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Organization and Significant Accounting Policies (Policies) | 6 Months Ended
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Jun. 30, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
Basis of Presentation | Basis of Presentation The information included in this Report should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report on Form 10-K”), as certain disclosures in this Report that would duplicate those included in such Annual Report on Form 10-K are not included in these consolidated financial statements. The consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to fairly state the results for the interim periods presented. These adjustments are considered to be of a normal recurring nature.
Estimates | Estimates, Risks and Uncertainties The preparation of the Consolidated Financial Statements in conformity with 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 commitments and contingent assets and liabilities, as of 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 change.
Risks and Uncertainties | The success of the Company's tenants in operating their businesses and their corresponding ability to pay rent may be influenced by evolving political, economic, trade, tax and immigration policies and macroeconomic uncertainties, and the success of the Company's tenants, in the aggregate, is important to the operating and financial success of the Company. These issues include, but are not limited to, the potential for impacts from tariffs, tax and other regulatory changes and potential trade disputes, retaliatory actions by other countries, inflation, the cost and availability of labor, including labor shortages related to deportations or threat of deportations, increasing energy prices and interest rates, supply chain disruptions, and access to and cost of capital. Additionally, geopolitical and macroeconomic challenges, including the war involving Russia and Ukraine, the Middle East conflicts and wars, and economic conflicts with China, as well as the slowing of its economy, could impact aspects of the U.S. economy and, therefore, consumer confidence and 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 inflation, reduction in consumer confidence and spending, a slowing of growth, and potentially a recession, thereby adversely impacting the costs to our tenants of operating their businesses, demand for their products and services, and their ability to pay rent, and/or decreasing future demand for space in shopping centers, which could adversely impact occupancy rates and rents. 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, as supplemented by the discussion in Item 1A of Part II of this Quarterly Report on Form 10-Q, 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, 2025, no single tenant comprised 10% or more of our aggregate annualized base rent ("ABR"). As of June 30, 2025, the Company had three geographic concentrations that individually accounted for at least 10% of its aggregate ABR. Real estate properties located in California, Florida and the New York-Newark-Jersey City core-based statistical area accounted for 23.1%, 20.5% and 12.5% of ABR respectively. This geographic concentration makes those portions of the portfolio more susceptible to adverse weather, natural disasters or economic events that may specifically and disproportionately impact these areas. None of the Regency's shopping centers are located outside the United States.
Consolidation | Consolidation The Company consolidates properties that are wholly-owned and 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, 2025, the Parent Company owned approximately 99.4% of the outstanding Common Units, with the remaining limited partners' 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, 2025, the Company held partial ownership interests in 122 properties through various real estate partnerships, of which 19 are consolidated. These partnerships were formed for the purpose of owning and operating real estate properties. The Company's partners in these arrangements include institutional investors, real estate developers or operators, and passive investors (collectively, the "Partners" or "Limited Partners"). The Company’s involvement in these partnerships is through its ownership of its equity interests and its role in property-level management. 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, except to the extent that the Company has provided contractual payment guarantees. Some of these entities have been determined to be variable interest entities ("VIEs") under applicable accounting guidelines. This determination is primarily based on the assessment that the Limited Partners lack substantive kick-out rights (i.e., the ability to remove the general or managing partner with a simple majority vote or less) and do not possess substantive participating rights. For those VIE partnerships in which the Company is deemed to be the primary beneficiary in accordance with GAAP, the Company consolidates the entity in its financial statements and the Limited Partners’ ownership interests in such entities are reported as noncontrolling interests. 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, 2025 |  |  | December 31, 2024 |
Assets |  |  |  |  |  |
Real estate assets, net |  | $ | 465,659 |  |  |  | 312,873 |
Cash, cash equivalents and restricted cash |  |  | 23,101 |  |  |  | 16,687 |
Tenant and other receivables, net |  |  | 6,239 |  |  |  | 5,833 |
Deferred costs, net |  |  | 5,973 |  |  |  | 3,178 |
Acquired lease intangible assets, net |  |  | 14,316 |  |  |  | 6,293 |
Right of use assets, net |  |  | 17,901 |  |  |  | 18,148 |
Other assets |  |  | 1,294 |  |  |  | 597 |
Total Assets |  | $ | 534,483 |  |  |  | 363,609 |
Liabilities |  |  |  |  |  |
Notes payable |  | $ | 73,365 |  |  |  | 32,653 |
Accounts payable and other liabilities |  |  | 90,616 |  |  |  | 16,149 |
Acquired lease intangible liabilities, net |  |  | 28,224 |  |  |  | 10,627 |
Tenants' security, escrow deposits and prepaid rent |  |  | 1,397 |  |  |  | 1,260 |
Lease liabilities |  |  | 19,463 |  |  |  | 19,370 |
Total Liabilities |  | $ | 213,065 |  |  |  | 80,059 |
For partnerships in which the Company is not the primary beneficiary and does not hold a controlling financial interest but is able to exercise significant influence, the Company accounts for its investments using the equity method of accounting.
Revenues, and Tenant and Other Receivables | Revenues, and Tenant and other Receivables Income within Management, transaction, and other fees is primarily derived from contracts with the Company's investments in 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 |  | 2025 |  |  | 2024 |  |  | 2025 |  |  | 2024 |
Management, transaction, and other fees: |  |  |  |  |  |  |  |  |  |  |  |  |  |
Property management services |  | Over time |  | $ | 4,151 |  |  |  | 3,895 |  |  | $ | 8,261 |  |  |  | 7,856 |
Asset management services |  | Over time |  |  | 1,746 |  |  |  | 1,620 |  |  |  | 3,463 |  |  |  | 3,222 |
Leasing services |  | Point in time |  |  | 1,003 |  |  |  | 1,016 |  |  |  | 1,875 |  |  |  | 1,591 |
Other transaction fees |  | Point in time |  |  | 344 |  |  |  | 204 |  |  |  | 457 |  |  |  | 462 |
Total management, transaction, and other fees |  |  |  | $ | 7,244 |  |  |  | 6,735 |  |  | $ | 14,056 |  |  |  | 13,131 |
The accounts receivable for total management, transactions, and other fees, which are included within Tenant and other receivables in the accompanying Consolidated Balance Sheets, are $17.9 million and $19.7 million, as of June 30, 2025 and December 31, 2024, respectively.
Recent Accounting Pronouncements | Recent Accounting Pronouncements The following table provides a brief description of recent accounting pronouncements and the expected impact on our financial statements:
Standard |  | Description |  | Date of adoption |  | Effect on the financial statements or other significant matters
Recently issued: |  |  |  |  |  |
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 |  | This is an annual disclosure requirement in the Form 10-K and the adoption of this ASU is not expected to have a material impact on the Company's consolidated financial statements.
ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses |  | ASU 2024-03 requires public business entities to provide additional disclosures that disaggregate certain income statement expense captions into specified categories. The ASU does not impact the presentation of expenses on the face of the income statement but requires additional footnote disclosures to provide users of the financial statements with greater insight into the nature and composition of reported expenses. |  | January 1, 2027 |  | The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures. While the adoption of this standard is not expected to have a material impact on the financial position or results of operations, it will require enhanced footnote disclosures related to the disaggregation of income statement expenses.
ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments |  | ASU 2024-04 clarifies guidance on the accounting for inducements offered to holders of convertible debt instruments to encourage them to convert the debt into equity securities. Specifically, the ASU clarifies the recognition and measurement of inducement costs and their impact on the issuer’s financial statements. |  | January 1, 2026 |  | The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures. The adoption is not expected to have a material impact on the financial position or results of operations, as the Company currently does not have any convertible debt instruments in our financing arrangements.
ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity |  | ASU 2025-03 clarifies the guidance in determining the accounting acquirer in a business combination effected primarily by exchanging equity interests when the acquiree is a VIE that meets the definition of a business. |  | January 1, 2027 |  | The Company is currently evaluating the impact of this ASU, but it is not expected to materially affect the company's consolidated financial statements.

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