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Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
| ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2025
or
| ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 1-12298 (Regency Centers Corporation)
Commission File Number 0-24763 (Regency Centers, L.P.)
REGENCY CENTERS CORPORATION
REGENCY CENTERS, L.P.
(Exact name of registrant as specified in its charter)
| florida (REGENCY CENTERS CORPORATION) |  | 59-3191743 |
| Delaware (REGENCY CENTERS, L.P) | 59-3429602 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| One Independent Drive**,** Suite 114 Jacksonville**,** Florida 32202 | (904) 598-7000 | |
| (Address of principal executive offices) (zip code) | (Registrant's telephone number, including area code) |
Securities registered pursuant to Section 12(b) of the Act:
Regency Centers Corporation
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, $0.01 par value | REG | The Nasdaq Stock Market LLC | ||
| 6.250% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share | REGCP | The Nasdaq Stock Market LLC | ||
| 5.875% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share | REGCO | The Nasdaq Stock Market LLC |
Regency Centers, L.P.
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| None | N/A | N/A |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Regency Centers Corporation Yes ☒ No ☐ Regency Centers, L.P. Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act:
Regency Centers Corporation:
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Emerging growth company | ☐ |
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
Regency Centers, L.P.:
| Large accelerated filer | ☐ | Accelerated filer | ☐ | Emerging growth company | ☐ |
| Non-accelerated filer | ☒ | Smaller reporting company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Regency Centers Corporation ☐ Regency Centers, L.P. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Regency Centers Corporation Yes ☐ No ☒ Regency Centers, L.P. Yes ☐ No ☒
The number of shares outstanding of Regency Centers Corporation's common stock was 181,553,314 as of July 30, 2025.
EXPLANATORY NOTE
This Quarterly Report on Form 10-Q (this "Report") combines the quarterly reports on Form 10-Q for the quarter ended June 30, 2025, of Regency Centers Corporation and Regency Centers, L.P. Unless stated otherwise or the context otherwise requires, references to "Regency Centers Corporation" or the "Parent Company" mean Regency Centers Corporation and its controlled subsidiaries and references to "Regency Centers, L.P." or the "Operating Partnership" mean Regency Centers, L.P. and its controlled subsidiaries. The terms "the Company," "Regency Centers," "Regency," "we," "our," and "us" as used in this Report mean the Parent Company, the Operating Partnership and their controlled subsidiaries, collectively.
The Parent Company is a real estate investment trust ("REIT") and the general partner of the Operating Partnership. As the sole general partner of the Operating Partnership, the Parent Company has exclusive control of the Operating Partnership's day-to-day management. The Operating Partnership's capital includes general and limited common partnership units ("Common Units"). As of June 30, 2025, the Parent Company owned approximately 99.4% of the Common Units in the Operating Partnership. The remaining Common Units, which are all limited Common Units, are owned by third party investors. In addition to the Common Units, the Operating Partnership has also issued two series of preferred units: the 6.250% Series A Cumulative Redeemable Preferred Units (the "Series A Preferred Units") and the 5.875% Series B Cumulative Redeemable Preferred Units (the "Series B Preferred Units"). The Parent Company currently owns all of the Series A Preferred Units and Series B Preferred Units. The Series A Preferred Units and Series B Preferred Units are sometimes referred to collectively as the "Preferred Units."
The Company believes combining the quarterly reports on Form 10-Q of the Parent Company and the Operating Partnership into this single report provides the following benefits:
Enhances investors' understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
Eliminates duplicative disclosure and provides a more streamlined and readable presentation; and
Creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
Management operates the Parent Company and the Operating Partnership as a single business. The management of the Parent Company consists of the same individuals as the management of the Operating Partnership. These individuals are officers of the Parent Company, and officers and employees of the Operating Partnership.
The Company believes it is important to understand the key differences between the Parent Company and the Operating Partnership in the context of how the Parent Company and the Operating Partnership operate as a consolidated company. The Parent Company is a REIT, whose only material asset is its ownership of Common and Preferred Units of the Operating Partnership. As a result, the Parent Company does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership. Except for $200 million of unsecured private placement debt, the Parent Company does not directly hold any indebtedness, but guarantees all of the unsecured debt of the Operating Partnership. The Operating Partnership, directly or indirectly, is also the co-issuer and guarantor of the Parent Company's $200 million unsecured private placement debt referenced above. The Operating Partnership holds all the assets of the Company and ownership of the Company's subsidiaries and equity interests in its joint ventures. Except for net proceeds from public equity issuances by the Parent Company, which are contributed to the Operating Partnership in exchange for Common Units or Preferred Units, the Operating Partnership generates all other capital required by the Company's business. These sources include the Operating Partnership's operations, its direct or indirect incurrence of indebtedness, and the issuance of Common Units and Preferred Units.
Shareholders' equity, partners' capital, and noncontrolling interests are the main areas of difference between the Consolidated Financial Statements of the Parent Company and those of the Operating Partnership. The Operating Partnership's capital includes the Common Units and the Preferred Units. The limited partners' Common Units in the Operating Partnership owned by third parties are accounted for in partners' capital in the Operating Partnership's financial statements and outside of shareholders' equity in noncontrolling interests in the Parent Company's financial statements. The Preferred Units owned by the Parent Company are eliminated in consolidation in the accompanying consolidated financial statements of the Parent Company and are classified as preferred units of the general partner in the accompanying consolidated financial statements of the Operating Partnership.
In order to highlight the differences between the Parent Company and the Operating Partnership, there are sections in this Report that separately discuss the Parent Company and the Operating Partnership, including separate financial statements, controls and procedures sections, and separate Exhibit 31 and 32 certifications. In the sections that combine disclosure for the Parent Company and the Operating Partnership, this Report refers to actions or holdings as being actions or holdings of the Company.
As general partner with control of the Operating Partnership, the Parent Company consolidates the Operating Partnership for financial reporting purposes, and the Parent Company does not have assets other than its investment in the Operating Partnership. Therefore, while shareholders' equity and partners' capital differ as discussed above, the assets and liabilities of the Parent Company and the Operating Partnership are the same on their respective financial statements.
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
REGENCY CENTERS CORPORATION
Consolidated Balance Sheets
June 30, 2025 and December 31, 2024
(in thousands, except share data)
| 2025 | 2024 | |||||||
| Assets | (unaudited) | |||||||
| Net real estate investments: | ||||||||
| Real estate assets, at cost | $ | 13,988,815 | 13,698,419 | |||||
| Less: accumulated depreciation | 3,107,560 | 2,960,399 | ||||||
| Real estate assets, net | 10,881,255 | 10,738,020 | ||||||
| Investments in sales-type leases, net | 16,609 | 16,291 | ||||||
| Investments in real estate partnerships | 389,828 | 399,044 | ||||||
| Net real estate investments | 11,287,692 | 11,153,355 | ||||||
| Properties held for sale, net | 15,553 | — | ||||||
| Cash, cash equivalents, and restricted cash, including $4,133 and $5,601 of restricted cash at June 30, 2025 and December 31, 2024, respectively | 154,819 | 61,884 | ||||||
| Tenant and other receivables, net | 260,824 | 255,495 | ||||||
| Deferred leasing costs, less accumulated amortization of $134,870 and $131,080 at June 30, 2025 and December 31, 2024, respectively | 87,027 | 79,911 | ||||||
| Acquired lease intangible assets, less accumulated amortization of $410,383 and $395,209 at June 30, 2025 and December 31, 2024, respectively | 218,995 | 229,983 | ||||||
| Right of use assets, net | 319,091 | 322,287 | ||||||
| Other assets | 386,473 | 289,046 | ||||||
| Total assets | $ | 12,730,474 | 12,391,961 | |||||
| Liabilities and Equity | ||||||||
| Liabilities: | ||||||||
| Notes payable, net | $ | 4,769,182 | 4,343,700 | |||||
| Unsecured credit facility | 30,000 | 65,000 | ||||||
| Accounts payable and other liabilities | 381,549 | 392,302 | ||||||
| Acquired lease intangible liabilities, less accumulated amortization of $233,778 and $222,052 at June 30, 2025 and December 31, 2024, respectively | 366,625 | 364,608 | ||||||
| Lease liabilities | 243,704 | 244,861 | ||||||
| Tenants' security, escrow deposits and prepaid rent | 82,474 | 81,183 | ||||||
| Total liabilities | 5,873,534 | 5,491,654 | ||||||
| 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 June 30, 2025 and December 31, 2024 | 225,000 | 225,000 | ||||||
| Common stock $0.01 par value per share, 220,000,000 shares authorized; 181,550,531 and 181,361,454 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively | 1,816 | 1,814 | ||||||
| Treasury stock at cost, 490,769 and 479,251 shares held at June 30, 2025 and December 31, 2024, respectively | (30,210 | ) | (28,045 | ) | ||||
| Additional paid-in-capital | 8,512,308 | 8,503,227 | ||||||
| Accumulated other comprehensive (loss) income | (3,788 | ) | 2,226 | |||||
| Distributions in excess of net income | (2,027,254 | ) | (1,980,076 | ) | ||||
| Total shareholders' equity | 6,677,872 | 6,724,146 | ||||||
| Noncontrolling interests: | ||||||||
| Exchangeable operating partnership units, aggregate redemption value of $76,063 and $81,076 at June 30, 2025 and December 31, 2024, respectively | 38,359 | 40,744 | ||||||
| Limited partners' interests in consolidated partnerships | 140,709 | 135,417 | ||||||
| Total noncontrolling interests | 179,068 | 176,161 | ||||||
| Total equity | 6,856,940 | 6,900,307 | ||||||
| Total liabilities and equity | $ | 12,730,474 | 12,391,961 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS CORPORATION
Consolidated Statements of Operations
For the periods ended June 30, 2025, and 2024
(in thousands, except per share data)
(unaudited)
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Revenues: | ||||||||||||||||
| Lease income | $ | 369,105 | 347,845 | $ | 740,184 | 700,951 | ||||||||||
| Other property income | 4,499 | 2,670 | 7,520 | 7,020 | ||||||||||||
| Management, transaction, and other fees | 7,244 | 6,735 | 14,056 | 13,131 | ||||||||||||
| Total revenues | 380,848 | 357,250 | 761,760 | 721,102 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Depreciation and amortization | 99,535 | 100,968 | 196,309 | 198,553 | ||||||||||||
| Property operating expense | 60,759 | 59,491 | 129,218 | 122,765 | ||||||||||||
| Real estate taxes | 47,500 | 45,478 | 93,860 | 89,785 | ||||||||||||
| General and administrative | 25,480 | 24,238 | 47,080 | 50,370 | ||||||||||||
| Other operating expenses | 1,944 | 3,066 | 3,632 | 5,709 | ||||||||||||
| Total operating expenses | 235,218 | 233,241 | 470,099 | 467,182 | ||||||||||||
| Other expense, net: | ||||||||||||||||
| Interest expense, net | 50,272 | 43,178 | 98,285 | 86,046 | ||||||||||||
| Provision for impairment of real estate | 1,262 | — | 1,262 | — | ||||||||||||
| Loss (Gain) on sale of real estate, net of tax | 294 | (11,081 | ) | 193 | (22,484 | ) | ||||||||||
| Loss on early extinguishment of debt | — | — | — | 180 | ||||||||||||
| Net investment income | (788 | ) | (703 | ) | (27 | ) | (3,134 | ) | ||||||||
| Total other expense, net | 51,040 | 31,394 | 99,713 | 60,608 | ||||||||||||
| Income before equity in income of investments in real estate partnerships | 94,590 | 92,615 | 191,948 | 193,312 | ||||||||||||
| Equity in income of investments in real estate partnerships | 13,759 | 12,314 | 28,254 | 24,275 | ||||||||||||
| Net income | 108,349 | 104,929 | 220,202 | 217,587 | ||||||||||||
| Noncontrolling interests: | ||||||||||||||||
| Exchangeable operating partnership units | (586 | ) | (601 | ) | (1,228 | ) | (1,243 | ) | ||||||||
| Limited partners' interests in consolidated partnerships | (1,742 | ) | (1,660 | ) | (3,366 | ) | (3,902 | ) | ||||||||
| Net income attributable to noncontrolling interests | (2,328 | ) | (2,261 | ) | (4,594 | ) | (5,145 | ) | ||||||||
| Net income attributable to the Company | 106,021 | 102,668 | 215,608 | 212,442 | ||||||||||||
| Preferred stock dividends | (3,413 | ) | (3,413 | ) | (6,826 | ) | (6,826 | ) | ||||||||
| Net income attributable to common shareholders | $ | 102,608 | 99,255 | $ | 208,782 | 205,616 | ||||||||||
| Net income attributable to common shareholders: | ||||||||||||||||
| Per common share - basic | $ | 0.57 | 0.54 | $ | 1.15 | 1.12 | ||||||||||
| Per common share - diluted | $ | 0.56 | 0.54 | $ | 1.15 | 1.12 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS CORPORATION
Consolidated Statements of Comprehensive Income
For the periods ended June 30, 2025, and 2024
(in thousands)
(unaudited)
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Net income | $ | 108,349 | 104,929 | $ | 220,202 | 217,587 | ||||||||||
| Other comprehensive (loss) income: | ||||||||||||||||
| Effective portion of change in fair value of derivative instruments: | ||||||||||||||||
| Effective portion of change in fair value of derivative instruments | (1,295 | ) | 3,124 | (3,943 | ) | 11,717 | ||||||||||
| Reclassification adjustment of derivative instruments included in net income | (1,015 | ) | (2,440 | ) | (2,760 | ) | (4,807 | ) | ||||||||
| Unrealized gain (loss) on available-for-sale debt securities | 94 | (1 | ) | 288 | (120 | ) | ||||||||||
| Other comprehensive (loss) income | (2,216 | ) | 683 | (6,415 | ) | 6,790 | ||||||||||
| Comprehensive income | 106,133 | 105,612 | 213,787 | 224,377 | ||||||||||||
| Less: comprehensive income attributable to noncontrolling interests: | ||||||||||||||||
| Net income attributable to noncontrolling interests | 2,328 | 2,261 | 4,594 | 5,145 | ||||||||||||
| Other comprehensive (loss) income attributable to noncontrolling interests | (143 | ) | 13 | (401 | ) | 347 | ||||||||||
| Comprehensive income attributable to noncontrolling interests | 2,185 | 2,274 | 4,193 | 5,492 | ||||||||||||
| Comprehensive income attributable to the Company | $ | 103,948 | 103,338 | $ | 209,594 | 218,885 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS CORPORATION
Consolidated Statements of Equity
For the three months ended June 30, 2025 and 2024
(in thousands, except per share data)
(unaudited)
| Noncontrolling Interests | ||||||||||||||||||||||||||||||||||||||||||||
| Preferred Stock | Common Stock | Treasury Stock | Additional Paid In Capital | Accumulated Other Comprehensive Income | Distributions in Excess of Net Income | Total Shareholders' Equity | Exchangeable Operating Partnership Units | Limited Partners' Interest in Consolidated Partnerships | Total Noncontrolling Interests | Total Equity | ||||||||||||||||||||||||||||||||||
| Balance at March 31, 2024 | $ | 225,000 | 1,848 | (26,321 | ) | 8,703,756 | 4,465 | (1,889,037 | ) | 7,019,711 | 41,606 | 116,702 | 158,308 | 7,178,019 | ||||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | 102,668 | 102,668 | 601 | 1,660 | 2,261 | 104,929 | |||||||||||||||||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | — | — | — | 2,955 | — | 2,955 | 18 | 150 | 168 | 3,123 | |||||||||||||||||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | — | — | — | (2,285 | ) | — | (2,285 | ) | (14 | ) | (141 | ) | (155 | ) | (2,440 | ) | |||||||||||||||||||||||||||
| Adjustment for noncontrolling interests | — | — | — | (8,694 | ) | — | — | (8,694 | ) | — | 8,694 | 8,694 | — | |||||||||||||||||||||||||||||||
| Deferred compensation plan, net | — | — | (913 | ) | 913 | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||
| Amortization of equity awards | — | — | — | 6,561 | — | — | 6,561 | — | — | — | 6,561 | |||||||||||||||||||||||||||||||||
| Tax withholding on stock-based compensation | — | — | — | 84 | — | — | 84 | — | — | — | 84 | |||||||||||||||||||||||||||||||||
| Common stock repurchased and retired | — | (33 | ) | — | (200,033 | ) | — | — | (200,066 | ) | — | — | — | (200,066 | ) | |||||||||||||||||||||||||||||
| Common stock issued under dividend reinvestment plan | — | — | — | 166 | — | — | 166 | — | — | — | 166 | |||||||||||||||||||||||||||||||||
| Contributions from partners | — | — | — | — | — | — | — | — | 1,529 | 1,529 | 1,529 | |||||||||||||||||||||||||||||||||
| Distributions to partners | — | — | — | — | — | — | — | — | (1,890 | ) | (1,890 | ) | (1,890 | ) | ||||||||||||||||||||||||||||||
| Dividends declared: | ||||||||||||||||||||||||||||||||||||||||||||
| Preferred stock (Series A: $0.390625 per share/unit; Series B: $0.367200 per share/unit) | — | — | — | — | — | (3,413 | ) | (3,413 | ) | — | — | — | (3,413 | ) | ||||||||||||||||||||||||||||||
| Common stock/unit ($0.670 per share/unit) | — | — | — | — | — | (121,959 | ) | (121,959 | ) | (1,473 | ) | — | (1,473 | ) | (123,432 | ) | ||||||||||||||||||||||||||||
| Balance at June 30, 2024 | $ | 225,000 | 1,815 | (27,234 | ) | 8,502,753 | 5,135 | (1,911,741 | ) | 6,795,728 | 40,738 | 126,704 | 167,442 | 6,963,170 | ||||||||||||||||||||||||||||||
| Balance at March 31, 2025 | $ | 225,000 | 1,815 | (29,133 | ) | 8,505,489 | (1,715 | ) | (2,001,878 | ) | 6,699,578 | 40,584 | 136,278 | 176,862 | 6,876,440 | |||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | 106,021 | 106,021 | 586 | 1,742 | 2,328 | 108,349 | |||||||||||||||||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | — | — | — | (1,146 | ) | — | (1,146 | ) | (7 | ) | (48 | ) | (55 | ) | (1,201 | ) | |||||||||||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | — | — | — | (927 | ) | — | (927 | ) | (6 | ) | (82 | ) | (88 | ) | (1,015 | ) | |||||||||||||||||||||||||||
| Deferred compensation plan, net | — | — | (1,077 | ) | 1,077 | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||
| Amortization of equity awards | — | 1 | — | 5,569 | — | — | 5,570 | — | — | — | 5,570 | |||||||||||||||||||||||||||||||||
| Tax withholding on stock-based compensation | — | — | — | (23 | ) | — | — | (23 | ) | — | — | — | (23 | ) | ||||||||||||||||||||||||||||||
| Repurchase of exchangeable operating partnership units | — | — | — | — | — | — | — | (2,046 | ) | — | (2,046 | ) | (2,046 | ) | ||||||||||||||||||||||||||||||
| Common stock issued under dividend reinvestment plan | — | — | — | 196 | — | — | 196 | — | — | — | 196 | |||||||||||||||||||||||||||||||||
| Contributions from partners | — | — | — | — | — | — | — | — | 5,439 | 5,439 | 5,439 | |||||||||||||||||||||||||||||||||
| Distributions to partners | — | — | — | — | — | — | — | — | (2,620 | ) | (2,620 | ) | (2,620 | ) | ||||||||||||||||||||||||||||||
| Dividends declared: | ||||||||||||||||||||||||||||||||||||||||||||
| Preferred stock (Series A: $0.390625 per share/unit; Series B: $0.367200 per share/unit) | — | — | — | — | — | (3,413 | ) | (3,413 | ) | — | — | — | (3,413 | ) | ||||||||||||||||||||||||||||||
| Common stock/unit ($0.705 per share/unit) | — | — | — | — | — | (127,984 | ) | (127,984 | ) | (752 | ) | — | (752 | ) | (128,736 | ) | ||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | 225,000 | 1,816 | (30,210 | ) | 8,512,308 | (3,788 | ) | (2,027,254 | ) | 6,677,872 | 38,359 | 140,709 | 179,068 | 6,856,940 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS CORPORATION
Consolidated Statements of Equity
For the six months ended June 30, 2025 and 2024
(in thousands, except per share data)
(unaudited)
| Noncontrolling Interests | ||||||||||||||||||||||||||||||||||||||||||||
| Preferred Stock | Common Stock | Treasury Stock | Additional Paid In Capital | Accumulated Other Comprehensive Income (Loss) | Distributions in Excess of Net Income | Total Shareholders' Equity | Exchangeable Operating Partnership Units | Limited Partners' Interest in Consolidated Partnerships | Total Noncontrolling Interests | Total Equity | ||||||||||||||||||||||||||||||||||
| Balance at December 31, 2023 | $ | 225,000 | 1,846 | (25,488 | ) | 8,704,240 | (1,308 | ) | (1,871,603 | ) | 7,032,687 | 42,195 | 117,053 | 159,248 | 7,191,935 | |||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | 212,442 | 212,442 | 1,243 | 3,902 | 5,145 | 217,587 | |||||||||||||||||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | — | — | — | 10,942 | — | 10,942 | 66 | 589 | 655 | 11,597 | |||||||||||||||||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | — | — | — | (4,499 | ) | — | (4,499 | ) | (27 | ) | (281 | ) | (308 | ) | (4,807 | ) | |||||||||||||||||||||||||||
| Adjustment for noncontrolling interests | — | — | — | (8,694 | ) | — | — | (8,694 | ) | — | 8,694 | 8,694 | — | |||||||||||||||||||||||||||||||
| Deferred compensation plan, net | — | — | (1,746 | ) | 1,746 | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||
| Amortization of equity awards | — | 2 | — | 13,135 | — | — | 13,137 | — | — | — | 13,137 | |||||||||||||||||||||||||||||||||
| Tax withholding on stock-based compensation | — | — | — | (8,494 | ) | — | — | (8,494 | ) | — | — | — | (8,494 | ) | ||||||||||||||||||||||||||||||
| Common stock repurchased and retired | — | (33 | ) | — | (200,033 | ) | — | — | (200,066 | ) | — | — | — | (200,066 | ) | |||||||||||||||||||||||||||||
| Common stock issued under dividend reinvestment plan | — | — | — | 324 | — | — | 324 | — | — | — | 324 | |||||||||||||||||||||||||||||||||
| Common stock issued for exchangeable units exchanged | — | — | — | 529 | — | — | 529 | (529 | ) | — | (529 | ) | — | |||||||||||||||||||||||||||||||
| Contributions from partners | — | — | — | — | — | — | — | — | 3,001 | 3,001 | 3,001 | |||||||||||||||||||||||||||||||||
| Distributions to partners | — | — | — | — | — | — | — | — | (6,254 | ) | (6,254 | ) | (6,254 | ) | ||||||||||||||||||||||||||||||
| Dividends declared: | ||||||||||||||||||||||||||||||||||||||||||||
| Preferred stock stock/unit (Series A: $0.781250 per share/unit; Series B: $0.734400 per share/unit) | — | — | — | — | — | (6,826 | ) | (6,826 | ) | — | — | — | (6,826 | ) | ||||||||||||||||||||||||||||||
| Common stock/unit ($1.340 per share/unit) | — | — | — | — | — | (245,754 | ) | (245,754 | ) | (2,210 | ) | — | (2,210 | ) | (247,964 | ) | ||||||||||||||||||||||||||||
| Balance at June 30, 2024 | $ | 225,000 | 1,815 | (27,234 | ) | 8,502,753 | 5,135 | (1,911,741 | ) | 6,795,728 | 40,738 | 126,704 | 167,442 | 6,963,170 | ||||||||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | 225,000 | 1,814 | (28,045 | ) | 8,503,227 | 2,226 | (1,980,076 | ) | 6,724,146 | 40,744 | 135,417 | 176,161 | 6,900,307 | ||||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | 215,608 | 215,608 | 1,228 | 3,366 | 4,594 | 220,202 | |||||||||||||||||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | — | — | — | (3,435 | ) | — | (3,435 | ) | (27 | ) | (193 | ) | (220 | ) | (3,655 | ) | |||||||||||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | — | — | — | (2,579 | ) | — | (2,579 | ) | (14 | ) | (167 | ) | (181 | ) | (2,760 | ) | |||||||||||||||||||||||||||
| Adjustment for noncontrolling interests | — | — | — | 2,210 | — | — | 2,210 | (2,210 | ) | — | (2,210 | ) | — | |||||||||||||||||||||||||||||||
| Deferred compensation plan, net | — | — | (2,165 | ) | 2,165 | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||
| Amortization of equity awards | — | 2 | — | 11,116 | — | — | 11,118 | — | — | — | 11,118 | |||||||||||||||||||||||||||||||||
| Tax withholding on stock-based compensation | — | — | — | (6,783 | ) | — | — | (6,783 | ) | — | — | — | (6,783 | ) | ||||||||||||||||||||||||||||||
| Repurchase of exchangeable operating partnership units | — | — | — | — | — | — | — | (2,046 | ) | — | (2,046 | ) | (2,046 | ) | ||||||||||||||||||||||||||||||
| Common stock issued under dividend reinvestment plan | — | — | — | 373 | — | — | 373 | — | — | — | 373 | |||||||||||||||||||||||||||||||||
| Contributions from partners | — | — | — | — | — | — | — | 2,210 | 8,416 | 10,626 | 10,626 | |||||||||||||||||||||||||||||||||
| Distributions to partners | — | — | — | — | — | — | — | — | (6,130 | ) | (6,130 | ) | (6,130 | ) | ||||||||||||||||||||||||||||||
| Dividends declared: | ||||||||||||||||||||||||||||||||||||||||||||
| Preferred stock stock/unit (Series A: $0.781250 per share/unit; Series B: $0.734400 per share/unit) | — | — | — | — | — | (6,826 | ) | (6,826 | ) | — | — | — | (6,826 | ) | ||||||||||||||||||||||||||||||
| Common stock/unit ($1.410 per share/unit) | — | — | — | — | — | (255,960 | ) | (255,960 | ) | (1,526 | ) | — | (1,526 | ) | (257,486 | ) | ||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | 225,000 | 1,816 | (30,210 | ) | 8,512,308 | (3,788 | ) | (2,027,254 | ) | 6,677,872 | 38,359 | 140,709 | 179,068 | 6,856,940 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS CORPORATION
Consolidated Statements of Cash Flows
For the periods ended June 30, 2025, and 2024
(in thousands)
(unaudited)
| Six months ended June 30, | ||||||||
| 2025 | 2024 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income | $ | 220,202 | 217,587 | |||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | 196,309 | 198,553 | ||||||
| Amortization of deferred financing costs and debt premiums | 6,922 | 6,232 | ||||||
| Amortization of above and below market lease intangibles, net | (11,414 | ) | (12,193 | ) | ||||
| Stock-based compensation, net of capitalization | 9,864 | 12,539 | ||||||
| Equity in income of investments in real estate partnerships | (28,254 | ) | (24,275 | ) | ||||
| Loss (gain) on sale of real estate, net of tax | 193 | (22,484 | ) | |||||
| Provision for impairment of real estate, net of tax | 1,262 | — | ||||||
| Loss on early extinguishment of debt | — | 180 | ||||||
| Distribution of earnings from investments in real estate partnerships | 34,502 | 32,440 | ||||||
| Deferred compensation (income) expense | (253 | ) | 2,695 | |||||
| Realized and unrealized gain on investments | (87 | ) | (3,013 | ) | ||||
| Changes in assets and liabilities: | ||||||||
| Tenant and other receivables | (1,670 | ) | (3,565 | ) | ||||
| Deferred leasing costs | (8,802 | ) | (6,311 | ) | ||||
| Other assets | (15,123 | ) | (13,793 | ) | ||||
| Accounts payable and other liabilities | 464 | (9,776 | ) | |||||
| Tenants' security, escrow deposits and prepaid rent | 964 | (3,602 | ) | |||||
| Net cash provided by operating activities | 405,079 | 371,214 | ||||||
| Cash flows from investing activities: | ||||||||
| Acquisition of operating real estate, net of cash acquired of $787 in 2025 | (83,261 | ) | (45,208 | ) | ||||
| Real estate development and capital improvements | (204,657 | ) | (141,775 | ) | ||||
| Proceeds from sale of real estate | 7,165 | 92,159 | ||||||
| Proceeds from property insurance casualty claims | — | 4,638 | ||||||
| Issuance of notes receivable | — | (32,651 | ) | |||||
| Collection of notes receivable | 180 | 3,004 | ||||||
| Investments in real estate partnerships | (6,217 | ) | (8,582 | ) | ||||
| Return of capital from investments in real estate partnerships | — | 10,038 | ||||||
| Dividends on investment securities | 1,081 | 263 | ||||||
| Purchase of investment securities | (96,226 | ) | (95,519 | ) | ||||
| Proceeds from sale of investment securities | 9,242 | 99,490 | ||||||
| Net cash used in investing activities | (372,693 | ) | (114,143 | ) |
| Six months ended June 30, | ||||||||
| 2025 | 2024 | |||||||
| Cash flows from financing activities: | ||||||||
| Tax withholding on stock-based compensation | (6,783 | ) | (8,776 | ) | ||||
| Common shares repurchased through share repurchase program | — | (200,066 | ) | |||||
| Repurchase of exchangeable operating partnership units | (2,046 | ) | — | |||||
| Proceeds from sale of treasury stock | 462 | 210 | ||||||
| Contributions from noncontrolling interests | 8,416 | 3,001 | ||||||
| Distributions to and redemptions of noncontrolling interests | (6,130 | ) | (6,254 | ) | ||||
| Distributions to exchangeable operating partnership unit holders | (1,546 | ) | (1,479 | ) | ||||
| Dividends paid to common shareholders | (255,455 | ) | (247,138 | ) | ||||
| Dividends paid to preferred shareholders | (6,826 | ) | (6,825 | ) | ||||
| Repayment of fixed rate unsecured notes | — | (250,000 | ) | |||||
| Proceeds from issuance of fixed rate unsecured notes, net of debt discount | 397,116 | 398,468 | ||||||
| Proceeds from unsecured credit facilities | 395,000 | 422,419 | ||||||
| Repayment of unsecured credit facilities | (430,000 | ) | (264,419 | ) | ||||
| Proceeds from notes payable | 10,000 | — | ||||||
| Repayment of notes payable | (32,787 | ) | (88,069 | ) | ||||
| Scheduled principal payments | (5,060 | ) | (6,121 | ) | ||||
| Payment of financing costs | (3,812 | ) | (13,453 | ) | ||||
| Net cash provided by (used in) financing activities | 60,549 | (268,502 | ) | |||||
| Net increase (decrease) in cash and cash equivalents and restricted cash | 92,935 | (11,431 | ) | |||||
| Cash and cash equivalents and restricted cash at beginning of the period | 61,884 | 91,354 | ||||||
| Cash and cash equivalents and restricted cash at end of the period | $ | 154,819 | 79,923 | |||||
| Supplemental disclosure of cash flow information: | ||||||||
| Cash paid for interest (net of capitalized interest of $4,534 and $3,176 in 2025 and 2024, respectively) | $ | 90,174 | 77,408 | |||||
| Cash paid for income taxes, net of refunds | $ | 387 | 6,405 | |||||
| Supplemental disclosure of non-cash transactions: | ||||||||
| Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid | $ | 131,017 | 125,709 | |||||
| Sale of leased asset in exchange for net investment in sales-type lease | $ | — | 2,808 | |||||
| Acquisition of operating real estate: | ||||||||
| Tenant and other receivable and other assets | $ | 593 | — | |||||
| Acquired lease intangible assets | $ | 9,725 | — | |||||
| Notes payable assumed in acquisition, at fair value | $ | 40,060 | — | |||||
| Intangible liabilities, Accounts payable and other liabilities | $ | 18,945 | — | |||||
| Acquisition of unconsolidated real estate investments: | ||||||||
| Tenant and other receivable and other assets | $ | 941 | — | |||||
| Acquired lease intangible assets | $ | 4,308 | — | |||||
| Notes payable assumed in acquisition, at fair value | $ | 16,749 | — | |||||
| Intangible liabilities, Accounts payable and other liabilities | $ | 1,119 | — | |||||
| Reallocation of equity upon acquisition of non-controlling interest | $ | — | 8,694 | |||||
| Change in accrued capital expenditures | $ | 15,244 | 3,094 | |||||
| Stock-based compensation capitalized | $ | 1,254 | 880 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS, L.P.
Consolidated Balance Sheets
June 30, 2025 and December 31, 2024
(in thousands, except unit data)
| 2025 | 2024 | |||||||
| Assets | (unaudited) | |||||||
| Net real estate investments: | ||||||||
| Real estate assets, at cost | $ | 13,988,815 | 13,698,419 | |||||
| Less: accumulated depreciation | 3,107,560 | 2,960,399 | ||||||
| Real estate assets, net | 10,881,255 | 10,738,020 | ||||||
| Investments in sales-type leases, net | 16,609 | 16,291 | ||||||
| Investments in real estate partnerships | 389,828 | 399,044 | ||||||
| Net real estate investments | 11,287,692 | 11,153,355 | ||||||
| Properties held for sale, net | 15,553 | — | ||||||
| Cash, cash equivalents, and restricted cash, including $4,133 and $5,601 of restricted cash at June 30, 2025 and December 31, 2024, respectively | 154,819 | 61,884 | ||||||
| Tenant and other receivables, net | 260,824 | 255,495 | ||||||
| Deferred leasing costs, less accumulated amortization of $134,870 and $131,080 at June 30, 2025 and December 31, 2024, respectively | 87,027 | 79,911 | ||||||
| Acquired lease intangible assets, less accumulated amortization of $410,383 and $395,209 at June 30, 2025 and December 31, 2024, respectively | 218,995 | 229,983 | ||||||
| Right of use assets, net | 319,091 | 322,287 | ||||||
| Other assets | 386,473 | 289,046 | ||||||
| Total assets | $ | 12,730,474 | 12,391,961 | |||||
| Liabilities and Capital | ||||||||
| Liabilities: | ||||||||
| Notes payable, net | $ | 4,769,182 | 4,343,700 | |||||
| Unsecured credit facility | 30,000 | 65,000 | ||||||
| Accounts payable and other liabilities | 381,549 | 392,302 | ||||||
| Acquired lease intangible liabilities, less accumulated amortization of $233,778 and $222,052 at June 30, 2025 and December 31, 2024, respectively | 366,625 | 364,608 | ||||||
| Lease liabilities | 243,704 | 244,861 | ||||||
| Tenants' security, escrow deposits and prepaid rent | 82,474 | 81,183 | ||||||
| Total liabilities | 5,873,534 | 5,491,654 | ||||||
| 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 outstanding, in the aggregate, in Series A and Series B at June 30, 2025 and December 31, 2024 | 225,000 | 225,000 | ||||||
| General partner's common units, 181,550,531 and 181,361,454 units issued and outstanding at June 30, 2025 and December 31, 2024, respectively | 6,456,660 | 6,496,920 | ||||||
| Limited partners' common units, 1,067,844 and 1,096,659 units issued and outstanding at June 30, 2025 and December 31, 2024 respectively | 38,359 | 40,744 | ||||||
| Accumulated other comprehensive (loss) income | (3,788 | ) | 2,226 | |||||
| Total partners' capital | 6,716,231 | 6,764,890 | ||||||
| Noncontrolling interest: Limited partners' interests in consolidated partnerships | 140,709 | 135,417 | ||||||
| Total capital | 6,856,940 | 6,900,307 | ||||||
| Total liabilities and capital | $ | 12,730,474 | 12,391,961 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS, L.P.
Consolidated Statements of Operations
For the periods ended June 30, 2025, and 2024
(in thousands, except per unit data)
(unaudited)
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Revenues: | ||||||||||||||||
| Lease income | $ | 369,105 | 347,845 | $ | 740,184 | 700,951 | ||||||||||
| Other property income | 4,499 | 2,670 | 7,520 | 7,020 | ||||||||||||
| Management, transaction, and other fees | 7,244 | 6,735 | 14,056 | 13,131 | ||||||||||||
| Total revenues | 380,848 | 357,250 | 761,760 | 721,102 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Depreciation and amortization | 99,535 | 100,968 | 196,309 | 198,553 | ||||||||||||
| Property operating expense | 60,759 | 59,491 | 129,218 | 122,765 | ||||||||||||
| Real estate taxes | 47,500 | 45,478 | 93,860 | 89,785 | ||||||||||||
| General and administrative | 25,480 | 24,238 | 47,080 | 50,370 | ||||||||||||
| Other operating expenses | 1,944 | 3,066 | 3,632 | 5,709 | ||||||||||||
| Total operating expenses | 235,218 | 233,241 | 470,099 | 467,182 | ||||||||||||
| Other expense, net: | ||||||||||||||||
| Interest expense, net | 50,272 | 43,178 | 98,285 | 86,046 | ||||||||||||
| Provision for impairment of real estate | 1,262 | — | 1,262 | — | ||||||||||||
| Loss (Gain) on sale of real estate, net of tax | 294 | (11,081 | ) | 193 | (22,484 | ) | ||||||||||
| Loss on early extinguishment of debt | — | — | — | 180 | ||||||||||||
| Net investment income | (788 | ) | (703 | ) | (27 | ) | (3,134 | ) | ||||||||
| Total other expense, net | 51,040 | 31,394 | 99,713 | 60,608 | ||||||||||||
| Income before equity in income of investments in real estate partnerships | 94,590 | 92,615 | 191,948 | 193,312 | ||||||||||||
| Equity in income of investments in real estate partnerships | 13,759 | 12,314 | 28,254 | 24,275 | ||||||||||||
| Net income | 108,349 | 104,929 | 220,202 | 217,587 | ||||||||||||
| Limited partners' interests in consolidated partnerships | (1,742 | ) | (1,660 | ) | (3,366 | ) | (3,902 | ) | ||||||||
| Net income attributable to the Partnership | 106,607 | 103,269 | 216,836 | 213,685 | ||||||||||||
| Preferred unit distributions | (3,413 | ) | (3,413 | ) | (6,826 | ) | (6,826 | ) | ||||||||
| Net income attributable to common unit holders | $ | 103,194 | 99,856 | $ | 210,010 | 206,859 | ||||||||||
| Net income attributable to common unit holders: | ||||||||||||||||
| Per common unit - basic | $ | 0.57 | 0.54 | $ | 1.15 | 1.12 | ||||||||||
| Per common unit - diluted | $ | 0.56 | 0.54 | $ | 1.15 | 1.12 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS, L.P.
Consolidated Statements of Comprehensive Income
For the periods ended June 30, 2025, and 2024
(in thousands)
(unaudited)
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Net income | $ | 108,349 | 104,929 | $ | 220,202 | 217,587 | ||||||||||
| Other comprehensive (loss) income: | ||||||||||||||||
| Effective portion of change in fair value of derivative instruments: | ||||||||||||||||
| Effective portion of change in fair value of derivative instruments | (1,295 | ) | 3,124 | (3,943 | ) | 11,717 | ||||||||||
| Reclassification adjustment of derivative instruments included in net income | (1,015 | ) | (2,440 | ) | (2,760 | ) | (4,807 | ) | ||||||||
| Unrealized gain (loss) on available-for-sale debt securities | 94 | (1 | ) | 288 | (120 | ) | ||||||||||
| Other comprehensive (loss) income | (2,216 | ) | 683 | (6,415 | ) | 6,790 | ||||||||||
| Comprehensive income | 106,133 | 105,612 | 213,787 | 224,377 | ||||||||||||
| Less: comprehensive income attributable to noncontrolling interests: | ||||||||||||||||
| Net income attributable to noncontrolling interests | 1,742 | 1,660 | 3,366 | 3,902 | ||||||||||||
| Other comprehensive (loss) income attributable to noncontrolling interests | (130 | ) | 9 | (360 | ) | 308 | ||||||||||
| Comprehensive income attributable to noncontrolling interests | 1,612 | 1,669 | 3,006 | 4,210 | ||||||||||||
| Comprehensive income attributable to the Partnership | $ | 104,521 | 103,943 | $ | 210,781 | 220,167 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS, L.P.
Consolidated Statements of Capital
For the three months ended June 30, 2025 and 2024
(in thousands)
(unaudited)
| General Partner Preferred and Common Units | Limited Partners | Accumulated Other Comprehensive Income | Total Partners’ Capital | Noncontrolling Interests in Limited Partners’ Interest in Consolidated Partnerships | Total Capital | |||||||||||||||||||
| Balance at March 31, 2024 | $ | 7,015,246 | 41,606 | 4,465 | 7,061,317 | 116,702 | 7,178,019 | |||||||||||||||||
| Net income | 102,668 | 601 | — | 103,269 | 1,660 | 104,929 | ||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | 18 | 2,955 | 2,973 | 150 | 3,123 | ||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive loss | — | (14 | ) | (2,285 | ) | (2,299 | ) | (141 | ) | (2,440 | ) | |||||||||||||
| Adjustment for noncontrolling interests in the Operating Partnership | (8,694 | ) | — | — | (8,694 | ) | 8,694 | — | ||||||||||||||||
| Contributions from partners | — | — | — | — | 1,529 | 1,529 | ||||||||||||||||||
| Distributions to partners | (121,959 | ) | (1,473 | ) | — | (123,432 | ) | (1,890 | ) | (125,322 | ) | |||||||||||||
| Preferred unit distributions | (3,413 | ) | — | — | (3,413 | ) | — | (3,413 | ) | |||||||||||||||
| Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization | 6,561 | — | — | 6,561 | — | 6,561 | ||||||||||||||||||
| 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 | 250 | — | — | 250 | — | 250 | ||||||||||||||||||
| Balance at June 30, 2024 | $ | 6,790,593 | 40,738 | 5,135 | 6,836,466 | 126,704 | 6,963,170 | |||||||||||||||||
| Balance at March 31, 2025 | $ | 6,701,293 | 40,584 | (1,715 | ) | 6,740,162 | 136,278 | 6,876,440 | ||||||||||||||||
| Net income | 106,021 | 586 | — | 106,607 | 1,742 | 108,349 | ||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | (7 | ) | (1,146 | ) | (1,153 | ) | (48 | ) | (1,201 | ) | |||||||||||||
| Amounts reclassified from accumulated other comprehensive loss | — | (6 | ) | (927 | ) | (933 | ) | (82 | ) | (1,015 | ) | |||||||||||||
| Contributions from partners | — | — | — | — | 5,439 | 5,439 | ||||||||||||||||||
| Distributions to partners | (127,984 | ) | (752 | ) | — | (128,736 | ) | (2,620 | ) | (131,356 | ) | |||||||||||||
| Preferred unit distributions | (3,413 | ) | — | — | (3,413 | ) | — | (3,413 | ) | |||||||||||||||
| Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization | 5,570 | — | — | 5,570 | — | 5,570 | ||||||||||||||||||
| Repurchase of exchangeable operating partnership units | — | (2,046 | ) | — | (2,046 | ) | — | (2,046 | ) | |||||||||||||||
| Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances | 173 | — | — | 173 | — | 173 | ||||||||||||||||||
| Balance at June 30, 2025 | $ | 6,681,660 | 38,359 | (3,788 | ) | 6,716,231 | 140,709 | 6,856,940 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS, L.P.
Consolidated Statements of Capital
For the six months ended June 30, 2025 and 2024
(in thousands)
(unaudited)
| General Partner Preferred and Common Units | Limited Partners | Accumulated Other Comprehensive Income (Loss) | Total Partners' Capital | Noncontrolling Interests in Limited Partners' Interest in Consolidated Partnerships | Total Capital | |||||||||||||||||||
| Balance at December 31, 2023 | $ | 7,033,995 | 42,195 | (1,308 | ) | 7,074,882 | 117,053 | 7,191,935 | ||||||||||||||||
| Net income | 212,442 | 1,243 | — | 213,685 | 3,902 | 217,587 | ||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | 66 | 10,942 | 11,008 | 589 | 11,597 | ||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | (27 | ) | (4,499 | ) | (4,526 | ) | (281 | ) | (4,807 | ) | |||||||||||||
| Adjustment for noncontrolling interests in the Operating Partnership | (8,694 | ) | — | — | (8,694 | ) | 8,694 | — | ||||||||||||||||
| Contributions from partners | — | — | — | — | 3,001 | 3,001 | ||||||||||||||||||
| Distributions to partners | (245,754 | ) | (2,210 | ) | — | (247,964 | ) | (6,254 | ) | (254,218 | ) | |||||||||||||
| Preferred unit distributions | (6,826 | ) | — | — | (6,826 | ) | — | (6,826 | ) | |||||||||||||||
| Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization | 13,137 | — | — | 13,137 | — | 13,137 | ||||||||||||||||||
| 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 | (8,170 | ) | — | — | (8,170 | ) | — | (8,170 | ) | |||||||||||||||
| Exchangeable operating partnership units exchanged for common stock of Parent Company | 529 | (529 | ) | — | — | — | — | |||||||||||||||||
| Balance at June 30, 2024 | $ | 6,790,593 | 40,738 | 5,135 | 6,836,466 | 126,704 | 6,963,170 | |||||||||||||||||
| Balance at December 31, 2024 | $ | 6,721,920 | 40,744 | 2,226 | 6,764,890 | 135,417 | 6,900,307 | |||||||||||||||||
| Net income | 215,608 | 1,228 | — | 216,836 | 3,366 | 220,202 | ||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||
| Other comprehensive income before reclassification | — | (27 | ) | (3,435 | ) | (3,462 | ) | (193 | ) | (3,655 | ) | |||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | (14 | ) | (2,579 | ) | (2,593 | ) | (167 | ) | (2,760 | ) | |||||||||||||
| Adjustment for noncontrolling interests in the Operating Partnership | 2,210 | (2,210 | ) | — | — | — | — | |||||||||||||||||
| Contributions from partners | — | 2,210 | — | 2,210 | 8,416 | 10,626 | ||||||||||||||||||
| Distributions to partners | (255,960 | ) | (1,526 | ) | — | (257,486 | ) | (6,130 | ) | (263,616 | ) | |||||||||||||
| Preferred unit distributions | (6,826 | ) | — | — | (6,826 | ) | — | (6,826 | ) | |||||||||||||||
| Restricted units issued as a result of restricted stock issued by Parent Company, net of amortization | 11,118 | — | — | 11,118 | — | 11,118 | ||||||||||||||||||
| Repurchase of exchangeable operating partnership units | — | (2,046 | ) | — | (2,046 | ) | — | (2,046 | ) | |||||||||||||||
| Common units repurchased as a result of common stock repurchased by Parent Company, net of issuances | (6,410 | ) | — | — | (6,410 | ) | — | (6,410 | ) | |||||||||||||||
| Balance at June 30, 2025 | $ | 6,681,660 | 38,359 | (3,788 | ) | 6,716,231 | 140,709 | 6,856,940 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS, L.P.
Consolidated Statem****ents of Cash Flows
For the periods ended June 30, 2025, and 2024
(in thousands)
(unaudited)
| Six months ended June 30, | ||||||||
| 2025 | 2024 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income | $ | 220,202 | 217,587 | |||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | 196,309 | 198,553 | ||||||
| Amortization of deferred financing costs and debt premiums | 6,922 | 6,232 | ||||||
| Amortization of above and below market lease intangibles, net | (11,414 | ) | (12,193 | ) | ||||
| Stock-based compensation, net of capitalization | 9,864 | 12,539 | ||||||
| Equity in income of investments in real estate partnerships | (28,254 | ) | (24,275 | ) | ||||
| Loss (gain) on sale of real estate, net of tax | 193 | (22,484 | ) | |||||
| Provision for impairment of real estate, net of tax | 1,262 | — | ||||||
| Loss on early extinguishment of debt | — | 180 | ||||||
| Distribution of earnings from investments in real estate partnerships | 34,502 | 32,440 | ||||||
| Deferred compensation (income) expense | (253 | ) | 2,695 | |||||
| Realized and unrealized gain on investments | (87 | ) | (3,013 | ) | ||||
| Changes in assets and liabilities: | ||||||||
| Tenant and other receivables | (1,670 | ) | (3,565 | ) | ||||
| Deferred leasing costs | (8,802 | ) | (6,311 | ) | ||||
| Other assets | (15,123 | ) | (13,793 | ) | ||||
| Accounts payable and other liabilities | 464 | (9,776 | ) | |||||
| Tenants' security, escrow deposits and prepaid rent | 964 | (3,602 | ) | |||||
| Net cash provided by operating activities | 405,079 | 371,214 | ||||||
| Cash flows from investing activities: | ||||||||
| Acquisition of operating real estate, net of cash acquired of $787 in 2025 | (83,261 | ) | (45,208 | ) | ||||
| Real estate development and capital improvements | (204,657 | ) | (141,775 | ) | ||||
| Proceeds from sale of real estate | 7,165 | 92,159 | ||||||
| Proceeds from property insurance casualty claims | — | 4,638 | ||||||
| Issuance of notes receivable | — | (32,651 | ) | |||||
| Collection of notes receivable | 180 | 3,004 | ||||||
| Investments in real estate partnerships | (6,217 | ) | (8,582 | ) | ||||
| Return of capital from investments in real estate partnerships | — | 10,038 | ||||||
| Dividends on investment securities | 1,081 | 263 | ||||||
| Acquisition of investment securities | (96,226 | ) | (95,519 | ) | ||||
| Proceeds from sale of investment securities | 9,242 | 99,490 | ||||||
| Net cash used in investing activities | (372,693 | ) | (114,143 | ) |
| Six months ended June 30, | ||||||||
| 2025 | 2024 | |||||||
| Cash flows from financing activities: | ||||||||
| Tax withholding on stock-based compensation | (6,783 | ) | (8,776 | ) | ||||
| Common units repurchased through share repurchase program | — | (200,066 | ) | |||||
| Repurchase of exchangeable operating partnership units | (2,046 | ) | — | |||||
| Proceeds from sale of treasury stock | 462 | 210 | ||||||
| Contributions from noncontrolling interests | 8,416 | 3,001 | ||||||
| Distributions to and redemptions of noncontrolling interests | (6,130 | ) | (6,254 | ) | ||||
| Distributions to partners | (257,001 | ) | (248,617 | ) | ||||
| Dividends paid to preferred unit holders | (6,826 | ) | (6,825 | ) | ||||
| Repayment of fixed rate unsecured notes | — | (250,000 | ) | |||||
| Proceeds from issuance of fixed rate unsecured notes, net of debt discount | 397,116 | 398,468 | ||||||
| Proceeds from unsecured credit facilities | 395,000 | 422,419 | ||||||
| Repayment of unsecured credit facilities | (430,000 | ) | (264,419 | ) | ||||
| Proceeds from notes payable | 10,000 | — | ||||||
| Repayment of notes payable | (32,787 | ) | (88,069 | ) | ||||
| Scheduled principal payments | (5,060 | ) | (6,121 | ) | ||||
| Payment of financing costs | (3,812 | ) | (13,453 | ) | ||||
| Net cash provided by (used in) financing activities | 60,549 | (268,502 | ) | |||||
| Net increase (decrease) in cash and cash equivalents and restricted cash | 92,935 | (11,431 | ) | |||||
| Cash and cash equivalents and restricted cash at beginning of the period | 61,884 | 91,354 | ||||||
| Cash and cash equivalents and restricted cash at end of the period | $ | 154,819 | 79,923 | |||||
| Supplemental disclosure of cash flow information: | ||||||||
| Cash paid for interest (net of capitalized interest of $4,534 and $3,176 in 2025 and 2024, respectively) | $ | 90,174 | 77,408 | |||||
| Cash paid for income taxes, net of refunds | $ | 387 | 6,405 | |||||
| Supplemental disclosure of non-cash transactions: | ||||||||
| Common and Preferred stock, and exchangeable operating partnership dividends declared but not paid | $ | 131,017 | 125,709 | |||||
| Right of use assets obtained in exchange for new operating lease liabilities | $ | — | — | |||||
| Sale of leased asset in exchange for net investment in sales-type lease | $ | — | 2,808 | |||||
| Acquisition of operating real estate: | ||||||||
| Tenant and other receivable and other assets | $ | 593 | — | |||||
| Acquired lease intangible assets | $ | 9,725 | — | |||||
| Notes payable assumed in acquisition, at fair value | $ | 40,060 | — | |||||
| Intangible liabilities, Accounts payable and other liabilities | $ | 18,945 | — | |||||
| Acquisition of unconsolidated real estate investments: | ||||||||
| Tenant and other receivable and other assets | $ | 941 | — | |||||
| Acquired lease intangible assets | $ | 4,308 | — | |||||
| Notes payable assumed in acquisition, at fair value | $ | 16,749 | — | |||||
| Intangible liabilities, Accounts payable and other liabilities | $ | 1,119 | — | |||||
| Change in accrued capital expenditures | $ | 15,244 | 3,094 | |||||
| Stock-based compensation capitalized | $ | 1,254 | 880 |
The accompanying notes are an integral part of the consolidated financial statements.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
| 1. | Organization and Significant Accounting Policies |
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 June 30, 2025, the Parent Company, the Operating Partnership, and their controlled subsidiaries on a consolidated basis owned 380 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").
Basis of Presentation
The information included in this Report should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report on Form 10-K”), as certain disclosures in this Report that would duplicate those included in such Annual Report on Form 10-K are not included in these consolidated financial statements. The consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to fairly state the results for the interim periods presented. These adjustments are considered to be of a normal recurring nature.
Estimates, Risks and Uncertainties
The preparation of the Consolidated Financial Statements in conformity with Generally Accepted Accounting Principles ("GAAP") requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of commitments and contingent assets and liabilities, as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most significant estimates in the Company's financial statements relate to the net carrying values of its real estate investments, collectibility of lease income, and acquired lease intangible assets and liabilities. It is possible that the estimates and assumptions that have been utilized in the preparation of the Consolidated Financial Statements could change significantly if economic conditions were to change.
The success of the Company's tenants in operating their businesses and their corresponding ability to pay rent may be influenced by evolving political, economic, trade, tax and immigration policies and macroeconomic uncertainties, and the success of the Company's tenants, in the aggregate, is important to the operating and financial success of the Company. These issues include, but are not limited to, the potential for impacts from tariffs, tax and other regulatory changes and potential trade disputes, retaliatory actions by other countries, inflation, the cost and availability of labor, including labor shortages related to deportations or threat of deportations, increasing energy prices and interest rates, supply chain disruptions, and access to and cost of capital. Additionally, geopolitical and macroeconomic challenges, including the war involving Russia and Ukraine, the Middle East conflicts and wars, and economic conflicts with China, as well as the slowing of its economy, could impact aspects of the U.S. economy and, therefore, consumer confidence and spending.
The policies implemented by the U.S. government to address these and related issues, including changes by the Board of Governors of the Federal Reserve System of its benchmark federal funds rate, increases or decreases in federal government spending, and economic sanctions and tariffs, could result in adverse impacts on the U.S. economy, including inflation, reduction in consumer confidence and spending, a slowing of growth, and potentially a recession, thereby adversely impacting the costs to our tenants of operating their businesses, demand for their products and services, and their ability to pay rent, and/or decreasing future demand for space in shopping centers, which could adversely impact occupancy rates and rents. The potential impact of current macroeconomic and geopolitical challenges on the Company's financial condition, results of operations, and cash flows is subject to change and continues to depend on the extent and duration of these risks and uncertainties. See Item 1A of Part I of the Company's Annual Report on Form 10-K, as supplemented by the discussion in Item 1A of Part II of this Quarterly Report on Form 10-Q, for a more detailed discussion of the Risk Factors potentially impacting the Company's business and results of operations.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
Investment Risk Concentrations
As of June 30, 2025, no single tenant comprised 10% or more of our aggregate annualized base rent ("ABR"). As of June 30, 2025, the Company had three geographic concentrations that individually accounted for at least 10% of its aggregate ABR. Real estate properties located in California, Florida and the New York-Newark-Jersey City core-based statistical area accounted for 23.1%, 20.5% and 12.5% of ABR respectively. This geographic concentration makes those portions of the portfolio more susceptible to adverse weather, natural disasters or economic events that may specifically and disproportionately impact these areas. None of the Regency's shopping centers are located outside the United States.
Consolidation
The Company consolidates properties that are wholly-owned and properties where it owns less than 100% but holds a controlling financial interest in the entity. Controlling financial interest is determined using an evaluation based on accounting standards related to the consolidation of Variable Interest Entities ("VIEs") and voting interest entities.
Ownership of the Parent Company
The Parent Company currently has a single class of common stock and two series of preferred stock outstanding.
Ownership of the Operating Partnership
The Operating Partnership's capital includes Common Units and Preferred Units. As of June 30, 2025, the Parent Company owned approximately 99.4% of the outstanding Common Units, with the remaining limited partners' Common Units held by third parties ("Exchangeable operating partnership units" or "EOP units"). The Parent Company currently owns all of the Preferred Units.
Real Estate Partnerships
As of June 30, 2025, the Company held partial ownership interests in 122 properties through various real estate partnerships, of which 19 are consolidated. These partnerships were formed for the purpose of owning and operating real estate properties. The Company's partners in these arrangements include institutional investors, real estate developers or operators, and passive investors (collectively, the "Partners" or "Limited Partners"). The Company’s involvement in these partnerships is through its ownership of its equity interests and its role in property-level management.
The assets of these partnerships are restricted to use by the respective partnerships and cannot be directly reached by general creditors of the Company. Similarly, the obligations of the partnerships are backed by, and can only be settled through the assets of these partnerships or by additional capital contributions by the partners, except to the extent that the Company has provided contractual payment guarantees.
Some of these entities have been determined to be variable interest entities ("VIEs") under applicable accounting guidelines. This determination is primarily based on the assessment that the Limited Partners lack substantive kick-out rights (i.e., the ability to remove the general or managing partner with a simple majority vote or less) and do not possess substantive participating rights.
For those VIE partnerships in which the Company is deemed to be the primary beneficiary in accordance with GAAP, the Company consolidates the entity in its financial statements and the Limited Partners’ ownership interests in such entities are reported as noncontrolling interests.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
The carrying amounts of VIEs' assets and liabilities included in the Company's consolidated financial statements, exclusive of the Operating Partnership, are as follows:
| (in thousands) | June 30, 2025 | December 31, 2024 | ||||||
| Assets | ||||||||
| Real estate assets, net | $ | 465,659 | 312,873 | |||||
| Cash, cash equivalents and restricted cash | 23,101 | 16,687 | ||||||
| Tenant and other receivables, net | 6,239 | 5,833 | ||||||
| Deferred costs, net | 5,973 | 3,178 | ||||||
| Acquired lease intangible assets, net | 14,316 | 6,293 | ||||||
| Right of use assets, net | 17,901 | 18,148 | ||||||
| Other assets | 1,294 | 597 | ||||||
| Total Assets | $ | 534,483 | 363,609 | |||||
| Liabilities | ||||||||
| Notes payable | $ | 73,365 | 32,653 | |||||
| Accounts payable and other liabilities | 90,616 | 16,149 | ||||||
| Acquired lease intangible liabilities, net | 28,224 | 10,627 | ||||||
| Tenants' security, escrow deposits and prepaid rent | 1,397 | 1,260 | ||||||
| Lease liabilities | 19,463 | 19,370 | ||||||
| Total Liabilities | $ | 213,065 | 80,059 |
For partnerships in which the Company is not the primary beneficiary and does not hold a controlling financial interest but is able to exercise significant influence, the Company accounts for its investments using the equity method of accounting.
Revenues, and Tenant and other Receivables
Income within Management, transaction, and other fees is primarily derived from contracts with the Company's investments in real estate partnerships. The primary components of these revenue streams, the timing of satisfying the performance obligations, and amounts are as follows:
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||
| (in thousands) | Timing of satisfaction of performance obligations | 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Management, transaction, and other fees: | ||||||||||||||||||
| Property management services | Over time | $ | 4,151 | 3,895 | $ | 8,261 | 7,856 | |||||||||||
| Asset management services | Over time | 1,746 | 1,620 | 3,463 | 3,222 | |||||||||||||
| Leasing services | Point in time | 1,003 | 1,016 | 1,875 | 1,591 | |||||||||||||
| Other transaction fees | Point in time | 344 | 204 | 457 | 462 | |||||||||||||
| Total management, transaction, and other fees | $ | 7,244 | 6,735 | $ | 14,056 | 13,131 |
The accounts receivable for total management, transactions, and other fees, which are included within Tenant and other receivables in the accompanying Consolidated Balance Sheets, are $17.9 million and $19.7 million, as of June 30, 2025 and December 31, 2024, respectively.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
Recent Accounting Pronouncements
The following table provides a brief description of recent accounting pronouncements and the expected impact on our financial statements:
| Standard | Description | Date of adoption | Effect on the financial statements or other significant matters | |||
| Recently issued**:** | ||||||
| ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. | ASU 2023-09 requires public business entities to disclose additional information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate for federal, state, and foreign income taxes. It also requires greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeds a specified threshold. | January 1, 2025 | This is an annual disclosure requirement in the Form 10-K and the adoption of this ASU is not expected to have a material impact on the Company's consolidated financial statements. |
| ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses | ASU 2024-03 requires public business entities to provide additional disclosures that disaggregate certain income statement expense captions into specified categories. The ASU does not impact the presentation of expenses on the face of the income statement but requires additional footnote disclosures to provide users of the financial statements with greater insight into the nature and composition of reported expenses. | January 1, 2027 | The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures. While the adoption of this standard is not expected to have a material impact on the financial position or results of operations, it will require enhanced footnote disclosures related to the disaggregation of income statement expenses. |
| ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments | ASU 2024-04 clarifies guidance on the accounting for inducements offered to holders of convertible debt instruments to encourage them to convert the debt into equity securities. Specifically, the ASU clarifies the recognition and measurement of inducement costs and their impact on the issuer’s financial statements. | January 1, 2026 | The Company is assessing the impact this ASU will have on the Company’s financial statement disclosures. The adoption is not expected to have a material impact on the financial position or results of operations, as the Company currently does not have any convertible debt instruments in our financing arrangements. |
| ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity | ASU 2025-03 clarifies the guidance in determining the accounting acquirer in a business combination effected primarily by exchanging equity interests when the acquiree is a VIE that meets the definition of a business. | January 1, 2027 | The Company is currently evaluating the impact of this ASU, but it is not expected to materially affect the company's consolidated financial statements. |
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
| 2. | Real Estate Investments |
The following tables detail the properties acquired for the periods set forth below:
| (in thousands) | Six months ended June 30, 2025 | ||||||||||||||||||
| Date Purchased | Property Name | City/State | Property Type | Regency's Ownership | Purchase Price (1) | Debt Assumed, Net of Discounts (Premium) (1) | Intangible Assets (1) | Intangible Liabilities (1) | |||||||||||
| Consolidated | |||||||||||||||||||
| 1/1/2025 | Putnam Plaza (2) | Carmel Hamlet, NY | Operating | 100% | $ | 31,000 | 16,749 | 4,308 | 460 | ||||||||||
| 1/10/2025 | Orange Meadows | Orange, CT | Outparcel | 100% | 4,200 | — | 354 | 299 | |||||||||||
| 3/14/2025 | Brentwood Place | Nashville, TN | Operating | 100% | 118,500 | 40,060 | 9,371 | 18,295 | |||||||||||
| Total consolidated | $ | 153,700 | 56,809 | 14,033 | 19,054 | ||||||||||||||
| Unconsolidated | |||||||||||||||||||
| 5/12/2025 | Armonk Square | Armonk, NY | Operating | 20% | 26,250 | 11,884 | 2,405 | 5,498 | |||||||||||
| Total unconsolidated | $ | 26,250 | 11,884 | 2,405 | 5,498 | ||||||||||||||
| Total property acquisitions | $ | 179,950 | 68,693 | 16,438 | 24,552 |
(1)
Amounts for purchase price and allocation are reflected at 100%.
(2)
This property was held within a single property unconsolidated real estate partnership, in which the Company held a 66.7% ownership interest. Effective January 1, 2025, the Company purchased its partner's remaining 33.3% ownership interest.
In July 2025, the Company completed a $357 million acquisition of five operating properties, all located in Orange County, California. The purchase price was funded through a combination of units of the Operating Partnership issued at $72 per unit, the assumption of $150 million of secured mortgage debt with a weighted average interest rate of 4.2% and an average remaining term of approximately 12 years, and $7 million in cash used to pay off an existing secured loan.
| (in thousands) | Six months ended June 30, 2024 | ||||||||||||||||||
| Date Purchased | Property Name | City/State | Property Type | Regency's Ownership | Purchase Price (1) | Debt Assumed, Net of Discounts (Premium) (1) | Intangible Assets (1) | Intangible Liabilities (1) | |||||||||||
| 2/23/2024 | The Shops at Stone Bridge | Cheshire, CT | Development | 100% | $ | 8,000 | — | — | — | ||||||||||
| 5/3/2024 | Compo Acres North shopping center | Westport, CT | Operating | 100% | 45,500 | — | 5,360 | 2,175 | |||||||||||
| Total property acquisitions | $ | 53,500 | — | 5,360 | 2,175 |
(1)
Amounts for purchase price and allocation are reflected at 100%.
| 3. | Property Dispositions and Assets Held for Sale |
The following table provides a summary of consolidated operating properties and land parcels sold during the periods set forth below:
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| (in thousands, except number sold data) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Net proceeds from sale of real estate investments | $ | 7,165 | 62,126 | $ | 7,165 | 92,159 | ||||||||||
| (Loss) Gain on sale of real estate, net of tax | (294 | ) | 11,081 | (193 | ) | 22,484 | ||||||||||
| Provision for impairment of real estate sold (1) | 554 | — | 554 | — | ||||||||||||
| Number of operating properties sold | 1 | 2 | 1 | 3 | ||||||||||||
| Percent interest sold | 100% | 100% | 100% | 100% |
(1)
The Company recognized a total Provision for impairment of $1.3 million during the three and six months ended June 30, 2025 which includes a $0.7 million impairment charge related to the operating property held for sale as of June 30, 2025 and subsequently sold in July 2025.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
As of June 30, 2025 the Company had one operating property and one land parcel classified as held for sale. There were no liabilities associated with these properties. The operating property was subsequently sold in July 2025. As of December 31, 2024 the Company did not have any of its properties classified as held for sale. The following table presents the assets associated with the properties classified as held for sale as of June 30, 2025:
| (in thousands) | June 30, 2025 | |||
| Land and improvements | $ | 11,916 | ||
| Buildings and improvements | 4,561 | |||
| Less: accumulated depreciation | (924 | ) | ||
| Assets associated with real estate assets held for sale | $ | 15,553 |
| 4. | 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) | June 30, 2025 | December 31, 2024 | ||||||
| Goodwill | $ | 166,739 | 166,739 | |||||
| Investments (1) | 138,087 | 51,820 | ||||||
| Prepaid and other | 56,451 | 40,240 | ||||||
| Derivative assets | 8,402 | 12,781 | ||||||
| Furniture, fixtures, and equipment, net ("FF&E") | 8,784 | 7,954 | ||||||
| Deferred financing costs, net | 8,010 | 9,512 | ||||||
| Total other assets | $ | 386,473 | 289,046 |
(1)
During the three months ended June 30, 2025, the Company invested approximately $90 million in commercial time deposits.
| 5. | Notes Payable and Unsecured Credit Facilities |
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:
| (in thousands) | Scheduled Maturity Date | Weighted Average Contractual Rate | Weighted Average Effective Rate | June 30, 2025 | December 31, 2024 | |||||||||
| Notes payable: | ||||||||||||||
| Fixed rate mortgage loans | 11/5/2025 - 6/1/2037 | 3.9% | 4.4% | $ | 366,886 | 337,703 | ||||||||
| Variable rate mortgage loans (1) | 10/1/2026 - 2/20/2032 | 4.5% | 4.6% | 282,311 | 282,117 | |||||||||
| Fixed rate unsecured debt | 11/1/2025 - 3/15/2049 | 4.2% | 4.4% | 4,119,985 | 3,723,880 | |||||||||
| Total notes payable, net | 4,769,182 | 4,343,700 | ||||||||||||
| Unsecured credit facility: | ||||||||||||||
| $1.5 Billion Line of Credit (the "Line") (1)(2) | 3/23/2028 | 5.1% | 5.5% | 30,000 | 65,000 | |||||||||
| Total unsecured credit facility | 30,000 | 65,000 | ||||||||||||
| Total debt outstanding | $ | 4,799,182 | 4,408,700 |
(1)
As of June 30, 2025, 96.5% of the variable rate debt 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.
Significant financing activity during 2025 includes:
On May 13, 2025, the Company issued $400 million of senior unsecured notes due 2032, at a par value of 99.279% and a coupon of 5.0% (the "2025 Notes").
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
Scheduled principal payments and maturities on notes payable and the unsecured credit facility were as follows:
| (in thousands) | June 30, 2025 | |||||||||||||||
| Scheduled Principal Payments and Maturities by Year: | Scheduled Principal Payments | Mortgage Loan Maturities | Unsecured Maturities (1) | Total | ||||||||||||
| 2025 (2) | $ | 5,117 | 16,000 | 250,000 | 271,117 | |||||||||||
| 2026 | 10,445 | 147,850 | 200,000 | 358,295 | ||||||||||||
| 2027 | 7,558 | 226,308 | 525,000 | 758,866 | ||||||||||||
| 2028 | 5,734 | 57,374 | 330,000 | 393,108 | ||||||||||||
| 2029 | 2,786 | 97,120 | 425,000 | 524,906 | ||||||||||||
| Beyond 5 Years | 5,172 | 78,468 | 2,450,000 | 2,533,640 | ||||||||||||
| Unamortized debt premium/(discount) and issuance costs | — | (10,735 | ) | (30,015 | ) | (40,750 | ) | |||||||||
| Total | $ | 36,812 | 612,385 | 4,149,985 | 4,799,182 |
(1)
Includes unsecured public and private debt and unsecured credit facilities.
(2)
Reflects scheduled principal payments and maturities for the remainder of the year.
The Company was in compliance as of June 30, 2025, with all debt covenants.
| 6. | 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 derivative instruments 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 that have high 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 as of June 30, 2025 and December 31, 2024 is as follows:
| (in thousands, except number of instruments data) | ||||||||
| Interest Rate Swaps | June 30, 2025 | December 31, 2024 | ||||||
| Notional amount | $ | 301,885 | 301,444 | |||||
| Number of instruments | 15 | 14 |
Detail on the fair value of the Company's interest rate derivatives as of June 30, 2025 and December 31, 2024 is as follows:
| (in thousands) | ||||||||
| Interest rate swaps classified as: | June 30, 2025 | December 31, 2024 | ||||||
| Derivative assets | $ | 8,402 | 12,781 | |||||
| Derivative liabilities | (1,735 | ) | (423 | ) |
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 enter into derivative instruments for trading or speculative purposes. As of June 30, 2025, all of the Company's derivatives are designated as cash flow hedges.
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 interest payments affects earnings.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
The following table represents the effect of the derivative financial instruments on the accompanying Consolidated Financial Statements:
| Location and Amount of (Loss) Gain Recognized in OCI on Derivative | Location and Amount of Gain Reclassified from AOCI into Net Income | Total amounts presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded | ||||||||||||||||||||||||||
| Three months ended June 30, | Three months ended June 30, | Three months ended June 30, | ||||||||||||||||||||||||||
| (in thousands) | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Interest rate swaps | $ | (1,295 | ) | 3,124 | Interest expense, net | $ | (1,015 | ) | (2,440 | ) | Interest expense, net | $ | 50,272 | 43,178 | ||||||||||||||
| Six months ended June 30, | Six months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||||||
| (in thousands) | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Interest rate swaps | $ | (3,943 | ) | 11,717 | Interest expense, net | $ | (2,760 | ) | (4,807 | ) | Interest expense, net | $ | 98,285 | 86,046 |
As of June 30, 2025, the Company expects approximately $1.3 million of accumulated comprehensive income on derivative instruments, including the Company's share from its Investments in real estate partnerships, to be reclassified into earnings during the next 12 months.
| 7. | Leases |
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 common area maintenance ("CAM"), real estate taxes, and insurance (collectively, "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:
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.
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:
| (in thousands) | Three months ended June 30, | Six months ended June 30, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Operating lease income | ||||||||||||||||
| Fixed and in-substance fixed lease income | $ | 271,608 | 256,991 | $ | 538,344 | 513,616 | ||||||||||
| Variable lease income | 93,762 | 86,082 | 192,141 | 178,372 | ||||||||||||
| Other lease related income, net: | ||||||||||||||||
| Above/below market rent and tenant rent inducement amortization, net | 5,731 | 7,441 | 12,481 | 13,264 | ||||||||||||
| Uncollectible straight-line rent (1) | (423 | ) | (811 | ) | (823 | ) | (1,210 | ) | ||||||||
| Uncollectible lease income | (1,573 | ) | (1,858 | ) | (1,959 | ) | (3,091 | ) | ||||||||
| Total lease income | $ | 369,105 | 347,845 | $ | 740,184 | 700,951 |
(1)
The amounts include straight-line rent adjustments associated with converting between cash basis and accrual basis of accounting for certain leases.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
The following table represents the components of Tenant and other receivables, net of amounts considered uncollectible, in the accompanying Consolidated Balance Sheets:
| (in thousands) | June 30, 2025 | December 31, 2024 | ||||||
| Tenant receivables | $ | 30,166 | 35,306 | |||||
| Straight-line rent receivables | 168,555 | 157,507 | ||||||
| Other receivables (1) | 62,103 | 62,682 | ||||||
| Total tenant and other receivables | $ | 260,824 | 255,495 |
(1)
Other receivables include notes receivable, construction receivables, insurance receivables, and amounts due from real estate partnerships for Management, transaction, and other fee income.
| 8. | 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:
| June 30, 2025 | December 31, 2024 | |||||||||||||||
| (in thousands) | Carrying Amount | Fair Value | Carrying Amount | Fair Value | ||||||||||||
| Financial assets: | ||||||||||||||||
| Notes receivable | $ | 31,650 | 31,723 | $ | 31,790 | 31,755 | ||||||||||
| Financial liabilities: | ||||||||||||||||
| Notes payable, net | $ | 4,769,182 | 4,658,270 | $ | 4,343,700 | 4,141,096 | ||||||||||
| Unsecured credit facilities (1) | $ | 30,000 | 30,000 | $ | 65,000 | 65,000 |
(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 June 30, 2025, and December 31, 2024, 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.
(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 and commercial time deposits that are included within Other assets on the accompanying Consolidated Balance Sheets. The marketable securities, which include mutual funds and exchange-traded funds, are measured at fair value using quoted prices in active markets and are classified as Level 1 inputs of the fair value hierarchy. During the three months ended June 30, 2025, the Company invested $90 million in commercial time deposits, consisting of two tranches with original maturities of five months and four months, respectively. These deposits are classified as Level 2 within the fair value hierarchy.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
Changes in the value of securities are recorded within Net investment income in the accompanying Consolidated Statements of Operations, and include the following:
| (in thousands) | Three months ended June 30, | Six months ended June 30, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Unrealized Gain (Loss) | 62 | 703 | (2,385 | ) | 3,134 |
Available-for-Sale Debt Securities
Available-for-sale debt securities consist of investments in corporate bonds and agency mortgage-backed securities. These securities are recorded at fair value, which is determined using either recent trade prices for the identical debt instrument or comparable instruments by issuers of similar industry sector, issuer credit rating, duration and security type. The fair value measurements for these are considered Level 2 inputs of the fair value hierarchy. Unrealized gains and losses on these available-for-sale 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 June 30, 2025 | |||||||||||||||
| Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | |||||||||||||
| (in thousands) | Balance | (Level 1) | (Level 2) | (Level 3) | |||||||||||
| Assets: | |||||||||||||||
| Securities | $ | 126,217 | 36,217 | 90,000 | — | ||||||||||
| Available-for-sale debt securities | 11,870 | — | 11,870 | — | |||||||||||
| Interest rate derivatives | 8,402 | — | 8,402 | — | |||||||||||
| Total | $ | 146,489 | 36,217 | 110,272 | — | ||||||||||
| Liabilities: | |||||||||||||||
| Interest rate derivatives | $ | (1,735 | ) | — | (1,735 | ) | — |
| Fair Value Measurements as of December 31, 2024 | |||||||||||||||
| Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | |||||||||||||
| (in thousands) | Balance | (Level 1) | (Level 2) | (Level 3) | |||||||||||
| Assets: | |||||||||||||||
| Securities | $ | 39,419 | 39,419 | — | — | ||||||||||
| Available-for-sale debt securities | 12,401 | — | 12,401 | — | |||||||||||
| Interest rate derivatives | 12,781 | — | 12,781 | — | |||||||||||
| Total | $ | 64,601 | 39,419 | 25,182 | — | ||||||||||
| Liabilities: | |||||||||||||||
| Interest rate derivatives | $ | (423 | ) | — | (423 | ) | — |
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
| 9. | 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 June 30, 2025 and December 31, 2024 | |||||||||||||
| Date of Issuance | Shares Issued and Outstanding | Liquidation Preference | Distribution Rate | Callable By Company | |||||||||
| Series A | 8/18/2023 | 4,600,000 | $ | 115,000,000 | 6.250% | On demand | |||||||
| Series B | 8/18/2023 | 4,400,000 | 110,000,000 | 5.875% | On demand | ||||||||
| 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 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.
Common Stock of the Parent Company
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 expects to issue 1,339,377 shares of its common stock at a weighted average offering price of $74.66 per share 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 to be issued under the 2024 forward sales agreements have been settled as of June 30, 2025. 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 June 30, 2025, and after giving effect to the aforementioned forward equity offering, $400 million of common stock remained available for issuance under this ATM Program.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
Stock Repurchase Program
On July 31, 2024, the Board authorized a common stock repurchase program under which the Company may purchase up to a maximum of $250 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 expires on June 30, 2026, unless modified, extended or earlier terminated by the Board in its discretion.
During the six months ended June 30, 2025, the Company made no repurchases and $250 million remained available under the 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, in each case at the Parent Company's election. During the six months ended June 30, 2025, unitholders exchanged 28,815 Partnership Units for $2.0 million in cash. During the same period ended June 30, 2024, 7,938 Partnership Units were exchanged for Parent Company common stock. These exchanges were completed at market value at the time of the transactions.
In July 2025, the Operating Partnership issued 2,773,087 EOP units, valued at $199.7 million based on the market price at the time of issuance, to unrelated third-party sellers as partial purchase price consideration for the acquisition of five properties.
| 10. | Stock-Based Compensation |
The Company granted 321,704 shares of restricted stock with a weighted-average grant-date fair value of $77.32 per share and 343,014 shares of restricted stock with a weighted-average grant-date fair value of $60.25 per share during the six months ended June 30, 2025 and June 30, 2024, respectively. 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.
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| (in thousands) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Restricted stock (1) | $ | 5,455 | 4,662 | $ | 10,898 | 9,302 | ||||||||||
| Directors' fees paid in common stock and other employee stock grants | 115 | 130 | 220 | 282 | ||||||||||||
| Capitalized stock-based compensation | (671 | ) | (446 | ) | (1,254 | ) | (880 | ) | ||||||||
| Stock-based compensation, net of capitalization | $ | 4,899 | 4,346 | $ | 9,864 | 8,704 |
(1)
In addition, during the three and six months ended June 30, 2024, the Company expensed $1.9 million and $3.8 million, respectively, within Other operating expenses in connection with vesting of restricted stock units related to the 2023 acquisition of Urstadt Biddle Properties ("UBP").
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
| 11. | Earnings per Share and Unit |
Parent Company Earnings per Share
The following summarizes the calculation of basic and diluted earnings per share:
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| (in thousands, except per share data) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Numerator: | ||||||||||||||||
| Net income attributable to common shareholders - basic | $ | 102,608 | 99,255 | $ | 208,782 | 205,616 | ||||||||||
| Net income attributable to common shareholders - diluted | $ | 102,608 | 99,255 | $ | 208,782 | 205,616 | ||||||||||
| Denominator: | ||||||||||||||||
| Weighted average common shares outstanding for basic EPS | 181,543 | 183,703 | 181,497 | 184,188 | ||||||||||||
| Weighted average common shares outstanding for diluted EPS (1) | 181,955 | 183,868 | 181,877 | 184,332 | ||||||||||||
| Net income per common share – basic | $ | 0.57 | 0.54 | $ | 1.15 | 1.12 | ||||||||||
| Net income per common share – diluted | $ | 0.56 | 0.54 | $ | 1.15 | 1.12 |
(1)
Includes the dilutive impact of unvested restricted stock.
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 1,067,844 and 1,099,516 for the three months ended June 30, 2025 and 2024, respectively, and 1,088,815 and 1,100,305 for the six months ended June 30, 2025 and 2024, respectively.
Operating Partnership Earnings per Unit
The following summarizes the calculation of basic and diluted earnings per unit ("EPU"):
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||
| (in thousands, except per unit data) | 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Numerator: | ||||||||||||||||
| Net income attributable to common unit holders - basic | $ | 103,194 | 99,856 | $ | 210,010 | 206,859 | ||||||||||
| Net income attributable to common unit holders - diluted | $ | 103,194 | 99,856 | $ | 210,010 | 206,859 | ||||||||||
| Denominator: | ||||||||||||||||
| Weighted average common units outstanding for basic EPU | 182,611 | 184,803 | 182,586 | 185,288 | ||||||||||||
| Weighted average common units outstanding for diluted EPU (1) | 183,023 | 184,968 | 182,966 | 185,433 | ||||||||||||
| Net income per common unit – basic | $ | 0.57 | 0.54 | $ | 1.15 | 1.12 | ||||||||||
| Net income per common unit – diluted | $ | 0.56 | 0.54 | $ | 1.15 | 1.12 |
(1)
Includes the dilutive impact of unvested restricted stock.
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.
| 12. | Segment Information |
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.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
The following tables provide information about the Company's reportable segment's revenues, significant expenses, net operating income ("NOI") and the reconciliation of NOI to the Company’s consolidated Net income:
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Lease income | $ | 405,915 | 381,232 | $ | 814,003 | 767,581 | |||||||||
| Other property income | 4,613 | 2,778 | 7,992 | 7,372 | |||||||||||
| Less: | |||||||||||||||
| Straight-line rent on lease income | (6,332 | ) | (4,303 | ) | (12,783 | ) | (9,814 | ) | |||||||
| Above/below market rent amortization, net | (5,919 | ) | (7,617 | ) | (12,924 | ) | (13,629 | ) | |||||||
| Total real estate revenues | 398,277 | 372,090 | 796,288 | 751,510 | |||||||||||
| Operating expenses (1) | (65,664 | ) | (64,087 | ) | (139,128 | ) | (132,159 | ) | |||||||
| Real estate taxes | (51,680 | ) | (49,611 | ) | (102,689 | ) | (98,021 | ) | |||||||
| NOI | $ | 280,933 | 258,392 | $ | 554,471 | 521,330 |
(1)
Operating expenses include Operating and maintenance, Ground rent and Termination expense
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||
| Reconciliation of NOI to Net income: | |||||||||||||||
| NOI | $ | 280,933 | 258,392 | $ | 554,471 | 521,330 | |||||||||
| Consolidated: | |||||||||||||||
| Straight-line rent on lease income | 5,787 | 4,120 | 11,394 | 9,714 | |||||||||||
| Above/below market rent amortization, net | 5,731 | 7,441 | 12,481 | 13,264 | |||||||||||
| Management, transaction, and other fees | 7,244 | 6,735 | 14,056 | 13,131 | |||||||||||
| Straight-line rent on ground rent | (336 | ) | (336 | ) | (673 | ) | (677 | ) | |||||||
| Above/below market ground rent amortization | (532 | ) | (535 | ) | (1,067 | ) | (1,070 | ) | |||||||
| Depreciation and amortization | (99,535 | ) | (100,968 | ) | (196,309 | ) | (198,553 | ) | |||||||
| General and administrative | (25,480 | ) | (24,238 | ) | (47,080 | ) | (50,370 | ) | |||||||
| Other operating expenses | (1,944 | ) | (3,066 | ) | (3,632 | ) | (5,709 | ) | |||||||
| Other expense, net | (51,040 | ) | (31,394 | ) | (99,713 | ) | (60,608 | ) | |||||||
| Add: Share of noncontrolling interests excluded from NOI | 2,200 | 2,036 | 4,404 | 4,082 | |||||||||||
| Less: Equity in income of investments in real estate excluded from NOI | (14,679 | ) | (13,258 | ) | (28,130 | ) | (26,947 | ) | |||||||
| Net income | $ | 108,349 | 104,929 | $ | 220,202 | 217,587 |
| 13. | 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.
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Notes to Unaudited Consolidated Financial Statements
June 30, 2025
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 $16.6 million and $17.3 million for environmental remediation, which are included in Accounts payable, and other liabilities on the Company’s Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024, 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 $13.4 million and $10.9 million in letters of credit outstanding as of June 30, 2025 and December 31, 2024, respectively.
Next: Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations