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Income Taxes | 12 Months Ended
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Dec. 31, 2024
Income Tax Disclosure [Abstract] |
Income Taxes | 16. Income Taxes The Company elected to be treated as a REIT under the Code, commencing with its taxable year ended December 31, 1993. To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including a requirement that the Company distribute at least 90% of its taxable income (excluding net capital gains) to its shareholders. It is management’s current intention to adhere to these requirements and maintain the Company’s REIT status. As a REIT, the Company generally will not be subject to corporate level federal income tax on taxable income it distributes to its shareholders. As the Company distributed sufficient taxable income for each of the three years ended December 31, 2024, 2023 and 2022, no U.S. federal income or excise taxes were incurred. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes at regular corporate rates and may not be able to qualify as a REIT for the four subsequent taxable years. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain foreign, state and local taxes on its income and property and to federal income and excise taxes on its undistributed taxable income. In addition, the Company has historically utilized a TRS that is subject to federal, state and local income taxes on any taxable income generated from its operational activity. In order to maintain its REIT status, the Company must meet certain income tests to ensure that its gross income consists of passive income and not income from the active conduct of a trade or business. The Company historically utilized a TRS to the extent certain fee and other miscellaneous non-real estate-related income could not be earned by the REIT. In January 2025, the Company eliminated its TRS. For the years ended December 31, 2024, 2023 and 2022, the Company made net state and local tax payments of $1.0 million and $1.8 million and $0.6 million, respectively. The following represents the activity of the Company’s TRS (in thousands):
|  | For the Year Ended December 31, |
|  | 2024 |  |  | 2023 |  |  | 2022 |
Book income (loss) before income taxes |  | $ | 19,644 |  |  | $ | 6,450 |  |  | $ | 6,374 |
Current |  | $ | — |  |  | $ | — |  |  | $ | — |
Deferred |  |  | — |  |  |  | — |  |  |  | — |
Total income tax expense |  | $ | — |  |  | $ | — |  |  | $ | — |
The differences between total income tax expense and the amount computed by applying the statutory income tax rate to income before taxes with respect to its TRS activity were as f ollows (in thousands):
|  | For the Year Ended December 31, |
TRS |  | 2024 |  |  | 2023 |  |  | 2022 |
Statutory Rate |  |  | 21 | % |  |  | 21 | % |  |  | 21 | %
Statutory rate applied to pre-tax income (loss) |  | $ | 4,125 |  |  | $ | 1,355 |  |  | $ | 1,339 |
Deferred tax impact of contributions of assets |  |  | — |  |  |  | — |  |  |  | (7,542 | )
Deferred tax impact of tax rate change |  |  | 80 |  |  |  | 339 |  |  |  | 261 |
Valuation allowance (decrease) increase based on impact of tax rate change |  |  | (80 | ) |  |  | (339 | ) |  |  | (261 | )
Valuation allowance (decrease) increase – other deferred |  |  | (5,416 | ) |  |  | (1,337 | ) |  |  | 6,094 |
Expiration of capital loss carryforward |  |  | — |  |  |  | — |  |  |  | — |
Other |  |  | 1,291 |  |  |  | (18 | ) |  | $ | 109 |
Total expense |  | $ | — |  |  | $ | — |  |  | $ | — |
Effective tax rate |  |  | 0.00 | % |  |  | 0.00 | % |  |  | 0.00 | %
Deferred tax assets and liabilities of the C ompany’s TRS were as follows (in thousands):
| For the Year Ended December 31, |
| 2024 |  |  | 2023 |
Deferred tax assets(A) | $ | 29,801 |  |  | $ | 36,056 |
Deferred tax liabilities |  | - |  |  |  | (139 | )
Valuation allowance |  | (29,801 | ) |  |  | (35,917 | )
Net deferred tax asset | $ | — |  |  | $ | — |
(A) At December 31, 2024, primarily attributable to $18.3 million of net operating losses and $10.5 million of book/tax differences in joint venture investments. At December 31, 2023, primarily attributable to $20.5 million of net operating losses, $9.8 million of book/tax differences in joint venture investments. The TRS net operating loss carryforwards will expire in varying amounts between the years 2025 and 2036, except for approximately $6.8 million in both 2024 and 2023 that does not expire and is limited to 80% of taxable income. Reconciliation of GAAP net income attributable to SITE Centers to taxable income is as follows (in thousands):
| For the Year Ended December 31, |
| 2024 |  |  | 2023 |  |  | 2022 |
GAAP net income attributable to SITE Centers | $ | 531,824 |  |  | $ | 265,703 |  |  | $ | 168,719 |
Book/tax differences |  | 175,622 |  |  |  | (57,471 | ) |  |  | (60,732 | )
Taxable income before adjustments |  | 707,446 |  |  |  | 208,232 |  |  |  | 107,987 |
Less: Net operating loss carryforward |  | — |  |  |  | (54,466 | ) |  |  | — |
Less: Capital gains |  | — |  |  |  | — |  |  |  | (7,664 | )
Taxable income subject to the 90% dividend requirement | $ | 707,446 |  |  | $ | 153,766 |  |  | $ | 100,323 |
Cash dividends declared applicable to tax years ended December 31, 2024, 2023 and 2022, were in excess of taxable income. The Company satisfied it REIT distribution requirement by distributing $46.14, $2.72 and $2.04 per share of common stock and $1.38, $1.59 and $1.59 per depository share of preferred stock for the years ended December 31, 2024, 2023 and 2022, respectively. The common stock distributions for the year ended December 31, 2024 were comprised of regular cash distributions of $0.52 per share of common stock for three quarters and a stock distribution of $44.58. The common stock distributions for the year ended December 31, 2023 were comprised of regular quarterly cash distributions of $0.52 per share of common stock and a special cash distribution of $0.64 per share of common stock. The common stock distributions for the year ended December 31, 2022 were comprised of three quarterly cash distributions of $0.52 per share of common stock and one quarterly cash distribution of $0.48 per share of common stock. The taxability of such distribution for the year ended December 31, 2024 is as follows:
|  | For the Year Ended December 31, |
Common Shares |  | 2024 |  |  | 2023 |  |  | 2022 |
Distributions paid per share |  | $ | 46.14 |  |  | $ | 2.72 |  |  | $ | 2.04 |
Ordinary income |  | —% |  |  | 29% |  |  | 83% |
Return of capital |  | 71% |  |  | —% |  |  | 11% |
Capital gains |  | 29% |  |  | 71% |  |  | 6% |
Preferred Shares |  |  |  |  |  |  |  |  |
Distributions paid per share |  | $ | 1.38 |  |  | $ | 1.59 |  |  | $ | 1.59 |
Ordinary income |  | —% |  |  | 29% |  |  | 93% |
Return of capital |  | —% |  |  | —% |  |  | —% |
Capital gains |  | 100% |  |  | 71% |  |  | 7% |

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