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Investments in Real Estate Partnerships | 12 Months Ended
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Dec. 31, 2023
Equity Method Investments and Joint Ventures [Abstract] |
Investments in Real Estate Partnerships | 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. (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. The summarized balance sheet information for the investments in real estate partnerships, on a combined basis, is as follows:
|  | 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:
|  | 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 |
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 |
Acquisitions The following table provides a summary of shopping centers and land parcels acquired through our unconsolidated real estate 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) 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 The following table provides a summary of shopping centers and land parcels 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 |
Notes Payable Scheduled principal repayments on notes payable held by our unconsolidated investments in real estate partnerships as of December 31, 2023, 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 |
These fixed and variable rate notes payable are all non-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. As notes payable mature, they will be repaid from proceeds from new borrowings and/or partner capital 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-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 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 real estate partner was unable to fund its share of the capital requirements of the real estate partnership, the Company would have the right, but not the obligation, to loan the defaulting partner the amount of its capital call which would be secured by the partner's membership interest. Management fee income In addition to earning our Pro-rata share of net income or loss in each of these real 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.

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- Definition The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3 Reference 3: http://www.xbrl.org/2003/role/recommendedDisclosureRef -Topic 323 -SubTopic 740 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481543/323-740-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Topic 323 -Publisher FASB -URI https://asc.fasb.org//323/tableOfContent + Details
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