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Organization and Significant Accounting Policies (Policies) | 6 Months Ended
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Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
Acquisition of UBP | Acquisition of Urstadt Biddle Properties Inc. On August 18, 2023, the Company acquired Urstadt Biddle Properties Inc. ("UBP") which was accounted for as an asset acquisition. Under the terms of the merger agreement, 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 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”). As a result of the acquisition, the Company acquired 74 properties representing 5.3 million square feet of GLA, including 10 properties held through real estate partnerships. See the Company's audited Annual Report on Form 10-K for the year ended December 31, 2023 for further disclosure regarding the acquisition transaction.
Risks and Uncertainties | Risks and Uncertainties 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 may 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, geopolitical and macroeconomic challenges, including the war involving Russia and Ukraine, current Middle East conflicts and wars, and the economic conflicts with China, as well as the slowing of its economy, could impact aspects of the U.S. economy and, therefore, consumer spending. The policies implemented by the U.S. government to address these and related issues, including changes by the Board of Governors of the Federal Reserve System of its benchmark federal funds rate, increases or decreases in federal government spending, and economic sanctions and tariffs, could result in adverse impacts on the U.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. See Item 1A of Part I of the Company's Annual Report on Form 10-K for a more detailed discussion of the Risk Factors potentially impacting the Company's business and results of operations.
Investment Risk Concentrations | Investment Risk Concentrations As of June 30, 2024, no single tenant comprised 10% or more of our aggregate annualized base rent ("ABR"). As of June 30, 2024, the Company had three geographic concentrations that accounted for at least 10.0% of our aggregate ABR. Real estate properties located in California, Florida and the New York-Newark-Jersey City core-based statistical area accounted for 23.4%, 20.6% and 11.0% of ABR respectively. As a result, this geographic concentration of our portfolio makes it potentially more susceptible to adverse weather or economic events that impact these locations.
Consolidation | Consolidation In addition to properties that are wholly-owed, the Company consolidates properties where it owns less than 100% but holds a controlling financial interest in the entity.Controlling financial interest is determined using an evaluation based on accounting standards related to the consolidation of Variable Interest Entities ("VIEs") and voting interest entities. Ownership of the Parent Company The Parent Company currently 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 June 30, 2024, the Parent Company owned approximately 99.4% of the outstanding Common Units, with the remaining Common Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company currently owns all of the Preferred Units.
Real Estate Partnerships | Real Estate Partnerships As of June 30, 2024, Regency held partial ownership interests in 119 properties through real estate partnerships, of which 18 are consolidated. Regency's partners include institutional investors, real estate developers and/or operators, and passive investors (the "Partners" or "Limited Partners"). These partnerships have been established to own and operate real estate properties. The Company’s involvement with these entities is through its ownership and management of the properties. The entities 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. Regency has variable interests in these entities through its equity ownership, with Regency being the primary beneficiary in certain of these real estate partnerships. 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 have a controlling financial interest, but has significant influence, Regency recognizes its equity investments in them in accordance with the equity method of accounting. The assets of these partnerships are restricted to use by the respective partnerships and cannot be directly reached by general creditors of the Company. Similarly, the obligations of the partnerships are backed by, and can only be settled through the assets of these partnerships or by additional capital contributions by the partners. The carrying amounts of VIEs' assets and liabilities included in the Company's consolidated financial statements, exclusive of the Operating Partnership, are as follows:
(in thousands) |  | June 30, 2024 |  |  | December 31, 2023 |
Assets |  |  |  |  |  |
Real estate assets, net |  | $ | 276,831 |  |  |  | 270,674 |
Cash, cash equivalents and restricted cash |  |  | 6,792 |  |  |  | 8,201 |
Tenant and other receivables, net |  |  | 5,232 |  |  |  | 3,883 |
Deferred costs, net |  |  | 2,504 |  |  |  | 2,494 |
Acquired lease intangible assets, net |  |  | 7,184 |  |  |  | 12,099 |
Right of use assets, net |  |  | 18,398 |  |  |  | 44,377 |
Other assets |  |  | 1,791 |  |  |  | 893 |
Total Assets |  | $ | 318,732 |  |  |  | 342,621 |
Liabilities |  |  |  |  |  |
Notes payable |  | $ | 32,973 |  |  |  | 33,211 |
Accounts payable and other liabilities |  |  | 6,785 |  |  |  | 29,919 |
Acquired lease intangible liabilities, net |  |  | 10,946 |  |  |  | 21,456 |
Tenants' security, escrow deposits and prepaid rent |  |  | 1,139 |  |  |  | 1,239 |
Lease liabilities |  |  | 19,280 |  |  |  | 21,433 |
Total Liabilities |  | $ | 71,123 |  |  |  | 107,258 |
Revenues, and Tenant and Other Receivables | Revenues, and Tenant and other Receivables 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. Income within Management, transaction, and other fees is primarily derived 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:
|  |  |  | Three months ended June 30, |  |  | Six months ended June 30, |
(in thousands) |  | Timing of satisfaction of performance obligations |  | 2024 |  |  | 2023 |  |  | 2024 |  |  | 2023 |
Management, transaction, and other fees: |  |  |  |  |  |  |  |  |  |  |  |  |  |
Property management services |  | Over time |  | $ | 3,895 |  |  |  | 3,487 |  |  | $ | 7,856 |  |  |  | 6,945 |
Asset management services |  | Over time |  |  | 1,620 |  |  |  | 1,648 |  |  |  | 3,222 |  |  |  | 3,277 |
Leasing services |  | Point in time |  |  | 1,016 |  |  |  | 1,096 |  |  |  | 1,591 |  |  |  | 1,814 |
Other fees |  | Point in time |  |  | 204 |  |  |  | 875 |  |  |  | 462 |  |  |  | 1,108 |
Total management, transaction, and other fees |  |  |  | $ | 6,735 |  |  |  | 7,106 |  |  | $ | 13,131 |  |  |  | 13,144 |
The accounts receivable for management, transactions, and other fees, which are included within Tenant and other receivables in the accompanying Consolidated Balance Sheets, are $17.9 million and $18.5 million, as of June 30, 2024 and December 31, 2023, respectively.
Recent Accounting Pronouncements | Recent Accounting Pronouncements The following table provides a brief description of recently adopted accounting pronouncements and impact on our financial statements:
Standard |  | Description |  | Earlier of Effective Date or the Date of adoption |  | Effect on the financial statements or other significant matters
Recently adopted: |  |  |  |  |  |
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 standard became effective for the Company on January 1, 2024 and the required disclosures for the Company will begin with its Annual Report on Form 10-K for the fiscal year ending December 31, 2024. The adoption and implementation of this guidance is not expected to have a material impact on the Company’s consolidated financial statements.
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 will review the extent of new disclosures necessary prior to implementation. Other than additional disclosure, the adoption of this ASU is not expected to have a material impact on the Company's consolidated financial statements.

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