A Dark Vector Cognition product

Item 8. Financial Statements and Supplementary Data

334K characters. Original on sec.gov · Markdown

Item 8. Financial Statements and Supplementary Data

Regency Centers Corporation and Regency Centers, L.P.

Index to Financial Statements

Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 185)61
Regency Centers Corporation:
Consolidated Balance Sheets as of December 31, 2024 and 202367
Consolidated Statements of Operations for the years ended December 31, 2024, 2023, and 202268
Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023, and 202269
Consolidated Statements of Equity for the years ended December 31, 2024, 2023, and 202270
Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023, and 202273
Regency Centers, L.P.:
Consolidated Balance Sheets as of December 31, 2024 and 202375
Consolidated Statements of Operations for the years ended December 31, 2024, 2023, and 202276
Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023, and 202277
Consolidated Statements of Capital for the years ended December 31, 2024, 2023, and 202278
Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023, and 202280
Notes to Consolidated Financial Statements82
Financial Statement Schedule
Schedule III - Consolidated Real Estate and Accumulated Depreciation - December 31, 20240

All other schedules are omitted because of the absence of conditions under which they are required, materiality or because information required therein is shown in the Consolidated Financial Statements or notes thereto.

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers Corporation and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 14, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.7 billion as of December 31, 2024. The Company evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Company’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Company that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Company’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

inquired of management and obtained written representations regarding potential property disposal plans, if any

read minutes of the meetings of the Company’s board of directors

inquired of the Company’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities

compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity

inspected listings from external sources of real estate properties for sale by the Company.

/s/ KPMG LLP

We have served as the Company's auditor since 1993.

Jacksonville, Florida

February 14, 2025

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Regency Centers Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February 14, 2025 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 14, 2025

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Regency Centers, L.P. and subsidiaries (the Partnership) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Partnership’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 14, 2025 expressed an unqualified opinion on the effectiveness of the Partnership’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of expected hold periods for certain real estate assets

As discussed in Note 1 to the consolidated financial statements and presented on the consolidated balance sheet, real estate assets, less accumulated depreciation was $10.7 billion as of December 31, 2024. The Partnership evaluates real estate properties (including any related amortizable intangible assets or liabilities) for impairment whenever there are events or changes in circumstances that indicate the carrying value of the real estate properties may not be recoverable.

We identified the Partnership’s assessment of events or changes in circumstances that could indicate a shortened expected hold period for certain real estate properties as a critical audit matter. Subjective auditor judgment was required to evaluate the events or changes in circumstances assessed by the Partnership that could indicate shortened expected hold periods for certain real estate properties. A shortening of the expected hold period could indicate a potential impairment.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of a control related to the Partnership’s assessment of events or changes in circumstances that could indicate shortened expected hold periods for certain real estate properties. To evaluate relevant events or changes in circumstances indicating a potential shortening of the expected holding period, we:

inquired of management and obtained written representations regarding potential property disposal plans, if any

read minutes of the meetings of the general partner’s board of directors

inquired of the Partnership’s plans with those in the organization who are responsible for, and have authority over, potential disposition activities

compared management’s assessment of properties with potential shortened expected hold periods to information obtained from those in the organization responsible for disposition activity

inspected listings from external sources of real estate properties for sale by the Partnership.

/s/ KPMG LLP

We have served as the Partnership's auditor since 1998.

Jacksonville, Florida

February 14, 2025

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Regency Centers Corporation

and the Partners of Regency Centers, L.P.:

Opinion on Internal Control Over Financial Reporting

We have audited Regency Centers, L.P. and subsidiaries' (the Partnership) internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Partnership as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, capital, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement schedule III - Consolidated Real Estate and Accumulated Depreciation (collectively, the consolidated financial statements), and our report dated February 14, 2025 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Jacksonville, Florida

February 14, 2025

RE****GENCY CENTERS CORPORATION

Consolidated Balance Sheets

December 31, 2024 and 2023

(in thousands, except share data)

20242023
Assets
Net real estate investments:
Real estate assets, at cost$13,698,41913,454,391
Less: accumulated depreciation2,960,3992,691,386
Real estate assets, net10,738,02010,763,005
Investments in sales-type leases, net16,2918,705
Investments in real estate partnerships399,044370,605
Net real estate investments11,153,35511,142,315
Properties held for sale, net—18,878
Cash, cash equivalents, and restricted cash, including $5,601 and $6,383 of restricted cash at December 31, 2024 and 2023, respectively61,88491,354
Tenant and other receivables, net255,495206,162
Deferred leasing costs, less accumulated amortization of $131,080 and $124,107 at December 31, 2024 and 2023, respectively79,91173,398
Acquired lease intangible assets, less accumulated amortization of $395,209 and $364,413 at December 31, 2024 and 2023, respectively229,983283,375
Right of use assets, net322,287328,002
Other assets289,046283,429
Total assets$12,391,96112,426,913
Liabilities and Equity
Liabilities:
Notes payable, net$4,343,7004,001,949
Unsecured credit facility65,000152,000
Accounts payable and other liabilities392,302358,612
Acquired lease intangible liabilities, less accumulated amortization of $222,052 and $211,067 at December 31, 2024 and 2023, respectively364,608398,302
Lease liabilities244,861246,063
Tenants' security, escrow deposits and prepaid rent81,18378,052
Total liabilities5,491,6545,234,978
Commitments and contingencies——
Equity:
Shareholders' equity:
Preferred stock $0.01 par value per share, 30,000,000 shares authorized; 9,000,000 shares issued and outstanding, in the aggregate, in Series A and Series B at December 31, 2024 and 2023225,000225,000
Common stock $0.01 par value per share, 220,000,000 shares authorized; 181,361,454 and 184,581,070 shares issued and outstanding at December 31, 2024 and 2023, respectively1,8141,846
Treasury stock at cost, 479,251 and 448,140 shares held at December 31, 2024 and 2023, respectively(28,045)(25,488)
Additional paid-in-capital8,503,2278,704,240
Accumulated other comprehensive gain (loss)2,226(1,308)
Distributions in excess of net income(1,980,076)(1,871,603)
Total shareholders' equity6,724,1467,032,687
Noncontrolling interests:
Exchangeable operating partnership units, aggregate redemption value of $81,076 and $74,199 at December 31, 2024 and 2023, respectively40,74442,195
Limited partners' interests in consolidated partnerships135,417117,053
Total noncontrolling interests176,161159,248
Total equity6,900,3077,191,935
Total liabilities and equity$12,391,96112,426,913

The accompanying notes are an integral part of the consolidated financial statements.

RE****GENCY CENTERS CORPORATION

Consolidated Statements of Operations

For the years ended December 31, 2024, 2023, and 2022

(in thousands, except per share data)

202420232022
Revenues:
Lease income$1,411,3791,283,9391,187,452
Other property income14,65111,57310,719
Management, transaction, and other fees27,87426,95425,851
Total revenues1,453,9041,322,4661,224,022
Operating expenses:
Depreciation and amortization394,714352,282319,697
Property operating expense248,637229,209196,148
Real estate taxes184,415165,560149,795
General and administrative101,46597,80679,903
Other operating expenses10,8679,4596,166
Total operating expenses940,098854,316751,709
Other expense, net:
Interest expense, net180,119154,249146,186
Provision for impairment of real estate14,304——
Gain on sale of real estate, net of tax(34,162)(661)(109,005)
Loss (gain) on early extinguishment of debt180(99)—
Net investment (income) loss(6,181)(5,665)6,921
Total other expense, net154,260147,82444,102
Income before equity in income of investments in real estate partnerships359,546320,326428,211
Equity in income of investments in real estate partnerships50,29450,54159,824
Net income409,840370,867488,035
Noncontrolling interests:
Exchangeable operating partnership units ("EOP")(2,338)(2,008)(2,105)
Limited partners' interests in consolidated partnerships(7,114)(4,302)(3,065)
Net income attributable to noncontrolling interests(9,452)(6,310)(5,170)
Net income attributable to the Company400,388364,557482,865
Preferred stock dividends(13,650)(5,057)—
Net income attributable to common shareholders$386,738359,500482,865
Net income attributable to common shareholders:
Per common share - basic$2.122.042.82
Per common share - diluted$2.112.042.81

The accompanying notes are an integral part of the consolidated financial statements.

REG****ENCY CENTERS CORPORATION

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2024, 2023, and 2022

(in thousands)

202420232022
Net income$409,840370,867488,035
Other comprehensive income (loss):
Effective portion of change in fair value of derivative instruments:
Effective portion of change in fair value of derivative instruments12,523(2,448)20,061
Reclassification adjustment of derivative instruments included in net income(8,895)(7,536)833
Unrealized (loss) gain on available-for-sale debt securities(32)337(1,309)
Other comprehensive income (loss)3,596(9,647)19,585
Comprehensive income413,436361,220507,620
Less: comprehensive income attributable to noncontrolling interests:
Net income attributable to noncontrolling interests9,4526,3105,170
Other comprehensive income (loss) attributable to noncontrolling interests62(779)1,798
Comprehensive income attributable to noncontrolling interests9,5145,5316,968
Comprehensive income attributable to the Company$403,922355,689500,652

The accompanying notes are an integral part of the consolidated financial statements.

REG****ENCY CENTERS CORPORATION

Consolidated Statements of Equity

For the years ended December 31, 2024, 2023, and 2022

(in thousands, except per share data)

Shareholders' EquityNoncontrolling Interests
Preferred StockCommon StockTreasury StockAdditional Paid In CapitalAccumulated Other Comprehensive LossDistributions in Excess of Net IncomeTotal Shareholders' EquityExchangeable Operating Partnership UnitsLimited Partners' Interest in Consolidated PartnershipsTotal Noncontrolling InterestsTotal Equity
Balance at December 31, 2021$—1,712**(**22,758)7,883,458**(**10,227)**(**1,814,814)6,037,37135,44737,11472,5616,109,932
Net income—————482,865482,8652,1053,0655,170488,035
Other comprehensive income
Other comprehensive income before reclassification————17,008—17,008801,6641,74418,752
Amounts reclassified from accumulated other comprehensive income————779—77954954833
Deferred compensation plan, net——(1,703)1,702——(1)———(1)
Restricted stock issued, net of amortization—2—16,665——16,667———16,667
Common stock repurchased for taxes withheld for stock-based compensation, net———(5,858)——(5,858)———(5,858)
Common stock repurchased and retired—(13)—(75,406)——(75,419)———(75,419)
Common stock issued under dividend reinvestment plan———524——524———524
Common stock issued for partnership units exchanged———1,275——1,275(1,275)—(1,275)—
Common stock issued, net of issuance costs—10—61,274——61,284———61,284
Reallocation of noncontrolling interests, net of transaction costs———(6,482)——(6,482)—6,2666,266(216)
Contributions from partners————————13,22313,22313,223
Distributions to partners————————(14,816)(14,816)(14,816)
Dividends declared:
Common stock/unit ($2.525 per share/unit)—————(433,028)(433,028)(1,873)—(1,873)(434,901)
Balance at December 31, 2022$—1,711**(**24,461)7,877,1527,560**(**1,764,977)6,096,98534,48946,56581,0546,178,039
Shareholders' EquityNoncontrolling Interests
Preferred StockCommon StockTreasury StockAdditional Paid In CapitalAccumulated Other Comprehensive LossDistributions in Excess of Net IncomeTotal Shareholders' EquityExchangeable Operating Partnership UnitsLimited Partners' Interest in Consolidated PartnershipsTotal Noncontrolling InterestsTotal Equity
Balance at December 31, 2022$—1,711**(**24,461)7,877,1527,560**(**1,764,977)6,096,98534,48946,56581,0546,178,039
Net income—————364,557364,5572,0084,3026,310370,867
Other comprehensive loss
Other comprehensive loss before reclassification————(2,063)—(2,063)(9)(39)(48)(2,111)
Amounts reclassified from accumulated other comprehensive loss————(6,805)—(6,805)(39)(692)(731)(7,536)
Adjustment for noncontrolling interests in the Operating Partnership———13,518——13,518(13,518)—(13,518)—
Deferred compensation plan, net——(1,027)1,027———————
Restricted stock issued, net of amortization—2—20,439——20,441———20,441
Common stock repurchased for taxes withheld for stock-based compensation, net———(7,074)——(7,074)———(7,074)
Common stock repurchased and retired—(3)—(20,003)——(20,006)———(20,006)
Repurchase of EOP units———————(9,163)—(9,163)(9,163)
Common stock issued under dividend reinvestment plan———622——622———622
Common stock issued for partnership units exchanged———198——198(198)—(198)—
Common stock issued, net of issuance costs—136—818,361——818,497———818,497
Issuance of EOP units———————31,253—31,25331,253
Issuance of preferred stock225,000—————225,000———225,000
Contributions from partners————————74,73074,73074,730
Distributions to partners————————(7,813)(7,813)(7,813)
Dividends declared:
Preferred stock (Series A: $0.781250 per share/unit; Series B: $0.734400 per share/unit)—————(5,057)(5,057)———(5,057)
Common stock/unit ($2.620 per share/unit)—————(466,126)(466,126)(2,628)—(2,628)(468,754)
Balance at December 31, 2023$225,0001,846**(**25,488)8,704,240**(**1,308)**(**1,871,603)7,032,68742,195117,053159,2487,191,935
Shareholders' EquityNoncontrolling Interests
Preferred StockCommon StockTreasury StockAdditional Paid In CapitalAccumulated Other Comprehensive LossDistributions in Excess of Net IncomeTotal Shareholders' EquityExchangeable Operating Partnership UnitsLimited Partners' Interest in Consolidated PartnershipsTotal Noncontrolling InterestsTotal Equity
Balance at December 31, 2023$225,0001,846**(**25,488)8,704,240**(**1,308)**(**1,871,603)7,032,68742,195117,053159,2487,191,935
Net income—————400,388400,3882,3387,1149,452409,840
Other comprehensive income
Other comprehensive income before reclassification————11,845—11,8457057664612,491
Amounts reclassified from accumulated other comprehensive income————(8,311)—(8,311)(50)(534)(584)(8,895)
Adjustment for noncontrolling interests———(10,833)——(10,833)2,1198,71410,833—
Deferred compensation plan, net——(2,557)2,557———————
Restricted stock issued, net of amortization—1—24,916——24,917———24,917
Common stock repurchased for taxes withheld for stock-based compensation, net———(19,012)——(19,012)———(19,012)
Common stock repurchased and retired—(33)—(200,033)——(200,066)———(200,066)
Common stock issued under dividend reinvestment plan———657——657———657
Common stock issued for partnership units exchanged———735——735(735)—(735)—
Contributions from partners————————14,67914,67914,679
Distributions to partners————————(12,185)(12,185)(12,185)
Dividends declared:
Preferred stock (Series A: $1.562500 per share/unit; Series B: $1.468800 per share/unit)—————(13,650)(13,650)———(13,650)
Common stock/unit ($2.715 per share/unit)—————(495,211)(495,211)(5,193)—(5,193)(500,404)
Balance at December 31, 2024$225,0001,814**(**28,045)8,503,2272,226**(**1,980,076)6,724,14640,744135,417176,1616,900,307

See accompanying notes to consolidated financial statements.

REG****ENCY CENTERS CORPORATION

Consolidated Statements of Cash Flows

For the years ended December 31, 2024, 2023, and 2022

(in thousands)

202420232022
Cash flows from operating activities:
Net income$409,840370,867488,035
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization394,714352,282319,697
Amortization of deferred financing costs and debt premiums13,0968,2525,799
Amortization of above and below market lease intangibles, net(22,701)(29,130)(20,995)
Stock-based compensation, net of capitalization23,50420,07516,521
Equity in income of investments in real estate partnerships(50,294)(50,541)(59,824)
Gain on sale of real estate, net of tax(34,162)(661)(109,005)
Provision for impairment of real estate14,304——
Loss (gain) on early extinguishment of debt180(99)—
Distribution of earnings from investments in real estate partnerships69,15666,53161,416
Deferred compensation expense (income)5,2564,782(6,128)
Realized and unrealized (gain) loss on investments(5,930)(5,571)7,040
Changes in assets and liabilities:
Tenant and other receivables(24,219)(13,904)(35,274)
Deferred leasing costs(11,703)(11,156)(10,801)
Other assets1,8183,0281,292
Accounts payable and other liabilities4,2535,152(9,088)
Tenants' security, escrow deposits and prepaid rent3,086(316)7,130
Net cash provided by operating activities790,198719,591655,815
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of $3,061 in 2022(45,405)(45,386)(169,639)
Acquisition of UBP, net of cash acquired of $14,143—(82,389)—
Real estate development and capital improvements(343,368)(232,855)(195,418)
Proceeds from sale of real estate108,61511,167143,133
Proceeds from property insurance casualty claims5,286——
Issuance of notes receivable(32,651)(4,000)—
Collection of notes receivable3,1154,0001,823
Investments in real estate partnerships(41,345)(13,119)(36,266)
Return of capital from investments in real estate partnerships13,03411,30848,473
Dividends on investment securities4531,2831,113
Acquisition of investment securities(101,044)(7,990)(21,112)
Proceeds from sale of investment securities106,66616,00321,785
Net cash used in investing activities(326,644)(341,978)(206,108)
202420232022
Cash flows from financing activities:
Net proceeds from common stock issuance$—(33)61,284
Repurchase of common shares in conjunction with equity award plans(19,540)(7,662)(6,447)
Common shares repurchased through share repurchase program(200,066)(20,006)(75,419)
Proceeds from sale of treasury stock21010364
Contributions from noncontrolling interests6,78910,238—
Distributions to and redemptions of noncontrolling interests(12,185)(7,813)(7,245)
Distributions to exchangeable operating partnership unit holders(2,952)(2,368)(1,867)
Redemption of EOP units—(9,163)—
Dividends paid to common shareholders(490,365)(453,065)(428,276)
Dividends paid to preferred shareholders(13,650)(3,413)—
Repayment of fixed rate unsecured notes(250,000)——
Proceeds from issuance of fixed rate unsecured notes, net of debt discount722,860——
Proceeds from unsecured credit facilities722,419557,00095,000
Repayment of unsecured credit facilities(809,419)(405,000)(95,000)
Proceeds from notes payable12,00059,500—
Repayment of notes payable(131,261)(61,592)(6,745)
Scheduled principal payments(11,209)(11,235)(11,219)
Payment of financing costs(16,655)(526)(88)
Net cash used in financing activities(493,024)(355,035)(475,958)
Net change in cash and cash equivalents and restricted cash(29,470)22,578(26,251)
Cash and cash equivalents and restricted cash at beginning of the year91,35468,77695,027
Cash and cash equivalents and restricted cash at end of the year$61,884$91,35468,776
Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $6,627, $5,695, and $4,166 in 2024, 2023, and 2022, respectively)$161,356147,176141,359
Cash paid for income taxes, net of refunds$7,724933570
Supplemental disclosure of non-cash transactions:
Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid$133,114126,683111,709
Previously held equity investments in real estate assets acquired$——17,179
Mortgage loans assumed by Company with the acquisition of real estate$—9822,779
Right of use assets obtained in exchange for new operating lease liabilities$1,27136,577—
Sale of leased asset in exchange for net investment in sales-type lease$2,8468,510—
UBP Acquisition:
Notes payable assumed in acquisition, at fair value$—284,706—
Noncontrolling interest assumed in acquisition, at fair value$—64,492—
Common stock exchanged for UBP shares$—818,530—
Preferred stock exchanged for UBP shares$—225,000—
EOP units issued for acquisition of real estate$—31,253—
Real estate received in lieu of rental revenue$1,853——
Change in accrued capital expenditures$14,0368,8774,888
Stock-based compensation capitalized$1,941954735
Contributions to investments in real estate partnerships$18,459920—
Contributions from limited partners in consolidated partnerships$7,890—5,436
Change in fair value of securities$323381,658

The accompanying notes are an integral part of the consolidated financial statements.

RE****GENCY CENTERS, L.P.

Consolidated Balance Sheets

December 31, 2024 and 2023

(in thousands, except unit data)

20242023
Assets
Net real estate investments:
Real estate assets, at cost$13,698,41913,454,391
Less: accumulated depreciation2,960,3992,691,386
Real estate assets, net10,738,02010,763,005
Investments in sales-type leases, net16,2918,705
Investments in real estate partnerships399,044370,605
Net real estate investments11,153,35511,142,315
Properties held for sale, net—18,878
Cash, cash equivalents, and restricted cash, including $5,601 and $6,383 of restricted cash at December 31, 2024 and 2023, respectively61,88491,354
Tenant and other receivables, net255,495206,162
Deferred leasing costs, less accumulated amortization of $131,080 and $124,107 at December 31, 2024 and 2023, respectively79,91173,398
Acquired lease intangible assets, less accumulated amortization of $395,209 and $364,413 at December 31, 2024 and 2023, respectively229,983283,375
Right of use assets, net322,287328,002
Other assets289,046283,429
Total assets$12,391,96112,426,913
Liabilities and Capital
Liabilities:
Notes payable, net$4,343,7004,001,949
Unsecured credit facility65,000152,000
Accounts payable and other liabilities392,302358,612
Acquired lease intangible liabilities, less accumulated amortization of $222,052 and $211,067 at December 31, 2024 and 2023, respectively364,608398,302
Lease liabilities244,861246,063
Tenants' security, escrow deposits and prepaid rent81,18378,052
Total liabilities5,491,6545,234,978
Commitments and contingencies——
Capital:
Partners' capital:
Preferred units $0.01 par value per unit, 30,000,000 units authorized; 9,000,000 units issued and outstadning, in the aggregate, in Series A and Series B at December 31, 2024 and 2023225,000225,000
General partner's common units, 181,361,454 and 184,581,070 units issued and outstanding at December 31, 2024 and 2023, respectively6,496,9206,808,995
Limited partners' common units, 1,096,659 and 1,107,454 units issued and outstanding at December 31, 2024 and 2023, respectively40,74442,195
Accumulated other comprehensive gain (loss)2,226(1,308)
Total partners' capital6,764,8907,074,882
Noncontrolling interest: Limited partners' interests in consolidated partnerships135,417117,053
Total capital6,900,3077,191,935
Total liabilities and capital$12,391,96112,426,913

The accompanying notes are an integral part of the consolidated financial statements.

REG****ENCY CENTERS, L.P.

Consolidated Statements of Operations

For the years ended December 31, 2024, 2023, and 2022

(in thousands, except per unit data)

202420232022
Revenues:
Lease income$1,411,3791,283,9391,187,452
Other property income14,65111,57310,719
Management, transaction, and other fees27,87426,95425,851
Total revenues1,453,9041,322,4661,224,022
Operating expenses:
Depreciation and amortization394,714352,282319,697
Property operating expense248,637229,209196,148
Real estate taxes184,415165,560149,795
General and administrative101,46597,80679,903
Other operating expenses10,8679,4596,166
Total operating expenses940,098854,316751,709
Other expense, net:
Interest expense, net180,119154,249146,186
Provision for impairment of real estate14,304——
Gain on sale of real estate, net of tax(34,162)(661)(109,005)
Loss (gain) on early extinguishment of debt180(99)—
Net investment (income) loss(6,181)(5,665)6,921
Total other expense, net154,260147,82444,102
Income before equity in income of investments in real estate partnerships359,546320,326428,211
Equity in income of investments in real estate partnerships50,29450,54159,824
Net income409,840370,867488,035
Limited partners' interests in consolidated partnerships(7,114)(4,302)(3,065)
Net income attributable to the Partnership402,726366,565484,970
Preferred unit distributions(13,650)(5,057)—
Net income attributable to common unit holders$389,076361,508484,970
Net income attributable to common unit holders:
Per common unit - basic$2.122.042.82
Per common unit - diluted$2.112.042.81

The accompanying notes are an integral part of the consolidated financial statements.

REG****ENCY CENTERS, L.P.

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2024, 2023, and 2022

(in thousands)

202420232022
Net income$409,840370,867488,035
Other comprehensive income (loss):
Effective portion of change in fair value of derivative instruments:
Effective portion of change in fair value of derivative instruments12,523(2,448)20,061
Reclassification adjustment of derivative instruments included in net income(8,895)(7,536)833
Unrealized (loss) gain on available-for-sale debt securities(32)337(1,309)
Other comprehensive income (loss)3,596(9,647)19,585
Comprehensive income413,436361,220507,620
Less: comprehensive income attributable to noncontrolling interests:
Net income attributable to noncontrolling interests7,1144,3023,065
Other comprehensive income (loss) attributable to noncontrolling interests42(731)1,713
Comprehensive income attributable to noncontrolling interests7,1563,5714,778
Comprehensive income attributable to the Partnership$406,280357,649502,842

The accompanying notes are an integral part of the consolidated financial statements.

REG****ENCY CENTERS, L.P.

Consolidated Statements of Capital

For the years ended December 31, 2024, 2023, and 2022

(in thousands)

General Partner Preferred and Common UnitsLimited PartnersAccumulated Other Comprehensive LossTotal Partners' CapitalNoncontrolling Interests in Limited Partners' Interest in Consolidated PartnershipsTotal Capital
Balance at December 31, 2021$6,047,59835,447**(**10,227)6,072,81837,1146,109,932
Net income482,8652,105—484,9703,065488,035
Other comprehensive income——
Other comprehensive income before reclassification—8017,00817,0881,66418,752
Amounts reclassified from accumulated other comprehensive income—577978449833
Deferred compensation plan, net(1)——(1)—(1)
Contributions from partners————13,22313,223
Distributions to partners(433,028)(1,873)—(434,901)(14,816)(449,717)
Reallocation of limited partners' interest, net of transaction costs(6,482)——(6,482)6,266(216)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization16,667——16,667—16,667
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company(75,419)——(75,419)—(75,419)
Common units issued as a result of common stock issued by Parent Company, net of issuance costs61,284——61,284—61,284
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances(5,334)——(5,334)—(5,334)
EOP units exchanged for common stock of Parent Company1,275(1,275)————
Balance at December 31, 2022$6,089,42534,4897,5606,131,47446,5656,178,039
Net income364,5572,008—366,5654,302370,867
Other comprehensive loss
Other comprehensive loss before reclassification—(9)(2,063)(2,072)(39)(2,111)
Amounts reclassified from accumulated other comprehensive loss—(39)(6,805)(6,844)(692)(7,536)
Adjustment for noncontrolling interests in the Operating Partnership13,518(13,518)————
Contributions from partners————74,73074,730
Issuance of EOP units—31,253—31,253—31,253
Distributions to partners(466,126)(2,628)—(468,754)(7,813)(476,567)
Preferred unit distributions(5,057)——(5,057)—(5,057)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization20,441——20,441—20,441
Preferred units issued as a result of preferred stock issued by Parent Company, net of issuance costs225,000——225,000—225,000
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company(20,006)——(20,006)—(20,006)
Common units issued as a result of common stock issued by Parent Company, net of issuance costs818,497——818,497—818,497
Repurchase of EOP units—(9,163)—(9,163)—(9,163)
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances(6,452)——(6,452)—(6,452)
EOP units exchanged for common stock of Parent Company198(198)————
Balance at December 31, 2023$7,033,99542,195**(**1,308)7,074,882117,0537,191,935
General Partner Preferred and Common UnitsLimited PartnersAccumulated Other Comprehensive LossTotal Partners' CapitalNoncontrolling Interests in Limited Partners' Interest in Consolidated PartnershipsTotal Capital
Balance at December 31, 2023$7,033,99542,195**(**1,308)7,074,882117,0537,191,935
Net income400,3882,338—402,7267,114409,840
Other comprehensive income
Other comprehensive income before reclassification—7011,84511,91557612,491
Amounts reclassified from accumulated other comprehensive income—(50)(8,311)(8,361)(534)(8,895)
Adjustment for noncontrolling interests in the Operating Partnership(10,833)2,119—(8,714)8,714—
Contributions from partners————14,67914,679
Issuance of EOP units——————
Distributions to partners(495,211)(5,193)—(500,404)(12,185)(512,589)
Preferred unit distributions(13,650)——(13,650)—(13,650)
Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization24,917——24,917—24,917
Common units repurchased and retired as a result of common stock repurchased and retired by Parent Company(200,066)——(200,066)—(200,066)
Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances(18,355)——(18,355)—(18,355)
EOP units exchanged for common stock of Parent Company735(735)————
Balance at December 31, 2024$6,721,92040,7442,2266,764,890135,4176,900,307

The accompanying notes are an integral part of the consolidated financial statements.

REG****ENCY CENTERS, L.P.

Consolidated Statements of Cash Flows

For the years ended December 31, 2024, 2023, and 2022

(in thousands)

202420232022
Cash flows from operating activities:
Net income$409,840370,867488,035
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization394,714352,282319,697
Amortization of deferred financing costs and debt premiums13,0968,2525,799
Amortization of above and below market lease intangibles, net(22,701)(29,130)(20,995)
Stock-based compensation, net of capitalization23,50420,07516,521
Equity in income of investments in real estate partnerships(50,294)(50,541)(59,824)
Gain on sale of real estate, net of tax(34,162)(661)(109,005)
Provision for impairment of real estate14,304——
Loss (gain) on early extinguishment of debt180(99)—
Distribution of earnings from investments in real estate partnerships69,15666,53161,416
Deferred compensation expense (income)5,2564,782(6,128)
Realized and unrealized (gain) loss on investments(5,930)(5,571)7,040
Changes in assets and liabilities:
Tenant and other receivables(24,219)(13,904)(35,274)
Deferred leasing costs(11,703)(11,156)(10,801)
Other assets1,8183,0281,292
Accounts payable and other liabilities4,2535,152(9,088)
Tenants' security, escrow deposits and prepaid rent3,086(316)7,130
Net cash provided by operating activities790,198719,591655,815
Cash flows from investing activities:
Acquisition of operating real estate, net of cash acquired of $3,061 in 2022(45,405)(45,386)(169,639)
Acquisition of UBP, net of cash acquired of $14,143—(82,389)—
Real estate development and capital improvements(343,368)(232,855)(195,418)
Proceeds from sale of real estate108,61511,167143,133
Proceeds from property insurance casualty claims5,286——
Issuance of notes receivable(32,651)(4,000)—
Collection of notes receivable3,1154,0001,823
Investments in real estate partnerships(41,345)(13,119)(36,266)
Return of capital from investments in real estate partnerships13,03411,30848,473
Dividends on investment securities4531,2831,113
Acquisition of investment securities(101,044)(7,990)(21,112)
Proceeds from sale of investment securities106,66616,00321,785
Net cash used in investing activities(326,644)(341,978)(206,108)
202420232022
Cash flows from financing activities:
Net proceeds from common stock issuance$—(33)61,284
Repurchase of common units in conjunction with equity award plans(19,540)(7,662)(6,447)
Common units repurchased through share repurchase program(200,066)(20,006)(75,419)
Proceeds from sale of treasury stock21010364
Contributions from noncontrolling interests6,78910,238—
Distributions to and redemptions of noncontrolling interests(12,185)(7,813)(7,245)
Distributions to partners(493,317)(455,433)(430,143)
Dividends paid to preferred unit holders(13,650)(3,413)—
Redemption of EOP units—(9,163)—
Repayment of fixed rate unsecured notes(250,000)——
Proceeds from issuance of fixed rate unsecured notes, net of debt discount722,860——
Proceeds from unsecured credit facilities722,419557,00095,000
Repayment of unsecured credit facilities(809,419)(405,000)(95,000)
Proceeds from notes payable12,00059,500—
Repayment of notes payable(131,261)(61,592)(6,745)
Scheduled principal payments(11,209)(11,235)(11,219)
Payment of financing costs(16,655)(526)(88)
Net cash used in financing activities(493,024)(355,035)(475,958)
Net change in cash and cash equivalents and restricted cash(29,470)22,578(26,251)
Cash and cash equivalents and restricted cash at beginning of the year91,35468,77695,027
Cash and cash equivalents and restricted cash at end of the year$61,88491,35468,776
Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $6,627, $5,695, and $4,166 in 2024, 2023, and 2022, respectively)$161,356147,176141,359
Cash paid for income taxes, net of refunds$7,724933570
Supplemental disclosure of non-cash transactions:
Common and Preferred units, and exchangeable operating partnership dividends declared but not paid$133,114126,683111,709
Previously held equity investments in real estate assets acquired$——17,179
Mortgage loans assumed by Company with the acquisition of real estate$—9822,779
Right of use assets obtained in exchange for new operating lease liabilities$1,27136,577—
Sale of leased asset in exchange for net investment in sales-type lease$2,8468,510—
UBP Acquisition:
Notes payable assumed in acquisition, at fair value$—284,706—
Noncontrolling interest assumed in acquisition, at fair value$—64,492—
Common stock exchanged for UBP shares$—818,530—
Preferred stock exchanged for UBP shares$—225,000—
EOP units issued for acquisition of real estate$—31,253—
Real estate received in lieu of rental revenue$1,853——
Change in accrued capital expenditures$14,0368,8774,888
Stock-based compensation capitalized$1,941954735
Contributions to investments in real estate partnerships$18,459920—
Contributions from limited partners in consolidated partnerships$7,890—5,436
Change in fair value of securities$323381,658

The accompanying notes are an integral part of the consolidated financial statements.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Summary of Significant Accounting Policies

(a)

Organization and Principles of Consolidation

General

Regency Centers Corporation (the "Parent Company") began its operations as a REIT in 1993 and is the general partner of Regency Centers, L.P. (the "Operating Partnership"). The Parent Company primarily engages in the ownership, management, leasing, acquisition, development, and redevelopment of shopping centers through the Operating Partnership and has no other assets other than through its investment in the Operating Partnership. Its only indebtedness consists of $200 million of unsecured private placement notes, which are co-issued and guaranteed by the Operating Partnership. The Parent Company guarantees all of the unsecured debt of the Operating Partnership.

As of December 31, 2024, the Parent Company, the Operating Partnership, and their controlled subsidiaries on a consolidated basis (the "Company" or "Regency") owned 379 properties and held partial interests in an additional 103 properties through unconsolidated Investments in real estate partnerships (also referred to as "joint ventures" or "investment partnerships").

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.

Estimates, Risks, and Uncertainties

The preparation of the Consolidated Financial Statements in conformity with U.S. 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, at 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 weaken.

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, the current 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 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.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Parent Company, the Operating Partnership, its wholly-owned subsidiaries, and consolidated partnerships in which the Company has a controlling financial interest. Investments in real estate partnerships not controlled by the Company are accounted for under the equity method of accounting. All significant inter-company balances and transactions are eliminated in the Consolidated Financial Statements.

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. For joint ventures that are determined to be a VIE, the Company consolidates the entity where it is deemed to be the primary beneficiary. Determination of the primary beneficiary is based on whether an entity has (1) the power to direct the activities of the VIE that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE.

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 December 31, 2024, the Parent Company owned approximately 99.4% or 181,361,454 of the 182,458,113 of the outstanding Common Units, with the remaining limited partner's Common Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company currently owns all of the Preferred Units.

Each EOP unit is exchangeable for cash or one share of common stock of the Parent Company, at the discretion of the Parent Company, and the unit holder cannot require redemption in cash or common stock (i.e., registered shares of the Parent). The Parent Company has evaluated the conditions as specified under Accounting Standards Codification ("ASC") Topic 480, Distinguishing Liabilities from Equity, as it relates to EOP units outstanding and concluded that the Parent Company has the right to satisfy the redemption requirements of the units by delivering shares of unregistered common stock. Accordingly, the Parent Company classifies EOP units as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity and Comprehensive Income. The Parent Company serves as general partner of the Operating Partnership. The EOP unit holders have limited rights over the Operating Partnership such that they do not have the power to direct the activities that most significantly impact the Operating Partnership’s economic performance. As such, the Operating Partnership is considered a VIE, and the Parent Company, which consolidates it, is the primary beneficiary. The Parent Company's only investment is the Operating Partnership. Net income and distributions of the Operating Partnership are allocable to the general and limited common Partnership Units in accordance with their ownership percentages.

Real Estate Partnerships

As of December 31, 2024, Regency held partial ownership interests in 122 properties through real estate partnerships, of which 19 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 of its equity interest in the partnerships 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.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The assets of these partnerships are restricted to use by the respective partnerships and cannot be directly reached by general creditors of the Company, except to the extent that the Company has provided payment guarantees. 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, or, where applicable, by the Company under such guarantees. As managing member, Regency maintains the books and records and typically provides leasing property and asset management services to the partnerships. The Partners' level of involvement in these partnerships varies from protective decisions (debt, bankruptcy, selling primary asset(s) of business) to participating involvement such as approving leases, operating budgets, and capital budgets.

Certain partnerships 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. Those partnerships for which the Partners are involved in the day to day decisions and do not have any other aspects that would cause them to be considered VIEs, are evaluated for consolidation using the voting interest model.

o

Those partnerships in which Regency does not have a controlling financial interest are accounted for using the equity method of accounting and Regency's ownership interest is recognized through single-line presentation as Investments in real estate partnerships, in the Consolidated Balance Sheet, and Equity in income of investments in real estate partnerships, in the Consolidated Statements of Operations. Cash distributions of earnings from operations from Investments in real estate partnerships are presented in Cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in Investments in real estate partnerships are presented in Cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows. If distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment results in a negative investment balance for a partnership, it is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.

The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is accreted to earnings and recorded in Equity in income of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range from 10 to 40 years.

The majority of the operations of the VIEs are funded with cash flows generated by the properties, or in the case of developments, with capital contributions or third-party construction loans.

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)December 31, 2024December 31, 2023
Assets
Real estate assets, net$312,873270,674
Cash, cash equivalents and restricted cash16,6878,201
Tenant and other receivables, net5,8333,883
Deferred costs, net3,1782,494
Acquired lease intangible assets, net6,29312,099
Right of use assets, net18,14844,377
Other assets597893
Total Assets$363,609342,621
Liabilities
Notes payable$32,65333,211
Accounts payable and other liabilities16,14929,919
Acquired lease intangible liabilities, net10,62721,456
Tenants' security, escrow deposits and prepaid rent1,2601,239
Lease liabilities19,37021,433
Total Liabilities$80,059107,258

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Noncontrolling Interests

The Company accounts for noncontrolling interests in accordance with the Consolidation guidance and the Distinguishing Liabilities from Equity guidance issued by the FASB. Noncontrolling interests represent the portion of equity that the Company does not own in those entities it consolidates. Noncontrolling interests also include amounts related to partnership units issued by consolidated subsidiaries of the Company in connection with certain property acquisitions. These partnership units have a defined redemption amount and the unit holders generally have the right to redeem their units at any time after a certain period from issuance. For these partnership units, the Company has the option to settle redemption amounts in cash or common stock. The Company evaluates the terms of the partnership units issued in accordance with the FASB’s Distinguishing Liabilities from Equity guidance. The partnership units for which the Company has the option to settle redemption amounts in cash or common stock are included in the caption Noncontrolling interests within the equity section on the Company’s Consolidated Balance Sheets.

Noncontrolling Interests of the Parent Company

The Consolidated Financial Statements of the Parent Company include the following ownership interests held by owners other than the common shareholders of the Parent Company: (i) the EOP units and (ii) the minority-owned interest held by third parties in consolidated partnerships ("Limited partners' interests in consolidated partnerships"). The Parent Company has included all of these noncontrolling interests in permanent equity, separate from the Parent Company's shareholders' equity, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity. The portion of net income or comprehensive income attributable to these noncontrolling interests is included in net income and comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income of the Parent Company.

The Parent Company also evaluated its fiduciary duties to itself, its shareholders, and, as the managing general partner of the Operating Partnership, to the Operating Partnership, and concluded its fiduciary duties are not in conflict with each other or the underlying agreements. Therefore, the Parent Company classifies such units and interests as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statements of Equity.

Noncontrolling Interests of the Operating Partnership

The Operating Partnership has determined that limited partners' interests in consolidated partnerships are noncontrolling interests. Subject to certain conditions and pursuant to the terms of the partnership agreements, the Company generally has the right, but not the obligation, to purchase the other members' interest or sell its own interest in these consolidated partnerships. The Operating Partnership has included these noncontrolling interests in permanent capital, separate from partners' capital, in the accompanying Consolidated Balance Sheets and Consolidated Statements of Capital. The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in Net income and Comprehensive income in the accompanying Consolidated Statements of Operations and Consolidated Statements Comprehensive Income of the Operating Partnership.

(b)

Revenues and Tenant Receivable

Leasing Income and Tenant Receivables

The Company leases space to tenants under agreements with varying terms that generally provide for fixed payments of base rent, with stated increases over the term of the lease. Some of the lease agreements contain provisions that provide for additional rents based on tenants' sales volume ("percentage rent"), which are recognized when the tenants achieve the specified targets as defined in their lease agreements. Additionally, most lease agreements contain provisions for reimbursement of the tenants' share of actual real estate taxes and insurance and common area maintenance ("CAM") costs (collectively "Recoverable Costs") incurred.

Lease terms generally range from three to seven years for tenant spaces under 10,000 square feet ("Shop Space") and in excess of five years for spaces greater than 10,000 square feet ("Anchor Space"). Many leases also provide tenants the option to extend their lease beyond the initial term of the lease. If a tenant does not exercise its option or otherwise negotiate to renew, the lease expires and the lease contains an obligation for the tenant to relinquish its space, allowing it to be re-leased to a new tenant. This generally involves some level of cost to prepare the space for re-leasing, which is capitalized and depreciated over the shorter period of the life of the subsequent lease or the useful life of the improvement.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company accounts for its leases under ASC Topic 842, Leases ("Topic 842"), as follows:

Classification

Under Topic 842, new leases or modifications thereto must be evaluated against specific classification criteria, which, based on the customary terms of the Company's leases, are classified as operating leases. However, certain longer-term leases (both lessee and lessor leases) may be classified as direct financing or sales type leases, which may result in selling profit and an accelerated pattern of earnings recognition. At December 31, 2024, the Company classified three leases as sales type leases, with all others classified as operating leases.

Recognition and Presentation

Lease income for operating leases with fixed payment terms is recognized on a straight-line basis over the expected term of the lease for all leases for which collectibility is considered probable. CAM is considered a non-lease component of the lease contract under Topic 842. However, as the timing and pattern of providing the CAM service to the tenant is the same as the timing and pattern of the tenant's use of the underlying lease asset, the Company elected, as part of an available practical expedient, to combine CAM with the remaining lease components, along with tenant's reimbursement of real estate taxes and insurance, and recognize them together as Lease income in the accompanying Consolidated Statements of Operations.

For sales type leases, the Company records any selling profit or loss arising from the lease at inception within Gain on sale of real estate, net of tax in the accompanying Consolidated Statement of Operations, as well as any initial direct costs recorded as an expense if, at commencement, the fair value of the underlying asset differs from its carrying amount, otherwise, they are deferred and included in the net investment in the lease. The net investment in the sales-type lease represents the lease receivable, the components of which are the future lease payments and any guaranteed residual value for the underlying assets, as well as any unguaranteed residual asset expected at the end of the lease term, each measured at net present value discounted using a rate implicit in the lease. Interest income is recorded within Lease income in the accompanying Consolidated Statements of Operations over the lease term so as to produce a constant periodic rate of return on the Company’s net investment in the leases. At the commencement date, the Company derecognizes the carrying amount of the underlying asset. When measuring the net investment in a long-term ground lease, the undiscounted residual value of the land will be limited to its fair value at commencement which will likely equate to its cost.

Collectibility

At lease commencement, the Company generally expects that collectibility of substantially all payments due under the lease is probable due to the Company's credit checks on tenants and other creditworthiness analysis undertaken before entering into a new lease; therefore, income from most operating leases is initially recognized on a straight-line basis. For operating leases in which collectibility of Lease income is not considered probable, Lease income is recognized on a cash basis and all previously recognized straight-line rent receivables are reversed in the period in which the Lease income is determined not to be probable of collection. Should collectibility of Lease income become probable again, through evaluation of qualitative and quantitative measures on a tenant by tenant basis, accrual basis accounting resumes and all commencement-to-date straight-line rent is recognized in that period.

In addition to the lease-specific collectibility assessment performed under Topic 842, the Company may also recognize a general reserve, as a reduction to Lease income, for its portfolio of operating lease receivables which are not expected to be fully collectible based on the Company's historical collection experience. The Company estimates the collectibility of the accounts receivable related to base rents, straight-line rents, recoveries from tenants, and other revenue taking into consideration the Company's historical write-off experience, tenant credit-worthiness, current economic trends, and remaining lease terms. Uncollectible lease income is a direct charge against Lease income. Although we estimate uncollectible receivables and provide for them through charges against income, actual experience may differ from those estimates.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The following table represents the components of Tenant and other receivables, net of amounts considered uncollectible, in the accompanying Consolidated Balance Sheets:

December 31,
(in thousands)20242023
Tenant receivables$35,30634,814
Straight-line rent receivables157,507138,590
Other receivables (1)62,68232,758
Total tenant and other receivables, net$255,495206,162

(1)

Other receivables include notes receivables, construction receivables, insurance receivables, and amounts due from real estate partnerships for Management, transaction and other fee income.

As of December 31, 2024, the Company has an outstanding note receivable in the carrying amount of $29.8 million at an interest rate of 6.8% maturing in January 2027, secured by a grocery-anchored shopping center.

Real Estate Sales

The Company accounts for sales of nonfinancial assets under ASC Subtopic 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets, whereby the Company derecognizes real estate and recognizes a gain or loss on sales when a contract exists and control of the property has transferred to the buyer. Control of the property, including controlling financial interest, is generally considered to transfer upon closing through transfer of the legal title and possession of the property. While generally rare, any retained noncontrolling interest is measured at fair value at that time.

Management Services and Other Property Income

The Company recognizes revenue under ASC Topic 606, Revenue from Contracts with Customers ("Topic 606"), when or as control of the promised services are transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The following is a description of the Company's revenue from contracts with customers within the scope of Topic 606.

Property and Asset Management Services

The Company is engaged under agreements with its joint venture partnerships, which are generally perpetual in nature and cancellable through unanimous partner approval, absent an event of default. Under these agreements, the Company is to provide asset and property management and leasing services for the joint ventures' shopping centers. The fees are market-based, generally calculated as a percentage of either revenues earned or the estimated values of the properties managed or the proceeds received, and are recognized over the monthly or quarterly periods as services are rendered. Property management and asset management services represent a series of distinct daily services. Accordingly, the Company satisfies its performance obligation as service is rendered each day and the variability associated with that compensation is resolved each day. Amounts due from the partnerships for such services are paid during the month following the monthly or quarterly service periods.

Several of the Company's partnership agreements provide for incentive payments, generally referred to as "promotes" or "earnouts," to Regency for appreciation in property values in Regency's capacity as managing member. The terms of these promotes are based on appreciation in real estate value over designated time intervals or upon designated events. The Company evaluates its expected promote payout at each reporting period, which generally does not result in revenue recognition until the measurement period has completed, when the amount can be reasonably determined and the amount is not probable of significant reversal.

Leasing Services

Leasing service fees are based on a percentage of the total rent due under the lease. The leasing service is considered performed upon successful execution of an acceptable tenant lease for the joint ventures' shopping centers, at which time revenue is recognized. Payment of the first half of the fee is generally due upon lease execution and the second half is generally due upon tenant opening or the commencement of rent payments.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Transaction Services

The Company also receives transaction fees, as contractually agreed upon with each joint venture, which include acquisition fees, disposition fees, and financing service fees. Control of these services is generally transferred at the time the related transaction closes, which is the point in time when the Company recognizes the related fee revenue. Any unpaid amounts related to transaction-based fees are included in Tenant and other receivables within the Consolidated Balance Sheets.

Other Property Income

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:

Year ended December 31,
(in thousands)Timing of satisfaction of performance obligations202420232022
Management, transaction, and other fees:
Property management servicesOver time$15,76714,07513,470
Asset management servicesOver time6,5486,5426,752
Leasing servicesPoint in time3,7383,9083,945
Other transaction feesPoint in time1,8212,4291,684
Total management, transaction, and other fees$27,87426,95425,851

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 $19.7 million and $18.5 million, as of December 31, 2024 and 2023, respectively.

(c)

Real Estate Assets

The following table details the components of Real estate assets in the Consolidated Balance Sheets:

(in thousands)December 31, 2024December 31, 2023
Land$4,757,7044,802,583
Land improvements807,881758,779
Buildings6,456,7196,371,894
Building and tenant improvements1,461,0031,302,954
Construction in progress215,112218,181
Total real estate assets$13,698,41913,454,391

Capitalization and Depreciation

Real estate assets are stated at cost, less accumulated depreciation, and amortization. The Company periodically assesses the useful lives of its depreciable real estate assets, including those intended to be redeveloped in the near term, and accounts for any revisions prospectively. Expenditures for maintenance, repairs and demolition costs are charged to operations as incurred. Significant renovations and replacements, which improve or extend the life of the asset, are capitalized.

As part of the leasing process, the Company may provide lessees with allowances for the construction of leasehold improvements. These leasehold improvements are capitalized and recorded as tenant improvements and depreciated over the shorter of the useful life of the improvements or the remaining lease term. If the allowance represents a payment for a purpose other than funding leasehold improvements, or in the event the Company is not considered the owner of the improvements, the allowance is considered to be a lease incentive and is recognized over the lease term as a reduction of Lease income. Factors considered during this evaluation include, among other things, who holds legal title to the improvements as well as other controlling rights provided by the lease agreement and provisions for substantiation of such costs (e.g. unilateral control of the tenant space during the build-out process). Determination of the appropriate accounting for the payment of a tenant allowance is made on a lease-by-lease basis, considering the facts and circumstances of the individual tenant lease.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Depreciation is computed using the straight-line method over estimated useful lives of approximately 15 years for land improvements, 40 years for buildings and improvements, and the shorter of the useful life or the remaining lease term.

Development and Redevelopment Costs

All specifically identifiable costs related to development and redevelopment activities are capitalized into Real estate assets in the accompanying Consolidated Balance Sheets, and are included in Construction in progress within the above table. The capitalized costs include pre-development costs essential to the development or redevelopment of the property, construction costs, interest costs, real estate taxes, insurance, legal costs, salaries and related costs of personnel directly involved and other costs incurred during the period of development or redevelopment.

Pre-development costs represent the costs the Company incurs prior to land acquisition or pursuing a redevelopment including contract deposits, as well as legal, engineering, and other external professional fees related to evaluating the feasibility of developing or redeveloping a shopping center. As of December 31, 2024 and 2023, the Company had nonrefundable deposits and other pre-development costs of approximately $10.2 million and $7.7 million, respectively. If the Company determines that the development or redevelopment of a particular shopping center is no longer probable, any related pre-development costs previously capitalized are immediately expensed. During the years ended December 31, 2024, 2023, and 2022, the Company expensed pre-development costs of approximately $0.9 million, $0.1 million, and $0.6 million, respectively, in Other operating expenses in the accompanying Consolidated Statements of Operations.

Interest costs are capitalized into each development and redevelopment project based upon applying the Company's weighted average borrowing rate to that portion of the actual development or redevelopment costs incurred. The Company discontinues interest and real estate tax capitalization when a project is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would the Company capitalize interest on a project beyond 12 months after substantial completion of the building. During the years ended December 31, 2024, 2023, and 2022, the Company capitalized interest of $6.6 million, $5.7 million, and $4.2 million, respectively, on our development and redevelopment projects.

We have a staff of employees directly supporting our development and redevelopment program. All direct internal costs attributable to these development activities are capitalized as part of each development and redevelopment project. The capitalization of costs is directly related to the actual level of development activity occurring. During the years ended December 31, 2024, 2023, and 2022, we capitalized $19.8 million, $13.3 million, and $10.8 million, respectively, of direct internal costs incurred to support our development and redevelopment program.

Acquisitions

Upon acquisition of operating real estate properties, the Company estimates the fair value of acquired tangible assets (consisting of land, land improvements, buildings, building improvements and tenant improvements) and identified intangible assets and liabilities (consisting of above and below-market leases and in-place leases), assumed debt, and any noncontrolling interest in the acquiree at the date of acquisition, based on evaluation of information and estimates available at that date. Based on these estimates, the Company allocates the purchase price of the acquired properties based on their relative fair value to the applicable assets and liabilities. Acquisitions of operating properties are generally considered asset acquisitions and therefore transaction costs are capitalized. Fair value is determined based on an exit price approach, which contemplates the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Company's methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements. In addition, the Company 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 value of in-place leases is estimated based on the value associated with the costs avoided in originating leases compared to the acquired in-place leases as well as the value associated with lost rental and recovery revenue during the assumed lease-up period. The value of in-place leases is recorded to Depreciation and amortization expense in the Consolidated Statements of Operations over the remaining expected term of the respective leases.

Above-market and below-market in-place lease values for acquired properties are recorded based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of market lease rates for comparable in-place leases, measured over a period equal to the remaining non-cancelable term of the lease, including below-market renewal options, if applicable. The value of above-market leases is amortized as a reduction of Lease income over the remaining terms of the respective leases and the value of below-market leases is accreted to Lease income over the remaining terms of the respective leases, including below-market renewal options, if applicable.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company does not assign value to customer relationship intangibles if it has pre-existing business relationships with major retailers at the acquired property since they do not provide incremental value over the Company's existing relationships.

Held for Sale

The Company classifies real estate assets as held-for-sale upon satisfaction of all the following criteria: (i) management commits to a plan to sell a property (or group of properties), (ii) the property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such properties, (iii) an active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated, (iv) the sale of the property is probable and transfer of the asset is expected to be completed within one year, (v) the property is being actively marketed for sale, and (vi) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Upon the determination to classify a property as held for sale, the Company ceases depreciation and amortization on the real estate property held for sale, as well as the amortization of any related intangible assets. Such properties are recorded at the lesser of the carrying value or estimated fair value less estimated costs to sell.

Valuation of Real Estate Investments and Impairments

The Company continually evaluates whether there are any events or changes in circumstances, that could indicate the carrying values of the real estate properties (including any related amortizable intangible assets or liabilities) may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate assets may not be recoverable, the Company assesses the recoverability of the asset group by estimating whether the Company will recover the carrying value of the asset group through its undiscounted future cash flows, including eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the asset group, an impairment charge will be recorded to the extent that the carrying value exceeds the estimated fair value of the asset group.

Estimated cash flows are based on several key assumptions, including rental rates, expected leasing activity, costs of tenant improvements, leasing commissions, expected hold period, and assumptions regarding the residual value upon disposition, including the exit capitalization rate. These key assumptions are subjective in nature and could differ materially from actual results. Changes in events or changes in circumstances may alter the hold period of an asset or asset group which may result in an impairment loss and such loss could be material to the Company's financial condition or operating performance. If a property previously classified as held and used is changed to held for sale, the Company estimates fair value, less expected costs to sell, which could cause the Company to determine that the property is impaired.

The estimated fair value of real estate assets is subjective and is estimated through comparable sales information and other market data if available, or through use of an income approach such as the direct capitalization method or the discounted cash flow approach. The discounted cash flow approach uses similar assumptions to the undiscounted cash flow approach above, as well as a discount rate. Such cash flow projections and rates are subject to management judgment and changes in those assumptions could impact the estimate of fair value. In estimating the fair value of undeveloped land, the Company generally uses market data and comparable sales information.

(d)

Cash, Cash Equivalents, and Restricted Cash

Any instruments which have an original maturity of 90 days or less when purchased are considered cash equivalents. As of December 31, 2024 and 2023, $5.6 million and $6.4 million, respectively, of cash was restricted through escrow agreements and certain mortgage loans.

(e)

Other Assets

Goodwill

Goodwill represents the excess of the purchase price consideration from the Equity One merger in 2017 over the fair value of the assets acquired and liabilities assumed. The Company accounts for goodwill in accordance with ASC Topic 350, Intangibles - Goodwill and Other, and allocates its goodwill to its reporting units, which have been determined to be at the individual property level. The Company performs an impairment evaluation of its goodwill at least annually, in November of each year, or more frequently as triggers occur. See Note 5.

The goodwill impairment evaluation is completed using either a qualitative or quantitative approach. Under a qualitative approach, the impairment review for goodwill consists of an assessment of whether it is more-likely-than-not that the reporting unit's fair value is less than its carrying value, including goodwill. If a qualitative approach indicates it is more

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

likely-than-not that the estimated carrying value of a reporting unit (including goodwill) exceeds its fair value, or if the Company chooses to bypass the qualitative approach for any reporting unit, the Company will perform the quantitative approach described below.

The quantitative approach consists of estimating the fair value of each reporting unit using discounted projected future cash flows and comparing those estimated fair values with the carrying values, which include the allocated goodwill. If the estimated fair value is less than the carrying value, the Company would then recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

Investments

The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. The fair value of securities is determined using quoted market prices.

Debt securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity. Debt securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and are reported at fair value, with unrealized gains and losses recognized through earnings in Net investment (income) loss in the Consolidated Statements of Operations. Debt securities not classified as held to maturity or as trading, are classified as available-for-sale, and are carried at fair value, with the unrealized gains and losses, net of tax, included in the determination of comprehensive income and reported in the Consolidated Statements of Comprehensive Income.

Equity securities with readily determinable fair values are measured at fair value with changes in the fair value recognized through net income and presented within Net investment (income) loss in the Consolidated Statements of Operations.

Derivative Instruments

The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative instruments. Specifically, the Company enters into derivative instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative instruments are used to manage fluctuations in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings.

All derivative instruments, whether designated in hedging relationships or not, are recorded on the accompanying Consolidated Balance Sheets at their fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

The Company uses interest rate swaps to mitigate its interest rate risk on a related financial instrument or forecasted transaction, and the Company designates these interest rate swaps as cash flow hedges. Interest rate swaps designated as cash flow hedges generally involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company may also utilize cash flow hedges to lock U.S. Treasury rates in anticipation of future fixed-rate debt issuances. The gains or losses resulting from changes in fair value of derivatives that qualify as cash flow hedges are recognized in Accumulated other comprehensive income (loss) ("AOCI"). Upon the settlement of a hedge, gains and losses remaining in AOCI are amortized through earnings over the underlying term of the hedged transaction. The cash receipts or payments related to interest rate swaps are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows and/or forecasted cash flows of the hedged items.

In assessing the valuation of the hedges, the Company uses standard market conventions and techniques such as discounted cash flow analysis, option pricing models, and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

(f)

Deferred Leasing Costs

Deferred leasing costs consist of costs associated with leasing the Company's shopping centers, and are presented net of accumulated amortization. Such costs are amortized over the period through lease expiration. If the lease is terminated early, the remaining leasing costs are written off.

Under ASC Topic 842, the Company, as a lessor, may only defer as initial direct costs the incremental costs of a tenant's operating lease that would not have been incurred if the lease had not been obtained. These costs generally consist of third party broker payments. Non-contingent internal leasing and legal costs associated with leasing activities are expensed within General and administrative expenses.

(g)

Income Taxes

The Parent Company believes it qualifies, and intends to continue to qualify, as a REIT under the Code. As a REIT, the Parent Company will generally not be subject to federal income tax, provided that distributions to its shareholders are at least equal to REIT taxable income. All wholly-owned corporate subsidiaries of the Operating Partnership have elected to be a TRS or qualify as a REIT. The TRSs are subject to federal and state income taxes and file separate tax returns. As a pass through entity, the Operating Partnership generally does not pay taxes, but its taxable income or loss is reported by its partners, of which the Parent Company, as general partner and approximately 99.4% owner, is allocated its Pro-rata share of tax attributes.

The Company accounts for income taxes related to its TRSs under the asset and liability approach, which requires the recognition of the amount of taxes payable or refundable for the current year and deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records deferred tax liabilities within Accounts payable and other liabilities in the Consolidated Balance Sheets. The Company records net deferred tax assets to the extent it believes it is more likely than not that these assets will be realized within Other assets in the Consolidated Balance Sheets. A valuation allowance is recorded to reduce deferred tax assets when it is believed that it is more likely than not that all or some portion of the deferred tax asset will not be realized. The Company considers all available positive and negative evidence, including forecasts of future taxable income, the reversal of other existing temporary differences, available net operating loss carryforwards, tax planning strategies and recent and projected results of operations in order to make that determination.

In addition, tax positions are initially recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions shall initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years (2021 and forward for federal and state) based on an assessment of many factors including past experience and interpretations of tax laws applied to the facts of each matter.

(h)

Lease Obligations

The Company has certain properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties, which are all classified as operating leases. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. The building and improvements constructed on the leased land are capitalized as Real estate assets in the accompanying Consolidated Balance Sheets and depreciated over the shorter of the useful life of the improvements or the lease term.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

In addition, the Company has non-cancelable operating leases pertaining to office space from which it conducts its business. Leasehold improvements are capitalized as tenant improvements, presented in Other assets in the Consolidated Balance Sheets, and depreciated over the shorter of the useful life of the improvements or the lease term.

Under Topic 842, the Company recognizes Lease liabilities on its Consolidated Balance Sheets for its ground and office leases and corresponding Right of use assets related to these same ground and office leases which are classified as operating leases. A key input in estimating the Lease liabilities and resulting Right of use assets is establishing the discount rate in the lease, which since the rates implicit in the lease contracts are not readily determinable, requires additional inputs for the longer-term ground leases, including market-based interest rates that correspond with the remaining term of the lease, the Company's credit spread, and a securitization adjustment necessary to reflect the collateralized payment terms present in the lease. This discount rate is applied to the remaining unpaid minimum rental payments for each lease to measure the operating lease liabilities.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods. For ground leases, the Company generally assumes it will exercise options through the latest option date of that shopping center's anchor tenant lease.

(i)

Forward Equity Sales

Our at-the-market (“ATM”) program allows for the sale of common stock through forward sales contracts. These contracts meet all conditions for equity classification, and as such, common stock is recorded at the offering price specified in the contract upon settlement. The Company also accounts for the potential dilution from forward sales contracts in the earnings per share calculations, using the treasury stock method to determine any dilutive impact before settlement. For further details on forward equity sales transactions, refer to Note 12 in the consolidated financial statements.

(j)

Earnings per Share and Unit

Basic earnings per share of common stock and unit are computed based upon the weighted average number of common shares and units, respectively, outstanding during the period. Diluted earnings per share and unit reflect the conversion of obligations and the assumed exercises of securities including the effects of shares issuable under the Company's share-based payment arrangements, if dilutive. Dividends paid on the Company's share-based compensation awards are not participating securities as they are forfeitable.

(k)

Stock-Based Compensation

The Company grants stock-based compensation to its employees and directors and recognizes the cost of stock-based compensation based on the grant-date fair value of the award, which is expensed over the vesting period.

When the Parent Company issues common stock as compensation, it simultaneously receives an equal number of common units from the Operating Partnership. The Company contributes all deemed proceeds from the share-based awards granted under the Parent Company's Long-Term Omnibus Plan (the "Plan") to the operating partnership. Consequently, the Parent Company's ownership in the Operating Partnership increases in proportion to the deemed proceeds contributed in exchange for the common units received. As a result of the issuance of common units to the Parent Company for stock-based compensation, the Operating Partnership records the effect of stock-based compensation for awards of equity in the Parent Company.

(l)

Segment Reporting

The Company's business is investing in retail shopping centers through direct ownership or partnership interests. The Company actively manages its portfolio of retail shopping centers and may from time to time make decisions to sell lower performing properties or developments not meeting its long-term investment objectives. The proceeds from sales are generally reinvested into higher quality retail shopping centers, through acquisitions, new developments, or redevelopment of existing centers, which management believes will generate sustainable revenue growth and attractive returns. It is management's intent that all retail shopping centers will be owned or developed for investment purposes; however, the Company may decide to sell all or a portion of a development upon completion. The Company's revenues and net income are generated from the operation of its investment portfolio. The Company also earns fees for services provided to manage and lease retail shopping centers owned through joint ventures.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company's portfolio is located throughout the United States. Management does not distinguish or group its operations on a geographical basis for purposes of allocating resources or capital. The Company’s chief operating decision maker ("CODM") evaluates operating and financial performance for each property on an individual property level; therefore, the Company defines an operating segment as its individual properties. The individual properties have been aggregated into one reportable segment based upon their similarities with regard to both the nature and economics of the centers, tenants and operational processes, as well as long-term average financial performance. For further details on segment information, refer to Note 16 in the consolidated financial statements.

(m)

Investment Risk Concentrations

No single tenant comprised 10% or more of our aggregate annualized base rent ("ABR"). As of December 31, 2024, the Company had three geographic concentrations that individually accounted for at least 10.0% of its aggregate ABR. Real estate properties located in California, Florida and New York-Newark-Jersey City core-based statistical area accounted for 23.4%, 20.5% and 12.3% of ABR, respectively. As the result, this geographic concentration of our portfolio makes it potentially more susceptible to adverse weather, natural disasters or economic events that impact these locations. None of the shopping centers are located outside the United States.

(n)

Fair Value of Assets and Liabilities

ASC 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Therefore, a fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company uses a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from independent sources (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the Company's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The three levels of inputs used to measure fair value are as follows:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.

The Company also re-measures nonfinancial assets and nonfinancial liabilities, initially measured at fair value in a business combination or other new basis event, at fair value in subsequent periods if a re-measurement event occurs.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

(n) Recent Accounting Pronouncements

The following table provides a brief description of recent accounting pronouncements and expected impact on our financial statements:

StandardDescriptionDate of adoptionEffect on the financial statements or other significant matters
Recently adopted**:**
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, 2025Other than additional disclosure, 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 ExpensesASU 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, 2027The 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 InstrumentsASU 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, 2026The 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 effect on our financial position or results of operations, as the Company currently does not have any convertible debt instruments in our financing arrangements.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

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 acquisition13,568
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 repaid39,266
Preferred stock converted225,000
Transaction costs57,197
Other cash payments68
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 partnerships35,942
Real estate assets1,415,777
Cash, accounts receivable and other assets51,902
Lease intangible assets128,663
Total assets acquired1,596,342
Notes payable284,706
Accounts payable, accrued expenses, and other liabilities37,500
Lease intangible liabilities69,583
Total liabilities assumed391,789
Noncontrolling interest64,492
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. The fair value of land is generally based on relevant market data, such as a comparison of the subject site to similar parcels that have recently been sold or are currently being offered on the market for sale. 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.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

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 leases8.0
Above-market leases7.0
Liabilities:
Below-market leases18.5

Other Acquisitions

The following tables detail the other properties acquired for the periods set forth below:

(in thousands)December 31, 2024
Date PurchasedProperty NameCity/StateProperty TypeRegency's OwnershipPurchase Price (1)Debt Assumed, Net of Premiums (1)Intangible Assets (1)Intangible Liabilities (1)
2/23/2024The Shops at Stone BridgeCheshire, CTDevelopment100%$8,000———
5/3/2024Compo Acres North Shopping CenterWestport, CTOperating100%45,500—5,3602,175
7/16/2024Jordan Ranch MarketHouston, TXDevelopment50%15,784———
8/21/2024Oakley Shops at Laurel FieldsOakley, CADevelopment100%2,120———
Total property acquisitions$71,404—5,3602,175

(1)

Amounts for purchase price and allocation are reflected at 100%.

(in thousands)December 31, 2023
Date PurchasedProperty NameCity/StateProperty TypeRegency's OwnershipPurchase Price (1)Debt Assumed, Net of Premiums (1)Intangible Assets (1)Intangible Liabilities (1)
5/1/2023Sienna Phase 1Houston, TXDevelopment75%$2,695———
5/18/2023SunVetHolbrook, NYDevelopment100%24,140———
10/11/2023Nohl PlazaOrange, CAOperating100%25,328—3,94010,470
12/1/2023The Longmeadow ShopsLongmeadow, MAOperating100%31,400—4,0491,876
Total property acquisitions$83,563—7,98912,346

(1)

Amounts for purchase price and allocation are reflected at 100%.

Property Dispositions

The following table provides a summary of consolidated shopping centers and land parcels sold during the periods set forth below:

Year ended December 31,
(in thousands, except number sold data)202420232022
Net proceeds from sale of real estate investments$108,61511,167143,133
Gain on sale of real estate, net of tax$34,162661109,005
Provision for impairment of real estate sold$1,330——
Number of operating properties sold6—2
Number of land parcels sold—55
Percent interest sold100%100%100%

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Investments in Real Estate Partnerships

The Company's investments in real estate partnerships include the following:

December 31, 2024
(in thousands)Regency's OwnershipNumber of PropertiesTotal InvestmentTotal Assets of the PartnershipThe Company's Share of Net Income of the PartnershipNet Income of the Partnership
GRI - Regency, LLC (GRIR)40%66$136,9721,455,47138,72991,447
Columbia Regency Partners II, LLC (Columbia II) (1)20%2263,024623,6553,93820,121
Columbia Village District, LLC30%16,43499,2362,2207,453
Individual Investors
Ballard Blocks50%259,596115,7841,0282,380
Town & Country Center35%144,715259,2181,8105,235
Others (2)12% - 83%1188,303289,7932,56910,027
Total investments in real estate partnerships103$399,0442,843,15750,294136,663

(1)

Effective September 1, 2024, Columbia Regency Retail Partners, LLC (Columbia I) merged with and into Columbia II with Columbia II being the surviving entity in the merger.

(2)

Effective January 1, 2025, we acquired our partner’s 33.3% share in a single property partnership for a total purchase price of $10.3 million. Following this acquisition, the Company now owns 100% of this property, and has been consolidated into the Company’s financial statements.

December 31, 2023
(in thousands)Regency's OwnershipNumber of PropertiesTotal InvestmentTotal Assets of the PartnershipThe Company's Share of Net Income of the PartnershipNet Income of the Partnership
GRI - Regency, LLC (GRIR)40%66$144,3711,475,61135,90184,224
Columbia Regency Retail Partners, LLC (Columbia I)20%77,045139,2241,6308,559
Columbia Regency Partners II, LLC (Columbia II)20%1442,994424,6721,7438,769
Columbia Village District, LLC30%16,12397,5222,1997,383
Individual Investors
Ballard Blocks50%262,140120,3791,4863,297
Town & Country Center35%142,074224,5791,0753,136
Others12% - 67%1065,858208,0066,50719,770
Total investments in real estate partnerships101$370,6052,689,99350,541135,138

The summarized balance sheet information for the investments in real estate partnerships, on a combined basis, is as follows:

December 31,
(in thousands)20242023
Investments in real estate, net$2,569,7652,432,859
Acquired lease intangible assets, net25,16416,723
Other assets248,228240,411
Total assets$2,843,1572,689,993
Notes payable$1,564,5511,499,702
Acquired lease intangible liabilities, net19,04515,112
Other liabilities92,91180,457
Capital - Regency444,354418,205
Capital - Third parties722,296676,517
Total liabilities and capital$2,843,1572,689,993

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The following table reconciles the Company's capital recorded by the unconsolidated real estate investment partnerships to the Company's investments in real estate partnerships reported in the accompanying Consolidated Balance Sheet:

December 31,
(in thousands)20242023
Capital - Regency$444,354418,205
Basis difference(45,310)(47,600)
Investments in real estate partnerships$399,044370,605

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)202420232022
Total revenues$420,281390,843378,096
Operating expenses:
Depreciation and amortization96,23988,97486,193
Property operating expense68,28965,50961,224
Real estate taxes51,98647,52942,010
General and administrative5,2015,0085,615
Other operating expenses5,7403,1193,851
Total operating expenses$227,455210,139198,893
Other expense (income):
Interest expense, net58,45156,70654,874
Gain on sale of real estate(2,288)(11,140)(49,424)
Loss on early extinguishment of debt——587
Total other expense (income)56,16345,5666,037
Net income of the Partnerships$136,663135,138173,166
The Company's share of net income of the Partnerships$50,29450,54159,824

Acquisitions

The following table provides a summary of shopping centers and land parcels acquired through our investments in real estate partnerships for the periods set forth below:

(in thousands)Year ended December 31, 2024
Date PurchasedProperty NameCity/StateProperty TypeReal Estate PartnerRegency's OwnershipPurchase Price (1)Debt Assumed, Net of Premiums (1)Intangible Assets (1)Intangible Liabilities (1)
8/30/2024East Greenwich SquareEast Greenwich, RIOperatingOther70%46,650—5,1271,877
10/17/2024University Commons - AustinRound Rock, TXOperatingColumbia II20%68,751—6,5605,120
Total property acquisitions$115,401—11,6876,997

(1)

Amounts reflected for purchase price and allocation are reflected at 100%.

(in thousands)Year ended December 31, 2023
Date PurchasedProperty NameCity/StateProperty TypeReal Estate PartnerRegency's OwnershipPurchase Price (1)Debt Assumed, Net of Premiums (1)Intangible Assets (1)Intangible Liabilities (1)
9/19/2023Old Town SquareChicago, ILOperatingOther20%27,510—3,625503
Total property acquisitions$27,510—3,625503

(1)

Amounts reflected for purchase price and allocation are reflected at 100%.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Dispositions

The following table provides a summary of shopping centers and land parcels disposed of through our investments in real estate partnerships:

Year ended December 31,
(in thousands)202420232022
Proceeds from sale of real estate investments$2,25630,659116,377
Gain on sale of real estate$2,28811,14049,424
The Company's share of gain on sale of real estate$9073,16112,748
Number of operating properties sold—14
Number of land out-parcels sold1——

Notes Payable

Scheduled principal repayments on notes payable held by our unconsolidated investments in real estate partnerships as of December 31, 2024, were as follows:

(in thousands)Scheduled Principal Payments and Maturities by Year:Scheduled Principal PaymentsMortgage Loan MaturitiesUnsecured MaturitiesTotalRegency's Pro-Rata Share
2025$6,727147,512—154,23949,031
20267,393272,96335,800316,156108,765
20277,57632,800—40,37613,669
20284,267246,605—250,87292,027
20292,84193,500—96,34134,967
Beyond 5 Years3,847711,324—715,171280,111
Net unamortized loan costs, debt premium / (discount)—(8,603)—(8,603)(3,200)
Total notes payable$32,6511,496,10135,8001,564,552575,370

These fixed and variable rate notes payable are all non-recourse to the partnerships, and mature through 2034, with 93.3% having a weighted average fixed interest rate of 3.9%. The remaining notes payable float with SOFR and had a weighted average variable interest rate of 6.8% at December 31, 2024.

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 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)202420232022
Asset management, property management, leasing, and investment and financing services$27,87426,95425,851

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Other Assets

The following table represents the components of Other assets in the accompanying Consolidated Balance Sheets as of the periods set forth below:

(in thousands)December 31, 2024December 31, 2023
Goodwill$166,739167,062
Investments51,82051,992
Prepaid and other40,24040,635
Derivative assets12,78114,213
Furniture, fixtures, and equipment, net7,9546,662
Deferred financing costs, net9,5122,865
Total other assets$289,046283,429

The following table presents the goodwill balances and activity during the year ended:

December 31, 2024December 31, 2023
(in thousands)GoodwillAccumulated Impairment LossesTotalGoodwillAccumulated Impairment LossesTotal
Beginning of year balance$294,524(127,462)167,062$300,496(133,434)167,062
Goodwill allocated to Properties held for sale———(5,972)5,972—
Goodwill associated with disposed reporting units:
Goodwill allocated to Gain on sale of real estate(1,884)1,561(323)———
End of year balance$292,640(125,901)166,739$294,524(127,462)167,062

As the Company identifies properties ("reporting units") that no longer meet its investment criteria, it will evaluate the property for potential sale. A decision to sell a reporting unit results in the need to evaluate its goodwill for recoverability and may result in impairment. Additionally, other changes impacting a reporting unit may be considered a triggering event. If events occur that trigger an impairment evaluation at multiple reporting units, a goodwill impairment may be significant.

Acquired Lease Intangibles

The Company had the following acquired lease intangibles as of the periods set forth below:

December 31,
(in thousands)20242023
In-place leases$522,117543,892
Above-market leases103,075103,896
Total intangible assets625,192647,788
Accumulated amortization(395,209)(364,413)
Acquired lease intangible assets, net$229,983283,375
Below-market leases586,660609,369
Accumulated amortization(222,052)(211,067)
Acquired lease intangible liabilities, net$364,608398,302

The following table provides a summary of amortization and net accretion amounts from acquired lease intangibles:

Year ended December 31,
(in thousands)202420232022Line item in Consolidated Statements of Operations
In-place lease amortization$49,16944,10234,568Depreciation and amortization
Above-market lease amortization8,8606,5715,828Lease income
Acquired lease intangible asset amortization$58,02950,67340,396
Below-market lease amortization$33,88337,83128,642Lease income

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The estimated aggregate amortization and net accretion amounts from acquired lease intangibles for the next five years are as follows:

(in thousands)
In Process Year Ending December 31,Amortization of In-place lease intangiblesNet accretion of Above / Below market lease intangibles
2025$33,17321,657
202626,81320,878
202721,29019,875
202816,90919,767
202914,25719,091

Leases

Lessor Accounting

Substantially all of the Company's leases are classified as operating leases. The Company's Lease income is comprised of both fixed and variable income. Fixed and in-substance fixed lease income includes stated amounts per lease contracts, which are primarily related to base rent, and in some cases stated amounts for Recoverable Costs. Income for these amounts is recognized on a straight-line basis.

Variable lease income includes the following two main items in the lease contracts:

(i)

Recoveries from tenants represent the tenants' contractual obligations to reimburse the Company for their portion of Recoverable Costs incurred. Generally, the Company's leases provide for the tenants to reimburse the Company based on the tenants' share of the actual costs incurred in proportion to the tenants' share of leased space in the property.

(ii)

Percentage rent represents amounts billable to tenants based on the tenants' actual sales volume in excess of levels specified in the lease contract.

The following table provides a disaggregation of lease income recognized as either fixed or variable lease income based on the criteria specified in Topic 842:

Year ended December 31,
(in thousands)202420232022
Operating lease income
Fixed and in-substance fixed lease income$1,035,225928,364851,409
Variable lease income356,520324,037287,149
Other lease related income, net:
Above/below market rent and tenant rent inducement amortization, net24,84330,82622,543
Uncollectible straight-line rent(1,885)1,26112,510
Uncollectible amounts billable in lease income(3,324)(549)13,841
Total lease income$1,411,3791,283,9391,187,452

Future minimum rental revenue under non-cancelable operating leases, excluding variable lease payments as of December 31, 2024, are as follows:

(in thousands)
For the year ending December 31,
2025$1,021,232
2026942,040
2027825,189
2028676,595
2029536,477
Thereafter2,006,865
Total$6,008,398

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

At December 31, 2024, the Company had three leases classified as sales-type leases, with lease income recorded over the lease term in the form of variable interest income representing the constant periodic rate of return on the Company’s net investment in the lease, and fixed contractual obligations.

Lessee Accounting

The Company has shopping centers that are subject to non-cancelable, long-term ground leases where a third party owns the underlying land and has leased the land to the Company to construct and/or operate a shopping center.

The Company has 20 properties within its consolidated real estate portfolio that are either partially or completely on land subject to ground leases with third parties. Accordingly, the Company owns only a long-term leasehold or similar interest in these properties. These ground leases expire through the year 2121, and in most cases, provide for renewal options.

In addition, the Company has non-cancelable operating leases for office space used to conduct its business. Office leases expire through the year 2035, and in certain cases, provide for renewal options.

The ground and office lease expenses are recognized on a straight-line basis over the term of the leases, including management's estimate of expected optional renewal periods, with ground lease expense presented within Property operating expense, and office lease expense presented within General and administrative in the accompanying Consolidated Statements of Operations.

Operating lease expense under the Company's ground and office leases were as follows, including straight-line rent expense and variable lease expenses such as CPI increases, percentage rent and reimbursements of landlord costs:

Year ended December 31,
(in thousands)202420232022
Fixed operating lease expense
Ground leases$15,42014,72713,759
Office leases3,6894,1034,162
Total fixed operating lease expense19,10918,83017,921
Variable lease expense
Ground leases1,9531,5861,591
Office leases592729611
Total variable lease expense2,5452,3152,202
Total lease expense$21,65421,14520,123
Cash paid for amounts included in the measurement of operating lease liabilities
Operating cash flows for operating leases$16,21215,82314,656

The following table summarizes the undiscounted future cash flows by year attributable to the operating lease liabilities for ground and office leases as of December 31, 2024, and provides a reconciliation to the Lease liabilities included in the accompanying Consolidated Balance Sheets:

(in thousands)Lease Liabilities
For the years ending December 31,Ground LeasesOffice LeasesTotal
2025$12,8713,90416,775
202612,7933,94716,740
202712,8192,74815,567
202812,9601,89914,859
202912,99373313,726
Thereafter687,9631,269689,232
Total undiscounted lease liabilities$752,39914,500766,899
Present value discount(520,621)(1,417)(522,038)
Lease liabilities$231,77813,083244,861
Weighted average discount rate5.5%4.1%
Weighted average remaining term (in years)48.74.3

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

  1. Income Taxes

The Company has elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code with certain of its subsidiaries treated as taxable REIT subsidiary entities, which are subject to federal and state income taxes. The following table summarizes the tax status of dividends paid on our common stock:

Year ended December 31,
202420232022
Dividend per share$2.84(1)2.56(2)2.53(3)
Ordinary income99%100%100%
Capital gain (4)1%—%—%
Additional tax status information:
Qualified dividend income—%—%—%
Section 199A dividend99%100%100%
Section 897 ordinary dividends—%—%—%
Section 897 capital gains—%—%—%

(1)

During 2024, the Company declared four quarterly dividends, the last of which was paid on January 3, 2025, and was fully allocated to the 2024 dividend period.

(2)

During 2023, the Company declared four quarterly dividends, the last of which was paid on January 3, 2024, with a portion allocated to the 2023 dividend period, and the balance allocated to 2024.

(3)

During 2022, the Company declared four quarterly dividends, the last of which was paid on January 4, 2023, with a portion allocated to the 2022 dividend period, and the balance allocated to 2023.

(4)

For 2024, Pursuant to Treasury Regulation Section 1.1061-6(c), the “One Year Amounts Disclosure” is 100% of the capital gain distributions allocated to each shareholder and “Three Year Disclosure” is 64.75% of the capital gain distributions allocated to each shareholder.

The following table summarizes the tax status of dividends paid on our Series A preferred stock:

Year ended December 31,
20242023
Dividend per share$1.560.39
Ordinary income99%100%
Capital gain1%—%
Additional tax status information:
Qualified dividend income—%—%
Section 199A dividend99%100%
Section 897 ordinary dividends—%—%
Section 897 capital gains—%—%

The following table summarizes the tax status of dividends paid on our Series B preferred stock:

Year ended December 31,
20242023
Dividend per share$1.470.37
Ordinary income99%100%
Capital gain1%—%
Additional tax status information:
Qualified dividend income—%—%
Section 199A dividend99%100%
Section 897 ordinary dividends—%—%
Section 897 capital gains—%—%

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Our consolidated expense (benefit) for income taxes for the years ended December 31, 2024, 2023, and 2022 was as follows:

Year ended December 31,
(in thousands)202420232022
Income tax expense (benefit):
Current$7,571796(332)
Deferred(3,026)99293
Total income tax expense (benefit) (1)$4,545895(39)

(1)

Includes $924, $895 and $(39) of tax expense (benefit) presented within Other operating expenses during the years ended December 31, 2024, 2023, and 2022, respectively. Additionally, $3,621 of tax expense is presented within Gain on sale of real estate, net of tax, during the year ended December 31, 2024.

The TRS entities are subject to federal and state income taxes and file separate tax returns. Income tax expense (benefit) differed from the amounts computed by applying the U.S. Federal income tax rate to pretax income of the TRS entities, as follows:

Year ended December 31,
(in thousands)202420232022
Computed expected tax expense (benefit)$2,723371504
State income tax, net of federal benefit1,3766052
Valuation allowance406227(323)
Permanent items221
All other items38235(273)
Total income tax expense (1)4,545895(39)
Income tax expense attributable to operations (1)$4,545895(39)

(1)

Includes $924, $895 and $(39) of tax expense (benefit) presented within Other operating expenses during the years ended December 31, 2024, 2023, and 2022, respectively. Additionally, $3,621 of tax expense is presented within Gain on sale of real estate, net of tax, during the year ended December 31, 2024.

The tax effects of temporary differences (included in Accounts payable and other liabilities in the accompanying Consolidated Balance Sheets) are summarized as follows:

December 31,
(in thousands)20242023
Deferred tax assets
Other2,3011,893
Deferred tax assets2,3011,893
Valuation allowance(2,301)(1,893)
Deferred tax assets, net$——
Deferred tax liabilities
Fixed assets(9,324)(12,563)
Other(972)(780)
Deferred tax liabilities(10,296)(13,343)
Net deferred tax liabilities$(10,296)(13,343)

The Company believes it is more likely than not that the remaining deferred tax assets will not be realized unless tax planning strategies are implemented.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Notes Payable and Unsecured Credit Facility

The Company's outstanding debt, net of unamortized debt premium (discount) and debt issuance costs, consisted of the following as of the dates set forth below:

Maturing ThroughWeighted Average Contractual RateWeighted Average Effective RateDecember 31,
(in thousands)20242023
Notes payable:
Fixed rate mortgage loans6/1/20373.9%4.3%$337,703449,615
Variable rate mortgage loans (1)1/31/20324.3%4.4%282,117299,579
Fixed rate unsecured debt3/15/20494.1%4.3%3,723,8803,252,755
Total notes payable, net4,343,7004,001,949
Unsecured credit facility:
$1.5 Billion Line of Credit (the "Line") (2)3/23/20285.3%5.6%65,000152,000
Total unsecured credit facility65,000152,000
Total debt outstanding$4,408,7004,153,949

(1)

As of December 31, 2024, 96.1% of the Variable rate mortgage loans are fixed through interest rate swaps.

(2)

The Company has the option to extend the maturity date by two additional six-month periods. Weighted average effective rate for the Line is calculated based on a fully drawn Line balance using the period end variable rate.

Notes Payable

Notes payable consist of mortgage loans secured by properties and unsecured public and private debt. Mortgage loans may be repaid before maturity, but could be subject to yield maintenance premiums, and are generally due in monthly installments of principal and interest or interest only. Unsecured public debt may be repaid before maturity subject to accrued and unpaid interest through the proposed redemption date and a make-whole premium. Interest on unsecured public and private debt is payable semi-annually.

On January 8, 2024, the Company priced a public offering of $400 million of senior unsecured notes due in 2034, and the notes were issued on January 18, 2024 at 99.617% of par value with a coupon of 5.250%.

On June 17, 2024, the Company paid off $250 million of unsecured public debt that had matured, utilizing a portion of the proceeds from the January 2024 public debt offering, and the Company paid off a $78.3 million fixed rate mortgage loan.

On August 12, 2024, the Company priced a public offering of $325 million of senior unsecured notes due in 2035, and the notes were issued on August 15, 2024 at 99.813% of par value with a coupon of 5.1%.

The Company is required to comply with certain financial covenants for its unsecured public debt as defined in the indenture agreements such as the following ratios: Consolidated Debt to Consolidated Assets, Consolidated Secured Debt to Consolidated Assets, Consolidated Income for Debt Service to Consolidated Debt Service, and Unencumbered Consolidated Assets to Unsecured Consolidated Debt. As of December 31, 2024, management of the Company believes it is in compliance with all financial covenants for its unsecured public debt.

Unsecured Credit Facilities

The Company has an unsecured line of credit facility (the "Line") pursuant to the Sixth Amended and Restated Credit Agreement (the "Credit Agreement"), dated as of January 18, 2024, by and among the Company and financial institutions party thereto, as lenders, and Wells Fargo Bank, National Association, as Administrative Agent. The Credit Agreement provides for an unsecured revolving credit facility in the amount of $1.50 billion for a term of four years (plus two six-month extension options) and includes an accordion feature which permits the borrower to request increases in the size of the revolving loan facility by up to an additional $1.50 billion. The interest rate on the revolving credit facility is equal to SOFR plus a margin that is determined based on the borrower’s long-term unsecured debt ratings and ratio of indebtedness to total asset value. The Credit Agreement also incorporates sustainability-linked adjustments to the interest rate, which provide for upward or downward adjustments to the applicable margin if the Company achieves, or fails to achieve, certain specified targets based on Scope 1 and Scope 2 emission standards as set forth in the Credit Agreement.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

At December 31, 2024, the Line had an available capacity of $1.4 billion, which is reduced by the balance of outstanding borrowings and commitments from issued letters of credit. The Line accrues interest at a variable rate of SOFR plus an applicable spread of 0.82% and a 0.125% commitment fee.

The Company is required to comply with certain financial covenants as defined in the Credit Agreement, including the Ratio of Indebtedness to Total Asset Value ("TAV"), Ratio of Unsecured Indebtedness to Unencumbered Asset Value, Ratio of Adjusted EBITDA to Fixed Charges, Ratio of Secured Indebtedness to TAV, Ratio of Unencumbered Net Operating Income to Unsecured Interest Expense, and other covenants customary with this type of unsecured financing. As of December 31, 2024, the Company is in compliance with all financial covenants for the Line.

Scheduled principal payments and maturities on notes payable and unsecured credit facilities were as follows:

(in thousands)December 31, 2024
Scheduled Principal Payments and Maturities by Year:Scheduled Principal PaymentsMortgage Loan MaturitiesUnsecured Maturities (1)Total
2025$9,79852,537250,000312,335
202610,040147,847200,000357,887
20277,133222,558525,000754,691
20285,40242,004365,000412,406
20292,78653,620425,000481,406
Beyond 5 Years5,17068,4662,050,0002,123,636
Unamortized debt premium/(discount) and issuance costs—(7,541)(26,120)(33,661)
Total$40,329579,4913,788,8804,408,700

(1)

Includes unsecured public and private debt and unsecured credit facilities.

The Company was in compliance as of December 31, 2024, with all debt covenants.

Derivative Instruments

The Company may use derivative financial instruments, including interest swaps, caps, options, floors, and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The Company does not intend to utilize derivatives for speculative transactions or purposes other than mitigation of interest rate risk. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with quality credit ratings. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

Detail on the Company's interest rate derivatives outstanding is as follows:

(in thousands, except number of instruments data)December 31,
Interest Rate Swaps20242023
Notional amount$301,444294,928
Number of instruments1415

Detail on the fair value of the Company's interest rate derivatives is as follows:

(in thousands)December 31,
Interest rate swaps classified as:20242023
Derivative assets$12,78114,213
Derivative liabilities(423)(1,335)

Derivatives in an asset position are included within Other assets in the accompanying Consolidated Balance Sheets, while those in a liability position are included within Accounts payable and other liabilities.

These derivative financial instruments are all interest rate swaps, which are designated and qualify as cash flow hedges. The Company does not use derivatives for trading or speculative purposes and, as of December 31, 2024, does not have any derivatives that are not designated as hedges.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in Accumulated other comprehensive income ("AOCI") and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings.

The following table represents the effect of the derivative financial instruments on the accompanying Consolidated Financial Statements:

Location and Amount of Gain (Loss) Recognized in OCI on DerivativeLocation and Amount of Loss (Gain) Reclassified from AOCI into IncomeTotal amounts presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded
Year ended December 31,Year ended December 31,Year ended December 31,
(in thousands)202420232022202420232022202420232022
Interest rate swaps$12,523(2,448)20,061Interest (income) expense, net$(8,895)(7,536)833Interest expense, net$180,119154,249146,186
Loss (gain) on early extinguishment of debt$180(99)—

As of December 31, 2024, the Company expects approximately $2.5 million of accumulated comprehensive income on derivative instruments in AOCI, including the Company's share from its Investments in real estate partnerships, to be reclassified into earnings during the next 12 months.

Fair Value Measurements

(a)

Disclosure of Fair Value of Financial Instruments

All financial instruments of the Company are reflected in the accompanying Consolidated Balance Sheets at amounts which, in management's estimation, reasonably approximate their fair values, except those instruments listed below:

December 31,
20242023
(in thousands)Carrying AmountFair ValueCarrying AmountFair Value
Financial assets:
Notes receivable$31,79031,755$2,1092,109
Financial liabilities:
Notes payable, net$4,343,7004,141,096$4,001,9493,763,152
Unsecured credit facilities (1)$65,00065,000$152,000152,000

(1)

The carrying amounts approximated its fair values due to the variable nature of the terms.

The above fair values represent management's estimate of the amounts that would be received from selling those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants as of December 31, 2024 and 2023, respectively. These fair value measurements maximize the use of observable inputs which are classified within Level 2 of the fair value hierarchy. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company's own judgments about the assumptions that market participants would use in pricing the asset or liability.

The Company develops its judgments based on the best information available at the measurement date, including expected cash flows, appropriate risk-adjusted discount rates, and available observable and unobservable inputs. Service providers involved in fair value measurements are evaluated for competency and qualifications on an ongoing basis. As considerable judgment is often necessary to estimate the fair value of these financial instruments, the fair values presented above are not necessarily indicative of amounts that will be realized upon disposition of the financial instruments.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

(b)

Fair Value Measurements

The following financial instruments are measured at fair value on a recurring basis:

Securities

The Company has investments in marketable securities that are included within Other assets on the accompanying Consolidated Balance Sheets. The fair value of the securities was determined using quoted prices in active markets, which are considered Level 1 inputs of the fair value hierarchy. Changes in the value of securities are recorded within Net investment (income) loss in the accompanying Consolidated Statements of Operations, and include unrealized gains of $4.5 million for the year ended December 31, 2024, unrealized gains of $4.2 million for the year ended December 31, 2023 and unrealized losses of $8.0 million for the year ended December 31, 2022.

Available-for-Sale Debt Securities

Available-for-sale debt securities consist of investments in corporate bonds, and are recorded at fair value using either recent trade prices for the identical debt instrument or comparable instruments by issuers of similar industry sector, issuer rating, and size, to estimate fair value, which are considered Level 2 inputs of the fair value hierarchy. Unrealized gains or losses on these debt securities are recognized through Other comprehensive income.

Interest Rate Derivatives

The fair value of the Company's interest rate derivatives is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy.

The following tables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:

Fair Value Measurements as of December 31, 2024
(in thousands)BalanceQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Assets:
Securities$39,41939,419——
Available-for-sale debt securities12,401—12,401—
Interest rate derivatives12,781—12,781—
Total$64,60139,41925,182—
Liabilities:
Interest rate derivatives$(423)—(423)—

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Fair Value Measurements as of December 31, 2023
(in thousands)BalanceQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Assets:
Securities$37,03937,039——
Available-for-sale debt securities14,953—14,953—
Interest rate derivatives14,213—14,213—
Total$66,20537,03929,166—
Liabilities:
Interest rate derivatives$(1,335)—(1,335)—

The following tables present the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a non-recurring basis:

Fair Value Measurements as of December 31, 2024
(in thousands)BalanceQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)Total Gains (Losses)
Real estate assets$10,915—10,915—(12,974)

During the year ended December 31, 2024, the Company recorded a $14.3 million Provision for impairment on two operating properties. One property was sold within the reporting period with a $1.3 million provision for impairment. The second property is classified as held and used, and was impaired as a result of management's change in expected hold period and the carrying value exceeded the estimated fair value. The estimated fair value was based on letters of intent from third-party offers for the property and is reflected in the table above within the Level 2 fair value hierarchy.

During the year ended December 31, 2023, there were no real estate assets measured at fair value on a nonrecurring basis.

Equity and Capital

Preferred Stock of the Parent Company

Terms and conditions of the preferred stock outstanding are summarized as follows:

Preferred Stock Outstanding as of December 31, 2024
Date of IssuanceShares Issued and OutstandingLiquidation PreferenceDistribution RateCallable By Company
Series A8/18/20234,600,000$115,000,0006.250%On demand
Series B8/18/20234,400,000110,000,0005.875%On demand
9,000,000$225,000,000
Preferred Stock Outstanding as of December 31, 2023
Date of IssuanceShares Issued and OutstandingLiquidation PreferenceDistribution RateCallable By Company
Series A8/18/20234,600,000$115,000,0006.250%On demand
Series B8/18/20234,400,000110,000,0005.875%On or after 10/1/2024
9,000,000$225,000,000

Each series of Preferred Stock is non-voting, has no stated maturity and is redeemable for cash at $25.00 per share at the Company's option. The holders of the Preferred Stock have general preference rights over common stockholders with respect to liquidation and quarterly distributions. Except under certain limited conditions, holders of the Preferred Stock will not be entitled to vote. In the event of a cumulative arrearage equal to six quarterly dividends, holders of the Preferred Stock (voting as a single class without regard to series) will have the right to elect two additional members to serve on the Company's Board of Directors until the arrearage has been cured. Upon the occurrence of a Change of Control, as defined in the

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Company's Articles of Incorporation, the holders of the Preferred Stock will have the right to convert all or part of the shares of the Preferred Stock held by such holders on the applicable conversion date into a number of shares of Common Stock.

Dividends Declared

On February 4, 2025, the Board:

Declared a dividend on the Series A Preferred Stock, which will be paid at a rate of $0.390625 per share on April 30, 2025. The dividend will be payable to holders of record of the Series A Preferred Stock as of the close of business on April 15, 2025; and

Declared a dividend on the Series B Preferred Stock, which will be paid at a rate of $0.367200 per share on April 30, 2025 The dividend will be payable to holders of record of the Series B Preferred Stock as of the close of business on April 15, 2025.

Common Stock of the Parent Company

Dividends Declared

On February 4, 2025, the Board declared a common stock dividend of $0.705 per share, payable on April 2, 2025, to shareholders of record as of March 12, 2025.

At the Market ("ATM") Program

Under the Parent Company's ATM Program, as authorized by the Board, the Parent Company may sell up to $500 million of common stock at prices determined by the market at the time of sale. The timing of sales, if any, will be dependent on market conditions and other factors.

During 2024, the Company entered into forward sale agreements under its ATM program through which the Parent Company is obligated to issue 1,339,377 shares of its common stock at a weighted average offering price of $74.66 before any underwriting discount and offering expenses.  The shares under the forward sales agreements must be settled within one year of their trade dates, which vary by agreement, and range from November 26, 2025, to December 5, 2025.  Upon settlement, subject to certain exceptions, the Company may elect, in its sole discretion, to physically settle, cash settle, or net share settle all or any portion of our obligations under any forward sale agreement.

No shares have been settled as of December 31, 2024. Proceeds from the issuance of shares are expected to be approximately $100.0 million before any underwriting discount and offering expenses and are expected to be used to fund acquisitions of operating properties, fund developments and redevelopments, and for general corporate purposes.

As of December 31, 2024, and after giving effect to the aforementioned forward equity offering, $400 million of common stock remained available for issuance under this ATM Program.

Stock Repurchase Program

On February 8, 2023, the Board authorized a common stock repurchase program under which the Company may purchase, up to a maximum of $250.0 million of its outstanding common stock through open market transactions, and/or in privately negotiated transactions (referred to as the "Repurchase Program"). The timing and price of stock repurchases, if any, are dependent upon market conditions and other factors. The stock repurchased, if not retired, is treated as treasury stock. The Board's authorization for the Repurchase Program was set to expire on February 7, 2025, unless modified, extended or terminated earlier by the Board at its discretion.

During the year ended December 31, 2023, the Company executed multiple trades, repurchasing 349,519 common shares under the Repurchase Program for a total of $20.0 million at a weighted average price of $57.22 per share. These shares were repurchased through open market transactions in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act of 1934, as amended (the "Exchange Act"). All repurchased shares were retired on their respective settlement dates.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

During the second quarter of 2024, the Company executed multiple trades, repurchasing 3.3 million common shares under the Repurchase Program for a total of $200.0 million at a weighted average price of $60.48 per share. These shares were repurchased through open market transactions in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act. All repurchased shares were retired on the respective settlement dates.

On July 31, 2024, the Board authorized a new common stock repurchase program under which the Company may purchase up to $250.0 million of shares of its outstanding common stock (the "New Repurchase Program"). The New Repurchase Program replaces and supersedes, in all respects, the Repurchase Program. Under the New Repurchase Program, the Company may repurchase shares through open market transactions in accordance with applicable federal securities laws, including Rule 10b-18 of the Exchange Act. The Board's authorization for the New Repurchase Program expires on June 30, 2026, unless modified, extended or earlier terminated by the Board in its discretion. Any common stock repurchased, if not retired, will be treated as treasury stock.

At December 31, 2024, $250.0 million remained available under the New Repurchase Program.

Preferred Units of the Operating Partnership

The number of Series A Preferred Units and Series B Preferred Units, respectively, issued by the Operating Partnership is equal to the number of Series A Preferred Stock and Series B Preferred Stock, respectively, issued by the Parent Company.

Common Units of the Operating Partnership

Common Units are issued, or redeemed and retired, for each share of the Parent Company stock issued or redeemed, or retired, as described above. During the year ended December 31, 2024, 10,795 Common Units were exchanged for shares of Parent Company common stock.

During the year ended December 31, 2023, the Operating Partnership issued 520,589 EOP, valued at $31.3 million, as partial purchase price consideration for the acquisition of two properties. In addition, 3,340 Common Units were exchanged for shares of Parent Company common stock, and 151,228 Common Units were redeemed for $9.2 million in cash at the Parent Company's election.

General Partners

The Parent Company, as general partner, owned the following Common Units outstanding:

December 31,
(in thousands)20242023
Common Units owned by the general partner181,361184,581
Common Units owned by the limited partners1,0971,108
Total Common Units outstanding182,458185,689
Percentage of Common Units owned by the general partner99.4%99.4%

Stock-Based Compensation

The Company records stock-based compensation expense within General and administrative expenses in the accompanying Consolidated Statements of Operations and recognizes forfeitures as they occur.

Year ended December 31,
(in thousands)202420232022
Restricted stock (1)$18,54917,27716,667
Directors' fees paid in common stock and other employee stock grants528590589
Capitalized stock-based compensation(1,941)(954)(735)
Stock-based compensation, net of capitalization (2)$17,13616,91316,521

(1)

Includes amortization of the grant date fair value of restricted stock awards over the respective vesting periods.

(2)

In addition, the Company expensed within Other operating expenses $6.4 million and $3.2 million during 2024 and 2023, respectively, in connection with restricted stock units related to the acquisition of UBP.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company established its Omnibus Incentive Plan (the "Plan") under which the Board of Directors may grant stock options and other stock-based awards to officers, directors, and other key employees. The Plan allows the Company to issue up to 5.0 million shares in the form of the Parent Company's common stock or stock options. As of December 31, 2024, there were 3.8 million shares available for grant under the Plan.

Restricted Stock Units

The Company grants restricted stock under the Plan to its employees as a form of long-term compensation and retention. The terms of each restricted stock grant vary depending upon the participant's responsibilities and position within the Company. The Company's stock grants can be categorized as either time-based awards, performance-based awards, or market-based awards. All awards are valued at grant date fair value, earn dividends throughout the vesting period, and have no voting rights. Fair value is measured using the grant date market price for all time-based and performance-based awards. Market based awards are valued using a Monte Carlo simulation model to estimate the fair value based on the probability of satisfying the market conditions and the projected stock price at the time of payout, discounted to the valuation date over a three year performance period. Assumptions used in the estimate include historic volatility over the previous three year period, risk-free interest rates, and Regency's historic daily return as compared to the market index. Since the award payout includes dividend equivalents and the total shareholder return includes the value of dividends, no dividend yield assumption is required for the valuation. Compensation expense is measured at the grant date and recognized on a straight-line basis over the requisite service period for the entire award, regardless of whether the market condition is ultimately achieved.

The following table summarizes non-vested restricted stock activity:

Year ended December 31, 2024
Number of SharesIntrinsic Value (in thousands)Weighted Average Grant Date Fair Value
Non-vested as of December 31, 2023754,518
Time-based awards granted (1) (4)175,396$61.98
Performance-based awards granted (2) (4)17,137$62.21
Market-based awards granted (3) (4)158,807$58.36
Change in market-based awards earned for performance (3)7,306$63.42
Vested (5)(304,785)$63.17
Forfeited(4,590)$64.43
Non-vested as of December 31, 2024 (6)803,789$59,424

(1)

Time-based awards vest beginning on the first anniversary following the grant date over a one or four year service period. These grants are subject only to continued employment and are not dependent on future performance measures. Accordingly, if such vesting criteria are not met, compensation cost previously recognized is reversed.

(2)

Performance-based awards are earned subject to performance measurements. Once the performance criteria are achieved and the actual number of shares earned is determined, shares vest over a required service period. The Company considers the likelihood of meeting the performance criteria based upon management's estimates from which it determines the amounts recognized as expense on a periodic basis.

(3)

Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of a NAREIT index over a three-year period. Once the performance criteria are met and the actual number of shares earned is determined, the shares are immediately vested and distributed. The probability of meeting the criteria is considered when calculating the estimated fair value on the date of grant using a Monte Carlo simulation. These awards are accounted for as awards with market criteria, with compensation cost recognized over the service period, regardless of whether the performance criteria are achieved and the awards are ultimately earned. The significant assumptions underlying determination of fair values for market-based awards granted were as follows:

Year ended December 31,
202420232022
Expected volatility25.50%45.50%43.10%
Risk free interest rate4.14%3.75%1.39%

(4)

The weighted-average grant price for restricted stock granted during the years is summarized below:

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Year ended December 31,
202420232022
Weighted-average grant date fair value for restricted stock$60.36$68.28$72.86

(5)

The total intrinsic value of restricted stock vested during the years is summarized below (in thousands):

Year ended December 31,
202420232022
Intrinsic value of restricted stock vested$19,254$19,717$17,797

(6)

As of December 31, 2024, there was $22.7 million of unrecognized compensation cost related to non-vested restricted stock granted under the Parent Company's Plan. When recognized, this compensation results in additional paid in capital in the accompanying Consolidated Statements of Equity of the Parent Company and in general partner preferred and common units in the accompanying Consolidated Statements of Capital of the Operating Partnership. This unrecognized compensation cost is expected to be recognized over the next three years. The Company issues new restricted stock from its authorized shares available at the date of grant.

Saving and Retirement Plans

401(k) Retirement Plan

The Company maintains a 401(k) retirement plan covering substantially all employees and permits participants to defer eligible compensation up to the maximum allowable amount determined by the IRS. This deferred compensation, together with Company matching contributions equal to 100% of employee deferrals up to a maximum of $5,000 of their eligible compensation, is fully vested and funded as of December 31, 2024. Additionally, an annual profit sharing contribution may be made, which are fully vested after three years in service. Costs for Company contributions to the plan totaled $5.6 million, $5.3 million, and $4.4 million for the years ended December 31, 2024, 2023, and 2022, respectively.

Non-Qualified Deferred Compensation Plan ("NQDCP")

The Company maintains a NQDCP which allows select employees and directors to defer part or all of their cash bonus, director fees, and vested restricted stock units. All contributions into the participants' accounts are fully vested upon contribution to the NQDCP and are deposited in a Rabbi trust.

The following table reflects the balances of the assets and deferred compensation liabilities of the Rabbi trust and related participant account obligations in the accompanying Consolidated Balance Sheets, excluding Regency stock:

Year ended December 31,
(in thousands)20242023Location in Consolidated Balance Sheets
Assets:
Securities$33,55531,852Other assets
Liabilities:
Deferred compensation obligation$33,47331,770Accounts payable and other liabilities

Realized and unrealized gains and losses on securities held in the NQDCP are recognized within Net investment (income) loss in the accompanying Consolidated Statements of Operations. Changes in participant obligations, which is based on changes in the value of their investment elections, is recognized within General and administrative expenses within the accompanying Consolidated Statements of Operations.

Investments in shares of the Company's common stock are included, at cost, as Treasury stock in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of General partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. The participant's deferred compensation liability attributable to the participants' investments in shares of the Company's common stock are included, at cost, within Additional paid in capital in the accompanying Consolidated Balance Sheets of the Parent Company and as a reduction of General partner capital in the accompanying Consolidated Balance Sheets of the Operating Partnership. Changes in participant account balances related to the Regency common stock fund are recorded directly within shareholders' equity.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Earnings per Share and Unit

Parent Company Earnings per Share

The following summarizes the calculation of basic and diluted earnings per share:

Year ended December 31,
(in thousands, except per share data)202420232022
Numerator:
Net income attributable to common shareholders - basic$386,738359,500482,865
Net income attributable to common shareholders - diluted$386,738359,500482,865
Denominator:
Weighted average common shares outstanding for basic EPS182,817176,085171,404
Weighted average common shares outstanding for diluted EPS (1)183,040176,371171,791
Net income per common share – basic$2.122.042.82
Net income per common share – diluted$2.112.042.81

(1)

Using the treasury stock method, the calculation includes the dilutive effect of unvested restricted stock and shares to be issued under the forward sale agreements.

The effect of the assumed exchange of the EOP units and certain other exchangeable units had an anti-dilutive effect upon the calculation of net income attributable to the common shareholders per share. Accordingly, the impact of such assumed exchanges has not been included in the determination of diluted net income per share calculations. Weighted average EOP units outstanding were 1,099,187, 953,085 and 748,336 for the year ended December 31, 2024, 2023 and 2022, respectively.

Operating Partnership Earnings per Unit

The following summarizes the calculation of basic and diluted earnings per unit ("EPU"):

Year ended December 31,
(in thousands, except per unit data)202420232022
Numerator:
Net income attributable to common unit holders - basic$389,076361,508484,970
Net income attributable to common unit holders - diluted$389,076361,508484,970
Denominator:
Weighted average common units outstanding for basic EPU183,916177,038172,152
Weighted average common units outstanding for diluted EPU (1)184,139177,324172,540
Net income per common unit – basic$2.122.042.82
Net income per common unit – diluted$2.112.042.81

(1)

Using the treasury stock method, the calculation includes the dilutive effect of unvested restricted units and units to be issued under the forward sale agreements.

The effect of the assumed exchange of certain other exchangeable units had an anti-dilutive effect upon the calculation of net income attributable to the common unit holders per share. Accordingly, the impact of such assumed exchanges has not been included in the determination of diluted net income per unit calculations.

Segment Information

The Company's business consists of acquiring, developing, owning, and operating income-producing retail real estate in the United States of America ("USA" or "United States"). The Company owns and manages a portfolio of neighborhood and community shopping centers, anchored primarily by grocers. Nearly all of the Company's consolidated revenues are generated from real estate investments in shopping centers.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

The Company derives revenue primarily by leasing retail spaces to tenants under long-term leases with varying terms that generally provide for fixed payments of base rent with stated increases over the lease term. Some leases also include provisions for additional percentage rent based on tenant sales performance. Additionally, most lease agreements contain provisions requiring tenants to reimburse their share of actual real estate taxes, insurance and CAM costs incurred by the Company.

The Company’s CODM is the Executive Committee, which is comprised of the Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, and the Chief Investment Officer. The CODM evaluates the performance of shopping centers and allocates resources on an individual property basis. Consequently, the Company defines its operating segments as individual properties. These operating segments are aggregated into one reportable segment due to similarities in the nature and economics of the centers, tenant profiles, operating processes, and long-term financial performance. The accounting policies for the shopping centers segment are consistent with those described in the Summary of Significant Accounting Policies.

The CODM assesses the performance of each shopping center and allocates resources based on Net Operating Income (“NOI”). NOI is calculated as the sum of base rent, percentage rent, termination fee income, tenant recoveries, other lease income, and other property income, less operating and maintenance expenses, real estate taxes, ground rent, termination expense, and uncollectible lease income. NOI excludes items such as straight-line rental income and expense, above and below market rent and ground rent amortization, tenant lease inducement amortization, and other fees. The Company’s NOI also includes its share of NOI from unconsolidated real estate investment partnerships. The Company does not report asset information for the segment because it is not used to evaluate performance or regularly provided to the CODM.

The CODM uses NOI to evaluate income generated from shopping centers (i.e., return on assets) and to guide decisions on capital investments. These decisions may include acquisitions, investments in real estate developments and/or capital improvement.

The following tables provide information about the shopping centers segment revenues, significant expenses, NOI and the reconciliations of these amounts to the Company’s consolidated Net income and Total revenues:

Year ended December 31,
202420232022
Lease income$1,548,9291,413,0791,312,532
Other property income15,45012,26011,247
Less:
Straight-line rent on lease income(22,193)(13,559)(27,220)
Above/below market rent amortization, net(25,612)(31,604)(23,021)
Total real estate revenues1,516,5741,380,1761,273,538
Operating expenses (1)(267,660)(247,792)(213,085)
Real estate taxes(201,546)(181,096)(163,667)
NOI$1,047,368951,288896,786
Reconciliation of Total real estate revenues to Total revenues:
Total real estate revenues1,516,5741,380,1761,273,538
Consolidated:
Straight-line rent on lease income20,30010,78824,272
Above/below market rent amortization, net24,84330,82622,543
Management, transaction, and other fees27,87426,95425,851
Add: Share of noncontrolling interests11,85910,86510,683
Less: Share of unconsolidated real estate partnerships(147,546)(137,143)(132,865)
Total revenues$1,453,9041,322,4661,224,022

(1)

Operating expenses include Operating and maintenance, Ground rent and Termination expense

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Notes to Consolidated Financial Statements

December 31, 2024

Year ended December 31,
202420232022
Reconciliation of NOI to Net income:
NOI1,047,368951,288896,786
Consolidated:
Straight-line rent on lease income20,30010,78824,272
Above/below market rent amortization, net24,84330,82622,543
Management, transaction, and other fees27,87426,95425,851
Straight-line rent on ground rent(1,350)(1,405)(1,610)
Above/below market ground rent amortization(2,142)(1,696)(1,548)
Depreciation and amortization(394,714)(352,282)(319,697)
General and administrative(101,465)(97,806)(79,903)
Other operating expenses(10,867)(9,459)(6,166)
Other expense, net(154,260)(147,824)(44,102)
Add: Share of noncontrolling interests excluded from NOI8,2937,5717,433
Less: Equity in income of investments in real estate excluded from NOI(54,040)(46,088)(35,824)
Net income$409,840370,867488,035

Commitments and Contingencies

Litigation

The Company is a party to litigation and other disputes that arise in the ordinary course of business. While the outcome of any particular lawsuit or dispute cannot be predicted with certainty, in the opinion of management, the Company's currently pending litigation and disputes are not expected to have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. Legal fees are expensed as incurred.

Environmental

The Company is subject to numerous environmental laws and regulations. With respect to applicability to the Company, these pertain primarily to chemicals historically used by certain current and former dry-cleaning tenants, the existence of asbestos in older shopping centers, underground petroleum storage tanks and other historic land uses. The Company believes that the ultimate disposition of currently known environmental matters will not have a material effect on its financial position, liquidity, or operations. The Company can give no assurance that existing environmental studies with respect to its shopping centers have revealed all potential environmental contamination; that its estimate of liabilities will not change as more information becomes available; that any previous owner, occupant or tenant did not create any material environmental condition not known to the Company; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; and that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to the Company.

The Company had accrued liabilities of $17.3 million and $16.5 million for environmental remediation, which are included in Accounts payable, and other liabilities on the Company’s Consolidated Balance Sheets,, as of December 31, 2024 and 2023, respectively.

Letters of Credit

The Company has the right to issue letters of credit under the Line up to an aggregate amount not to exceed $50.0 million, which reduces the credit availability under the Line. These letters of credit are primarily issued as collateral on behalf of its captive insurance subsidiary and to facilitate the construction of development projects. The Company had $10.9 million and $8.5 million in letters of credit outstanding as of December 31, 2024, and 2023, respectively.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
101 7th AvenueNY$—48,34034,895(71,357)7,0204,85811,878(962)19302017
111 Kraft AvenueNY—1,2203,932281,2203,9605,180(149)19022023
1175 Third AvenueNY—40,56025,6176,07140,56031,68872,248(5,190)19952017
1225-1239 Second AveNY—23,03317,173(678)23,03316,49539,528(3,400)19872017
200 PotreroCA—4,8602,2511354,8602,3867,246(620)19282017
22 Crescent RoadCT—2,198272(318)2,152—2,152—19842017
25 Valley DriveCT—3,1412,945153,1412,9606,101(151)19772023
260-270 Sawmill RoadNY—3,94358—3,943584,001(6)19532023
27 Purchase StreetNY—9032,239719032,3103,213(92)2023
321-323 Railroad AveCT—3,0442,414333,0442,4475,491(120)19832023
410 South BroadwayNY—2,3721,603—2,3721,6033,975(60)19362023
470 Main StreetCT—1,0214,361551,0214,4165,437(264)19722023
48 Purchase StreetNY—1,2144,414171,2144,4315,645(167)2023
4S Commons Town CenterCA—30,76035,8303,98330,81239,76170,573(32,030)20042004
6401 RooseveltWA—2,6859343622,6851,2963,981(199)19292019
90 - 30 Metropolitan AvenueNY—16,61424,17148516,61424,65641,270(5,627)20072017
91 Danbury RoadCT—732851—7328511,583(220)19652017
970 High Ridge CenterCT—5,6955,204625,6955,26610,961(268)19602023
Airport PlazaCT—1,29311,11951,29311,12412,417(470)19742023
Alafaya VillageFL—3,0045,8523403,0046,1929,196(1,609)19862017
Alden BridgeTX(26,000)17,01421,95881017,01422,76839,782(3,275)19982002
Aldi SquareCT—6,3941,704—6,3941,7048,098(163)20142023
Amerige Heights Town CenterCA—10,10911,2881,64410,10912,93223,041(7,250)20002000
Anastasia PlazaFL—9,065—(2,298)3,0123,7556,767(2,026)19881993
Apple Valley SquareMN—5,43821,328(2,588)5,45118,72724,178(3,460)19982006
Arcadian Shopping CenterNY—14,54626,71660414,54627,32041,866(1,207)19782023
Ashford PlaceGA—2,5849,8651,8992,58411,76414,348(9,852)19931997
Atlantic VillageFL—4,28218,8272,1434,86820,38425,252(7,102)20142017
Avenida BiscayneFL—88,09820,7712,22891,15019,947111,097(5,179)19912017
Aventura Shopping CenterFL—2,75110,45911,1599,48614,88324,369(6,247)20171994
Baederwood Shopping CenterPA(24,365)12,01633,55684812,01634,40446,420(3,420)19992023
Balboa Mesa Shopping CenterCA—23,07433,83814,03627,75843,19070,948(22,430)20142012
Banco Popular BuildingFL—2,1601,137(1,289)2,00352,008—19712017
Belleview SquareCO—8,1329,7565,2928,32314,85723,180(11,312)20132004
Belmont ChaseVA—13,88117,193(173)14,37216,52930,901(10,378)20142014
Berkshire CommonsFL—2,2959,5513,1122,96511,99314,958(10,213)19921994
Bethany Park PlaceTX(10,200)4,83212,4055344,83212,93917,771(1,941)19981998
Bethel Hub CenterCT—1,7383,9181441,7384,0625,800(199)19572023
Biltmore Shopping CenterNY—4,6323,766394,6323,8058,437(187)19672023
Bird 107 PlazaFL—10,3715,13615210,3715,28815,659(1,673)19902017
Bird LudlamFL—42,66338,4811,35342,66339,83482,497(10,952)19982017
Black RockCT(15,148)22,25120,81570222,25121,51743,768(8,161)19962014
Blakeney Town CenterNC—82,41189,1654,06682,49193,151175,642(11,316)20062021
Bloomfield CrossingNJ—3,36511,45363,36511,45914,824(534)2023
Bloomingdale SquareFL—3,94014,91223,5998,63933,81242,451(15,482)20211998
Blossom ValleyCA(22,300)31,9885,85073731,9886,58738,575(1,197)19901999

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Boca Village SquareFL—43,8889,72641943,88810,14554,033(3,876)20142017
Boonton ACME Shopping CenterNJ(10,358)8,6649,601—8,6649,60118,265(533)19992023
Boulevard CenterCO—3,65910,7874,8403,65915,62719,286(10,223)19861999
Boynton Lakes PlazaFL—2,62811,2365,3823,60615,64019,246(10,396)20121997
Boynton PlazaFL—12,87920,71381012,87921,52334,402(6,170)20152017
Brentwood PlazaMO—2,7883,4734162,7883,8896,677(2,113)20022007
Briarcliff La VistaGA—6943,2921,1226944,4145,108(3,515)19621997
Briarcliff VillageGA—4,59724,8366,3165,51930,23035,749(23,762)19901997
Brick WalkCT(30,591)25,29941,9952,28325,29944,27869,577(14,980)20072014
BridgeMill MarketGA—7,52113,3061,2217,52214,52622,048(4,929)20002017
BridgetonMO—3,0338,1377403,0678,84311,910(4,272)20052007
Brighten ParkGA—3,98318,68712,2483,88731,03134,918(24,273)20161997
Broadway PlazaNY—40,72342,1702,59340,72344,76385,486(12,008)20142017
Brooklyn Station on RiversideFL—7,0198,6883586,9989,06716,065(3,831)20132013
Brookside PlazaCT—35,16117,4948,18536,23824,60260,840(8,602)20062017
Buckhead CourtGA—1,4177,4324,6421,41712,07413,491(10,806)19841997
Buckhead LandingGA—45,50216,64225,56351,51136,19687,707(3,085)1998/20242017
Buckhead StationGA—70,41136,5183,03370,44839,514109,962(12,377)19962017
Buckley SquareCO—2,9705,9781,6222,9217,64910,570(5,449)19781999
Caligo CrossingFL—2,4594,8971852,5464,9957,541(4,364)20072007
Cambridge SquareGA—7744,347(2,419)7741,9282,702(1,401)19791996
Carmel CommonsNC—2,46612,5486,2943,41917,88921,308(13,523)20121997
Carmel ShopRite PlazaNY—5,82815,3211605,82815,48121,309(682)19812023
Carriage GateFL—8334,9743,2671,3027,7729,074(7,705)20131994
Carytown ExchangeVA—24,12122,046(27)24,12222,01846,140(5,715)20222018
Cashmere CornersFL—3,1879,3976833,18710,08013,267(3,604)20162017
Cedar CommonsMN—4,70416,7482334,71616,96921,685(2,638)19992011
Cedar Hill Shopping CenterNJ(6,815)7,2669,3722007,2809,55816,838(481)19712023
Centerplace of Greeley IIICO—6,66111,5022634,60713,81918,426(8,203)20072007
Charlotte SquareFL—1,1416,8451,4951,1418,3409,481(3,305)19802017
Chasewood PlazaFL—4,61220,8296,8656,88625,42032,306(22,878)20151993
Chastain SquareGA—30,07412,6442,52030,07415,16445,238(5,834)20012017
Cherry GroveOH—3,53315,8626,0963,53321,95825,491(15,318)20121998
Chilmark Shopping CenterNY—4,95215,4071834,95215,59020,542(678)19632023
Chimney RockNJ—23,62348,20085623,62349,05672,679(22,236)20162016
Circle Center WestCA—22,9309,0283,57123,16612,36335,529(3,074)19892017
Circle Marina CenterCA(24,000)29,30318,43712,87631,94228,67460,616(3,336)19942019
CityLine MarketTX—12,20815,83946412,30616,20528,511(7,320)20142014
CityLine Market Phase IITX—2,7443,0811082,7443,1895,933(1,275)20152015
Clayton Valley Shopping CenterCA—24,18935,4222,60024,53837,67362,211(31,498)20042003
Clocktower Plaza Shopping CtrNY—49,63019,62462749,63020,25169,881(5,808)19952017
Clybourn CommonsIL—15,0565,59453515,0566,12921,185(2,406)19992014
Cochran's CrossingTX—13,15412,3152,87713,15415,19228,346(12,701)19942002
Compo Acres Shopping CenterCT—28,62710,39598528,62711,38040,007(3,171)20112017

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Compo Shopping CenterCT—15,65129,03412615,65129,16044,811(726)19532024
Concord Shopping PlazaFL—30,81936,5061,75031,27237,80369,075(9,785)19932017
Copps Hill PlazaCT—29,51540,6738,49929,51449,17378,687(11,010)20022017
Coral Reef Shopping CenterFL—14,92215,2002,69515,33217,48532,817(5,502)19902017
Corkscrew VillageFL—8,4078,0049168,4078,92017,327(4,892)19972007
Cornerstone SquareGA—1,7726,9442,1001,7729,04410,816(7,507)19901997
Corral HollowCA—8,88724,1212688,93224,34433,276(2,592)20002000
Corvallis Market CenterOR—6,67412,2441,0486,69613,27019,966(8,687)20062006
Cos Cob CommonsCT—6,60814,9675466,60815,51322,121(662)19862023
Cos Cob PlazaCT(3,742)4,0304,225244,0304,2498,279(198)19472023
Country Walk PlazaFL(16,000)18,71320,37346518,71320,83839,551(3,579)20082017
Countryside ShopsFL—17,98235,57413,96023,17544,34167,516(17,076)1991/20182017
Courtyard Shopping CenterFL—5,867435,86775,874(3)19871993
Culver CenterCA—108,84132,3083,794108,84136,102144,943(10,668)20002017
Danbury GreenCT—30,30319,2552,37730,30321,63251,935(5,824)20062017
Danbury SquareCT—6,59223,5431,0176,59224,56031,152(1,051)19872023
Dardenne CrossingMO—4,1944,0058614,3434,7179,060(2,881)19962007
Darinor PlazaCT—69332,1401,32871133,45034,161(9,568)19782017
DeCicco's PlazaNY—8,89023,3688988,89024,26633,156(983)19782023
Diablo PlazaCA—5,3008,1813,1535,30011,33416,634(7,557)19821999
District Shops of Pelham Manor (fka Pelham Manor Plaza)NY—4,7086,2432074,7116,44711,158(263)19602023
Dunwoody HallGA(13,800)15,14512,11094715,14513,05728,202(1,862)19861997
Dunwoody VillageGA—3,34215,9348,4383,41724,29727,714(19,518)19751997
East Meadow PlazaNY—13,13525,070(73)13,13524,99738,132(3,131)19712023
East PointeOH—1,7307,1892,6441,9419,62211,563(7,885)20141998
East San MarcoFL—4,87314,932(143)4,72914,93319,662(1,462)20222007
Eastchester PlazaNY—5,0177,379185,0177,39712,414(324)19632023
EastportNY—2,9855,6499312,9476,6189,565(1,022)19802021
El Camino Shopping CenterCA—7,60011,53815,76910,32824,57934,907(14,978)20171999
El Cerrito PlazaCA—11,02527,3718,90511,02536,27647,301(17,146)20002000
El Norte Pkwy PlazaCA—2,8347,3703,1783,26310,11913,382(7,412)20131999
Emerson PlazaNJ—8,6157,8351168,6447,92216,566(406)19812023
Encina GrandeCA—5,04011,57220,31210,51826,40636,924(18,974)20161999
Fairfield CenterCT—6,73129,4201,9026,73131,32238,053(10,122)20002014
Fairfield CrossroadsCT—9,9829,796(1)9,9829,79519,777(475)19952023
Falcon MarketplaceCO—1,3404,1685821,2464,8446,090(3,419)20052005
Fellsway PlazaMA(34,300)30,7127,32710,30734,92413,42248,346(9,607)20162013
Ferry Street PlazaNJ(8,471)7,96024,4391357,96024,57432,534(1,038)19952023
Fleming IslandFL—3,07711,5873,7383,11115,29118,402(10,435)20001998
Fountain SquareFL—29,72229,04138929,78429,36859,152(16,113)20132013
French Valley Village CenterCA—11,92416,85656511,82217,52329,345(16,427)20042004
Friars Mission CenterCA—6,66028,0213,4076,66031,42838,088(20,356)19891999
Gardens SquareFL—2,1368,2738311,7759,46511,240(6,501)19911997
Gateway Shopping CenterPA—52,6657,13413,47855,08718,19073,277(21,715)20162004
Gelson's Westlake Market PlazaCA—3,15711,1536,4254,65416,08120,735(10,971)20162002

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Glen Oak PlazaIL—4,10312,9512,0994,12415,02919,153(6,523)19672010
Glenwood GreenNJ—26,13027,596—26,13027,59653,726(2,059)20242023
Glenwood VillageNC—1,1945,3817291,1946,1107,304(5,196)19831997
Golden Hills PlazaCA—12,69918,4823,88711,52123,54735,068(14,872)20172006
Grand Ridge PlazaWA—24,20861,0336,45224,91866,77591,693(35,448)20182012
Greenwich CommonsCT(4,667)3,8316,990(52)3,8316,93810,769(269)19612023
Greenwood Shopping CentreFL—7,77724,8291,2417,77726,07033,847(8,026)19942017
H Mart PlazaNJ—1,2962,469—1,2962,4693,765(96)19672023
Hammocks Town CenterFL—28,76425,1131,97928,76427,09255,856(8,299)19932017
HancockTX—8,23228,260(10,223)4,69221,57726,269(12,733)19981999
Harpeth Village FieldstoneTN—2,2849,4431,2382,28410,68112,965(7,076)19981997
Harrison Shopping SquareNY—6,0345,1952966,2905,23511,525(241)19582023
Hasley Canyon VillageCA(16,000)17,6308,23118917,6308,42026,050(1,198)20032003
Heritage 202 CenterNY—1,6945,901631,6955,9637,658(264)19892023
Heritage PlazaCA—12,39026,09715,19912,21541,47153,686(24,017)20121999
HersheyPA—7808127820827(636)20002000
Hewlett Crossing I & IINY—11,85018,2051,10611,85019,31131,161(4,437)19542018
Hibernia PavilionFL—4,9295,0652564,9295,32110,250(4,632)20062006
High Ridge CenterCT(8,825)26,07821,46017726,09221,62347,715(980)19682023
Hillcrest VillageTX—1,6001,909651,6001,9743,574(1,296)19911999
Hilltop VillageCO—2,9954,5814,7543,1049,22612,330(5,843)20182002
Hinsdale Lake CommonsIL—5,73416,70912,1838,34326,28334,626(19,368)20151998
Holly ParkNC—8,97523,7992,5208,82826,46635,294(10,228)19692013
Howell Mill VillageGA—5,15714,2797,9149,61017,74027,350(9,640)19842004
Hyde ParkOH—9,80939,90517,99610,21357,49767,710(34,222)19951997
Indian Springs CenterTX—24,97425,9031,47125,05027,29852,348(10,057)20032002
Indigo SquareSC—8,0879,849(2)8,0879,84717,934(3,521)20172017
Inglewood PlazaWA—1,3002,1591,3051,3003,4644,764(2,324)19851999
Island VillageWA—12,35423,66021012,36123,86336,224(2,716)20132023
Keller Town CenterTX—2,29412,8411,4472,40414,17816,582(8,766)20141999
Kirkman ShoppesFL—9,36426,2439069,36727,14636,513(7,847)20152017
Kirkwood CommonsMO—6,77216,2241,7286,80217,92224,724(7,777)20002007
Klahanie Shopping CenterWA—14,45120,08970314,45120,79235,243(5,824)19982016
Knotts LandingCT—2,06223,5361292,06223,66525,727(809)19942023
Kroger New Albany CenterOH—3,8446,5991,4743,8448,07311,917(7,035)19991999
Lake Mary CentreFL—24,03657,4762,94224,03660,41884,454(19,018)20152017
Lake Pine PlazaNC—2,0087,6321,2862,0298,89710,926(6,149)19971998
Lakeview Shopping CenterNY(10,680)6,34122,2966446,34122,94029,281(1,159)19812023
Lebanon/Legacy CenterTX—3,9137,8741,5453,9139,41913,332(7,705)20022000
Littleton SquareCO—2,0308,859(3,514)2,4334,9427,375(3,682)20151999
Lloyd King CenterCO—1,77910,0601,7851,77911,84513,624(7,981)19981998
Lower Nazareth CommonsPA—15,99212,9644,12416,34316,73733,080(15,131)20122007
Main & BaileyCT—60313,42811060313,53814,141(558)19502023
Mandarin LandingFL—7,91327,2309,61310,43934,31744,756(7,393)20242017
Marine's Taste of ItalyNY—4201,266—4201,2661,686(42)19882023
Market at Colonnade CenterNC—6,4559,8393876,16010,52116,681(6,468)20092009

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Market at Preston ForestTX—4,40011,4451,9614,40013,40617,806(9,156)19901999
Market at Round RockTX—2,0009,6769,5281,99619,20821,204(12,032)19871999
Market at Springwoods VillageTX(3,750)12,59212,78129112,59213,07225,664(5,788)20182016
Marketplace at BriargateCO—1,7064,8853441,7275,2086,935(3,686)20062006
McLean PlazaNY(5,000)12,52712,0395712,53412,08924,623(581)19822023
Meadtown Shopping CenterNJ(9,070)9,96115,328689,96115,39625,357(766)19612023
Mellody FarmIL—35,62866,847(155)35,63966,681102,320(21,064)20172017
Melrose MarketWA—4,45110,807(114)4,45110,69315,144(2,031)20092019
Midland Park Shopping CenterNJ(17,166)9,81424,2261,6269,81425,85235,666(1,198)19662023
Millhopper Shopping CenterFL—1,0735,3586,1201,90110,65012,551(8,514)20171993
Mockingbird CommonsTX—3,00010,7283,4873,00014,21517,215(9,400)19871999
Monument Jackson CreekCO—2,9996,7651,4502,9998,21511,214(6,948)19991998
Morningside PlazaCA—4,30013,9511,2584,30015,20919,509(10,138)19961999
Murrayhill MarketplaceOR—2,67018,40114,8542,90333,02235,925(21,506)20161999
Naples WalkFL—18,17313,5542,36018,17315,91434,087(9,075)19992007
New City PCSB Bank PadNY—8371,306(2,143)————19732023
New Milford PlazaCT—7,95518,3491057,95518,45426,409(865)19702023
Newberry SquareFL—2,41210,1501,3812,41211,53113,943(10,586)19861994
Newfield GreenCT(18,737)22,9937,7782322,9937,80130,794(542)19662023
Newland CenterCA—12,50010,6979,21216,27616,13332,409(12,813)20161999
Nocatee Town CenterFL—10,1248,6919,23811,04517,00828,053(11,935)20172007
Nohl PlazaCA—1,6886,733641,6886,7978,485(452)19662023
North HillsTX—4,90019,7742,1184,90021,89226,792(12,758)19951999
Northgate MarketplaceOR—5,66813,7271944,95514,63419,589(8,800)20112011
Northgate Marketplace Ph IIOR—12,18930,1719612,15930,29742,456(12,072)20152015
Northgate Plaza (Maxtown Road)OH—1,7696,6525,0462,84010,62713,467(7,715)20171998
Northgate SquareFL—5,0118,6921,2315,0119,92314,934(5,819)19952007
Northlake VillageTN—2,66211,2846,3492,66217,63320,295(8,562)20132000
Oakbrook PlazaCA—4,0006,6686,3004,76612,20216,968(7,595)20171999
Oakleaf CommonsFL—3,50311,6712,2883,19014,27217,462(9,798)20062006
Oakshade Town CenterCA(3,253)6,59128,9666836,59129,64936,240(13,578)19982011
Ocala CornersFL—1,81610,5158061,81611,32113,137(6,559)20002000
Old Greenwich CVSCT(846)3,7042,06573,7112,0655,776(91)19412023
Old Kings Market (fka Goodwives Shopping Center)CT(22,607)17,09126,27423417,09226,50743,599(1,125)19552023
Old St Augustine PlazaFL—2,36811,40513,6553,45523,97327,428(14,422)2017/20201996
Orange MeadowsCT—4,98416,7319404,98417,67122,655(1,179)19902023
Orangetown Shopping CenterNY(5,885)4,71615,4725435,01915,71220,731(754)19662023
Pablo PlazaFL—11,89421,40711,90014,13531,06645,201(11,546)20202017
Paces Ferry PlazaGA—2,81212,63921,28113,80322,92936,732(15,951)20181997
Panther CreekTX—14,41414,7486,68615,21220,63635,848(17,087)19942002
PavilionFL—15,62622,1241,44015,62623,56439,190(7,855)20112017
Peartree VillageTN—5,19719,7461,1155,19720,86126,058(15,761)19971997
Persimmon PlaceCA—25,97538,11469526,69238,09264,784(19,935)20142014
Pike CreekDE—5,15320,6529,9295,88529,84935,734(17,549)20131998

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Pine IslandFL—21,08628,1232,22221,08630,34551,431(9,754)19992017
Pine Lake VillageWA—6,30010,9912,1886,30013,17919,479(8,772)19891999
Pine Ridge SquareFL—13,95123,14771213,95123,85937,810(6,682)20132017
Pine Tree PlazaFL—6686,2201,0456687,2657,933(4,905)19991997
Pinecrest PlaceFL—4,19313,275733,80513,73617,541(4,207)20172017
Plaza EscuelaCA—24,829104,3954,34924,829108,744133,573(23,555)20022017
Plaza HermosaCA—4,20010,1094,0944,20214,20118,403(9,594)20131999
Point 50VA—15,23911,36730714,62812,28526,913(3,093)20212007
Point Royale Shopping CenterFL—18,20114,8896,93619,38620,64040,026(8,797)20182017
Pompton Lakes Towne SquareNJ—12,94016,39229612,94316,68529,628(798)20002023
Post Road PlazaCT—15,2405,19617615,2405,37220,612(1,607)19782017
Potrero CenterCA—133,422116,758(88,214)85,20576,761161,966(17,270)19972017
Powell Street PlazaCA—8,24830,7164,6668,24835,38243,630(21,132)19872001
Powers Ferry SquareGA—3,68717,96510,0785,75825,97231,730(23,735)20131997
Powers Ferry VillageGA—1,1914,6728561,1915,5286,719(4,636)19941997
Prairie City CrossingCA—4,16413,0326204,16413,65217,816(8,012)19991999
Preston OaksTX—76330,4388501,53430,51732,051(6,518)20222013
PrestonbrookTX—7,0698,622(511)5,2449,93615,180(8,475)19981998
Prosperity CentreFL—11,68226,21579311,68127,00938,690(7,152)19932017
Purchase Street ShopsNY—4661,388104661,3981,864(82)2023
Ralphs Circle CenterCA—20,9396,31719920,9396,51627,455(2,378)19832017
Red Bank VillageOH—10,3369,5001,2899,75511,37021,125(5,348)20182006
Regency CommonsOH—3,9173,6162183,9173,8347,751(3,016)20042004
Regency SquareFL—4,77025,19111,6265,79735,79041,587(28,493)20131993
Ridgeway Shopping CenterCT(41,940)47,68496,4146,22347,684102,637150,321(4,141)19522023
Rite Aid Plaza-Waldwick PlazaNJ—1,7745,753101,7745,7637,537(233)19532023
Rivertowns SquareNY—15,50552,5055,59216,85356,74973,602(12,344)20162018
Rona PlazaCA—1,5004,9175411,5005,4586,958(3,758)19891999
Roosevelt SquareWA—40,37132,1088,02940,38240,12680,508(9,021)20172017
Russell RidgeGA—2,2346,9031,9152,2348,81811,052(6,574)19951994
Ryanwood SquareFL—10,58110,04439210,58110,43621,017(4,042)19872017
Sammamish-HighlandsWA—9,3008,0759,3919,59217,17426,766(12,729)20131999
San Carlos MarketplaceCA—36,00657,88643936,00658,32594,331(13,443)20072017
San Leandro PlazaCA—1,3008,2261,7821,30010,00811,308(6,301)19821999
Sandy SpringsGA—6,88928,0565,1466,88933,20240,091(13,337)20062012
Sawgrass PromenadeFL—10,84612,5251,60310,84614,12824,974(4,538)19982017
Scripps Ranch MarketplaceCA—59,94926,3341,21759,94927,55187,500(6,911)20172017
Serramonte CenterCA—390,106172,65297,079416,525243,312659,837(89,999)20182017
Shaw's at PlymouthMA—3,9688,367—3,9688,36712,335(2,844)19932017
Shelton SquareCT—13,38325,2654,34013,38329,60542,988(1,604)19822023
Sheridan PlazaFL—82,26097,27316,05283,814111,771195,585(30,452)1991/20222017
Sherwood CrossroadsOR—2,7316,3607482,4547,3859,839(4,509)19991999
Shiloh SpringsTX—5,23611,8028935,23612,69517,931(1,985)19981998
Shoppes @ 104FL—11,193—3,2327,0787,34714,425(4,546)20181998
Shoppes at HomesteadCA—5,4209,4502,5115,42011,96117,381(8,233)19831999
Shoppes at Lago MarFL—8,32311,3473508,32311,69720,020(3,968)19952017

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Shoppes at Sunlake CentreFL—16,64315,0916,70118,00120,43438,435(6,783)20082017
Shoppes of Grande OakFL—5,0915,9851,4475,0917,43212,523(6,268)20002000
Shoppes of Jonathan's LandingFL—4,4745,6286304,4746,25810,732(1,889)19972017
Shoppes of OakbrookFL—20,53842,99282520,53843,81764,355(14,492)20032017
Shoppes of Silver LakesFL—17,52921,8292,38617,52924,21541,744(7,747)19972017
Shoppes of SunsetFL—2,8601,3168972,8602,2135,073(572)20092017
Shoppes of Sunset IIFL—2,8347157392,8341,4544,288(454)20092017
Shops at County CenterVA—9,95711,2965,22012,91713,55626,473(12,628)20052005
Shops at Erwin MillNC(12,000)9,0826,1246139,0876,73215,819(4,656)20122012
Shops at John's CreekFL—1,8632,014(63)1,5012,3133,814(1,785)20042003
Shops at Mira VistaTX(151)11,6919,02671411,6919,74021,431(3,919)20022014
Shops at Quail CreekCO—1,4877,7171,1441,4488,90010,348(5,075)20082008
Shops at SaugusMA—19,20117,98474818,97418,95937,933(14,523)20062006
Shops at SkylakeFL—84,58639,3423,13885,11741,949127,066(14,308)20062017
Shops at The ColumbiaDC—3,1178,8691173,2348,86912,103(961)20062006
Shops on MainIN—17,02027,05521,27219,64845,69965,347(19,887)2017/20202007
Somers CommonsNY—7,01929,8083,7327,01933,54040,559(1,600)20032023
Sope Creek CrossingGA—2,98512,0013,8323,33215,48618,818(11,228)20161998
South Beach RegionalFL—28,18853,4059,84028,31763,11691,433(16,311)19902017
South Pass VillageNJ(19,705)11,07931,61032811,07931,93843,017(1,433)19652023
South PointFL—6,5637,9396816,5638,62015,183(2,817)20032017
Southbury GreenCT—26,66134,3257,84629,74339,08968,832(11,640)20022017
SouthcenterWA—1,30012,7502,5671,30015,31716,617(10,392)19901999
Southpark at Cinco RanchTX—18,39511,3067,59721,43815,86037,298(10,862)20172012
SouthPoint CrossingNC—4,41212,2351,8274,38214,09218,474(9,307)19981998
Staples Plaza-Yorktown HeightsNY—7,13147,7047557,13148,45955,590(1,930)19702023
StarkeFL—711,68314711,6971,768(1,029)20002000
Star's at CambridgeMA—31,08213,520(1)31,08213,51944,601(3,928)19972017
Star's at West RoxburyMA—21,97313,38670021,97314,08636,059(3,923)20062017
Station Centre @ Old GreenwichCT—9,1217,6031649,1217,76716,888(424)19522023
Sterling RidgeTX—12,84612,1621,61712,84613,77926,625(11,881)20002002
Stroh RanchCO—4,2808,1891,2594,2809,44813,728(7,870)19981998
Suncoast CrossingFL—9,03010,7644,68213,37411,10224,476(10,251)20072007
Sunny Valley ShopsCT—2,8205,055992,8205,1547,974(282)20032023
Talega Village CenterCA—22,41512,05413522,41512,18934,604(3,283)20072017
Tanasbourne MarketOR—3,26910,861(294)3,14910,68713,836(7,362)20062006
Tanglewood Shopping CenterNY(2,163)5,9207,889305,9207,91913,839(404)19532023
Tassajara CrossingCA—8,56015,4643,1918,56018,65527,215(11,890)19901999
Tech Ridge CenterTX—12,94537,1694,61613,45541,27554,730(21,910)20202011
The AbbotMA—72,9106,08652,41079,21952,187131,406(5,334)1912/20242017
The Crossing ClarendonVA—154,932126,32861,508161,378181,390342,768(38,460)20232016
The Dock-DocksideCT(32,908)20,97449,1858020,97449,26570,239(2,116)19742023
The Field at CommonwealthVA—31,05518,24811231,05618,35949,415(10,811)20182017
The Gallery at Westbury PlazaNY—108,653216,7714,848108,653221,619330,272(55,108)20132017

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
The Hub at Norwalk (fka Walmart Norwalk)CT—20,39421,261(2,949)20,39418,31238,706(3,972)20032017
The Hub Hillcrest MarketCA—18,77361,9067,80319,61168,87188,482(25,340)20152012
The Longmeadow ShopsMA(13,000)5,45123,7382835,45124,02129,472(1,176)19622023
The MarketplaceCA—10,92736,0521,63810,92737,69048,617(9,536)19902017
The Meadows (fka East Meadow)NY—12,32521,37882712,26722,26334,530(2,971)19802021
The Plaza at St. Lucie WestFL—1,7186,204521,7186,2567,974(1,728)20062017
The Point at Garden City ParkNY—7419,7645,8572,55913,80316,362(5,973)20182016
The PruneyardCA—112,13686,9183,666112,13690,584202,720(17,715)20142019
The Shops at Hampton OaksGA—843372(195)2977231,020(357)20092017
The Village at Hunter's LakeFL—9,73512,986359,73513,02122,756(3,786)20182018
The Village at RiverstoneTX—17,17913,013(62)17,17912,95130,130(4,476)20162016
Town and CountryFL—4,6645,207224,6645,2299,893(2,384)19932017
Town SquareFL—8838,1329168839,0489,931(5,990)19991997
Towne Centre at SomersNY—3,23530,9981623,23631,15934,395(1,289)19882023
Treasure Coast PlazaFL—7,55321,5541,5707,55323,12430,677(6,825)19832017
Tustin LegacyCA—13,82923,92218213,82824,10537,933(8,446)20172016
Twin City PlazaMA—17,24544,2252,72417,26346,93164,194(23,660)20042006
Twin PeaksCA—5,20025,8279,7886,58534,23040,815(20,145)19881999
Unigold Shopping CenterFL—5,4905,1446,8005,56111,87317,434(6,702)19872017
University CommonsFL—4,07030,7857304,07031,51535,585(11,486)20012015
Valencia CrossroadsCA—17,92117,6591,87317,92119,53237,453(17,957)20032002
Valley Ridge Shopping CenterNJ(16,249)13,36319,80311813,36319,92133,284(942)19622023
Valley StreamNY—13,29716,24147113,88716,12230,009(2,034)19502021
Van Houten PlazaNJ—2,1782,7474542,1783,2015,379(177)19742023
Veterans PlazaCT—2,3287,104342,3287,1389,466(346)19662023
Village at La FlorestaCA—13,14020,5597713,15620,62033,776(9,878)20142014
Village at Lee AirparkMD—11,09912,9754,17211,80316,44328,246(16,137)20142005
Village CenterFL—3,88514,13110,3005,48022,83628,316(14,204)20141995
Village CommonsNY—3125,9502983126,2486,560(359)19802023
Von's Circle CenterCA(3,475)49,03722,6181,59449,03724,21273,249(6,946)19722017
Wading RiverNY—14,96918,6411,13914,91519,83434,749(2,325)20022021
Waldwick PlazaNJ—1,7245,824381,7245,8627,586(283)19602023
Walker CenterOR—3,8407,23212,6234,40419,29123,695(9,302)19871999
Washington CommonsNJ(8,494)7,82912,1822287,82912,41020,239(618)19922023
Waterstone PlazaFL—5,49813,5001885,49813,68819,186(4,047)20052017
Welleby PlazaFL—1,4967,7872,6661,49610,45311,949(9,155)19821996
Wellington Town SquareFL—2,04112,1313,6962,60015,26817,868(8,450)20221996
Westbard SquareMD—127,85921,51442,668120,24971,792192,041(4,100)2001/20242017
West Bird PlazaFL—12,93418,59437115,38616,51331,899(5,129)2000/20212017
West Chester PlazaOH—1,8577,5727281,8578,30010,157(7,503)in process1998
West Lake Shopping CenterFL—10,5619,79261010,56110,40220,963(3,490)20002017
West Park PlazaCA—5,8405,7593,5565,8409,31515,155(6,001)19961999
Westbury PlazaNY(88,000)116,12951,4606,977117,81756,749174,566(16,705)20042017
WestchaseFL—5,3028,2731,5225,3029,79515,097(5,277)19982007

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Initial CostTotal Cost
Shopping CentersStateMortgages or Encumbrances**(1)**Land & Land ImprovementsBuilding & ImprovementsCost Capitalized Subsequent to Acquisition (2)Land & Land ImprovementsBuilding & ImprovementsTotalAccumulated DepreciationYear Constructed or Last Major RenovationYear Acquired
Westchester CommonsIL—3,36611,75111,3694,89421,59226,486(11,906)20142001
Westlake Village Plaza and CenterCA—7,04327,19531,63017,62048,24865,868(38,902)20151999
Westport Collection (fka Greens Farms Plaza)CT—4,8313,13814,8313,1397,970(238)19582023
Westport PlazaFL—9,0357,455(29)9,0357,42616,461(2,595)20022017
Westport RowCT—43,59716,42815,33046,17029,18575,355(9,161)2010/20202017
Westwood VillageTX—19,93325,3011,19219,37827,04846,426(19,188)20062006
Willa SpringsFL(16,700)13,32215,3143,24213,68118,19731,878(2,036)20002000
Williamsburg at DunwoodyGA—7,4353,7211,2667,4444,97812,422(2,009)19832017
Willow FestivalIL—1,95456,5015,3771,97661,85663,832(25,219)20072010
Willow OaksNC—6,6647,908(272)6,2948,00614,300(4,481)20142014
Willows Shopping CenterCA—51,96478,029(114)51,99277,887129,879(24,906)20152017
Woodcroft Shopping CenterNC—1,4196,2841,9211,4218,2039,624(6,079)19841996
Woodman Van NuysCA—5,5007,1953955,5007,59013,090(5,037)19921999
Woodmen PlazaCO—7,62111,0181,6177,62112,63520,256(12,803)19981998
Woodside CentralCA—3,5009,2881,0693,48910,36813,857(6,817)19931999
Miscellaneous Investments——2,1271,427—3,5543,554(1,869)
Land held for future development—11,323—(4,612)6,711—6,711—
Construction in progress———215,112—215,112215,112—
(627,361)$5,502,5456,877,5201,318,3545,565,5858,132,83413,698,419(2,960,399)

(1)

The amounts presented in this column do not include debt premiums, discounts, or loan costs. .

(2)

The negative balance for costs capitalized subsequent to acquisition could include out-parcels sold, sales-type lease, provision for impairments and write-downs recorded, and demolitions of part of the property for redevelopment.

REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.

Schedule III - Consolidated Real Estate and Accumulated Depreciation

December 31, 2024

(in thousands)

Depreciation and amortization of the Company's investments in buildings and improvements reflected in the statements of operations is calculated over the estimated useful lives of the assets, which are up to 40 years. The aggregate cost for federal income tax purposes was approximately $11.2 billion at December 31, 2024.

The changes in total real estate assets for the years ended December 31, 2024, 2023, and 2022 are as follows:

(in thousands)202420232022
Beginning balance$13,454,39111,858,06411,495,581
Acquired properties and land71,3341,445,428224,653
Developments and improvements328,133206,085171,629
Disposal of building and tenant improvements(51,671)(14,149)(29,523)
Sale of properties(72,152)(19,366)(4,276)
Contributed to unconsolidated joint ventures(17,518)——
Properties held for sale—(21,671)—
Provision for impairment(14,098)——
Ending balance$13,698,41913,454,39111,858,064

The changes in accumulated depreciation for the years ended December 31, 2024, 2023, and 2022 are as follows:

(in thousands)202420232022
Beginning balance$2,691,3862,415,8602,174,963
Depreciation expense329,650293,705270,520
Disposal of building and tenant improvements(51,671)(14,149)(29,523)
Sale of properties(7,842)(569)(100)
Accumulated depreciation related to properties held for sale—(3,461)—
Provision for impairment(1,124)——
Ending balance$2,960,3992,691,3862,415,860

Previous: Item 7A. Quantitative and Qualitative Disclosures about Market Risk · Next: Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure