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Real Estate Investments | 9 Months Ended
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Sep. 30, 2023
Business Combinations [Abstract] |
Real Estate Investments |
2. | Real Estate Investments
UBP Acquisition General With respect to the acquisition of UBP discussed in Note 1 - Acquisition of Urstadt Biddle Properties Inc, 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 issuance |  |  | 225,000 |
Transaction costs |  |  | 57,197 |
Other cash payments |  |  | 68 |
Total purchase price |  | $ | 1,140,061 |
Purchase Price Allocation The acquisition 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, including notes payable, are recorded at fair 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 for 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 includes estimating an “as-if vacant” fair value of the physical property, which includes land, building, and improvements and also 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 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 specialist utilized stabilized NOI and market specific capitalization rates as the primary valuation inputs in determining the fair value of the real estate assets. Management reviews the inputs used by the third-party specialist as well as the allocation of the purchase price to ensure reasonableness and that the procedures are performed in accordance with management's policy. Management and the third-party valuation specialist prepared their fair value estimates for each of the operating properties 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. The following table details the weighted average amortization and net accretion periods, in years, of the major classes of intangible assets and intangible liabilities arising from the UBP acquisition:
(in years) |  | Weighted Average Amortization Period |
Assets: |  |  |
In-place leases |  |  | 8.0 |
Above-market leases |  |  | 7.0 |
Liabilities: |  |  |
Below-market leases |  |  | 18.5 |
Other Acquisitions The following tables detail the other properties acquired for the periods set forth below:
(in thousands) |  | Nine months ended September 30, 2023 |
Date Purchased |  | Property Name |  | City/State |  | Property Type |  | Regency Ownership |  | Purchase Price (1) |  |  | Debt Assumed, Net of Discounts (1) |  |  | Intangible Assets (1) |  |  | Intangible Liabilities (1) |
Consolidated |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
5/1/2023 |  | Sienna Phase 1 |  | Houston, TX |  | Development |  | 75% |  | $ | 2,695 |  |  |  | — |  |  |  | — |  |  |  | — |
5/18/2023 |  | SunVet |  | Holbrook, NY |  | Development |  | 99% |  |  | 24,140 |  |  |  | — |  |  |  | — |  |  |  | — |
Total consolidated |  |  |  |  |  |  |  | $ | 26,835 |  |  |  | — |  |  |  | — |  |  |  | — |
Unconsolidated |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
9/19/2023 |  | Old Town Square |  | Chicago, IL |  | Operating |  | 20% |  |  | 27,510 |  |  |  | — |  |  |  | 3,625 |  |  |  | 503 |
Total unconsolidated |  |  |  |  |  |  |  | $ | 27,510 |  |  |  | — |  |  |  | 3,625 |  |  |  | 503 |
Total property acquisitions |  |  |  |  |  |  |  | $ | 54,345 |  |  |  | — |  |  |  | 3,625 |  |  |  | 503 |
(in thousands) |  | Nine months ended September 30, 2022 |
Date Purchased |  | Property Name |  | City/State |  | Property Type |  | Regency Ownership |  | Purchase Price (1) |  |  | Debt Assumed, Net of Discounts (1) |  |  | Intangible Assets (1) |  |  | Intangible Liabilities (1) |
Consolidated |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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 |
Total consolidated |  |  |  |  |  |  |  | $ | 211,253 |  |  |  | 22,779 |  |  |  | 22,137 |  |  |  | 8,704 |
Unconsolidated |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
3/25/2022 |  | Naperville Plaza |  | Naperville, IL |  | Operating |  | 20% |  |  | 52,380 |  |  |  | 22,074 |  |  |  | 4,336 |  |  |  | 814 |
6/24/2022 |  | Baybrook East 1B |  | Houston, TX |  | Development |  | 50% |  |  | 5,540 |  |  |  | — |  |  |  | — |  |  |  | — |
Total unconsolidated |  |  |  |  |  |  |  | $ | 57,920 |  |  |  | 22,074 |  |  |  | 4,336 |  |  |  | 814 |
Total property acquisitions |  |  |  |  |  |  |  | $ | 269,173 |  |  |  | 44,853 |  |  |  | 26,473 |  |  |  | 9,518 |
(1) Amounts for purchase price and allocation are reflected at 100%. (2) These properties were part of the four 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 a combined basis, including the Company's carry over basis related to its 25% previously owned equity investment in the partnership.

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