These unconsolidated joint ventures are accounted for under the equity method of accounting, as we have the ability to exercise significant influence over, but not control of, the operating and financial decisions of these investments. Our off-balance sheet arrangements are more fully discussed in Note 5, "Investments4, “Investments in and Advances to Unconsolidated Joint Ventures"Ventures” in our financial statements in Item 1 of this Quarterly Report on Form 10-Q. Although we have not guaranteed the debt of these joint ventures, we have agreed to customary environmental indemnifications and nonrecourse carve-outs (e.g. guarantees against fraud, misrepresentation and bankruptcy) on certain loans of the joint ventures. The below table details information about the outstanding non-recourse mortgage financings on our unconsolidated joint ventures (amounts in thousands):
Net Cash Flows from:
Operating Activities
Net cash flows provided by operating activities amounted to $16.7 million for the three months ended January 31, 2023 compared to $13.5 million in the comparable period of fiscal 2022. The net increase in operating cash flows when compared with the corresponding prior period was primarily related to new leasing in the portfolio completed after the first quarter of fiscal 2022 and in fiscal 2023 and the net operating income from our Shelton Square acquisition, which closed after the first quarter of fiscal 2022.
Investing Activities
Net cash flows used by investing activities amounted to $5.0 million for the three months ended January 31, 2023 compared to net cash used by investing activities in the amount of $234,000 in the comparable period of fiscal 2022. The increase in net cash flows used by investing activities in the three months ended January 31, 2023 when compared to the corresponding prior period was the result of investing $2.2 million more in improvements to our properties than we did in the first quarter of fiscal 2022. In addition, the increase in net cash used was the result of selling one investment property in the first quarter of fiscal 2022, which generated net proceeds of $1.8 million, we did not sell any properties in the first quarter of fiscal 2023 and receiving $1.1 million less in distributions from our unconsolidated joint ventures in the first quarter of fiscal 2023 when compared with last year’s first quarter.
We regularly make capital investments in our properties for improvements, and pursuant to our obligations for tenant improvements and leasing commissions.
Financing Activities
The small decrease in net cash flows used by financing activities for the three months ended January 31, 2023, when compared to the corresponding prior period, was predominantly the result of borrowing $7 million on our Facility in the first quarter of fiscal 2023, we did not have any borrowing activity on our facility in the first quarter of fiscal 2022. This was offset by investing $2.1 million to repurchase our common stock in the first quarter of fiscal 2023, we did not repurchase any common stock in the first quarter of fiscal 2022. In addition, in the first quarter of fiscal 2022 we refinanced a mortgage loan and increased the principal by $4.5 million.
Results of Operations
The following information summarizes our results of operations for the three months ended January 31, 2023 and 2022 (amounts in thousands):
| | Three Months Ended | | | | | | Change Attributable to | |
| | January 31, | | | Increase | | | | | | Property | | | Properties Held In | |
Revenues | | 2023 | | | 2022 | | | (Decrease) | | | % Change | | | Acquisitions/Sales | | | Both Periods (Note 1) | |
Base rents | | $ | 26,833 | | | $ | 24,989 | | | $ | 1,844 | | | | 7.4 | % | | $ | 797 | | | $ | 1,047 | |
Recoveries from tenants | | | 8,886 | | | | 9,274 | | | | (388 | ) | | | (4.2 | )% | | | 194 | | | | (582 | ) |
Uncollectable amounts in lease income | | | (104 | ) | | | (113 | ) | | | 9 | | | | (8.0 | )% | | | - | | | | 9 | |
ASC Topic 842 cash basis lease income reversal (including straight-line rent) | | | 124 | | | | (63 | ) | | | 187 | | | | (296.8 | )% | | | - | | | | 187 | |
Total lease income | | | 35,739 | | | | 34,087 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Lease termination | | | 1,557 | | | | 28 | | | | 1,529 | | | | 5,460.7 | % | | | - | | | | 1,529 | |
Other income | | | 1,001 | | | | 1,440 | | | | (439 | ) | | | (30.5 | )% | | | (10 | ) | | | (429 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Operating Expenses | | | | | | | | | | | | | | | | | | | | | | | | |
Property operating | | | 6,965 | | | | 7,002 | | | | (37 | ) | | | (0.5 | )% | | | 158 | | | | (195 | ) |
Property taxes | | | 5,918 | | | | 5,923 | | | | (5 | ) | | | (0.1 | )% | | | 65 | | | | (70 | ) |
Depreciation and amortization | | | 8,404 | | | | 7,144 | | | | 1,260 | | | | 17.6 | % | | | 282 | | | | 978 | |
General and administrative | | | 2,726 | | | | 2,680 | | | | 46 | | | | 1.7 | % | | | n/a | | | | n/a | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Non-Operating Income/Expense | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | | 3,647 | | | | 3,302 | | | | 345 | | | | 10.4 | % | | | - | | | | 345 | |
Interest, dividends, and other investment income | | | 134 | | | | 55 | | | | 79 | | | | 143.6 | % | | | n/a | | | | n/a | |
Note 1 – Properties held in both periods includes only properties owned for the entire periods of 2023 and 2022 and for interest expense the amount also includes parent company interest expense. All other properties are included in the property acquisition/sales column. There are no properties excluded from the analysis.
Base rents increased by 7.4% to $26.8 million for the three months ended January 31, 2023, as compared with $25.0 million in the corresponding period of 2022. The change in base rent and the changes in other income statement line items analyzed in the table above were attributable to:
Property Acquisitions and Properties Sold:
In fiscal 2022, we acquired one property totaling 188,000 square feet and sold three properties totaling 14,300 square feet. These properties accounted for all of the revenue and expense changes attributable to property acquisitions and sales in the three months ended January 31, 2023, when compared with the corresponding period in fiscal 2022.
Properties Held in Both Periods:
Revenues
Base Rent
For properties held in both periods, base rent for the three months ended January 31, 2023 increased by $1.0 million when compared with the corresponding prior period. This positive variance in the three months ended January 31, 2023 when compared with the corresponding prior period, was primarily a result of net new leasing in the portfolio after the first quarter of fiscal 2022 predominantly at 10 properties.
In the first three months of fiscal 2023, we leased or renewed approximately 158,200 square feet (or approximately 3.5% of total GLA). At January 31, 2023, our consolidated properties were 94.1% leased (93.0% leased at October 31, 2022).
Tenant Recoveries
In the three months ended January 31, 2023, recoveries from tenants (which represent reimbursements from tenants for operating expenses and property taxes) decreased by a net $582,000, when compared with the corresponding prior period, predominantly related to the recalculation of one tenant's real estate tax reimbursement calculations, which resulted in additional billings to that tenant in the first quarter of fiscal 2022, which creates negative variance in the first quarter of fiscal 2023.
Lease Termination Income
In the three months ended January 31, 2023, lease termination income increased by $1.5 million when compared with the corresponding prior period, related predominantly to three lease termination settlements reached with three different tenants in the first quarter of fiscal 2023. Those tenants had vacated their premises and reached agreement with the company to settle the remaining obligations under their leases.
Uncollectable Amounts in Lease Income
In the three months ended January 31, 2023, uncollectable amounts in lease income was relatively unchanged from the corresponding prior period.
ASC Topic 842 Cash Basis Lease Income Reversals
We adopted ASC Topic 842 "Leases" at the beginning of fiscal 2020. ASC Topic 842 requires, among other things, that if the collectability of a specific tenant’s future lease payments as contracted are not probable of collection, revenue recognition for that tenant must be converted to cash-basis accounting and be limited to the lesser of the amount billed or collected from that tenant. In addition, any straight-line rental receivables would need to be reversed in the period that the collectability assessment changed to not probable. As a result of continuing to analyze our entire tenant base, we determined that as a result of the COVID-19 pandemic, 89 tenants' future lease payments were no longer probable of collection. All such tenants were converted to cash basis after our second quarter of fiscal 2020 and prior to our third quarter of fiscal 2021. As of January 31, 2023, 36 of these 89 tenants are no longer tenants in the Company's properties. There were no significant charges related to cash-basis tenants in the three months ended January 31, 2023 and 2022.
Expenses
Property Operating
In the three months ended January 31, 2023, property operating expenses were relatively unchanged when compared with the corresponding prior period.
Property Taxes
In the three months ended January 31, 2023, property tax expenses were relatively unchanged when compared with the corresponding prior period.
Interest
In the three months ended January 31, 2023, interest expense increased by $345,000 when compared with the corresponding prior period. The increase was mainly the result of having higher amounts drawn on our Facility coupled with higher interest rates as interest on the Facility is calculated on a variable rate.
Depreciation and Amortization
In the three months ended January 31, 2023, depreciation and amortization increased by $978,000 when compared with the corresponding prior period. This increase was related to additional tenant improvement amortization resulting from the termination of three tenant leases at our Orange Meadows property, which terminations were required so that we can deliver the combined spaces to a new tenant.
General and Administrative Expenses
In the three months ended January 31, 2023, general and administrative expenses were relatively unchanged when compared with the corresponding prior period.
Funds from Operations
We consider FFO to be an additional measure of our operating performance. We report FFO in addition to net income applicable to common stockholders and net cash provided by operating activities. Management has adopted the definition suggested by The National Association of Real Estate Investment Trusts (“NAREIT”) and defines FFO to mean net income (computed in accordance with GAAP), excluding gains or losses from sales of property, plus real estate-related depreciation and amortization and after adjustments for unconsolidated joint ventures.
Management considers FFO to be a meaningful, additional measure of operating performance because it primarily excludes the assumption that the value of the company’s real estate assets diminishes predictably over time, and industry analysts have accepted FFO as a performance measure. FFO is presented to assist investors in analyzing the performance of the company. It is helpful as it excludes various items included in net income that are not indicative of our operating performance, such as gains (or losses) from sales of property and depreciation and amortization. However, FFO:
does not represent cash flows from operating activities in accordance with GAAP (which, unlike FFO, generally reflects all cash effects of transactions and other events in the determination of net income); and
should not be considered an alternative to net income as an indication of our performance.
FFO as defined by us may not be comparable to similarly titled items reported by other real estate investment trusts due to possible differences in the application of the NAREIT definition used by such REITs. The table below provides a reconciliation of net income applicable to Common and Class A Common stockholders in accordance with GAAP to FFO for the three months ended January 31, 2023 and 2022 (amounts in thousands):
Reconciliation of Net Income Available to Common and Class A Common Stockholders To Funds From Operations: | | Three Months Ended | |
| | January 31, | |
| | 2023 | | | 2022 | |
Net Income Applicable to Common and Class A Common Stockholders | | $ | 6,802 | | | $ | 5,397 | |
| | | | | | | | |
Real property depreciation | | | 5,914 | | | | 5,738 | |
Amortization of tenant improvements and allowances | | | 1,998 | | | | 991 | |
Amortization of deferred leasing costs | | | 478 | | | | 397 | |
Depreciation and amortization on unconsolidated joint ventures | | | 371 | | | | 375 | |
(Gain)/loss on sale of property | | | 4 | | | | (2 | ) |
| | | | | | | | |
Funds from Operations Applicable to Common and Class A Common Stockholders | | $ | 15,567 | | | $ | 12,896 | |
FFO amounted to $15.6 million in the three months ended January 31, 2023, compared to $12.9 million in the corresponding period of fiscal 2022. The net increase in FFO is attributable, among other things to:
Increases:
A $1.8 million increase in base rent for new leasing in the portfolio after the first quarter of fiscal 2022 predominantly at 10 properties.
The net operating income from our Shelton Square acquisition, which closed after the first quarter of fiscal 2022.
• | An increase in lease termination income of $1.5 million when compared with the corresponding prior period, related predominantly to three lease termination settlements reached with three different tenants in the first quarter of fiscal 2023. Those tenants had vacated their premises and reached agreement with the company to settle the remaining obligations under their leases. |
Decreases:
An increase in interest expense of $345,000 when compared with the corresponding prior period. The increase was mainly the result of having higher amounts drawn on our Facility coupled with higher interest rates, as interest on the Facility is calculated on a variable rate.
A $388,000 net decrease in recoveries from tenants (which represent reimbursements from tenants for operating expenses and property taxes) when compared with the corresponding prior period, predominantly related to the recalculation of one tenant's real estate tax reimbursement calculations, which resulted in additional billings to that tenant in the first quarter of fiscal 2022, which creates negative variance in the first quarter of fiscal 2023.
Same Property Net Operating Income
We present Same Property Net Operating Income ("Same Property NOI"), which is a non-GAAP financial measure. Same Property NOI excludes from Net Operating Income (“NOI”) properties that have not been owned for the full periods presented. The most directly comparable GAAP financial measure to NOI is operating income. To calculate NOI, operating income is adjusted to add back depreciation and amortization, general and administrative expense, interest expense, amortization of above and below-market lease intangibles and to exclude straight-line rent adjustments, interest, dividends and other investment income, equity in net income of unconsolidated joint ventures, and gain/loss on sale of operating properties.
We use Same Property NOI internally as a performance measure, and we believe Same Property NOI provides useful information to investors regarding our financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level. Our management also uses Same Property NOI to evaluate property level performance and to make decisions about resource allocations. Further, we believe Same Property NOI is useful to investors as a performance measure because, when compared across periods, Same Property NOI reflects the impact on operations from trends in occupancy rates, rental rates and operating costs on an unleveraged basis, providing perspective not immediately apparent from income from continuing operations. Same Property NOI excludes certain components from net income attributable to Urstadt Biddle Properties Inc. in order to provide results that are more closely related to a property’s results of operations. For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred at the corporate level as opposed to the property level. In addition, depreciation and amortization, because of historical cost accounting and useful life estimates, may distort operating performance at the property level. Same Property NOI presented by us may not be comparable to Same Property NOI reported by other REITs that define Same Property NOI differently.
| | Three Months Ended January 31, |
| | 2023 | 2022 | % Change |
Same Property Operating Results: | | | | |
| | | | |
Number of Properties (Note 1) | | 72 | |
| | | | |
Revenue (Note 2) | | | | |
Base Rent (Note 3) | | $25,966 | $25,245 | 2.9% |
Uncollectable amounts in lease income-same property | | (104) | (113) | (8.0)% |
ASC Topic 842 cash-basis lease income reversal-same property | | 124 | (87) | (242.5)% |
Recoveries from tenants | | 8,688 | 9,270 | (6.3)% |
Other property income | | 137 | 336 | (59.2)% |
| | 34,811 | 34,651 | 0.5% |
| | | | |
Expenses | | | | |
Property operating | | 4,098 | 3,906 | 4.9% |
Property taxes | | 5,893 | 5,913 | (0.3)% |
Other non-recoverable operating expenses | | 647 | 549 | 17.9% |
| | 10,638 | 10,368 | 2.6% |
| | | | |
Same Property Net Operating Income | | $24,173 | $24,283 | (0.5)% |
| | | | |
Reconciliation of Same Property NOI to Most Directly Comparable GAAP Measure: | | | | |
| | | | |
Other reconciling items: | | | | |
Other non same-property net operating income | | 746 | 30 | |
Other Interest income | | 180 | 125 | |
Other Dividend Income | | 8 | 8 | |
Consolidated lease termination income | | 1,557 | 28 | |
Consolidated amortization of above and below market leases | | 183 | 174 | |
Consolidated straight line rent income | | 372 | 5 | |
Equity in net income of unconsolidated joint ventures | | 420 | 267 | |
Taxable REIT subsidiary income/(loss) | | (3) | 186 | |
Solar income/(loss) | | 2 | (211) | |
Unrealized holding gains arising during the periods | | - | - | |
Gain on marketable securities | | - | - | |
Interest expense | | (3,647) | (3,302) | |
General and administrative expenses | | (2,726) | (2,680) | |
Uncollectable amounts in lease income | | (104) | (113) | |
Uncollectable amounts in lease income-same property | | 104 | 113 | |
ASC Topic 842 cash-basis lease income reversal | | 124 | (87) | |
ASC Topic 842 cash-basis lease income reversal-same property | | (124) | 87 | |
Directors fees and expenses | | (119) | (107) | |
Depreciation and amortization | | (8,404) | (7,144) | |
Adjustment for intercompany expenses and other | | (1,670) | (1,943) | |
| | | | |
Total other -net | | (13,101) | (14,564) | |
Income from continuing operations | | 11,072 | 9,719 | 13.9% |
Gain (loss) on sale of real estate | | (4) | 2 | |
Net income | | 11,068 | 9,721 | 13.9% |
Net income attributable to noncontrolling interests | | (853) | (911) | |
Net income attributable to Urstadt Biddle Properties Inc. | | $10,215 | $8,810 | 15.9% |
| | | | |
Same Property Operating Expense Ratio (Note 4) | | 87.0% | 94.4% | (7.5)% |
Note 1 - Includes only properties owned for the entire period of both periods presented.
Note 2 - Excludes straight line rent, above/below market lease rent, lease termination income.
Note 3 - Base rents for the three month period ended January 31, 2023 are reduced by approximately $0, for rents that were deferred, and approximately $0, for rents that were abated, because of COVID-19. Base rents for the three month period ended January 31, 2023, are increased by approximately $19,000, in COVID-19 deferred rents that were billed and collected in the fiscal 2023 periods.
Base rents for the three month period ended January 31, 2022 are reduced by approximately $51,000, for rents that were deferred, and approximately $124,000 for rents that were abated, because of COVID-19. Base rents for the three month period ended January 31, 2022, are increased by approximately $287,000, in COVID-19 deferred rents that were billed and collected in the fiscal 2022 periods.
Note 4 -Represents the percentage of property operating expense and real estate tax.
Item 3. 3. Quantitative and Qualitative Disclosures about Market Risk
We are exposed to interest rate risk primarily through our borrowing activities, which predominantly include fixed-rate mortgage debt and, in limited circumstances, variable rate debt. As of January 31, 2018,2023, we had total mortgage debt and other notes payable of $295.5$298.8 million, of which 100% was fixed-rate, inclusive of variable rate mortgages that have been swapped to fixed interest rates using interest rate swap derivatives contracts.
For our fixed-rate debt, there is inherent rollover risk for borrowings as they mature and are renewed at current market rates. The extent of this risk is not quantifiable or predictable because of the variability of future interest rates and the Company'sour future financing requirements.
To reduce our exposure to interest rate risk on variable-rate debt, we use interest rate swap agreements for example, to convert some of our variable-rate debt to fixed-rate debt. As of January 31, 2018,2023, we had sevennine open derivative financial instruments.instruments that relate to promissory notes secured by properties that we consolidate. These interest rate swaps are cross collateralizedcross-collateralized with mortgages on properties in Rye, NY, Ossining, NY, Yonkers, NY, Orangeburg, NY, Southeast, NY, Stamford, CT, Greenwich CT, Darien, CT, Stratford, CT. and Greenwich CT.Dumont, NJ. The Rye swaps expire in October 2019, the Ossining swap expires in October 2024, the Yonkers swap expires in November 2024, the Orangeburg swap expires in October 2024, the Southeast swap expires in June 2029, the Stamford swap expires in July 2027, and the Greenwich swaps expire in October 2026, allthe Darien swap expires in March 2028, the Stratford swap expires in February 2032, and the Dumont, NJ swap expires in August 2027, in each case concurrent with the maturity of the respective mortgages. All of the aforementioned derivatives contracts are adjusted to fair market value at each reporting period. The Company hasWe have concluded that all of the aforementioned derivatives contracts are effective cash flow hedges as defined in ASC Topic 815. We are required to evaluate the effectiveness at inception and at each reporting date. As a result of the aforementioned derivatives contracts being effective cash flow hedges, all changes in fair market value are recorded directly to stockholders equity in accumulated comprehensive income and have no effect on our earnings.
Under existing guidance, the earningspublication of the Company.LIBOR reference rate was to be discontinued beginning on or around the end of 2021. However, the ICE Benchmark Administration, in its capacity as administrator of USD LIBOR, has announced that it intends to extend publication of USD LIBOR (other than one-week and two-month tenors) by 18 months to June 2023. Notwithstanding this possible extension, a joint statement by key regulatory authorities calls on banks to cease entering into new contracts that use USD LIBOR as a reference rate by no later than December 31, 2021. However, the ICE Benchmark Administration, in its capacity as administrator of USD LIBOR, subsequently announced that it extended publication of USD LIBOR (other than one-week and two-month tenors) by 18 months to June 2023. In August and December 2022, we amended six mortgages and their related interest rate swap agreements to include market standard provisions for determining the benchmark replacement rate for LIBOR in the form of SOFR. We are in the process of working with the lenders and counterparties to amend the remaining promissory notes and swap contracts that reference LIBOR. We have good working relationships with all of our lenders/counterparties, and expect that the replacement reference rate under the amended notes will continue to match the replacement rates in the swaps. Therefore, we believe there would be no material effect on our financial position or results of operations. See “We may be adversely affected by changes in LIBOR reporting practices, the method in which LIBOR is determined or the use of alternative reference rates” under Item 1A of our October 31, 2022 annual report on Form 10-K for more information.
At January 31, 2023, we had $37.5 million in borrowings outstanding on our Facility, which bears interest at SOFR plus 1.55%. If interest rates were to rise 1%, our interest expense as a result of the variable rate would increase by any amount outstanding multiplied by 1% per annum.
Item 4.Controls and Procedures
Evaluation of Disclosure Controls and Procedures
The Company's Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report.�� Based on such evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company's disclosure controls and procedures are effective.
Changes in Internal Controls
During the quarter ended January 31, 2018,2023, there were no changes in the Company'sour internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company'sour internal control over financial reporting.
PART II – OTHER INFORMATION
Item 1.
Legal Proceedings
TheIn the ordinary course of business, the Company is not involved in any litigation that in management's opinion would result in alegal proceedings. There are no material adverse effect onlegal proceedings presently pending against the Company's ownership, management or operation of its properties.Company.
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
TheFollowing its initial December 2013 authorization, in June 2017, our Board of Directors of the Company has approvedre-approved a share repurchase program ("Prior Repurchase Program") for the repurchase of up to 2,000,000 shares, in the aggregate, of Common stock,Stock and Class A Common stockStock in open market transactions.
On October 3, 2022, our Board of Directors re-approved a new share repurchase program (“Current Repurchase Program”) for the repurchase of up to 2,000,000 shares, in the aggregate, of Common Stock and Series G Cumulative Preferred stockClass A Common Stock in open market transactions. The Current Repurchase Program was announced on October 3, 2022 and has no set expiration date. The timing and actual number of shares purchased under the program depend upon marketplace conditions and other factors. For the three month period ended January 31, 2018,2023, the Company did not repurchase anyrepurchased 116,016 shares of Class A Common stock and 287 shares of Common stock under the Program. DuringCurrent Repurchase Program through a Rule 10b5-1(c)(1) agreement entered into between the three months ended January 31, 2018 3,250 restrictedCompany and its broker Deutsche Bank Securities Inc.
Table A (Class A Common shares)
The following table sets forth Class A Common shares were forfeitedrepurchased by former employees. Fromthe Company during the three month period ended January 31, 2023:
Period | | Total Number of Shares Purchased | | | Average Price Per Share Purchased | | | Total Number Shares Re- purchased as Part of Publicly Announced Plan or Program (a) | | | Maximum Number of Shares That May be Purchased Under the Plan or Program (a) | |
November 1, 2022 – November 30, 2022 | | | 40,268 | | | $ | 18.38 | | | | 40,268 | | | | 1,466,807 | |
December 1, 2022 – December 31, 2022 | | | 75,748 | | | $ | 18.39 | | | | 75,748 | | | | 1,390,859 | |
January 1, 2023 – January 31, 2023 | | | - | | | | - | | | | - | | | | 1,390,859 | |
(a) See paragraph above regarding the Prior Repurchase Program and the Current Repurchase Program. The number of shares listed under the column “The Maximum Number of Shares That May be Purchased Under the Plan or Program” of Table A is inclusive of the number of shares listed under the same column of Table B.
Table B (Common shares)
The following table sets forth Common shares repurchased by the Company during the three month period ended January 31, 2023:
Period | | Total Number of Shares Purchased | | | Average Price Per Share Purchased | | | Total Number Shares Re- purchased as Part of Publicly Announced Plan or Program (a) | | | Maximum Number of Shares That May be Purchased Under the Plan or Program (a) | |
November 1, 2022 – November 30, 2022 | | | 87 | | | $ | 18.46 | | | | 87 | | | | 1,466,807 | |
December 1, 2022 – December 31, 2022 | | | 200 | | | $ | 18.37 | | | | 200 | | | | 1,390,859 | |
January 1, 2023 – January 31, 2023 | | | - | | | | - | | | | - | | | | 1,390,859 | |
(a) See paragraph above regarding the Prior Repurchase Program and the Current Repurchase Program. The number of shares listed under the column “The Maximum Number of Shares That May be Purchased Under the Plan or Program” of Table B is inclusive of the number of shares listed under the same column of Table A.
In addition, from time to time, we could be deemed to have repurchased shares as a result of shares withheld for tax purposes upon a stock compensation related vesting event.
During the three months endedJanuary 31, 2023, the Company repurchased 26,014 shares for an aggregate purchase price of $492,870 (weighted average price of $18.95 per share) in connection with shares of Class A Common Stock surrendered or deemed surrendered to the Company to satisfy statutory minimum tax withholding obligations in connection with the vesting of restricted stock award pursuant to the Company's Restricted Stock Award Plan.
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10.14 | |
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10.15 | First Amendment No. 1 to the Amended and Restated Credit Agreement, dated August 23, 2016,as of January 26, 2023, by and among the Company,Urstadt Biddle Properties Inc., The Bank of New York Mellon, as Administrative Agent, and BMO Capital Markets, as Co-Syndication Agent, and Wells Fargo Bank, N.A. and Bank of Montreal (as co-syndication agents), (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, as Co-Syndication Agent, and the Lenders named.*filed on January 27, 2023). |
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101101.INS | The following materials from Urstadt Biddle Properties Inc.'s Quarterly Report on Form 10-Q forInline XBRL Instance Document (the instance document does not appear in the quarter ended January 31, 2018, formatted inInteractive Data File because its XBRL (Extensible Business Reporting Language): (1)tags are embedded within the Consolidated Balance Sheets, (2) the Consolidated Statements of Income, (3) the Consolidated Statements of Comprehensive Income (4) the Consolidated Statements of Cash Flows, (5) the Consolidated Statement of Stockholders' Equity, and (6) Notes to Consolidated Financial Statements that have been detail tagged.Inline XBRL document). |
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101.SCH | # Management contract, compensation plan arrangementInline XBRL Taxonomy Extension Schema Document. |
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101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| * Filed herewith |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
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101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. |
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101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
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104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
Pursuant to the requirements 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.
| URSTADT BIDDLE PROPERTIES INC. | |
| (Registrant) | |
| | |
| By: /s/ Willing L. Biddle | |
| Willing L. Biddle | |
| Chief Executive Officer | |
| (Principal Executive Officer) | |
| | |
| By: /s/ John T. Hayes | |
| John T. Hayes | |
| Senior Vice President & | |
| Chief Financial Officer | |
| (Principal Financial Officer | |
Dated: March 9, 201810, 2023 | and Principal Accounting Officer | |