181
 62,066
 792
 19,181
 62,858
 82,039
 2,142
 79,897
 
Lake Pine Plaza 2,008
 7,632
 706
 2,029
 8,317
 10,346
 4,283
 6,063
 
Lantana Outparcels 3,496
 1,219
 
 3,496
 1,219
 4,715
 71
 4,644
 
Lebanon/Legacy Center 3,913
 7,874
 53
 3,913
 7,927
 11,840
 5,648
 6,192
 
Littleton Square 2,030
 8,859
 (3,869) 2,423
 4,597
 7,020
 1,951
 5,069
 
Lloyd King Center 1,779
 10,060
 1,126
 1,779
 11,186
 12,965
 5,870
 7,095
 
Lower Nazareth Commons 15,992
 12,964
 3,585
 16,343
 16,198
 32,541
 7,474
 25,067
 
Magnolia Shoppes 16,546
 8,384
 42
 16,546
 8,426
 24,972
 561
 24,411
 
Mandarin Landing 5,942
 29,201
 290
 5,942
 29,491
 35,433
 926
 34,507
 
Market at Colonnade Center 6,455
 9,839
 69
 6,160
 10,203
 16,363
 3,377
 12,986
 
Market at Preston Forest 4,400
 11,445
 1,211
 4,400
 12,656
 17,056
 6,483
 10,573
 
Market at Round Rock 2,000
 9,676
 6,467
 2,000
 16,143
 18,143
 8,776
 9,367
 
Market at Springwoods Village 13,457
 11,346
 
 13,457
 11,346
 24,803
 261
 24,542
 8,569
Market Common Clarendon 154,932
 126,328
 806
 154,932
 127,134
 282,066
 7,561
 274,505
 
Marketplace at Briargate 1,706
 4,885
 141
 1,727
 5,005
 6,732
 2,510
 4,222
 
Marketplace Shopping Center 1,287
 5,509
 5,536
 1,330
 11,002
 12,332
 6,392
 5,940
 
Millhopper Shopping Center 1,073
 5,358
 5,958
 1,901
 10,488
 12,389
 6,578
 5,811
 
Mockingbird Commons 3,000
 10,728
 1,640
 3,000
 12,368
 15,368
 6,035
 9,333
 
Monument Jackson Creek 2,999
 6,765
 730
 2,999
 7,495
 10,494
 5,379
 5,115
 
Morningside Plaza 4,300
 13,951
 719
 4,300
 14,670
 18,970
 7,400
 11,570
 
Murryhill Marketplace 2,670
 18,401
 12,799
 2,903
 30,967
 33,870
 11,309
 22,561
 
Naples Walk 18,173
 13,554
 1,060
 18,173
 14,614
 32,787
 5,658
 27,129
 
Newberry Square 2,412
 10,150
 765
 2,412
 10,915
 13,327
 7,943
 5,384
 
Newland Center 12,500
 10,697
 8,081
 16,179
 15,099
 31,278
 7,033
 24,245
 
Nocatee Town Center 10,124
 8,691
 7,106
 10,478
 15,443
 25,921
 4,216
 21,705
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
North Hills 4,900
 19,774
 1,231
 4,900
 21,005
 25,905
 10,584
 15,321
 
Northgate Marketplace 5,668
 13,727
 (52) 4,995
 14,348
 19,343
 4,060
 15,283
 
Northgate Marketplace Phase II 12,189
 29,050
 
 12,189
 29,050
 41,239
 1,689
 39,550
 
Northgate Plaza (Maxtown Road) 1,769
 6,652
 4,807
 2,839
 10,389
 13,228
 4,272
 8,956
 
Northgate Square 5,011
 8,692
 1,026
 5,011
 9,718
 14,729
 3,683
 11,046
 
Northlake Village 2,662
 11,284
 1,511
 2,686
 12,771
 15,457
 6,223
 9,234
 
Oak Shade Town Center 6,591
 28,966
 679
 6,591
 29,645
 36,236
 6,921
 29,315
 8,149
Oakbrook Plaza 4,000
 6,668
 5,152
 4,981
 10,839
 15,820
 3,659
 12,161
 
Oakleaf Commons 3,503
 11,671
 55
 3,190
 12,039
 15,229
 5,281
 9,948
 
Ocala Corners 1,816
 10,515
 475
 1,816
 10,990
 12,806
 3,246
 9,560
 4,389
Old Kings Commons 3,350
 5,678
 21
 3,350
 5,699
 9,049
 262
 8,787
 
Old St Augustine Plaza 2,368
 11,405
 7,749
 3,163
 18,359
 21,522
 6,175
 15,347
 
Pablo Plaza 10,736
 19,315
 3,766
 10,739
 23,078
 33,817
 946
 32,871
 
Paces Ferry Plaza 2,812
 12,639
 (462) 2,812
 12,177
 14,989
 7,620
 7,369
 
Panther Creek 14,414
 14,748
 3,763
 15,212
 17,713
 32,925
 11,984
 20,941
 
Pavilion 13,938
 23,747
 333
 13,938
 24,080
 38,018
 879
 37,139
 
Peartree Village 5,197
 19,746
 866
 5,197
 20,612
 25,809
 11,701
 14,108
 
Persimmons Place 25,975
 38,114
 17
 26,600
 37,506
 64,106
 5,359
 58,747
 
Piedmont Peachtree Crossing 45,118
 17,027
 52
 45,118
 17,079
 62,197
 669
 61,528
 
Pike Creek 5,153
 20,652
 1,962
 5,251
 22,516
 27,767
 11,740
 16,027
 
Pine Island 19,358
 29,641
 1,501
 19,358
 31,142
 50,500
 1,276
 49,224
 
Pine Lake Village 6,300
 10,991
 969
 6,300
 11,960
 18,260
 6,120
 12,140
 
Pine Ridge Square 12,565
 24,534
 116
 12,565
 24,650
 37,215
 781
 36,434
 
Pine Tree Plaza 668
 6,220
 609
 668
 6,829
 7,497
 3,471
 4,026
 
Plaza Escuela 24,677
 104,547
 23
 24,677
 104,570
 129,247
 2,498
 126,749
 
Plaza Hermosa 4,200
 10,109
 3,243
 4,202
 13,350
 17,552
 6,138
 11,414
 
Pleasanton Plaza 20,560
 26,022
 14
 20,560
 26,036
 46,596
 830
 45,766
 
Point Royale Shopping Center 17,246
 15,738
 498
 17,730
 15,752
 33,482
 716
 32,766
 
Post Road Plaza 14,997
 5,439
 150
 14,997
 5,589
 20,586
 164
 20,422
 
Potrero Center 133,422
 116,758
 
 133,422
 116,758
 250,180
 2,853
 247,327
 
Powell Street Plaza 8,248
 30,716
 2,403
 8,248
 33,119
 41,367
 14,506
 26,861
 
Powers Ferry Square 3,687
 17,965
 6,848
 5,348
 23,152
 28,500
 14,585
 13,915
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Powers Ferry Village 1,191
 4,672
 518
 1,191
 5,190
 6,381
 3,620
 2,761
 
Preston Oaks 763
 30,438
 641
 763
 31,079
 31,842
 4,364
 27,478
 
Prestonbrook 7,069
 8,622
 577
 7,069
 9,199
 16,268
 6,513
 9,755
 
Prosperity Centre 10,120
 27,777
 25
 10,120
 27,802
 37,922
 913
 37,009
 
Ralphs Circle Center 20,653
 6,602
 
 20,653
 6,602
 27,255
 266
 26,989
 
Red Bank Village 10,336
 9,505
 (89) 10,110
 9,642
 19,752
 2,598
 17,154
 
Regency Commons 3,917
 3,616
 236
 3,917
 3,852
 7,769
 2,355
 5,414
 
Regency Square 4,770
 25,191
 5,713
 5,060
 30,614
 35,674
 22,980
 12,694
 
Rona Plaza 1,500
 4,917
 221
 1,500
 5,138
 6,638
 2,855
 3,783
 
Roosevelt Square 40,371
 32,108
 
 40,371
 32,108
 72,479
 
 72,479
 
Russell Ridge 2,234
 6,903
 1,403
 2,234
 8,306
 10,540
 4,847
 5,693
 
Ryanwood Square 9,912
 10,714
 (63) 9,912
 10,651
 20,563
 446
 20,117
 
Salerno Village 1,279
 76
 
 1,279
 76
 1,355
 4
 1,351
 
Sammamish-Highlands 9,300
 8,075
 8,145
 9,592
 15,928
 25,520
 7,309
 18,211
 
San Carlos Marketplace 33,977
 59,916
 
 33,977
 59,916
 93,893
 1,446
 92,447
 
San Leandro Plaza 1,300
 8,226
 558
 1,300
 8,784
 10,084
 4,335
 5,749
 
Sandy Springs 6,889
 28,056
 2,562
 6,889
 30,618
 37,507
 5,351
 32,156
 
Sawgrass Promenade 10,106
 13,264
 115
 10,106
 13,379
 23,485
 509
 22,976
 
Scripps Ranch Marketplace 59,949
 26,334
 
 59,949
 26,334
 86,283
 
 86,283
 27,000
Sequoia Station 9,100
 18,356
 1,744
 9,100
 20,100
 29,200
 9,798
 19,402
 
Serramonte Center 383,465
 127,304
 2,991
 383,465
 130,295
 513,760
 4,608
 509,152
 
Shaw's at Plymouth 3,753
 8,582
 
 3,753
 8,582
 12,335
 303
 12,032
 
Sheridan Plaza 76,375
 103,159
 730
 76,375
 103,889
 180,264
 3,122
 177,142
 55,875
Sherwood Crossings 2,731
 6,360
 690
 2,731
 7,050
 9,781
 2,887
 6,894
 
Shoppes @ 104 11,193
 
 1,013
 6,652
 5,554
 12,206
 2,201
 10,005
 
Shoppes at Homestead (fka Loehmanns Plaza California) 5,420
 9,450
 1,667
 5,420
 11,117
 16,537
 5,457
 11,080
 
Shoppes at Lago Mar 7,575
 12,094
 33
 7,575
 12,127
 19,702
 464
 19,238
 
Shoppes at Sunlake Centre 13,584
 18,150
 48
 13,584
 18,198
 31,782
 668
 31,114
 
Shoppes of Grande Oak 5,091
 5,985
 393
 5,091
 6,378
 11,469
 4,885
 6,584
 
Shoppes of Jonathan's Landing 3,859
 6,243
 67
 3,859
 6,310
 10,169
 207
 9,962
 
Shoppes of Oakbrook 18,130
 45,400
 345
 18,130
 45,745
 63,875
 1,350
 62,525
 5,339


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Shoppes of Silver Lakes 14,544
 24,814
 15
 14,544
 24,829
 39,373
 855
 38,518
 
Shoppes of Sunset 2,678
 1,497
 
 2,678
 1,497
 4,175
 73
 4,102
 
Shoppes of Sunset II 2,669
 880
 (2) 2,669
 878
 3,547
 60
 3,487
 
Shops at County Center 9,957
 11,296
 922
 10,254
 11,921
 22,175
 7,897
 14,278
 
Shops at Erwin Mill 9,082
 6,124
 122
 9,082
 6,246
 15,328
 1,734
 13,594
 10,000
Shops at Johns Creek 1,863
 2,014
 (335) 1,501
 2,041
 3,542
 1,241
 2,301
 
Shops at Mira Vista 11,691
 9,026
 104
 11,691
 9,130
 20,821
 1,423
 19,398
 234
Shops at Quail Creek 1,487
 7,717
 417
 1,458
 8,163
 9,621
 3,119
 6,502
 
Shops at Saugus 19,201
 17,984
 (306) 18,811
 18,068
 36,879
 8,289
 28,590
 
Shops at Skylake 80,089
 43,837
 37
 80,099
 43,864
 123,963
 1,597
 122,366
 
Shops at Stonewall 27,511
 22,123
 8,717
 28,633
 29,718
 58,351
 15,450
 42,901
 
Shops on Main 17,020
 27,055
 6,819
 18,399
 32,495
 50,894
 5,622
 45,272
 
Siegen Village 5,569
 12,726
 74
 5,569
 12,800
 18,369
 676
 17,693
 
Sope Creek Crossing (fka Delk Spectrum) 2,985
 12,001
 2,913
 3,332
 14,567
 17,899
 7,494
 10,405
 
South Bay Village 11,714
 15,580
 1,712
 11,776
 17,230
 29,006
 3,342
 25,664
 
South Beach Regional 25,705
 55,888
 98
 25,705
 55,986
 81,691
 1,936
 79,755
 
South Point 6,266
 8,235
 16
 6,266
 8,251
 14,517
 307
 14,210
 
Southbury Green 25,929
 35,058
 33
 25,929
 35,091
 61,020
 1,045
 59,975
 
Southcenter 1,300
 12,750
 1,885
 1,300
 14,635
 15,935
 7,054
 8,881
 
Southpark at Cinco Ranch 18,395
 11,306
 7,354
 21,438
 15,617
 37,055
 4,200
 32,855
 
SouthPoint Crossing 4,412
 12,235
 831
 4,382
 13,096
 17,478
 6,384
 11,094
 
Starke 71
 1,683
 6
 71
 1,689
 1,760
 728
 1,032
 
Star's at Cambridge 30,942
 13,660
 
 30,942
 13,660
 44,602
 418
 44,184
 
Star's at Quincy 26,355
 10,073
 
 26,355
 10,073
 36,428
 460
 35,968
 
Star's at West Roxbury 21,787
 13,573
 (37) 21,787
 13,536
 35,323
 428
 34,895
 
Sterling Ridge 12,846
 12,162
 703
 12,846
 12,865
 25,711
 9,229
 16,482
 
Stroh Ranch 4,280
 8,189
 510
 4,280
 8,699
 12,979
 6,006
 6,973
 
Summerlin Square 1,183
 1,696
 
 1,183
 1,696
 2,879
 52
 2,827
 
Suncoast Crossing 9,030
 10,764
 4,449
 13,374
 10,869
 24,243
 5,648
 18,595
 
Talega Village Center 21,601
 12,869
 5
 21,601
 12,874
 34,475
 584
 33,891
 
Tamarac Town Square 12,153
 9,652
 20
 12,153
 9,672
 21,825
 434
 21,391
 
Tanasbourne Market 3,269
 10,861
 (275) 3,269
 10,586
 13,855
 4,511
 9,344
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Tassajara Crossing 8,560
 15,464
 1,002
 8,560
 16,466
 25,026
 8,064
 16,962
 
Tech Ridge Center 12,945
 37,169
 (128) 12,945
 37,041
 49,986
 9,990
 39,996
 6,769
The Collection at Harvard Square 72,910
 6,086
 14
 72,910
 6,100
 79,010
 155
 78,855
 
The Gallery at Westbury Plaza 95,771
 229,479
 489
 95,771
 229,968
 325,739
 5,909
 319,830
 
The Hub Hillcrest Market 18,773
 61,906
 4,952
 19,611
 66,020
 85,631
 10,011
 75,620
 
The Marketplace Shopping Center 8,960
 38,019
 84
 8,960
 38,103
 47,063
 1,077
 45,986
 
The Plaza at St. Lucie West 1,167
 6,754
 
 1,167
 6,754
 7,921
 215
 7,706
 
The Point at Garden City Park (fka Garden City Park) 741
 9,764
 214
 741
 9,978
 10,719
 762
 9,957
 
The Shops at Hampton Oaks 822
 393
 72
 822
 465
 1,287
 28
 1,259
 
The Village Center 43,126
 13,939
 2,984
 43,594
 16,455
 60,049
 469
 59,580
 13,930
Town and Country 4,247
 5,623
 5
 4,247
 5,628
 9,875
 289
 9,586
 
Town Square 883
 8,132
 389
 883
 8,521
 9,404
 4,813
 4,591
 
Treasure Coast Plaza 7,004
 22,102
 89
 7,004
 22,191
 29,195
 726
 28,469
 3,170
Tustin Legacy 14,455
 23,801
 
 14,455
 23,801
 38,256
 345
 37,911
 
Twin City Plaza 17,245
 44,225
 2,023
 17,263
 46,230
 63,493
 15,155
 48,338
 
Twin Peaks 5,200
 25,827
 1,519
 5,200
 27,346
 32,546
 13,055
 19,491
 
Unigold Shopping Center 4,744
 5,890
 558
 4,744
 6,448
 11,192
 276
 10,916
 
University Commons 4,070
 30,785
 (2) 4,070
 30,783
 34,853
 2,982
 31,871
 36,994
Valencia Crossroads 17,921
 17,659
 1,034
 17,921
 18,693
 36,614
 15,223
 21,391
 
Village at La Floresta 13,140
 20,571
 (266) 13,152
 20,293
 33,445
 2,166
 31,279
 
Village at Lee Airpark 11,099
 12,968
 3,464
 12,007
 15,524
 27,531
 7,734
 19,797
 
Village Center 3,885
 14,131
 8,815
 5,480
 21,351
 26,831
 8,649
 18,182
 
Vons Circle Center 48,542
 23,113
 29
 48,542
 23,142
 71,684
 806
 70,878
 8,283
Walker Center 3,840
 7,232
 3,798
 3,878
 10,992
 14,870
 5,857
 9,013
 
Walmart Norwalk 19,661
 21,994
 
 19,661
 21,994
 41,655
 777
 40,878
 
Waterstone Plaza 4,857
 14,141
 12
 4,857
 14,153
 19,010
 439
 18,571
 
Welleby Plaza 1,496
 7,787
 1,276
 1,496
 9,063
 10,559
 7,003
 3,556
 
Wellington Town Square 2,041
 12,131
 106
 2,041
 12,237
 14,278
 6,856
 7,422
 
West Bird Plaza 11,748
 19,779
 8
 11,748
 19,787
 31,535
 632
 30,903
 
West Lake Shopping Center 9,572
 10,781
 5
 9,572
 10,786
 20,358
 474
 19,884
 
West Park Plaza 5,840
 5,759
 1,415
 5,840
 7,174
 13,014
 3,933
 9,081
 


REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2017
(in thousands)
                   
  Initial Cost   Total Cost   Net Cost  
Shopping Centers (1)
 
 Land (3)
 
 Building & Improvements (3)
 
 Cost Capitalized
 Subsequent to
 Acquisition (2) (3)
 
 Land (3)
 
 Building & Improvements (3)
 
 Total (3)
 
 Accumulated Depreciation (3)
 
 Net of Accumulated Depreciation (3)
  Mortgages
Westbury Plaza 113,606
 53,983
 745
 113,606
 54,728
 168,334
 2,162
 166,172
 88,000
Westchase 5,302
 8,273
 509
 5,302
 8,782
 14,084
 3,279
 10,805
 6,286
Westchester Commons 3,366
 11,751
 10,802
 4,894
 21,025
 25,919
 6,483
 19,436
 
Westchester Plaza 1,857
 7,572
 371
 1,857
 7,943
 9,800
 5,269
 4,531
 
Westlake Plaza and Center 7,043
 27,195
 29,447
 17,598
 46,087
 63,685
 19,980
 43,705
 
Westport Plaza 7,982
 8,507
 4
 7,982
 8,511
 16,493
 353
 16,140
 2,897
Westwood - Manor Care 12,736
 2,493
 
 12,736
 2,493
 15,229
 54
 15,175
 
Westwood Shopping Center 113,582
 20,565
 
 113,582
 20,565
 134,147
 802
 133,345
 
Westwood Village 19,933
 25,301
 (2,064) 18,723
 24,447
 43,170
 12,001
 31,169
 
Whole Foods at Swampscott 7,083
 8,638
 
 7,083
 8,638
 15,721
 261
 15,460
 
Williamsburg at Dunwoody 7,108
 3,996
 452
 7,118
 4,438
 11,556
 198
 11,358
 
Willow Festival 1,954
 56,501
 1,553
 1,954
 58,054
 60,008
 12,883
 47,125
 39,505
Willows Oaks Crossing 7,325
 7,847
 
 7,325
 7,847
 15,172
 1,095
 14,077
 
Willows Shopping Center 48,848
 80,917
 382
 48,876
 81,271
 130,147
 2,258
 127,889
 
Woodcroft Shopping Center 1,419
 6,284
 950
 1,421
 7,232
 8,653
 4,264
 4,389
 
Woodman Van Nuy 5,500
 7,195
 293
 5,500
 7,488
 12,988
 3,747
 9,241
 
Woodmen Plaza 7,621
 11,018
 761
 7,621
 11,779
 19,400
 10,292
 9,108
 
Woodside Central 3,500
 9,288
 586
 3,489
 9,885
 13,374
 4,891
 8,483
 
Young Circle Shopping Center 5,666
 10,714
 11
 5,666
 10,725
 16,391
 360
 16,031
 
                   
Total Corporate Assets 151
 
 1,931
 151
 1,931
 2,082
 1,758
 324
 
Land held for future development 62,103
 135
 9
 62,061
 144
 62,205
 9
 62,196
 
Properties in Development 
 68,744
 245,647
 
 314,391
 314,391
 
 314,391
 
  $4,610,000
 5,574,604
 708,259
 4,667,744
 6,225,077
 10,892,821
 1,339,771
 9,553,050
 636,743
                   
(1) See Item 2, Properties for geographic location and year each operating property was acquired.
(2) The negative balance for costs capitalized subsequent to acquisition could include out-parcels sold, provision for loss recorded, and demolition of part of the property for redevelopment.
(3) The initial and total cost of land, building and improvements, and related accumulated depreciation as of and for the year ended December 31, 2017, includes amounts subject to provisional accounting for shopping centers acquired from the Equity One merger, as discussed in Note 2.

See accompanying report of independent registered public accounting firm.


124




REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation continued

December 31, 2017

2023

(in thousands)

Depreciation and amortization of the Company's investment in buildings and improvements reflected in the statements of operations is calculated over the estimated useful lives of the assets, which are up to 40 years. The aggregate cost for federal income tax purposes was approximately $8.8$10.8 billion at December 31, 2017.

2023.

The changes in total real estate assets for the years ended December 31, 2017, 2016,2023, 2022, and 20152021 are as follows (in thousands):

  2017 2016 2015
Beginning balance $4,933,499
 4,545,900
 4,409,886
Acquired properties 5,772,265
 370,010
 39,850
Developments and improvements 273,871
 148,904
 174,972
Sale of properties (86,814) (126,855) (78,808)
Provision for impairment 
 (4,460) 
Ending balance $10,892,821
 4,933,499
 4,545,900
follows:

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Beginning balance

 

$

11,858,064

 

 

 

11,495,581

 

 

 

11,101,858

 

Acquired properties and land

 

 

1,445,428

 

 

 

224,653

 

 

 

479,708

 

Developments and improvements

 

 

206,085

 

 

 

171,629

 

 

 

172,012

 

Disposal of building and tenant improvements

 

 

(14,149

)

 

 

(29,523

)

 

 

(10,898

)

Sale of properties

 

 

(19,366

)

 

 

(4,276

)

 

 

(107,090

)

Properties held for sale

 

 

(21,671

)

 

 

 

 

 

(50,873

)

Provision for impairment

 

 

 

 

 

 

 

 

(89,136

)

Ending balance

 

$

13,454,391

 

 

 

11,858,064

 

 

 

11,495,581

 

The changes in accumulated depreciation for the years ended December 31, 2017, 2016,2023, 2022, and 20152021 are as follows (in thousands):

  2017 2016 2015
Beginning balance $1,124,391
 1,043,787
 933,708
Depreciation expense 222,395
 115,355
 119,475
Sale of properties (7,015) (32,791) (9,396)
Provision for impairment 
 (1,960) 
Ending balance $1,339,771
 1,124,391
 1,043,787
follows:

(in thousands)

 

2023

 

 

2022

 

 

2021

 

Beginning balance

 

$

2,415,860

 

 

 

2,174,963

 

 

 

1,994,108

 

Depreciation expense

 

 

293,705

 

 

 

270,520

 

 

 

253,437

 

Disposal of building and tenant improvements

 

 

(14,149

)

 

 

(29,523

)

 

 

(10,898

)

Sale of properties

 

 

(569

)

 

 

(100

)

 

 

(28,715

)

Accumulated depreciation related to properties held for sale

 

 

(3,461

)

 

 

 

 

 

(28,110

)

Provision for impairment

 

 

 

 

 

 

 

 

(4,859

)

Ending balance

 

$

2,691,386

 

 

 

2,415,860

 

 

 

2,174,963

 

See accompanying report of independent registered public accounting firm.


125




Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.


Item 9A. Controls and Procedures

Controls and Procedures (Regency Centers Corporation)

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of the Parent Company's management, including its chief executive officer and chief financial officer, the Parent Company conducted an evaluation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act").Act. Based on this evaluation, the Parent Company's chief executive officer and chief financial officer concluded that itsas of December 31, 2023, the Parent Company's disclosure controls and procedures were effective as of the end of the period covered by this annual report on Form 10-K to ensure information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by the Parent Company in the reports it files or submits is accumulated and communicated to management, including its chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Management's Report on Internal Control over Financial Reporting

The Parent Company's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of its management, including its chief executive officer and chief financial officer, the Parent Company conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in Internal Control - Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its evaluation under the framework in Internal Control - Integrated Framework (2013), the Parent Company's management concluded that its internal control over financial reporting was effective as of December 31, 2017.

2023.

KPMG LLP, an independent registered public accounting firm, has audited the consolidated financial statementsConsolidated Financial Statements included in this annual report on Form 10-KReport and, as part of their audit, has issued a report, included herein,within "Item 8. Financial Statements and Supplementary Data" of this Report, on the effectiveness of the Parent Company's internal control over financial reporting.

The Parent Company's system of internal control over financial reporting was designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with accounting principles generally accepted in the United States. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls

Other than the integration of Equity One's operations into our control structure, there

There have been no changes in the Parent Company's internal controls over financial reporting identified in connection with this evaluation that occurred during the fourth quarter of 2017 andended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, itsour internal controls over financial reporting.

Controls and Procedures (Regency Centers, L.P.)

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of the Operating Partnership's management, including the chief executive officer and chief financial officer of its general partner, the Operating Partnership conducted an evaluation of its disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based on this evaluation, the chief executive officer and chief financial officer of its general partner concluded that, itsas of December 31, 2023, the Operating Partnership's disclosure controls and procedures were effective as of the end of the period covered by this annual report on Form 10-K to ensure information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by the Operating



Partnership in the reports it files or submits is accumulated and communicated to management, including the chief executive officer and chief financial officer of its general partner, as appropriate, to allow timely decisions regarding required disclosure.

126


Management's Report on Internal Control over Financial Reporting

The Operating Partnership's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of its management, including the chief executive officer and chief financial officer of its general partner, the Operating Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its evaluation under the framework in Internal Control - Integrated Framework (2013), the Operating Partnership's management concluded that its internal control over financial reporting was effective as of December 31, 2017.

2023.

KPMG LLP, an independent registered public accounting firm, has audited the consolidated financial statementsConsolidated Financial Statements included in this annual report on Form 10-KReport and, as part of their audit, has issued a report, included herein,within "Item 8. Financial Statements and Supplementary Data" of this Report, on the effectiveness of the Operating Partnership's internal control over financial reporting.

The Operating Partnership's system of internal control over financial reporting was designed to provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with accounting principles generally accepted in the United States. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Controls

Other than the integration of Equity One's operations into our control structure, there

There have been no changes in the Operating Partnership's internal controls over financial reporting identified in connection with this evaluation that occurred during the fourth quarter of 2017 andended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, itsour internal controls over financial reporting.


Item 9B. Other Information

Rule 10b5-1 Trading Plans

On September 13, 2023, Martin E. Stein Jr., the Company’s Executive Chairman of the Board of the Company, took the following actions:

(i) Mr. Stein terminated a trading arrangement he had previously adopted with respect to the sale of the Company’s common stock (a “Rule 10b5-1 Trading Plan”). Mr. Stein’s Rule 10b5-1 Trading Plan was adopted on February 23, 2023 and, prior to its termination by Mr. Stein, was to expire by its terms on March 31, 2024. This Rule 10b5-1 Trading Plan provided for the sale of up to 100,000 shares of common stock pursuant to multiple limit orders. As of the date of termination of this plan, Mr. Stein had not sold any shares of common stock under its terms.

(ii) Mr. Stein adopted a new Rule 10b5-1 Trading Plan that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). Mr. Stein’s Rule 10b5-1 Trading Plan, which expires on February 15, 2025, provides for the sale of up to 50,000 shares of common stock pursuant to multiple limit orders. On December 14, 2023, Mr. Stein sold 25,000 shares of common stock at $68.00 per share in accordance with this Rule 10b5-1 Trading Plan.

Entry into Material Definitive Agreements

Indemnification Agreements

On November 2, 2023, the Company entered into an indemnification agreement (an “Indemnification Agreement”) with each current member of its Board of Directors and each of its executive officers (each being referred to as an “Indemnified Party” and collectively as the “Indemnified Parties”). These Indemnification Agreements require the Company, among other things, to indemnify and hold harmless its directors and executive officers against claims, lawsuits, proceedings and liabilities (collectively, “Claims”) that may arise by reason of their status or capacity with, or service to, the Company and its subsidiaries, to the fullest extent permitted by the Company’s Articles of Incorporation, Bylaws and the Florida Business Corporation Act. These Indemnification Agreements also require the Company to advance expenses incurred by the Indemnified Parties in investigating or defending any such Claims, and sets forth various procedures in respect of such advancement and indemnification. The Indemnification Agreements also require the Company to procure customary directors and officers liability insurance, subject to certain conditions. The Company believes that these agreements are appropriate and necessary to attract and retain qualified individuals to serve as directors and executive officers.

127


The foregoing summary of the terms of the Indemnification Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the “form of” Indemnification Agreement, a copy of which is incorporated by reference as Exhibit 10(k) herein.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable



PART III

Item 10. Directors, Executive Officers, and Corporate Governance

Information concerning our directors, executive officers, and corporate governance is incorporated herein by reference to our definitive proxy statement to be filed with the Securities and Exchange CommissionSEC within 120 days after the end of the fiscal year covered by this Form 10-KReport with respect to the 20182024 Annual Meeting of Stockholders.Shareholders. Information regarding executive officers is included in Part I of this Form 10-K as permitted by General Instruction G(3).

Code of Ethics.

We have a code of ethics applicable to our Board of Directors, principal executive officers, principal financial officer, principal accounting officer and persons performing similar functions. The text of this code of ethics may be found on our web sitewebsite at www.regencycenters.com.https://investors.regencycenters.com/corporate-governance/governance-overview. We will post a notice of any waiver from, or amendment to, any provision of our code of ethics on our web site.


website.

Item 11. Executive Compensation

Incorporated herein by reference to our definitive proxy statement to be filed with the Securities and Exchange CommissionSEC within 120 days after the end of the fiscal year covered by this Form 10-KReport with respect to the 20182024 Annual Meeting of Stockholders.




Shareholders.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table provides information about securities that may be issued under our existing equity compensation plans:

Equity Compensation Plan Information

(as of December 31, 2023)

(a)

(b)

(c)

(a)(b)(c)

Plan Category

Number of securities to be issued upon exercise of outstanding options, warrants and rights(1)




Weighted-average exercise price of outstanding options, warrants and rights(2)

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column a) (3)

Equity compensation plans

approved by security holders


$

$


1,502,643


4,138,535

Equity compensation plans not approved by security holders

N/A

N/A

N/A

Total


$

$


1,502,643


4,138,535

(1) This column does not include 570,077 shares that may be issued pursuant to unvested restricted stock and performance share awards.
(2) The weighted average exercise price excludes stock rights awards, which we sometimes refer to as unvested restricted stock.
(3) The Regency Centers Corporation 2011 Omnibus Incentive Plan, (“Omnibus Plan”), as approved by stockholders at our 2011 annual meeting, provides that an aggregate maximum of 4.1 million shares of our common stock are reserved for issuance under the Omnibus Plan.

(1)
This column does not include 754,518 shares that may be issued pursuant to unvested restricted stock and performance share awards.
(2)
The weighted average exercise price excludes stock rights awards, which we sometimes refer to as unvested restricted stock.
(3)
The Regency Centers Corporation Omnibus Incentive Plan, ("Omnibus Plan"), as approved by shareholders at our 2019 annual meeting, provides that an aggregate maximum of 5.6 million shares of our common stock are reserved for issuance under the Omnibus Plan.

Information about security ownership is incorporated herein by reference to our definitive proxy statement to be filed with the Securities and Exchange CommissionSEC within 120 days after the end of the fiscal year covered by this Form 10-KReport with respect to the 20182024 Annual Meeting of Stockholders.


Shareholders.

Incorporated herein by reference to our definitive proxy statement to be filed with the Securities and Exchange CommissionSEC within 120 days after the end of the fiscal year covered by this Form 10-KReport with respect to the 20182024 Annual Meeting of Stockholders.Shareholders.

128



Item 14. Principal Accountant Fees and Services

Incorporated herein by reference to our definitive proxy statement to be filed with the Securities and Exchange CommissionSEC within 120 days after the end of the fiscal year covered by this Form 10-KReport with respect to the 20182024 Annual Meeting of Stockholders.Shareholders.

129






PART IV

Item 15. Exhibits and Financial Statement Schedules

(a)
Financial Statements and Financial Statement Schedules:

Regency Centers Corporation and Regency Centers, L.P. 20172023 financial statements and financial statement schedule, together with the reports of KPMG LLP are listed on the index immediately preceding the financial statements in Item 8, Consolidated within "Item 8. Financial Statements and Supplemental Data.

Supplementary Data" of this Report.

(b)
Exhibits:

In reviewing the agreements included as exhibits to this report,Report, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about the Company, its subsidiaries or other parties to the agreements. The Agreementsagreements contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:

should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. We acknowledge that, notwithstanding the inclusion of the foregoing cautionary statements, we are responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this reportReport not misleading. Additional information about the Company may be found elsewhere in this reportReport and the Company's other public files, which are available without charge through the SEC's website athttp://www.sec.gov.

Unless otherwise indicated below, the Commission file number to the exhibit is No. 001-12298.

1.    Underwriting Agreement

1.

Underwriting Agreement

(a)

(a)

Form of Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and the parties listed below (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on May 17, 2017). The Equity Distribution Agreements listed below are substantially identical in all material respects to the Form of Equity Distribution Agreement, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:

S-K:

(i)

(i)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and Wells Fargo Securities, LLC;

(ii)

(ii)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and J.P. Morgan Securities LLC;

(iii)

(iii)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and Merrill Lynch, Pierce, Fenner & Smith Incorporated;

(iv)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and BB&T Capital Markets, a division of BB&T Securities, LLC;

(v)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and BTIG, LLC;


(vi)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and RBC Capital Markets, LLC;

(iv)

(vii)Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and SunTrust Robinson Humphrey, Inc.; and
(viii)

Equity Distribution Agreement dated May 17, 2017 among Regency Centers Corporation, Regency Centers, L.P. and Mizuho Securities USA LLC.

(b)

(b)

Forward Master Confirmation,Form of Amendment No. 1 to the Equity Distribution Agreement, dated November 13, 2018 (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on November 14, 2018). The Amendment No.1 to each of the Equity Distribution Agreements, dated May 17, 2017, and listed in Exhibit 1 (a) are substantially identical in all material respects to the Form of Amendment No. 1 to the Equity Distribution Agreement, except for the identities of

130


the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to item 601 of Regulation S-K.

(c)

Form of Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020 (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on May 8, 2020). The Amendments No. 2 to each of the Equity Distribution Agreements listed below are substantially identical in all material respects to the Form of Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, except for the identities of the parties, and betweenhave not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:

(i)

Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P. and Wells Fargo Bank, National Association and Wells Fargo Securities, LLC.

(ii)

Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., JPMorgan Chase Bank, National Association and J.P. Morgan Securities LLC

(iii)

Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., Bank of America, N.A. and BofA Securities, Inc.

(d)

Amendment No. 2 to the Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., Mizuho Markets Americas LLC and Mizuho Securities USA LLC (incorporated by reference to Exhibit 1.2 to the Company’s Form 8-K filed on May 17, 2017)8, 2020).

(c)

(e)

Forward Master Confirmation,Form of Equity Distribution Agreement, dated May 17, 2017, by and between Regency Centers Corporation and JPMorgan Chase Bank, National Association8, 2020 (incorporated by reference to Exhibit 1.3 to the Company’s Form 8-K filed on May 17, 2017)8, 2020).

The Equity Distribution Agreements listed below are substantially identical in all material respects to the Form of Equity Distribution Agreement, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:

(d)

(i)

Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P. and Jefferies LLC.

(ii)

Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., The Bank of Nova Scotia and Scotia Capital (USA) Inc.

(iii)

Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., Bank of Montreal and BMO Capital Markets Corp.

(iv)

Equity Distribution Agreement, dated May 8, 2020, among Regency Centers Corporation, Regency Centers, L.P., TD Securities (USA) LLC and The Toronto-Dominion Bank

(f)

Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and BNY Capital Markets, LLC (incorporated by reference to Exhibit 1.1 to the Company’s Form 8-K filed on August 8, 2023).

(g)

Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and BTIG, LLC. The Equity Distribution Agreements listed below are substantially identical in all material respects to the Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and BTIG, LLC except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to Item 601 of Regulation S-K (incorporated by reference to Exhibit 1.2 to the Company’s Form 8-K filed on August 8, 2023).

(i)

Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and Regions Securities LLC.

(ii)

Equity Distribution Agreement, dated August 8, 2023, among Regency Centers Corporation, Regency Centers, L.P. and Truist Securities, Inc.

131


(h)

Form of Forward Master Confirmation, dated May 17, 2017, by and between Regency Centers Corporation and Bank of America, N.A.8, 2020 (incorporated by reference to Exhibit 1.4 to the Company’s Form 8-K filed on May 17, 2017)

8, 2020). The Forward Master Confirmations listed below are substantially identical in all material respects to the Form of Forward Master Confirmation, except for the identities of the parties, and have not been filed as exhibits to the Company’s 1934 Act reports pursuant to Instruction 2 to item 601 of Regulation S-K:

(e)

(i)

Forward Master Confirmation, dated May 17, 2017,8, 2020, by and between Regency Centers Corporation and RoyalWells Fargo Bank, National Association and Wells Fargo Securities, LLC.

(ii)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Bank of CanadaAmerica, N.A.

(iii)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and JPMorgan Chase Bank, National Association, New York Branch

(iv)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Bank of Montreal

(v)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Mizuho Markets Americas LLC

(vi)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and Jefferies LLC

(vii)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and The Bank of Nova Scotia

(viii)

Forward Master Confirmation, dated May 8, 2020, by and between Regency Centers Corporation and The Toronto-Dominion Bank.

(i)

Forward Master Confirmation, dated August 8, 2023, by and between the Regency Centers Corporation and BNY Mellon Capital Markets LLC (incorporated by reference to Exhibit 1.3 to the Company’s Form 8-K filed on August 8, 2023).

(j)

Forward Master Confirmation, dated August 8, 2023, among Regency Centers Corporation and Nomura Global Financial Products, Inc (incorporated by reference to Exhibit 1.4 to the Company’s Form 8-K filed on August 8, 2023).

(k)

Forward Master Confirmation, dated August 8, 2023, among Regency Centers Corporation and Regions Securities LLC (incorporated by reference to Exhibit 1.5 to the Company’s Form 8-K filed on August 8, 2023).

(l)

Forward Master Confirmation, dated August 8, 2023, among Regency Centers Corporation and Truist Bank (incorporated by reference to Exhibit 1.6 to the Company’s Form 8-K filed on August 8, 2023).

2.

Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession

(a)

Agreement and Plan of Merger, dated as of May 17, 2017).2023, by and among Regency Centers Corporation, Hercules Merger Sub, LLC, Urstadt Biddle Properties Inc., UB Maryland I, Inc. and UB Maryland II, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on May 18, 2023)

3.    Articles of Incorporation and Bylaws

3.

Articles of Incorporation and Bylaws

(a)

(a)

Restated Articles of Incorporation of Regency Centers Corporation (amendment is incorporated by reference to Exhibit 3.A to the Company’s Form 10-Q filed on August 8, 2017).

(b)

132


(b)

Articles of Amendment to the Company’s Restated Articles of Incorporation Designating the Preferences, Rights and Limitations of the Series A Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.3 in Regency’s Form 8-A filed on August 17, 2023)

(c)

Articles of Amendment to the Company’s Restated Articles of Incorporation Designating the Preferences, Rights and Limitations of the Series B Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 3.4 in Regency’s Form 8-A filed on August 17, 2023)

(d)

Articles of Amendment to the Company’s Restated Articles of Incorporation Deleting the Series 6 and Series 7 Cumulative Redeemable Preferred Stock Designations (incorporated by reference to Exhibit 3.5 in Regency’s Form 8-A filed on August 17, 2023)

(e)

Amended and Restated Bylaws of Regency Centers Corporation (amendment is incorporated by reference to Exhibit 3.B3.1 to the Company’s Form 10-Q filed on August 8, 2017)5, 2022).

(c)

(f)

Fifth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P., (incorporated by reference to Exhibit 3(d) to the Company's Form 10-K filed on February 19, 2014).

4.    Instruments Defining Rights of Security Holders

(a)

(g)

Amendment to the Fifth Amended and Restated Agreement of Limited Partnership Relating to the Series A Cumulative Redeemable Preferred Units, dated August 16, 2023 (incorporated by reference to Exhibit 3.4 in Regency’s Form 8-K filed on August 18, 2023)

(h)

Amendment to the Fifth Amended and Restated Agreement of Limited Partnership Relating to the Series B Cumulative Redeemable Preferred Units, dated August 16, 2023 (incorporated by reference to Exhibit 3.5 in Regency’s Form 8-K filed on August 18, 2023)

4.

Instruments Defining Rights of Security Holders

(a)

See Exhibits 3(a), 3(b), 3(c), 3(d) and 3(b)3(e) for provisions of the Articles of Incorporation and Bylaws of the Company defining the rights of security holders. See Exhibits 3(c)3(f), 3(g) and 3(d)3 (h) for provisions of the Partnership Agreement of Regency Centers, L.P. defining rights of security holders.

(b)

(b)

Indenture dated December 5, 2001 between Regency Centers, L.P., the guarantors named therein and First Union National Bank, as trustee (incorporated by reference to Exhibit 4.4 to Regency Centers, L.P.'s Form 8-K filed on December 10, 2001).

(i)

(i)

First Supplemental Indenture dated as of June 5, 2007 among Regency Centers, L.P., the Company as guarantor and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as trustee (incorporated by reference to Exhibit 4.1 to Regency Centers, L.P.'s Form 8-K filed on June 5, 2007).

(ii)

(ii)

Second Supplemental Indenture dated as of June 2, 2010 to the Indenture dated as of December 5, 2001 between Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on June 3, 2010).

(iii)

(iii)

Third Supplemental Indenture dated as of August 17, 2015 to the Indenture dated as of December 5, 2001 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015)



(incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015).
.

(iv)

(iv)

Fourth Supplemental Indenture dated as of January 26, 2017 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on January 26, 2016).

(c)

(v)

Fifth Supplemental Indenture dated September 9, 1998 between the Company, as successor-by-merger to IRT Property Company,of March 6, 2019 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and SunTrustU.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 of Form 8-K filed by IRT Property Company on September 15, 1998)

(i)
Supplemental Indenture No. 1, dated September 9, 1998, between the Company, as successor-by-merger to IRT Property Company, and SunTrust Bank, as Trustee (incorporated by reference to Exhibit 4.3 of Form 8-K filed by IRT Property Company on September 15, 1998)
(ii)
Supplemental Indenture No. 2, dated November 1, 1999, between the Company, as successor-by-merger to IRT Property Company, and SunTrust Bank, as Trustee (incorporated by reference to Exhibit 4.5 of Form 8-K filed by IRT Property Company on November 12, 1999)
(iii)
Supplemental Indenture No. 3, dated February 12, 2003, between the Company and SunTrust Bank, as Trustee (incorporated by reference to Exhibit 4.2 of Form 8-K filed by Equity One, Inc. on February 20, 2003)
(iv)
Supplemental Indenture No. 5, dated April 23, 2004, between the Company and SunTrust Bank, as Trustee (incorporated by reference to Exhibit 4.1 ofto the Company's Form 10-Q8-K filed by Equity One, Inc. on May 10, 2004)
March 6, 2019).

(v)

133


(vi)

Sixth Supplemental Indenture No. 6, dated May 20, 2005, between the Company and SunTrust Bank, as Trustee (incorporated by reference to Exhibit 4.2 of Form 10-Q filed by Equity One, Inc. on August 5, 2005)

(vi)
Supplemental Indenture No. 8, dated December 30, 2005, between the Company and SunTrust Bank, as Trustee (incorporated by reference to Exhibit 4.17 of Form 10-K filed by Equity One, Inc. on March 3, 2006)
(vii)
(d)
Supplemental Indenture No. 14, dated as of March 1, 2017, among Equity One, Inc., Regency Centers Corporation, Regency Centers, L.P., and U.S. Bank National Associationtrustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on March 1, 2017)May 13, 2020).

(e)

(vi)

Seventh Supplemental Indenture No. 15, dated as of July 26, 2017,January 18, 2024 among Regency Centers, Corporation,L.P., Regency Centers L.P.,Corporation, as guarantor, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 10.14.2 to the Company’s Form 8-K filed on July 27, 2017)January 18, 2024).

(f)

(c)

Assumption Agreement, dated as of March 1, 2017, by Regency Centers Corporation (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K filed on March 1, 2017)

10.    Material Contracts (~ indicates management contract or compensatory plan)
.

(d)

Description of the Company’s Securities Registered under Section 12 of the Exchange Act.

10.

Material Contracts (~ indicates management contract or compensatory plan)

~(a)

Form of Stock Rights Award AgreementAmended and Restated Deferred Compensation Plan dated May 6, 2003 (incorporated by reference to Exhibit 10(b)10(k) to the Company's Form 10-K filed on March 12, 2004).

~(b)

Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10(s) to the Company's Form 8-K filed on December 21, 2004).

~(c)

First Amendment to Regency Centers Corporation 2005 Deferred Compensation Plan dated December 2005 (incorporated by reference to Exhibit 10(q)(i) to the Company's Form 10-K filed on March 10, 2006).

~(b)

~(d)

Form of 409ASecond Amendment to Stock Rights Award Agreementthe Regency Centers Corporation Amended and Restated Deferred Compensation Plan (incorporated by reference to Exhibit 10(b)(i)10.2 to the Company's Form 8-K filed on June 14, 2011).

~(e)

Third Amendment to the Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on June 14, 2011).

~(f)

Regency Centers Corporation Amended and Restated Omnibus Incentive Plan (incorporated by reference to Appendix B to the Company's 2019 Annual Meeting Proxy Statement filed on March 21, 2019).

~(g)

Form of Stock Rights Award Agreement - (incorporated by reference to Exhibit 10(g) to the Company's Form 10-K filed on March onFebruary 17, 2009)2022).



~(c)

~(h)

Form of Performance Stock Rights Award Agreement (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on January 6, 2022).

~(i)

Form of Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10(c) to the Company's Form 10-K filed on March 10, 2006).

~(d)

~(j)

Form of 409A Amendment to Stock Option Agreement (incorporated by reference to Exhibit 10(c)(i) to the Company's Form 10-K filed on March 17, 2009).

~(e)

Amended and Restated Deferred Compensation Plan dated May 6, 2003 (incorporated by reference to Exhibit 10(k) to the Company's Form 10-K filed on March 12, 2004).

~(f)

~(k)

Form of Indemnification Agreement, in each case dated as of November 2, 2023, between Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10(s) to the Company's Form 8-K filed on December 21, 2004).

~(g)
First Amendment to Regency Centers Corporation 2005 Deferred Compensation Plan dated December 2005 (incorporated by reference to Exhibit 10(q)(i) to the Company's Form 10-K filed on March 10, 2006).
~(h)
Second Amendment to the Regency Centers Corporation Amended(the Company”) and Restated Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on June 14, 2011).
~(i)
Third Amendment to the Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on June 14, 2011).
~(j)
Regency Centers Corporation 2011 Omnibus Plan (incorporated by reference to Annex A to the Company's 2011 Annual Meeting Proxy Statement filed on March 24, 2011).
~(k)Form(1) each member of Director/Officer Indemnification Agreement (filed as an Exhibit to Pre-effective Amendment No. 2 to the Company's registration statement on Form S-11 filed on October 5, 1993 (33-67258), and incorporated by reference).
~(l)
Amended and Restated Severance and Changeits Board of Control Agreement dated asDirectors of April 27, 2017, by and between the Company and (2) each of Martin E. Stein, Jr. (incorporated by reference to Exhibit 10.1 and Lisa Palmer (who are each also members of the Company's Form 10-Q filed on May 10, 2017).
~(m)
~(n)
~(o)
(p)
(i)
First Amendment to Third Amended and Restated Credit Agreement dated September 13, 2012 (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on November 9, 2012).
(ii)
Second Amendment to Third Amended and Restated Credit Agreement dated June 27, 2014 (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on August 8, 2014).
(iii)
Third Amendment to Third Amended and Restated Credit Agreement dated May 13, 2015 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on May 18, 2015).


(iv)
Fourth Amendment to Third Amended and Restated Credit Agreement dated June 15, 2016Company (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed on August 5, 2016)November 6, 2023).

(v)

~(l)

Fifth AmendmentForm of Severance and Change of Control Agreement dated as of January 1, 2022, among Regency Centers Corporation, Regency Centers, L.P. and the executives listed below (incorporated by reference to ThirdExhibit 10.1 of the Company's Form 8-K filed on January 6, 2022). The Severance and Change of Control Agreements listed below are substantially identical except for the identities of the parties and the amount of severance for each which are described in Item 5.02(e) of referenced 8-K.

(i)

Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Martin E. Stein, Jr.

134


(ii)

Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Lisa Palmer

(iii)

Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Michael J. Mas

~(m)

The following Severance and Change of Control Agreement dated as of January 1, 2022, among Regency Centers Corporation, Regency Centers, L.P. and the executives listed below. The Severance and Change of Control Agreements listed below are substantially identical except for the identities of the parties and the amount of severance.

(i)

Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Alan T. Roth (incorporated by reference to Exhibit 10 (m)(i) to the Company’s Form 10-K filed on February 17, 2023).

(ii)

Severance and Change of Control Agreement dated as of January 1, 2022, by and between Regency Center Corporation, Regency Centers, L.P. and Nicholas A. Wibbenmeyer (incorporated by reference to Exhibit 10 (m)(ii) to the Company’s Form 10-K filed on February 17, 2023).

(n)

Sixth Amended and Restated Credit Agreement, dated as of March 2, 2017,January 18, 2024, by and among Regency Centers, L.P., as borrower, Regency Centers Corporation, as guarantor, Wells Fargo Bank, National Association, as administrative agent,Administrative Agent, and certain lenders party thereto (incorporated by reference to Exhibit 4.24.1 to the Company’s Form 8-K filed on March 2, 2017)January 18, 2024).

(q)

(i)

First Amendment to Term Loan Agreement dated as of June 19, 2012 (incorporated by reference to Exhibit 10(h)(i) to the Company's Form 10-K filed on March 1, 2013).

(ii)

(o)

Second Amendment to Term Loan Agreement dated as of December 19, 2012 (incorporated by reference to Exhibit 10(h)(ii) to the Company's Form 10-K filed on March 1, 2013).

(iii)
Third Amendment to Term Loan Agreement dated as of June 27, 2014 (incorporated by reference to Exhibit 10.2 to the Company's Form 10-Q filed on August 8, 2014).
(iv)
Fourth Amendment to Term Loan Agreement dated as of May 13, 2015 (incorporated by reference to Exhibit 10(j)(iv) to the Company's Form 10-K filed on February 18, 2016).
(v)
Fifth Amendment to Term Loan Agreement dated as of July 7, 2016 (incorporated by reference to exhibit 10.1 to the Company's Form 8-K filed on July 7, 2016).
(vi)
(r)

(i)

(i)

Amendment No. 1 to Second Amended and Restate Limited Liability Company Agreement of GRI-Regency, LLC (formerly Macquarie CountryWide-Regency II, LLC) (incorporated by reference to Exhibit 10.(h)(i) to the Company’s Form 10-K filed March 1, 2011).

(s)

19.

Governance Agreement, dated as of November 14, 2016, byInsider Trading Policies and amongProcedures

21.

Subsidiaries of Regency Centers Corporation Gazit Globe, Ltd.

22.

Subsidiary Guarantors and certainIssuers of its affiliated entitiesGuaranteed Securities (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by

23.

Consent of Independent Accountants

23.1

Consent of KPMG LLP for Regency Centers Corporation with the SEC on November 15, 2016).

(t)

31.

Rule 13a-14(a)/15d-14(a) Certifications.

31.1

Rule 13a-14 Certification of Chief Executive Officer for Regency Centers Corporation, as guarantor, Wells Fargo Bank, National Association, as administrative agent, and certain lenders party theretoCorporation. (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on March 2, 2017).

31.2

Rule 13a-14 Certification of Chief Financial Officer for Regency Centers Corporation.

31.3

Rule 13a-14 Certification of Chief Executive Officer for Regency Centers, L.P.

31.4

Rule 13a-14 Certification of Chief Financial Officer for Regency Centers, L.P.

32.

Section 1350 Certifications.

12.    Computation of ratios

135

12.1



23.    Consents of Independent Accountants
31.    Rule 13a-14(a)/15d-14(a) Certifications.
32.    Section 1350 Certifications.

The certifications in this exhibit 32 are being furnished solely to accompany this reportReport pursuant to 18 U.S.C. § 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act, or otherwise subject to the liability of 1934, as amended,that section and areshall not be deemed to be incorporated by reference into any of the Company's filings under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

101.    Interactive Data Files
101.INS+    XBRL Instance Document
101.SCH+    XBRL Taxonomy Extension Schema Document
101.CAL+    XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF+    XBRL Taxonomy Definition Linkbase Document
101.LAB+    XBRL Taxonomy Extension Label Linkbase Document
101.PRE+    XBRL Taxonomy Extension Presentation Linkbase Document
__________________________
except to the extent that the Company specifically incorporates it by reference.

32.1

18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers Corporation.

32.2

18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers Corporation.

32.3

18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers, L.P.

32.4

18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers, L.P.

97.

Restatement Clawback Policy of Regency Centers Corporation, effective as of November 15, 2023.

101.

Interactive Data Files

101.INS+

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH+

Inline XBRL Taxonomy Extension Schema with embedded linkbases document

104.

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

+Submitted electronically with this Annual Report

Item 16. Form 10-K Summary

None.

136




SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

February 27, 201816, 2024

REGENCY CENTERS CORPORATION

By:


By:

/s/ Martin E. Stein, Jr.

Martin E. Stein. Jr., Chairman of the BoardLisa Palmer

 Lisa Palmer, President and Chief Executive Officer



February 16, 2024

February 27, 2018

REGENCY CENTERS, L.P.

By:

By:

Regency Centers Corporation, General Partner

By:


By:

/s/ Martin E. Stein, Jr.

Martin E. Stein. Jr., Chairman of the BoardLisa Palmer

 Lisa Palmer, President and Chief Executive Officer



Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

February 16, 2024

February 27, 2018

/s/ Martin E. Stein, Jr.

Martin E. Stein. Jr., Executive Chairman of the Board and

February 16, 2024

/s/ Lisa Palmer

Lisa Palmer, President, Chief Executive Officer, and Director

February 27, 201816, 2024


/s/ Lisa Palmer

Lisa Palmer,Michael J. Mas

Michael J. Mas, Executive Vice President, and Chief Financial Officer (Principal Financial Officer)

February 27, 201816, 2024


/s/ J. Christian Leavitt

J. Christian Leavitt,Terah L. Devereaux

Terah L. Devereaux, Senior Vice President, and TreasurerChief Accounting Officer (Principal Accounting Officer)

February 27, 2018


/s/ Joseph Azrack
Joseph Azrack, Director

February 27, 201816, 2024


/s/ Raymond L Bank
Raymond L Bank, Director
February 27, 2018

/s/ Bryce Blair

Bryce Blair, Director

February 27, 201816, 2024


/s/ C. Ronald Blankenship

C. Ronald Blankenship, Director

February 27, 2018


/s/ Mary Lou Fiala
Mary Lou Fiala, Director

February 27, 201816, 2024


/s/ Kristin A. Campbell

Kristin A. Campbell, Director

February 16, 2024

/s/ Deirdre J. Evens

Deirdre J. Evens, Director

February 16, 2024

/s/ Thomas W. Furphy

Thomas W. Furphy, Director

February 16, 2024

/s/ Karin M. Klein

Karin M. Klein, Director

February 16, 2024

/s/ Peter Linneman

Peter Linneman, Director

February 27, 201816, 2024


/s/ David P. O'Connor

David P. O'Connor, Director

February 27, 2018


/s/ John C. Schweitzer
John C. Schweitzer, Director

February 27, 201816, 2024


/s/ Thomas G. Wattles

Thomas G. Wattles,James H Simmons

James H. Simmons, Director

137



149