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What changed in Urban Edge Properties's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Urban Edge Properties's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+258 added−259 removedSource: 10-K (2025-02-12) vs 10-K (2024-02-14)

Top changes in Urban Edge Properties's 2024 10-K

258 paragraphs added · 259 removed · 210 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeLeasing and asset management add value through: • Monitoring retailer sales, merchandising, store operations, timeliness of payments, overall financial condition and related factors; • Being consistently aware of each asset’s competitive position within its trade area and recommending physical improvements or adjusting merchandising if circumstances warrant; • Continuously canvassing trade areas to identify unique operators that can distinguish a property and enhance its offerings; • Maintaining regular contact with the brokerage community to stay abreast of new merchants, potential relocations, new supply and overall trade area dynamics; • Conducting regular portfolio reviews with key merchants; • Building and nurturing deep relationships with tenant decision-makers; • Focusing on spaces with below-market leases that might be recaptured; • Understanding the impact of options, exclusives, co-tenancy and other restrictive lease provisions; and • Optimizing required capital investment in every transaction.
Biggest changeLeasing and asset management add value through: • Increasing rental rates through the negotiation of contractual rental increases during the term of leases with our tenants, the renewal of expiring leases or the leasing of space to new tenants at higher rental rates while limiting vacancy and downtime; • Monitoring retailer sales, merchandising, store operations, timeliness of payments, overall financial condition and related factors to limit exposure to any single tenant’s financial or operating difficulties; • Being consistently aware of each asset’s competitive position within its trade area and recommending physical improvements or adjusting tenant merchandising to maximize foot traffic and dwell time of customers, and ultimately generate higher rents and occupancy rates; • Continuously canvassing trade areas to identify unique operators that can distinguish a property and enhance its offerings; • Maintaining regular contact with the brokerage community to stay abreast of new merchants, potential relocations, new supply and overall trade area dynamics to capitalize on market and retail trends; • Conducting regular portfolio reviews with key merchants; • Building and nurturing deep relationships with tenant decision-makers; • Focusing on spaces with below-market leases that might be recaptured; • Understanding the impact of options, exclusives, co-tenancy and other restrictive lease provisions; and • Optimizing required capital investment in every transaction.
Our due diligence process includes a full assessment of potential environmental risks associated with acquisitions. • Product : We generally seek large properties that provide scale relative to the competition and optionality for redevelopment to meet the changing demands of the local community. • Tenancy : We consider tenant mix, sales performance and related occupancy cost, lease term, lease provisions, omni-channel capabilities, susceptibility to e-commerce disruption and other factors.
Our due diligence process includes a full assessment of potential environmental risks associated with acquisitions. • Product : We generally seek large properties that provide scale relative to the competition and optionality for redevelopment to meet the changing demands of the local community. 2 • Tenancy : We consider tenant mix, sales performance and related occupancy cost, lease term, lease provisions, omni-channel capabilities, susceptibility to e-commerce disruption and other factors.
Shareholders—Qualified Foreign Pension Funds ”: Treasury Regulations further require that a qualified foreign pension fund or qualified controlled entity will not be exempt from FIRPTA with respect to dispositions of U.S. real property interests or REIT distributions attributable to the same unless the qualified foreign pension fund or qualified controlled entity is a “qualified holder.” To be a qualified holder, a qualified foreign pension fund or qualified controlled entity must satisfy one of two alternative tests at the time of the disposition of the U.S. real property interest or the REIT distribution.
Shareholders—Qualified Foreign Pension Funds ”: Treasury Regulations further require that a qualified foreign pension fund or qualified controlled entity will not be exempt from FIRPTA with respect to dispositions of U.S. real property interests or REIT distributions attributable to the same unless the qualified foreign pension fund or qualified controlled entity is a “qualified holder.” To be a qualified holder, a qualified foreign 5 pension fund or qualified controlled entity must satisfy one of two alternative tests at the time of the disposition of the U.S. real property interest or the REIT distribution.
Shareholders .” However, if, notwithstanding these Treasury Regulations, we encounter difficulties in properly characterizing a distribution for purposes of the withholding rules, we may decide to withhold on such distribution at the highest possible U.S. federal withholding rate that we determine could apply. The Treasury Regulations also provide new guidance regarding qualified foreign pension funds.
Shareholders .” However, if, notwithstanding these Treasury Regulations, we encounter difficulties in properly characterizing a distribution for purposes of the withholding rules, we may decide to withhold on such distribution at the highest possible U.S. federal withholding rate that we determine could apply. The Treasury Regulations also provide guidance regarding qualified foreign pension funds.
The Company is subject to certain foreign, state and local income taxes, in particular income taxes arising from its operating activities in Puerto Rico, which are included in income tax expense in the consolidated statements of income and comprehensive income. In addition, the Company’s taxable REIT subsidiary (“TRS”) is subject to income tax at regular corporate rates. Supplemental U.S.
The Company is subject to certain foreign, state and local income taxes, in particular income taxes arising from its operating activities in Puerto 4 Rico, which are included in income tax expense in the consolidated statements of income and comprehensive income. In addition, the Company’s taxable REIT subsidiary (“TRS”) is subject to income tax at regular corporate rates. Supplemental U.S.
We recognize that climate change poses a material risk to the real estate industry and understand the importance of assessing the physical and transitional risks that can affect each property.
We recognize that climate change poses a risk to the real estate industry and understand the importance of assessing the physical and transitional risks that can affect each property.
Human Capital As of December 31, 2023, we had 109 employees. We believe that our people are our most valuable asset. Our future success will depend, in part, on our ability to continue to attract, hire, and retain qualified personnel. Accordingly, we strive to offer competitive salaries and employee benefits to all employees and monitor salaries in our market areas.
Human Capital As of December 31, 2024, we had 109 employees. We believe that our people are our most valuable asset. Our future success will depend, in part, on our ability to continue to attract, hire, and retain qualified personnel. Accordingly, we strive to offer competitive salaries and employee benefits to all employees and monitor salaries in our market areas.
Initiatives we have taken include the installation of energy-efficient roofing, LED lighting retrofits, high efficiency HVAC systems, electric vehicle charging stations and waste recycling and management programs. We are also exploring solar and alternative energy opportunities to further reduce our consumption and greenhouse gas emissions.
Initiatives we have taken include the installation of energy-efficient roofing, LED lighting retrofits, high efficiency HVAC systems, electric vehicle charging stations and waste recycling and management programs. We are also exploring solar energy to further reduce our consumption and greenhouse gas emissions.
Our tenants also play a vital role in maximizing the impact we make, and as part of our initiatives we have created a tenant criteria manual focused on improving building energy and water efficiency that serves as a guideline for tenants undertaking construction projects at our properties to ensure they align with sustainable practices and our ESG objectives.
Our tenants also play a vital role in maximizing the impact we make, and as part of our initiatives we have created a tenant criteria manual focused on improving building energy and water efficiency that serves as a guideline for tenants undertaking construction projects at our properties to ensure they align with sustainable practices and our Corporate Responsibility objectives.
Repurposing retail real estate with high-quality retailers, with a focus on grocers, department stores, discounters, entertainment offerings, and elevated food offerings is increasingly important to our business plan.
Repurposing retail real estate with high-quality retailers, with a focus on grocers, discounters, entertainment offerings, and elevated food offerings is increasingly important to our business plan.
The Steering Committee meets periodically and is focused on setting, implementing, tracking, measuring, and communicating our progress related to ESG initiatives. The Steering Committee has developed a comprehensive suite of ESG policies that inform and guide our ESG approach and drive our ESG goals forward.
The Steering Committee meets periodically and is focused on setting, implementing, tracking, measuring, and communicating our progress related to Corporate Responsibility initiatives. The Steering Committee has developed a comprehensive suite of policies that inform and guide our approach and drive our Corporate Responsibility goals forward.
We provide professional training and development workshops and aim to provide a workplace environment where employees are informed, engaged, feel empowered, and can succeed. Additionally, the Company launched a mentorship program designed to provide members of the team an opportunity to expand their knowledge and experience through one-on-one mentorship with an employee from another department.
We provide professional training and development workshops and aim to provide a workplace environment where employees are informed, engaged, feel empowered, and can succeed. The Company also has a mentorship program designed to provide members of the team an opportunity to expand their knowledge and experience through one-on-one mentorship with an employee from another department.
Additionally, we have three board committees made up of the Audit Committee, Compensation Committee and Corporate Governance and Nominating Committee, each of which addresses risks specific to their respective functional responsibilities and works closely with the Board of Trustees.
Additionally, we have three board committees made up of the Audit Committee, Compensation Committee and Corporate Governance and Nominating Committee, each of which addresses risks specific to their respective functional responsibilities and works closely with the Board of Trustees as a whole.
Environmental, Social and Governance Achievements, Initiatives, and Objectives We seek to drive financial performance while engaging in environmentally and socially responsible business practices grounded in sound corporate governance. We believe that disclosure of our ESG practices allows our stakeholders to see our company holistically and understand its trajectory beyond fundamentals and financial metrics.
Corporate Responsibility Achievements, Initiatives, and Objectives We seek to drive financial performance while engaging in environmentally and socially responsible business practices grounded in sound corporate governance. We believe that disclosure of our Corporate Responsibility practices allows our stakeholders to see our company holistically and understand its trajectory beyond fundamentals and financial metrics.
We seek to create value through the following primary strategies: Maximize the value of existing properties through proactive management. We intend to maximize the value of each of our assets through comprehensive, proactive management encompassing: continuous asset evaluation for highest-and-best-use; targeted leasing to desirable tenants; and efficient and cost-conscious day-to-day operations that minimize operating expenses and enhance property quality.
We seek to create value through the following strategies: Maximize the value of existing properties through proactive management. We intend to maximize the value of each of our assets through comprehensive, proactive management encompassing: continuous asset evaluation for highest-and-best-use; targeted leasing to desirable credit tenants; and efficient and cost-conscious day-to-day operations that minimize operating expenses while enhancing property quality.
Additionally, we have conducted a materiality assessment to determine which ESG issues matter most to our stakeholders, tenants and employees. We routinely reassess our plans and policies to evaluate compliance with regional and national requirements as well as industry best practices.
Additionally, we have conducted a materiality assessment to determine which environmental, social and governance issues matter most to our stakeholders, tenants and employees. We routinely reassess our plans and policies to evaluate compliance with regional and national requirements as well as industry best practices.
The Company’s Board of Trustees oversees our ESG program with initial oversight responsibilities delegated to the Corporate Governance and Nominating Committee. Internally, we have an ESG Steering Committee (the “Steering Committee”) comprised of executives, senior leadership and other personnel of the Company.
The Company’s Board of Trustees oversees our Corporate Responsibility program with initial oversight responsibilities delegated to the Corporate Governance and Nominating Committee. Internally, we have a Corporate Responsibility Steering Committee (the “Steering Committee”) comprised of executives, senior leadership and other personnel of the Company.
We have completed a climate-related risk assessment of our portfolio, which our management team uses to identify asset-level exposure to climate-related risks and assess application of adaptation tactics and resilience measures to mitigate various risks.
Annually, we complete a climate-related risk assessment of our portfolio, which our management team uses to identify asset-level exposure to climate-related risks and assess application of adaptation tactics and resilience measures to mitigate various risks.
We intend to invest in our existing core markets, and, over time, may expand into new markets that have similar characteristics. • Environmental : We consider asset sustainability and characteristics that are consistent with our environmental, social and governance (“ESG”) plans and strategy for the future.
We intend to invest in our existing core markets, and, over time, may expand into new markets that have similar characteristics. • Environmental : We consider asset sustainability and characteristics that are consistent with our Corporate Responsibility plans and strategy for the future.
We have aligned our sustainability practices in accordance with the Global Reporting Initiative standards as well as the Sustainability Accounting Standards Board and the Task Force on Climate-Related Financial Disclosures frameworks. On an annual basis, we publish an ESG Report and complete a Global Real Estate Sustainability Benchmarks submission to continue to measure our progress against peers.
We have aligned our sustainability practices in accordance with the Global Reporting Initiative standards as well as the Sustainability Accounting Standards Board and the Task Force on Climate-Related Financial Disclosures frameworks. On an annual basis, we publish a Corporate Responsibility Report and complete a GRESB submission to continue to measure our progress against peers.
Our portfolio is currently comprised of 71 shopping centers, two outlet centers, two malls and one industrial property totaling approximately 17.1 million square feet (“sf”) with a consolidated occupancy rate of 91%. For additional information on recent business developments, see Part II, Item 7.
Our portfolio is currently comprised of 71 shopping centers, two outlet centers and two malls totaling approximately 17.4 million square feet (“sf”) of gross leasable area with a consolidated occupancy rate of 91.7%. For additional information on recent business developments, see Part II, Item 7.
Our tenant base comprises a diverse group of merchants, including department stores, supermarkets, discounters, entertainment offerings, health clubs, DIY stores, in-line specialty shops, restaurants and other food and beverage vendors and service providers. 2 • Rent : We derive our revenue from fixed and variable rents from our tenants.
Our tenant base comprises a diverse group of merchants, including department stores, grocers, discounters, entertainment offerings, health clubs, do-it-yourself (“DIY”) stores, in-line specialty shops, restaurants and other food and beverage vendors and service providers. • Rent : We derive our revenue from fixed and variable rents from our tenants.
The Company is governed by a nine-member board comprised primarily of independent trustees. The Board of Trustees is focused on independence, diversity of thought, experience and ethical leadership, and is critical in the oversight of our risk-management processes.
The Company is governed by an eight-member board (the “Board of Trustees”) comprised primarily of independent trustees. The Board of Trustees is focused on independence, diversity of thought, experience and ethical leadership, and is critical in the oversight of our risk-management processes.
Based on these assessments, we have accrued costs for remediation for environmental contamination at certain properties. As of the date of this Report on Form 10-K, we are not aware of any material costs of complying with government regulations, including environmental regulations, that would have a material adverse effect on our overall business, financial condition or results of operations.
As of the date of this Report on Form 10-K, we are not aware of any material costs of complying with government regulations, including environmental regulations, that would have a 3 material adverse effect on our overall business, financial condition or results of operations.
As of December 31, 2023, we had $168.1 million of active development, redevelopment, and anchor repositioning projects, of which $112.2 million remains to be funded. These projects are expected to generate an approximate 15% unleveraged yield.
As of December 31, 2024, we had $162.6 million of active development, redevelopment, and anchor repositioning projects, of which $89.5 million remains to be funded. These projects are expected to generate an approximate 15% unleveraged yield.
The withholding rules under FIRPTA will apply to any portion of a capital gain dividend paid to a non-U.S. shareholder that is attributable to the sale or exchange of a U.S. real property interest, unless it is paid to a withholding qualified holder. 5 In the case of FIRPTA withholding under clause (ii) above, the applicable withholding rate is currently 15%, and in the case of FIRPTA withholding under clause (iii) above the withholding rate is currently 21%.
The withholding rules under FIRPTA will apply to any portion of a capital gain dividend paid to a non-U.S. shareholder that is attributable to the sale or exchange of a U.S. real property interest, unless it is paid to a withholding qualified holder.
Management's Discussion and Analysis of Financial Condition and Results of Operations in this Annual Report on Form 10-K. 1 Company Strategies Our goal is to be a leading owner and operator of retail real estate in major urban markets, with a focus on the Washington, D.C. to Boston corridor.
Management's Discussion and Analysis of Financial Condition and Results of Operations in this Annual Report on Form 10-K. 1 Company Strategies We are a leading owner and operator of retail real estate focused on the Washington, D.C. to Boston corridor. Our goal is to generate industry leading growth while improving the communities we serve.
Maintain capital discipline. We intend to keep our balance sheet flexible and capable of supporting growth. We expect to generate increasing levels of cash flow from internally generated funds and to have substantial borrowing capacity under our existing revolving credit agreement, general access to equity markets and from potential secured debt financing on our existing assets.
We expect to generate increasing levels of cash flow from internally generated funds and to have substantial borrowing capacity under our $800 million revolving credit agreement (as amended, the “Revolving Credit Agreement”), general access to equity markets and from potential secured debt financing on our existing assets.
The Home Depot, Inc. is our largest tenant and accounted for approximately $21.5 million, or 5.2%, of our total revenue for the year ended December 31, 2023.
The TJX Companies is our largest tenant and accounted for approximately $22.3 million, or 5.0%, of our total revenue for the year ended December 31, 2024.
Our website also includes other financial information, including certain non-GAAP financial measures, none of which is a part of this Annual Report on Form 10-K. Copies of our charters, code, guidelines, and filings under the Exchange Act are also available free of charge from us, upon request. 6
In the event of any changes to these charters or the code or guidelines, changed copies will also be made available on our website. Our website also includes other financial information, including certain non-GAAP financial measures, none of which is a part of this Annual Report on Form 10-K.
The information on our website is not incorporated by reference in this Annual Report on Form 10-K. Our headquarters are located at 888 Seventh Avenue, New York, NY 10019. Significant Tenants None of our tenants accounted for more than 10% of total revenues in any of the years ended December 31, 2023, 2022 and 2021.
Our headquarters is located at 12 East 49 th Street, New York, NY 10017. Significant Tenants None of our tenants accounted for more than 10% of total revenues in any of the years ended December 31, 2024, 2023 and 2022.
Also available on our website are copies of our Audit Committee Charter, Compensation Committee Charter, Corporate Governance and Nominating Committee Charter, Code of Business Conduct and Ethics and Corporate Governance Guidelines. In the event of any changes to these charters or the code or guidelines, changed copies will also be made available on our website.
Copies of these reports and the other documents we file with the SEC may also be obtained from the SEC’s website at www.sec.gov. Also available on our website are copies of our Audit Committee Charter, Compensation Committee Charter, Corporate Governance and Nominating Committee Charter, Code of Business Conduct and Ethics and Corporate Governance Guidelines.
We are committed to maintaining sustainable operations and believe that our long-term sustainability goals will align with positive outcomes for shareholders, tenants, employees and the communities in which we invest. We are subject to federal, state and local regulations, including environmental regulations. Each of our properties has been subjected to varying degrees of environmental assessment at various times.
Further, we have implemented green lease language into all new leases which includes several clauses designed to promote sustainability measures. We are committed to maintaining sustainable operations and believe that our long-term sustainability goals will align with positive outcomes for shareholders, tenants, employees and the communities in which we invest.
See “Risks Related to Environmental Liability and Regulatory Compliance” in Part 1, Item 1A “Risk Factors” for further information regarding our risks related to government regulations. 3 Social Our community involvement includes donations to various charitable organizations, hospitals, and relief funds as well as hosting community focused events at our properties that often include food and clothing drives.
Our community involvement includes donations to various charitable organizations, hospitals, and relief funds as well as hosting community focused events at our properties that often include food and clothing drives. Many of these organizations and drives directly benefit the people and neighborhoods in which our properties are located.
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Further, we have implemented green lease language into all new leases which includes several clauses designed to promote sustainability measures. The Green Lease Leaders program recognized these efforts as we received a Green Lease Leader award, developed by the Institute for Market Transformation and the U.S. Department of Energy’s Better Buildings Alliance.
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Maintain capital discipline. We intend to keep our balance sheet flexible and capable of supporting growth.
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Many of these organizations and drives directly benefit the people and neighborhoods in which our properties are located. During 2023, the Company launched UE Cares, our volunteer initiative, which has partnered with local organizations to give back to our communities. Some of these local organizations include Helping Hands Food Pantry, Hackensack River Keeper, and St. John’s Soup Kitchen.
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We are subject to federal, state and local regulations, including environmental regulations. Each of our properties has been subjected to varying degrees of environmental assessment at various times. Based on these assessments, we have accrued costs for remediation for environmental contamination at certain properties.
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Additionally, this year the Company hosted a blood drive, partnering with Vitalant Blood Donation of Paramus, at Bergen Town Center, open to both employees and the general public.
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See “Risks Related to Environmental Liability and Regulatory Compliance” in Part 1, Item 1A “Risk Factors” for further information regarding our risks related to government regulations. Social Supporting the communities we serve is a core pillar of our Corporate Responsibility mission.
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We continue to partner with Relief Access Program for the Bronx (“RAP4Bronx”) and Grassroots Grocery, two non-profit organizations focused on delivering meals to those affected by food insecurity in the five boroughs of NYC, by donating vacant space that serves as a warehouse and distribution hub for both organizations.
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The Company has a volunteer initiative that embodies our commitment to fostering a culture of compassion, spearheading fundraising efforts that make a positive impact and that empowers employees to engage in meaningful volunteer work.
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The goal of this initiative is to promote a culture of learning while providing opportunities for professional and personal growth. Our employees enjoy subsidized health and wellness benefits, professional training and development workshops, ergonomic office equipment, telecommuting opportunities and policies encouraging work/life balance.
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The goal of this initiative is to promote a culture of learning while providing opportunities for professional and personal growth. Further information on our Corporate Responsibility practices can be found on our website in the Corporate Responsibility section. The information on our website is not incorporated by reference in this Annual Report on Form 10-K.
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We have created an employee wellness program which spans the entire year and focuses on five pillars of health and wellness, both inside and outside of the office. The areas of focus for this program include financial, emotional, physical, social and community wellness.
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In the case of FIRPTA withholding under clause (ii) above, the applicable withholding rate is currently 15%, and in the case of FIRPTA withholding under clause (iii) above the withholding rate is currently 21%.
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Each month there is a theme with associated activities, challenges, and webcasts to promote growth and learning, as well as employee incentives including the ability to earn additional money for health savings accounts.
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Copies of our charters, code, guidelines, and filings under the Exchange Act are also available free of charge from us, upon request. 6
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We allow employees the flexibility to maintain a hybrid in-office and remote working schedule to promote a healthy work-life balance while continuing to maximize engagement, collaboration, and efficiency. Diversity, equity and inclusion (“DE&I”) initiatives are an integral part of our culture.
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We believe that a diverse workforce and an inclusive culture promotes growth, both personally and professionally, and is an important aspect in our ability to attract and retain talented employees. All employees are required to complete trainings on DE&I which cover a range of topics including best practices and education on unconscious bias.
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We aim to create an equitable workplace for all, and our CEO has signed the CEO Diversity and Inclusion Action Pledge on behalf of our Company, joining thousands of other CEOs and peers across the country to cultivate a trusting environment where our employees feel comfortable and are empowered to have discussions about DE&I.
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As a part of this pledge, the Company has created a Days of Understanding initiative which provides different platforms such as a book club or a movie screening as a way to encourage our team to have open discussions on issues of DE&I.
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This 4 program is designed to allow employees to not only gain a better understanding of culture issues tied to race, gender, and sexual orientation, but also drive engagement, build camaraderie, and learn from different perspectives.
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Our efforts, like those mentioned above, are some of the many reasons Urban Edge Properties was named one of the best places to work in New Jersey by NJBIZ Magazine in 2023, the second consecutive year we have received this recognition. The annual program identifies and recognizes the best employers in the state of New Jersey.
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Through our wellness programs, DE&I initiatives, and town hall meetings with all employees, among other initiatives, we continually strive to provide a workplace environment where employees are informed, engaged, feel empowered and can succeed. Further information on our corporate responsibility practices can be found on our website in the ESG section.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe Americans with Disabilities Act (“ADA”) generally requires that public buildings, including our properties, meet certain federal requirements related to access and use by disabled persons. Noncompliance could result in the imposition of fines by the federal government or the award of damages to private litigants and/or legal fees to their counsel.
Biggest changeCompliance or failure to comply with the Americans with Disabilities Act, safety regulations or other requirements could result in substantial costs. The Americans with Disabilities Act (“ADA”) generally requires that public buildings, including our properties, meet certain federal requirements related to access and use by disabled persons.
For example, our terrorism insurance policy excludes coverage for nuclear, biological, chemical or radiological terrorism events as defined by the Terrorism Risk Insurance Program Reauthorization Act. Certain of the insurance premiums are charged directly to each of the properties but not all of the cost of such premiums are recovered.
For example, our terrorism insurance policy excludes coverage for nuclear, biological, chemical or radiological terrorism events as defined by the Terrorism Risk Insurance Program Reauthorization Act. Certain insurance premiums are charged directly to each of the properties but not all of the cost of such premiums are recovered.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” included in Part II, Item 7. in this Annual Report on Form 10-K and the Notes to Consolidated Financial Statements included in Part II, Item 8. in this Annual Report on Form 10-K.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” included in Part II, Item 7. in this Annual Report on Form 10-K and the Notes to Consolidated Financial Statements included in Part II, Item 8. in this Annual Report on Form 10-K.
Certain provisions of Maryland law, may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change in control under circumstances that otherwise could provide the holders of our shares, including: • “Business combination” provisions that, subject to certain exceptions, prohibit certain business combinations between us and an “interested shareholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or an affiliate thereof or an affiliate or associate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting shares at any time within the two-year period immediately prior to the date in question) for five years after the most recent date on which the shareholder becomes an interested shareholder, and thereafter impose fair price or super majority shareholder voting requirements on these combinations; and • “Control share” provisions that provide the holders of “control shares” of a company (defined as shares that, when aggregated with other shares controlled by the shareholder, entitle the shareholder to exercise voting power in the election of trustees within one of three increasing ranges) acquired in a “control share acquisition” (defined as the 16 direct or indirect acquisition of ownership or control of the voting power of issued and outstanding “control shares,” subject to certain exceptions) have no voting rights with respect to their control shares, except to the extent approved by our shareholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.
Certain provisions of Maryland law, may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change in control under circumstances that otherwise could provide the holders of our shares, including: • “Business combination” provisions that, subject to certain exceptions, prohibit certain business combinations between us and an “interested shareholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or an affiliate thereof or an affiliate or associate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting shares at any time within the two-year period immediately prior to the date in question) for five years after the most recent date on which the shareholder becomes an interested shareholder, and thereafter impose fair price or super majority shareholder voting requirements on these combinations; and • “Control share” provisions that provide the holders of “control shares” of a company (defined as shares that, when aggregated with other shares controlled by the shareholder, entitle the shareholder to exercise voting power in the election of trustees within one of three increasing ranges) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of the voting power of issued and outstanding “control shares,” subject to certain exceptions) have no voting rights with respect to their control shares, except to the extent approved by our shareholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.
In addition to the risks associated with real estate investments in general as described elsewhere, the risks associated with future development and redevelopment activities include: • expenditure of capital and time on projects that may never be completed; • failure or inability to obtain financing on favorable terms or at all; • inability to secure necessary zoning or regulatory approvals; • higher than estimated construction or operating costs, including labor and material costs; 9 • increased costs related to inflation, including higher costs of construction and financing; • inability to complete construction on schedule due to a number of factors, including inclement weather, labor disruptions, construction delays, supply chain issues, delays or failure to receive zoning or other regulatory approvals, acts of terror or other acts of violence, or natural disasters (such as fires, seismic activity or floods); • significant time lag between commencement and stabilization resulting in delayed returns and greater risks due to fluctuations in the general economy, shifts in demographics and competition; • decrease in customer traffic during the redevelopment period causing a decrease in tenant sales; • inability to secure key anchor or other tenants at anticipated pace of lease-up or at all; and • occupancy and rental rates at a newly completed project that may not meet expectations.
In addition to the risks associated with real estate investments in general as described elsewhere, the risks associated with future development and redevelopment activities include: • expenditure of capital and time on projects that may never be completed; • failure or inability to obtain financing on favorable terms or at all; • inability to secure necessary zoning or regulatory approvals; • higher than estimated construction or operating costs, including labor and material costs; • increased costs related to inflation, including higher costs of construction and financing; • inability to complete construction on schedule due to a number of factors, including inclement weather, labor disruptions, construction delays, supply chain issues, delays or failure to receive zoning or other regulatory approvals, acts of terror or other acts of violence, or natural disasters (such as fires, seismic activity or floods); • significant time lag between commencement and stabilization resulting in delayed returns and greater risks due to fluctuations in the general economy, shifts in demographics and competition; • decrease in customer traffic during the redevelopment period causing a decrease in tenant sales; • inability to secure key anchor or other tenants at anticipated pace of lease-up or at all; and • occupancy and rental rates at a newly completed project that may not meet expectations.
The actual and potential restrictions intended to prevent and mitigate such events have had, and could have in the future, additional adverse effects on our business, including with regards to: • the ability and willingness of our tenants to renew their leases upon expiration, our ability to re-lease the properties on the same or better terms in the event of nonrenewal or in the event we exercise our right to replace an existing tenant, and obligations we may incur in connection with the replacement of an existing tenant; • anticipated returns from development and redevelopment projects, which may experience delays due to supply-chain disruptions; • the broader impact of epidemics, pandemics, or other public health crises and their effect on consumer behavior; 7 • our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due or our ability to borrow funds under our credit facility as a result of covenants relating to our financial results; and • the potential reduction in our operating effectiveness if key personnel become unavailable due to illness or other personal circumstances.
The actual and potential restrictions intended to prevent and mitigate such events have had, and could have in the future, additional adverse effects on our business, including with regards to: • the ability and willingness of our tenants to renew their leases upon expiration, our ability to re-lease the properties on the same or better terms in the event of nonrenewal or in the event we exercise our right to replace an existing tenant, and obligations we may incur in connection with the replacement of an existing tenant; • anticipated returns from development and redevelopment projects, which may experience delays due to supply-chain disruptions; • the broader impact of epidemics, pandemics, or other public health crises and their effect on consumer behavior; • our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due or our ability to borrow funds under our credit facility as a result of covenants relating to our financial results; and • the potential reduction in our operating effectiveness if key personnel become unavailable due to illness or other personal circumstances.
Our ability to complete acquisitions on favorable terms and successfully operate or develop them is subject to the following risks: • we may incur significant costs and divert management attention in connection with the evaluation and negotiation of potential acquisitions, including ones that are subsequently not completed; • we may be unable to finance acquisitions on favorable terms and in the time period we desire, or at all; • we may be unable to quickly and efficiently integrate new acquisitions, particularly the acquisition of portfolios of properties, into our existing operations; • we may acquire properties that are not initially accretive to our results upon acquisition, and we may not successfully manage and lease those properties to meet our expectations; and • we may acquire properties subject to liabilities and without any recourse, or with only limited recourse to former owners, with respect to unknown liabilities for clean-up of undisclosed environmental contamination, claims by tenants or other persons to former owners of the properties and claims for indemnification by general partners, trustees, officers and others indemnified by the former owners of the properties.
Our ability to complete acquisitions on favorable terms and successfully operate or develop them is subject to the following risks: • we may incur significant costs and divert management attention in connection with the evaluation and negotiation of potential acquisitions, including ones that are subsequently not completed; • we may be unable to finance acquisitions on favorable terms and in the time period we desire, or at all; • we may be unable to quickly and efficiently integrate new acquisitions, particularly the acquisition of portfolios of properties, into our existing operations; • we may acquire properties that are not initially accretive to our results upon acquisition, and we may not successfully manage and lease those properties to meet our expectations; and 10 • we may acquire properties subject to liabilities and without any recourse, or with only limited recourse to former owners, with respect to unknown liabilities for clean-up of undisclosed environmental contamination, claims by tenants or other persons to former owners of the properties and claims for indemnification by general partners, trustees, officers and others indemnified by the former owners of the properties.
A breach or significant and extended disruption in the functioning of our systems, including our primary website, may damage our reputation and cause us to lose customers, tenants and revenues, generate third-party claims, result in the unintended and/or unauthorized public disclosure or the misappropriation of proprietary, personal identifying and confidential information, and require us to incur significant expenses to address and remediate or otherwise resolve these kinds of issues, and we may not be able to recover these expenses in whole or in any part from our service providers, responsible parties, or insurance carriers which could have a material adverse effect on our business and operations.
A breach or significant and extended disruption in the functioning of our systems, including our primary website, may damage 13 our reputation and cause us to lose customers, tenants and revenues, generate third-party claims, result in the unintended and/or unauthorized public disclosure or the misappropriation of proprietary, personal identifying and confidential information, and require us to incur significant expenses to address and remediate or otherwise resolve these kinds of issues, and we may not be able to recover these expenses in whole or in any part from our service providers, responsible parties, or insurance carriers which could have a material adverse effect on our business and operations.
Epidemics, pandemics or other public health crises, that impact economic and market conditions, particularly in the markets where our properties are located, and preventative measures taken to alleviate their impact, may have a material adverse effect on our and our tenants’ businesses, financial condition, results of operations, liquidity, and ability to access capital markets and satisfy debt service obligations.
Epidemics, pandemics or other public health crises that impact economic and market conditions, particularly in the markets where our properties are located, and preventative measures taken to alleviate their impact, may have a material adverse effect 7 on our and our tenants’ businesses, financial condition, results of operations, liquidity, and ability to access capital markets and satisfy debt service obligations.
To dispose of low basis deferral or tax-protected properties efficiently we from time to time use like-kind exchanges, which are intended to qualify for non-recognition of taxable gain, but can be difficult to consummate and result in the property for which the disposed assets are exchanged 10 inheriting their low tax bases and other tax attributes (including tax protection covenants).
To dispose of low basis deferral or tax-protected properties efficiently we from time to time use like-kind exchanges, which are intended to qualify for non-recognition of taxable gain, but can be difficult to consummate and result in the property for which the disposed assets are exchanged inheriting their low tax bases and other tax attributes (including tax protection covenants).
We maintain comprehensive, all-risk property and rental value insurance coverage on our properties, however losses resulting from a natural disaster may be subject to a deductible or not fully covered and such losses could adversely affect our cash flow, financial condition and results of operations. 12 Some of our potential losses may not be covered by insurance.
We maintain comprehensive, all-risk property and rental value insurance coverage on our properties, however losses resulting from a natural disaster may be subject to a deductible or not fully covered and such losses could adversely affect our cash flow, financial condition and results of operations. Some of our potential losses may not be covered by insurance.
From time to time, we may generate taxable income greater than our cash flow as a result of differences in timing between the recognition of taxable income and the actual receipt of cash or the effect of nondeductible capital expenditures, the effect of limitations on interest and net operating loss deductibility, the creation of reserves, or required debt or amortization payments.
From time to time, we may generate taxable income greater than our cash flow as a result of differences in timing between the recognition of taxable income and the actual receipt of cash or the effect of nondeductible capital expenditures, the effect of 15 limitations on interest and net operating loss deductibility, the creation of reserves, or required debt or amortization payments.
Consequently, there can be no assurance that we will be able to make distributions at the anticipated distribution rate or any other rate. 15 Risks related to Section 1031 Exchanges. From time to time we may dispose of properties in transactions that are intended to qualify as “like kind exchanges” under Section 1031 of the Code (“Section 1031 Exchanges”).
Consequently, there can be no assurance that we will be able to make distributions at the anticipated distribution rate or any other rate. Risks related to Section 1031 Exchanges. From time to time, we may dispose of properties in transactions that are intended to qualify as “like-kind exchanges” under Section 1031 of the Code (“Section 1031 Exchanges”).
However, there can be no assurance that our tenants will be able to absorb these expense increases and be able to continue to pay us their portion of operating expenses, capital expenditures and rent. While our leases generally provide for fixed annual rent increases, high levels of inflation will likely outpace our contractual rent increases.
However, there can be no assurance that our tenants will be able to absorb these expense increases and be able to continue to pay us their portion of operating expenses, capital expenditures and rent. While our leases generally provide for fixed annual rent increases, high levels of inflation would likely outpace our contractual rent increases.
In certain cases, some anchor and non-anchor tenants may be able to terminate their leases if they do not achieve defined sales levels. Development and redevelopment activities have inherent risks, which could adversely impact our cash flow, financial condition and results of operations.
In certain cases, some anchor and non-anchor tenants may be able to terminate their leases if they do not achieve defined sales levels. 9 Development and redevelopment activities have inherent risks, which could adversely impact our cash flow, financial condition and results of operations.
RISKS RELATED TO OUR BUSINESS AND OPERATIONS Inflation and related volatility in the economy could negatively impact our results of operations and our tenants. Inflation in the United States accelerated during 2021 and 2022. During 2023, inflation decreased but remained at an elevated level relative to the years preceding 2021, and inflation may increase again in the future.
RISKS RELATED TO OUR BUSINESS AND OPERATIONS Inflation and related volatility in the economy could negatively impact our results of operations and our tenants. Inflation in the United States accelerated during 2021 and 2022. During 2023 and 2024, inflation decreased but remained at an elevated level relative to the years preceding 2021, and inflation may increase again in the future.
These limitations may delay, deter or prevent a change in control of us or other transactions that might involve a premium price or otherwise be in the best interest of our shareholders. Maryland law contains provisions that may reduce the likelihood of certain takeover transactions.
These limitations may delay, deter or prevent a change in control of us or other transactions that might involve a premium price or otherwise be in the best interest of our shareholders. 16 Maryland law contains provisions that may reduce the likelihood of certain takeover transactions.
Some of our leases provide for the payment, in addition to base rent, of additional rent above the base amount according to a specified percentage of the gross sales generated by the tenants and generally provide for reimbursement of real estate taxes and expenses of operating the property.
Some of our leases provide for the payment, in addition to base rent, of additional rent above the base amount according to a specified percentage of the gross sales generated by the tenants and generally provide for reimbursement of real estate taxes, insurance and expenses of operating the property.
During periods of economic adversity, there may be an increase in the number of tenants that cannot pay their rent and an increase in vacancy rates, which could materially and adversely affect our cash flow, financial condition and results of operations.
During periods of economic adversity, there may be an increase in the number of tenants 8 that cannot pay their rent and an increase in vacancy rates, which could materially and adversely affect our cash flow, financial condition and results of operations.
Similarly, the repurchase or redemption rights or liquidation preferences we could assign to holders of preferred shares could affect the residual value of the common shares. Inflation and related volatility in the economy could negatively impact the value of our publicly-traded equity securities.
Similarly, the repurchase or redemption rights or liquidation preferences we could assign to holders of preferred shares could affect the residual value of the common shares. 18 Inflation and related volatility in the economy could negatively impact the value of our publicly-traded equity securities.
The federal government has enacted, and some of the states and localities in which we operate may enact, certain climate change laws and regulations or have begun regulating carbon footprints and 13 greenhouse gas emissions.
The federal government has enacted, and some of the states and localities in which we operate may enact, certain climate change laws and regulations or have begun regulating carbon footprints and greenhouse gas emissions.
Our existing revolving credit facility contains, and any debt that we may obtain in the future may contain, customary restrictions, requirements and other limitations on our ability to incur indebtedness, including covenants (i) that limit our ability to incur debt based upon (1) our ratio of total debt to total assets, (2) our ratio of secured debt to total assets, (3) our ratio of earnings before interest, tax, depreciation and amortization (“EBITDA”) to interest expense and (4) our ratio of EBITDA to fixed charges, and (ii) that require us to maintain a certain level of unencumbered assets to unsecured debt.
The Revolving Credit Agreement contains, and any debt that we may obtain in the future may contain, customary restrictions, requirements and other limitations on our ability to incur indebtedness, including covenants (i) that limit our ability to incur debt based upon (1) our ratio of total debt to total assets, (2) our ratio of secured debt to total assets, (3) our ratio of earnings before interest, tax, depreciation and amortization (“EBITDA”) to interest expense and (4) our ratio of EBITDA to fixed charges, and (ii) that require us to maintain a certain level of unencumbered assets to unsecured debt.
If we are unable to promptly renew the leases or relet the space at similar rates or if we incur substantial costs 8 in renewing or reletting the space, our cash flow and ability to service debt obligations and pay dividends and other distributions to security holders could be adversely affected.
If we are unable to promptly renew the leases or relet the space at similar rates or if we incur substantial costs in renewing or reletting the space, or if we are unable to renew or relet the space at all, our cash flow and ability to service debt obligations and pay dividends and other distributions to security holders could be adversely affected.
Any reduction in our tenants’ abilities to pay base rent, percentage rent or other charges on a timely basis will decrease our income, funds available to pay indebtedness and funds available for distribution to shareholders.
Any reduction in our tenants’ abilities to pay base rent, percentage rent or other charges on a timely basis, or at all, will decrease our income, funds available to pay indebtedness and funds available for distribution to shareholders.
RISKS RELATED TO BUSINESS CONTINUITY Risks related to our properties in Puerto Rico. Our two properties in Puerto Rico made up approximately 8% of our net operating income (“NOI”) for the year ended December 31, 2023.
RISKS RELATED TO BUSINESS CONTINUITY Risks related to our properties in Puerto Rico. Our two properties in Puerto Rico made up approximately 8% of our net operating income (“NOI”) for the year ended December 31, 2024.
A number of factors could negatively affect, or result in fluctuations in, the prices or trading volume of equity securities, including: • actual or anticipated changes in our operating results and changes in expectations of future financial performance; • our operating performance and the performance of other similar companies; • changes in the real estate industry, and in the retail industry, including growth in e-commerce, catalog companies and direct consumer sales; • our strategic decisions, such as acquisitions, dispositions, spin-offs, joint ventures, strategic investments or changes in business strategy; • equity issuances or buybacks by us or the perception that such issuances or buybacks may occur or adverse reaction market reaction to any indebtedness we incur; 17 • changes in the interest rate environment and/or the impact of rising inflation; • decreases in our distributions to shareholders; • changes in real estate valuations or market valuations of similar companies; • additions or departures of key management personnel; • publication of research reports about us or our industry by securities analysts, or negative speculation in the press or investment community; • the passage of legislation or other regulatory developments that adversely affect us, our tax status, or our industry; • changes in accounting principles; • our failure to satisfy the listing requirements of the NYSE; • our failure to comply with the requirements of the Sarbanes‑Oxley Act; • our failure to qualify as a REIT; and • general market conditions, including factors unrelated to our performance.
We cannot assure you that the market prices of our equity securities, including our common shares, will not fluctuate or decline significantly in the future. 17 A number of factors could negatively affect, or result in fluctuations in, the prices or trading volume of equity securities, including: • actual or anticipated changes in our operating results and changes in expectations of future financial performance; • our operating performance and the performance of other similar companies; • changes in the real estate industry, and in the retail industry, including growth in e-commerce, catalog companies and direct consumer sales; • our strategic decisions, such as acquisitions, dispositions, spin-offs, joint ventures, strategic investments or changes in business strategy; • equity issuances or buybacks by us or the perception that such issuances or buybacks may occur or adverse market reaction to any indebtedness we incur; • changes in the interest rate environment and/or the impact of rising inflation; • decreases in our distributions to shareholders; • changes in real estate valuations or market valuations of similar companies; • additions or departures of key management personnel; • publication of research reports about us or our industry by securities analysts, or negative speculation in the press or investment community; • the passage of legislation or other regulatory developments that adversely affect us, our tax status, or our industry; • changes in accounting principles; • our failure to satisfy the listing requirements of the NYSE; • our failure to comply with the requirements of the Sarbanes‑Oxley Act; • our failure to qualify as a REIT; and • general market conditions, including factors unrelated to our performance.
Companies across all industries are facing increasing scrutiny related to their ESG practices and reporting. Investors, customers, employees, and other stakeholders have begun to focus increasingly on ESG practices and to place more importance on the implications and social cost of their investments, purchases, and other interactions with companies.
Companies across all industries are facing increasing scrutiny related to their Corporate Responsibility practices and reporting. Investors, customers, employees, and other stakeholders have begun to focus increasingly on Corporate Responsibility practices and to place more importance on the implications and social cost of their investments, purchases, and other interactions with companies.
As of December 31, 2023, approximately 16% of our current outstanding debt bore interest at variable rates based on the Secured Overnight Financing Rate (“SOFR”), plus an applicable margin per the respective loan agreements. We are exposed to risks related to a potential rising interest rate environment for our current or any future variable interest rate debt.
As of December 31, 2024, approximately 6% of our current outstanding debt bore interest at variable rates based on the Secured Overnight Financing Rate (“SOFR”), plus an applicable margin per the respective loan agreements. We are exposed to risks related to a potential rising interest rate environment for our current or any future variable interest rate debt.
With this increased focus and demand, public reporting regarding ESG practices is becoming more broadly expected. If our ESG practices (including the speed of adoption of certain practices) and reporting do not meet investor, tenant, customer, or employee expectations, which continue to evolve, our reputation and tenant retention may be negatively impacted.
With this increased focus and demand, public reporting regarding Corporate Responsibility practices is becoming more broadly expected. If our Corporate Responsibility practices (including the speed of adoption of certain practices) and reporting do not meet investor, tenant, customer, or employee expectations, which continue to evolve, our reputation and tenant 14 retention may be negatively impacted.
Collectively, our New York metropolitan area properties in the aggregate generated approximately 67% of our annualized base rent as of December 31, 2023. Real estate markets are subject to economic downturns, and we cannot predict the economic conditions in the New York metropolitan area in either the short-term or long-term.
Collectively, our New York metropolitan area properties in the aggregate generated approximately 65% of our annualized base rent as of December 31, 2024. Real estate markets are subject to economic downturns, and we cannot predict the economic conditions in the New York metropolitan area in either the short-term or long-term.
E-commerce continues to gain popularity and growth in internet sales is likely to continue in the future. E-commerce could result in a downturn in the business of some of our current tenants and could affect the way other current and future tenants lease space.
E-commerce is a vital part of our tenants’ business and continues to gain popularity, with growth in internet sales likely to continue in the future. E-commerce could result in a downturn in the business of some of our current tenants and could affect the way other current and future tenants lease space.
Increased scrutiny and changing expectations from investors, customers, employees, and others regarding our environmental, social and governance practices and reporting could cause us to incur additional costs, devote additional resources and expose us to additional risks, which could adversely impact our reputation, customer acquisition and retention, access to capital and employee retention.
Increased scrutiny and changing expectations from investors, customers, employees, and others regarding our Corporate Responsibility practices and reporting could cause us to incur additional costs, devote additional resources and expose us to additional risks, which could adversely impact our reputation, customer acquisition and retention, access to capital and employee retention.
Costs associated with operating real estate, such as real estate taxes, insurance and maintenance costs, generally are not reduced even when a property is not fully occupied, rental rates decrease, or other circumstances cause a reduction in income from the property.
Costs associated with operating real estate, such as real estate taxes, insurance and maintenance costs, generally are not reduced even when a property is not fully occupied, rental rates decrease, or other circumstances cause a reduction in income from the property. As a result, cash flow from operations may be reduced.
We own properties near the Atlantic Coast and in Puerto Rico which are subject to natural disasters such as hurricanes, floods, earthquakes and storm surges. We also have two properties in California that could be impacted by earthquakes.
Natural disasters could have a concentrated impact on us. We own properties near the Atlantic Coast and in Puerto Rico which are subject to natural disasters such as hurricanes, floods, earthquakes and storm surges. We also have two properties in California that could be impacted by earthquakes and wildfires.
The proposal, if adopted, would require public issuers to include prescribed climate-related information in their registration statements and annual reports, including information regarding greenhouse gas emissions and climate-related risks and opportunities and related financial impacts, governance and strategy.
The rules would require public issuers to include prescribed climate-related information in their registration statements and annual reports, including information regarding greenhouse gas emissions and climate-related risks and opportunities and related financial impacts, capital expenditures, governance and strategy.
Spaces that accounted for approximately 12.8% of physical occupancy were vacant as of December 31, 2023, excluding leases signed but not commenced. In addition, leases accounting for approximately 24% of our annualized base rent for the fiscal year ended December 31, 2023 are scheduled to expire within the next three years.
Spaces that accounted for approximately 11.5% of physical occupancy were vacant as of December 31, 2024, excluding leases signed but not commenced. In addition, leases accounting for approximately 22% of our annualized base rent for the fiscal year ended December 31, 2024 are scheduled to expire within the next three years.
We are responsible for deductibles, losses in excess of insurance coverage, and the portion of premiums not reimbursable by tenants at our properties, which could be material. We continue to monitor the state of the insurance market and the scope and costs of available coverage.
We are responsible for deductibles, losses in excess of insurance coverage, and the portion of premiums not reimbursable by tenants at our properties, which could be material. We continue to monitor the state of the insurance market and the scope and costs of available coverage. Certain premiums have increased significantly and may continue to do so in the future.
Certain mitigating factors and contingencies are built into our contracts; however, no assurance can be given that our efforts at mitigation will be successful. Higher construction costs could adversely impact our investments in real estate assets and expected yields on our redevelopment projects.
Certain mitigating factors and contingencies are built into our contracts; however, no assurance can be given that our efforts at mitigation will be successful. Higher construction costs could adversely impact our investments in real estate assets and expected yields on our redevelopment projects. International trade disputes, including U.S. trade tariffs and retaliatory tariffs, could adversely impact our business.
We may develop or redevelop properties when we believe that doing so is consistent with our business strategy. As of December 31, 2023, we had 23 active redevelopment projects in which we have invested a total of approximately $55.9 million, and based on our current plans and estimates, we anticipate it will cost an additional $112.2 million to complete.
We may develop or redevelop properties when we believe that doing so is consistent with our business strategy. As of December 31, 2024, we had 26 active redevelopment projects in which we have invested a total of approximately $73.1 million, and based on our current plans and estimates, we anticipate it will cost an additional $89.5 million to complete.
We are actively exploring our options to refinance them, however, there is no guarantee that we will be able to do so prior to their maturities or at rates that are favorable to us.
We are actively exploring our options to refinance; however, there is no guarantee that we will be able to do so prior to maturity or at a rate that is favorable to us.
Increases in interest rates could increase our financing costs over time, either through near-term borrowings on our existing variable-rate borrowings or refinancing of our existing borrowings that may incur higher interest expenses related to the issuance of new debt.
Increases in interest rates could increase our financing costs over time, either through near-term borrowings on our existing variable-rate borrowings or refinancing of our existing borrowings that may incur higher interest expenses related to the issuance of new debt. There is no guarantee we will be able to mitigate the impact of rising inflation.
If the cost or amount of our debt increases or we cannot refinance our debt in sufficient amounts or on acceptable terms, we are at risk of default on our obligations, which could have a material adverse effect on our company, including our ability to make distributions to our shareholders. 11 Covenants in our existing financing agreements may restrict our operating, financing, redevelopment, development, acquisition and other activities.
If the cost or amount of our debt increases or we cannot refinance our debt in sufficient amounts or on acceptable terms, we are at risk of default on our obligations, which could have a material adverse effect on our company, including our ability to make distributions to our shareholders.
We have historically used moderate levels of leverage and expect to continue to incur indebtedness to support our activities. As of December 31, 2023, our outstanding indebtedness was $1.7 billion, of which $281 million was variable rate indebtedness.
RISKS RELATED TO OUR LIQUIDITY AND INDEBTEDNESS Risks related to our outstanding debt. We have historically used moderate levels of leverage and expect to continue to incur indebtedness to support our activities. As of December 31, 2024, our outstanding indebtedness was $1.6 billion, of which $100.9 million was variable rate indebtedness.
As of the date of this filing, w e have approximately $70.8 million of mortgage debt, with a weighted average interest rate of 4.0%, maturing within the next 12 months related to mortgage loans encumbering two of our properties.
As of the date of this filing, w e have approximately $23.7 million of mortgage debt, with an interest rate of 4.0%, maturing within the next 12 months related to a 11 mortgage loan encumbering one of our properties.
There is no guarantee we will be able to mitigate the impact of rising inflation. 18 One of the factors that may influence the prices of our publicly-traded equity securities is the interest rate on our debt and the dividend yield on our common shares relative to market interest rates.
One of the factors that may influence the prices of our publicly-traded equity securities is the interest rate on our debt and the dividend yield on our common shares relative to market interest rates.
The mortgages on our properties contain customary covenants such as those that limit our ability, without the prior consent of the lender, to further mortgage the applicable property or to reduce insurance coverage.
Covenants in our existing financing agreements may restrict our operating, financing, redevelopment, development, acquisition and other activities. The mortgages on our properties contain customary covenants such as those that limit our ability, without the prior consent of the lender, to further mortgage the applicable property or to reduce insurance coverage.
Additionally, we may become subject to new compliance requirements and/or new costs or taxes associated with natural resource or energy usage and related emissions (such as a “carbon tax”), which could increase our operating costs.
Additionally, we may become subject to new compliance requirements and/or new costs or taxes associated with natural resource or energy usage and related emissions (such as a “carbon tax”), which could increase our operating costs. All of these factors could result in additional costs and devoting additional resources to monitor, report and implement various Corporate Responsibility practices.
Such events, individually or in the aggregate, can disrupt the local economy and could result in less disposable income for the purchase of goods sold at our properties and the inability of merchants to pay rent and other charges.
Such events, individually or in the aggregate, can disrupt the local economy and could result in less disposable income for the purchase of goods sold at our properties and the inability of merchants to pay rent and other charges. 12 Any of these events could negatively impact our ability to lease space on terms and conditions we seek and could have a material adverse effect on our business and results of operations.
Interest expense on our variable rate debt at December 31, 2023 would increase by approximately $2.3 million annually for every 100-basis-point increase in interest rates. While we may enter into interest rate hedging transactions with counterparties, there can be no guarantee that the future financial condition of these counterparties will enable them to fulfill their obligations under such agreements.
While we may enter into interest rate hedging transactions with counterparties, there can be no guarantee that the future financial condition of these counterparties will enable them to fulfill their obligations under such agreements.
Recording an impairment charge results in an immediate reduction in our income in the period in which the charge is taken, which could materially and adversely affect our results of operations and financial condition. RISKS RELATED TO OUR LIQUIDITY AND INDEBTEDNESS Risks related to our outstanding debt.
Recording an impairment charge results in an immediate reduction in our income in the period in which the charge is taken, which could materially and adversely affect our results of operations and financial condition. For example, we recognized such an impairment in the first quarter of 2023 related to an office and retail property located in Brooklyn, NY.
We cannot anticipate what coverage will be available on commercially reasonable terms in the future and expect premiums across most coverage lines to increase. The incurrence of uninsured losses, costs or uncovered premiums could materially and adversely affect our business, results of operations and financial condition.
The incurrence of uninsured losses, costs or uncovered premiums could materially and adversely affect our business, results of operations and financial condition.
As of December 31, 2023, we had $1.6 billion of secured debt outstanding and 32 of our properties were encumbered by secured debt. As of December 31, 2023, we were in compliance with all debt covenants, with the exception of those related to our mortgage on Kingswood Center which has been in default since May 2023.
As of December 31, 2024, we had $1.6 billion of secured debt outstanding, encumbering 31 of our properties. As of December 31, 2024, we were in compliance with all debt covenants.
In 2022, the SEC proposed extensive rules aimed at enhancing and standardizing climate-related disclosures in an effort to foster greater consistency, comparability and reliability of climate-related information among public issuers.
In March 2024, the SEC issued their final ruling on the “Enhancement and Standardization of Climate-Related Disclosures for Investors” which includes extensive rules aimed at creating consistency, comparability and reliability of climate-related information among public issuers.
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As a result, cash flow from operations may be reduced if a tenant does not pay its rent or we are unable to rent our properties on favorable terms.
Added
International trade disputes, including threatened or implemented tariffs imposed by the U.S. and threatened or implemented tariffs imposed by foreign countries in retaliation, could adversely impact our business. Many of our tenants sell imported goods, and tariffs or other trade restrictions could materially increase costs for these tenants.
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Any of these events could negatively impact our ability to lease space on terms and conditions we seek and could have a material adverse effect on our business and results of operations. Natural disasters could have a concentrated impact on us.
Added
To the extent our tenants are unable to pass these costs on to their customers, our tenants’ operations could be adversely impacted, which among other things, could weaken demand by those tenants for our real estate. If the operations of potential future tenants are similarly adversely impacted, overall demand for our real estate may also weaken.
Removed
All of these factors could result in additional costs and devoting additional resources to monitor, report and implement various ESG practices. 14 Compliance or failure to comply with the Americans with Disabilities Act, safety regulations or other requirements could result in substantial costs.
Added
In addition, international trade disputes, including those related to tariffs, could result in inflationary pressures that directly impact our costs, such as costs for steel, lumber and other materials applicable to our redevelopment projects.
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We cannot assure you that the market prices of our equity securities, including our common shares, will not fluctuate or decline significantly in the future.
Added
Trade disputes could also adversely impact global supply chains which could further increase costs for us and our tenants or delay delivery of key inventories and supplies.
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Interest expense on our variable rate debt at December 31, 2024, excluding the mortgage loan secured by Plaza at Woodbridge as the loan is hedged with an interest rate cap, would increase by approximately $0.5 million annually for every 100-basis-point increase in interest rates.
Added
We cannot anticipate what coverage will be available on commercially reasonable terms, or at all, and expect premiums across most coverage lines will continue to increase in light of recent events, including hurricanes and flooding in our core markets.
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In April 2024, in response to petitions and litigation from state officials, business and environmental groups alike, the SEC issued an order staying the rules until the litigation process is complete. As of the date of this filing, the timeline for resolution is not easily determinable and it is uncertain whether the rules will be upheld, amended or abolished.
Added
Noncompliance could result in the imposition of fines by the federal government or the award of damages to private litigants and/or legal fees to their counsel.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThese audits, which are conducted by our independent public accounting firm, assess key information security and cybersecurity risks in the environment that may affect the confidentiality, integrity and availability of systems and data. Any control deficiencies that represent cybersecurity risks, as well as any recommended changes to our processes, if appropriate, would be reported to senior management and the Board.
Biggest changeThese audits, which are conducted by our independent public accounting firm, assess key information security and cybersecurity risks in the environment that may affect the confidentiality, integrity and availability of systems and data.
A cybersecurity breach may 19 result in disruption of our operations, damage to our reputation and cause us to lose revenue or incur significant expenses to remediate which could have a material adverse effect on our results of operations or consolidated financial position.
A cybersecurity breach may result in disruption of our operations, damage to our reputation and cause us to lose revenue or incur significant expenses to remediate which could have a material adverse effect on our results of operations or consolidated financial position.
All employees are required to undergo quarterly security awareness trainings and we routinely conduct internal phishing and other exercises to gauge the effectiveness of the trainings and assess the need for continued education and/or areas where improvement may be needed.
All employees are required to undergo regular security awareness trainings and we routinely conduct internal phishing and other exercises to gauge the effectiveness of the trainings and assess the need for continued education and/or areas where improvement may be needed.
Risk Management and Strategy As we see increased reliance on information technology in the workplace and our business operations, and an ongoing shift to remote and hybrid work schedules, Urban Edge has employed several measures to mitigate cyber risks.
Risk Management and Strategy As we see increased reliance on information technology in the workplace and our business operations, and more companies offering hybrid work schedules, Urban Edge has employed several measures to mitigate cyber risks.
ITEM 1C. CYBERSECURITY Governance Cybersecurity is an integral part of the Board of Trustees’, Audit Committee’s and Corporate Governance and Nominating Committee’s risk analysis and discussions with management. In February 2023, the Board of Trustees assigned cybersecurity oversight responsibility to the Corporate Governance and Nominating Committee via an amendment to the Committee’s Charter.
ITEM 1C. CYBERSECURITY Governance Cybersecurity is an integral part of the Board of Trustees’, Audit Committee’s and Corporate Governance and Nominating Committee’s risk analysis and discussions with management. The Board of Trustees has assigned cybersecurity oversight responsibility to the Corporate Governance and Nominating Committee as outlined in the Committee’s Charter, which is publicly available on the Company’s website.
They also simulate attacks on the Company as part of their audit procedures to gauge if our incident response is repeatable and effective and provide recommendations for areas of improvement. We are in process of implementing a thorough vendor selection criteria and employing ongoing monitoring of our third-party service providers to ensure compliance with cybersecurity standards.
They also simulate attacks on the Company as part of their audit procedures to gauge if our incident response is repeatable and effective and provide recommendations for areas of 19 improvement. Our vendor management program requires that critical and/or significant third-party service providers furnish information about their cyber policies to ensure compliance with cybersecurity standards.
Added
Any control deficiencies that represent cybersecurity risks, as well as any recommended changes to our processes, if appropriate, would be reported to senior management and the Board of Trustees.

Item 2. Properties

Properties — owned and leased real estate

16 edited+3 added−1 removed2 unchanged
Biggest changeMaxx Rutherford Commons 196,000 100.0% 13.32 Lowe's Stelton Commons (leased through 2039) (3) 56,000 100.0% 21.77 Staples, Party City Tonnelle Commons 410,000 100.0% 22.04 BJ's Wholesale Club, Walmart, PetSmart Totowa Commons 272,000 93.4% 21.74 The Home Depot, Staples, national tenant (lease not commenced) Town Brook Commons 231,000 97.0% 13.45 Stop & Shop, Kohl's Union (Vauxhall) 232,000 100.0% 17.85 The Home Depot West Branch Commons 279,000 96.1% 16.07 Lowe's, Burlington West End Commons 241,000 100.0% 11.80 Costco, The Tile Shop, La-Z-Boy, Petco, Da Vita Dialysis Woodbridge Commons 225,000 100.0% 13.59 Walmart, Dollar Tree, Advance Auto Parts New York: Amherst Commons 312,000 90.1% 10.74 BJ's Wholesale Club, Burlington, LA Fitness Bruckner Commons (6) 351,000 85.5% 35.55 ShopRite, Burlington Shops at Bruckner (6) 113,000 100.0% 39.04 Aldi, Marshalls, Five Below, Old Navy Burnside Commons 100,000 89.3% 17.40 Bingo Wholesale (leased not commenced) Cross Bay Commons 44,000 95.8% 40.80 Northwell Health Dewitt (leased through 2041) (3) 46,000 100.0% 19.36 Best Buy Forest Commons 165,000 96.6% 25.02 Western Beef, Planet Fitness, Advance Auto Parts, NYC Public School Gun Hill Commons 81,000 100.0% 38.03 Aldi, Planet Fitness Henrietta Commons(leased through 2056) (3) 165,000 97.9% 4.69 Kohl's Huntington Commons 208,000 96.5% 21.81 ShopRite, Marshalls, Old Navy, Petco, Burlington Kingswood Crossing 107,000 84.4% 44.42 Target, Marshalls, Maimonides Medical, Visiting Nurse Services (lease not commenced) Meadowbrook Commons (leased through 2040) (3) 44,000 100.0% 22.31 Bob's Discount Furniture 21 Mount Kisco Commons 189,000 100.0% 17.63 Target, Stop & Shop New Hyde Park (leased through 2029) (3) 101,000 100.0% 21.93 Stop & Shop Yonkers Gateway 448,000 94.9% 20.16 Burlington, Marshalls, Homesense, Best Buy, DSW, PetSmart, Alamo Drafthouse Cinema Pennsylvania: Broomall Commons (6) 168,000 75.8% 16.40 Amazon Fresh, Planet Fitness, PetSmart, Nemours Children's Hospital Lincoln Plaza 228,000 100.0% 5.27 Lowe's, Community Aid, Mattress Firm MacDade Commons 102,000 100.0% 12.96 Walmart Marten Commons 185,000 100.0% 15.14 Kohl's, Ross Dress for Less, Staples, Petco Springfield (leased through 2025) (3) 41,000 100.0% 25.29 PetSmart Wilkes-Barre Commons 184,000 100.0% 13.12 Bob's Discount Furniture, Ross Dress for Less, Marshalls, Petco, Wren Kitchen Wyomissing (leased through 2065) (3) 76,000 100.0% 14.83 LA Fitness, PetSmart South Carolina: Charleston (leased through 2063) (3) 45,000 100.0% 15.96 Best Buy Virginia: Norfolk (leased through 2069) (3) 114,000 100.0% 7.79 BJ's Wholesale Club Puerto Rico: Shops at Caguas 356,000 90.6% 30.02 Sector Sixty6, Forever 21, Old Navy The Outlets at Montehiedra (6) 531,000 95.4% 21.75 The Home Depot, Marshalls, Caribbean Cinemas, Old Navy, Ralph's Food Warehouse (lease not commenced), T.J.
Biggest changeMaxx Rutherford Commons (leased through 2099) (3) 196,000 100.0% 13.98 Lowe's Stelton Commons (leased through 2039) (3) 56,000 100.0% 21.99 Staples, Party City Tonnelle Commons 410,000 100.0% 23.29 BJ's Wholesale Club, Walmart, PetSmart Totowa Commons 272,000 100.0% 21.49 The Home Depot, Staples, Tesla (lease not commenced), Lidl (lease not commenced), Boot Barn (lease not commenced) Town Brook Commons 231,000 98.7% 14.45 Stop & Shop, Kohl's West Branch Commons 279,000 98.7% 16.74 Lowe's, Burlington West End Commons 241,000 100.0% 11.89 Costco, The Tile Shop, La-Z-Boy, Petco, Da Vita Dialysis Woodbridge Commons 225,000 100.0% 14.04 Walmart, Dollar Tree, Advance Auto Parts New York: 21 Amherst Commons 311,000 98.1% 11.35 BJ's Wholesale Club, Burlington, LA Fitness, Bob's Discount Furniture, Ross (lease not commenced) Bruckner Commons (5) 335,000 82.0% 43.76 ShopRite, Burlington, BJ's Wholesale Club (lease not commenced) Shops at Bruckner (5) 113,000 100.0% 39.72 Aldi, Marshalls, Five Below, Old Navy Burnside Commons 100,000 91.4% 17.90 Bingo Wholesale Cross Bay Commons 44,000 95.8% 41.62 Northwell Health Dewitt (leased through 2041) (3) 46,000 100.0% 19.36 Best Buy Forest Commons 165,000 89.5% 26.49 Western Beef, Planet Fitness, Advance Auto Parts, NYC Public School Gun Hill Commons 81,000 100.0% 38.79 Aldi, Planet Fitness Henrietta Commons (leased through 2056) (3) 165,000 97.9% 4.71 Kohl's Huntington Commons 208,000 98.0% 22.19 ShopRite, Marshalls, Old Navy, Petco, Burlington Kingswood Crossing 107,000 84.4% 47.58 Target, Marshalls, Maimonides Medical, Visiting Nurse Services Meadowbrook Commons (leased through 2040) (3) 44,000 100.0% 22.31 Bob's Discount Furniture Mount Kisco Commons 189,000 100.0% 18.08 Target, Stop & Shop New Hyde Park (leased through 2029) (3) 101,000 100.0% 23.41 Stop & Shop Yonkers Gateway 448,000 95.5% 20.55 Burlington, Marshalls, HomeSense, Best Buy, DSW, PetSmart, Alamo Drafthouse Cinema, Wren Kitchens Pennsylvania: Broomall Commons (5) 170,000 100.0% 15.43 Amazon Fresh, Planet Fitness, PetSmart, Nemours Children's Hospital, Picklr (lease not commenced) Lincoln Plaza 228,000 100.0% 5.35 Lowe's, Community Aid, Mattress Firm MacDade Commons 102,000 100.0% 13.00 Walmart Marten Commons 185,000 100.0% 15.23 Kohl's, Ross Dress for Less, Staples, Petco Springfield (leased through 2025) (3) 41,000 100.0% 25.29 PetSmart Wilkes-Barre Commons 184,000 100.0% 13.34 Bob's Discount Furniture, Ross Dress for Less, Marshalls, Petco, Wren Kitchen Wyomissing (leased through 2065) (3) 76,000 100.0% 14.83 LA Fitness, PetSmart South Carolina: Charleston (leased through 2063) (3) 45,000 100.0% 15.96 Best Buy Virginia: Norfolk (leased through 2069) (3) 114,000 100.0% 7.79 BJ's Wholesale Club Puerto Rico: Shops at Caguas 356,000 96.6% 33.46 Sector Sixty6, Forever 21, Old Navy The Outlets at Montehiedra (5) 531,000 97.1% 24.21 The Home Depot, Marshalls, Caribbean Cinemas, Old Navy, Ralph's Food Warehouse, T.J.
Diablo), an 82.5% interest in Sunrise Mall in Massapequa, NY and lease 14 of our shopping centers under ground and/or building leases. As of December 31, 2023, we had $1.6 billion of outstanding mortgage indebtedness which is secured by our properties. The following pages provide details of our properties as of December 31, 2023.
Diablo), an 82.5% interest in Sunrise Mall in Massapequa, NY and lease 15 of our shopping centers under ground and/or building leases. As of December 31, 2024, we had $1.6 billion of outstanding mortgage indebtedness which is secured by our properties. The following pages provide details of our properties as of December 31, 2024.
Tenant leases under 10,000 square feet generally have lease terms of five years or less. Tenant leases comprising 10,000 square feet or more generally have lease terms of 10 to 25 years and are considered anchor leases with one or more renewal options available upon expiration of the initial lease term.
Tenant leases comprising 10,000 square feet or more generally have lease terms of 10 to 25 years and are considered anchor leases with one or more renewal options available upon expiration of the initial lease term.
Excluding the ground leases where the Company is the lessor, the weighted average annual rent per square foot for our retail portfolio is $22.47 per square foot. (3) The Company is a lessee under a ground or building lease. The total square feet disclosed for the building will revert to the lessor upon lease expiration.
Excluding the ground leases where the Company is the lessor, the weighted average annual rent per square foot for our retail portfolio is $23.32 per square foot. (3) The Company is a lessee under a ground or building lease. The total square feet disclosed for the building will revert to the lessor upon lease expiration.
ITEM 2. PROPERTIES As of December 31, 2023, our portfolio was comprised of 71 shopping centers, two outlet centers, two malls and one industrial building totaling approximately 17.1 million sf. We own our two outlet centers, one mall, one industrial building and 56 shopping centers 100% in fee simple. We own a 95% interest in Walnut Creek (Mt.
ITEM 2. PROPERTIES As of December 31, 2024, our portfolio was comprised of 71 shopping centers, two outlet centers and two malls totaling approximately 17.4 million sf. We own our two outlet centers, one mall and 55 shopping centers 100% in fee simple. We own a 95% interest in Walnut Creek (Mt.
Percentage rents accounted for approximately 1% of our total revenues for the year ended December 31, 2023. 22 Occupancy The following table sets forth the consolidated retail portfolio leased occupancy rate (excluding industrial and self-storage space), square footage and weighted average annual base rent per square foot of properties in our retail portfolio as of December 31 for the last five years: December 31, 2023 (1) 2022 (1) 2021 (1) 2020 2019 Total square feet 15,522,000 14,495,000 14,469,000 15,221,000 14,277,000 Occupancy rate 95.9 % 94.3 % 91.1 % 88.7 % 92.4 % Average annual base rent per sf $19.93 $19.89 $19.70 $18.97 $19.22 (1) Excludes Sunrise Mall and Kingswood Center for the year ended December 31, 2023, and also excludes Sunrise Mall for the years ended December 31, 2022 and 2021.
Occupancy The following table sets forth the consolidated retail portfolio leased occupancy rate (excluding industrial and self-storage space), square footage and weighted average annual base rent per square foot of properties in our retail portfolio as of December 31 for the last five years: December 31, 2024 (1) 2023 (1) 2022 (1) 2021 (1) 2020 Total square feet 16,064,000 15,522,000 14,495,000 14,469,000 15,221,000 Occupancy rate 96.8 % 95.9 % 94.3 % 91.1 % 88.7 % Average annual base rent per sf $20.79 $19.93 $19.89 $19.70 $18.97 (1) Excludes Sunrise Mall for the years ended December 31, 2024, 2023, 2022, and 2021 and excludes Kingswood Center for the year ended December 31, 2023.
The majority of our leases provide for reimbursements of real estate taxes, insurance and common area maintenance charges (including roof and structure in shopping centers, unless it is the tenant’s direct responsibility), and percentage rents based on tenant sales volume.
The majority of our leases provide for reimbursements of real estate taxes, insurance and common area maintenance charges (including roof and structure in shopping centers, unless it is the tenant’s direct responsibility), and percentage rents based on tenant sales volume. Percentage rents accounted for approximately 1% of our total revenues for the year ended December 31, 2024.
Maxx, Marshalls, Home Sense, Sierra Trading, Public Lands, Golf Galaxy, Nordstrom Rack, Hobby Lobby, AMC, Kohl's, Best Buy The Shops at Riverwood 79,000 100.0% 24.95 Price Rite, Planet Fitness, Goodwill Wonderland Marketplace 140,000 100.0% 14.05 Big Lots, Planet Fitness, Marshalls, Get Air Missouri: Manchester Plaza 131,000 100.0% 11.91 Pan-Asia Market, Academy Sports, Bob's Discount Furniture New Hampshire: Salem (leased through 2102) (3) 39,000 100.0% 10.40 Fun City New Jersey: Bergen Town Center - East 253,000 92.1% 21.97 Lowe's, Best Buy, REI 20 Bergen Town Center - West 1,018,000 96.3% 32.05 Target, Whole Foods Market, Burlington, Marshalls, Nordstrom Rack, Saks Off 5th, HomeGoods, H&M, Bloomingdale's Outlet, Nike Factory Store, Old Navy, Kohl's Briarcliff Commons 180,000 94.8% 24.65 Uncle Giuseppe's, Kohl's Brick Commons 273,000 98.7% 21.07 ShopRite, Kohl's, Marshalls, Old Navy Brunswick Commons 427,000 100.0% 15.16 Lowe's, Kohl's, Dick's Sporting Goods, P.C.
Maxx, Marshalls, Home Sense, Sierra Trading, Public Lands, Golf Galaxy, Nordstrom Rack, Hobby Lobby, AMC, Kohl's, Best Buy 20 The Shops at Riverwood 79,000 100.0% 25.80 Price Rite, Planet Fitness, Goodwill Wonderland Marketplace 140,000 100.0% 14.22 Big Lots, Planet Fitness, Marshalls, Get Air Missouri: Manchester Plaza 131,000 100.0% 12.09 Pan-Asia Market, Academy Sports, Bob's Discount Furniture New Hampshire: Salem (leased through 2102) (3) 39,000 100.0% 10.61 Fun City New Jersey: Bergen Town Center - East (7) 253,000 92.1% 22.56 Lowe's, Best Buy, REI Bergen Town Center - West 1,018,000 95.5% 33.58 Target, Whole Foods Market, Burlington, Marshalls, Nordstrom Rack, Saks Off 5th, HomeGoods, H&M, Bloomingdale's Outlet, Nike Factory Store, Old Navy, Kohl's, World Market (lease not commenced) Briarcliff Commons 180,000 100.0% 25.03 Uncle Giuseppe's, Kohl's Brick Commons 277,000 100.0% 22.06 ShopRite, Kohl's, Marshalls, Old Navy Brunswick Commons 427,000 100.0% 16.17 Lowe's, Kohl's, Dick's Sporting Goods, P.C.
The following table sets forth the occupancy rate, square footage and weighted average annual base rent per square foot of our industrial properties as of December 31 for the last five years: December 31, 2023 2022 2021 2020 2019 Total square feet 127,000 1,345,000 1,345,000 1,070,000 943,000 Occupancy rate 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % Average annual base rent per sf $13.35 $8.89 $6.04 $6.34 $5.70 Major Tenants The following table sets forth information for our ten largest tenants by total revenues for the year ended December 31, 2023: Tenant Number of Stores Square Feet % of Total Square Feet 2023 Revenues (1) (in thousands) % of Total Revenues The Home Depot 6 770,742 4.6% $21,513 5.2% The TJX Companies (2) 22 723,350 4.3% 18,476 4.4% Lowe's Companies 6 976,415 5.8% 14,200 3.4% Walmart 5 708,435 4.2% 12,915 3.1% Kohl’s 9 855,561 5.1% 11,910 2.9% Best Buy 9 409,641 2.4% 11,026 2.6% Burlington 8 441,270 2.6% 10,639 2.6% ShopRite 5 361,683 2.1% 9,926 2.4% BJ's Wholesale Club 4 454,297 2.7% 8,719 2.1% PetSmart 12 278,451 1.6% 8,044 1.9% (1) Based on contractual revenues as determined by the tenants’ operating lease agreements.
The following table sets forth the occupancy rate, square footage and weighted average annual base rent per square foot of our industrial properties as of December 31 for the last five years: December 31, 2024 2023 2022 2021 2020 Total square feet — 127,000 1,345,000 1,345,000 1,070,000 Occupancy rate — % 100.0 % 100.0 % 100.0 % 100.0 % Average annual base rent per sf $— $13.35 $8.89 $6.04 $6.34 Major Tenants The following table sets forth information for our ten largest tenants by total revenues for the year ended December 31, 2024: Tenant Number of Stores Square Feet % of Total Square Feet 2024 Revenues (1) (in thousands) % of Total Revenues The TJX Companies (2) 28 873,159 5.0% $22,338 5.0% Walmart 6 872,522 5.0% 17,403 3.9% Kohl’s 9 855,561 4.9% 15,261 3.4% Best Buy 9 409,641 2.4% 15,069 3.4% Lowe’s Companies 6 976,415 5.6% 13,731 3.1% The Home Depot 5 538,742 3.1% 13,200 3.0% Burlington 9 468,606 2.7% 12,077 2.7% PetSmart 12 278,451 1.6% 11,390 2.6% ShopRite 5 361,053 2.1% 9,459 2.1% BJ's Wholesale Club 4 454,297 2.6% 9,422 2.1% (1) Based on contractual revenues as determined by the tenants’ operating lease agreements.
Richard & Son Kearny Commons 121,000 100.0% 24.47 LA Fitness, Marshalls, Ulta Kennedy Commons 62,000 100.0% 15.56 Food Bazaar Lodi Commons 43,000 100.0% 20.69 Dollar Tree Manalapan Commons 200,000 93.7% 23.17 Best Buy, Raymour & Flanigan, PetSmart, Avalon Flooring, Atlantic Health (lease not commenced), national apparel retailer (lease not commenced) Marlton Commons 214,000 100.0% 16.69 ShopRite, Kohl's, PetSmart Millburn 104,000 89.5% 29.05 Trader Joe's, CVS, PetSmart Montclair 18,000 100.0% 32.00 Whole Foods Market Paramus (leased through 2033) (3) 63,000 100.0% 49.97 24 Hour Fitness Plaza at Cherry Hill 417,000 83.1% 13.42 Aldi, Total Wine, LA Fitness, Raymour & Flanigan, Guitar Center, Sam Ash Music Plaza at Woodbridge 331,000 81.2% 20.36 Best Buy, Raymour & Flanigan, Lincoln Tech, UFC Gym (lease not commenced), and buybuy Baby Rockaway River Commons 189,000 96.8% 15.25 ShopRite, T.J.
Richard & Son Hudson Mall 381,000 73.5% 17.57 Marshalls, Big Lots, Retro Fitness, Staples, Old Navy Kearny Commons 123,000 100.0% 25.33 LA Fitness, Marshalls, Ulta Kennedy Commons 62,000 100.0% 15.67 Food Bazaar Lodi Commons 43,000 100.0% 20.94 Dollar Tree Ledgewood Commons (5) 447,000 99.3% 15.30 Walmart, Ashley Furniture, At Home, Barnes & Noble, Burlington, DSW, Marshalls, Old Navy, Ulta Manalapan Commons 200,000 93.7% 23.44 Best Buy, Raymour & Flanigan, PetSmart, Avalon Flooring, Atlantic Health (lease not commenced), Nordstrom Rack (lease not commenced) Marlton Commons 214,000 100.0% 17.50 ShopRite, Kohl's, PetSmart Millburn 104,000 89.5% 29.93 Trader Joe's, CVS, PetSmart Montclair 18,000 100.0% 32.00 Whole Foods Market Paramus (leased through 2033) (3) 63,000 100.0% 49.97 24 Hour Fitness Plaza at Cherry Hill 417,000 80.7% 13.86 Aldi, Total Wine, LA Fitness, Raymour & Flanigan, Guitar Center, Sam Ash Music Plaza at Woodbridge 293,000 96.7% 21.54 Best Buy, Raymour & Flanigan, Lincoln Tech, UFC Gym, national grocer (lease not commenced) Rockaway River Commons 189,000 96.8% 15.40 ShopRite, T.J.
Maxx, Visiting Nurse Service of NY Sunrise Mall (4)(6)(7) 1,228,000 30.5% 10.55 Macy's, Dick's Sporting Goods, Dave & Busters, Home Goods Total Urban Edge Properties 17,006,000 91.0% $19.69 (1) Percent leased is expressed as the percentage of gross leasable area subject to a lease, excluding temporary tenants. The Company also excludes 58,000 sf of self-storage from the report above.
Maxx, Burlington (lease not commenced) Total Retail Portfolio 16,064,000 96.8% $20.79 Sunrise Mall (4)(5)(6) 1,228,000 25.6% 7.35 Macy's, Dick's Sporting Goods Total Urban Edge Properties 17,292,000 91.7% $20.52 (1) Percent leased is expressed as the percentage of gross leasable area subject to a lease, excluding temporary tenants. The Company also excludes 58,000 sf of self-storage from the report above.
Maxx, LA Fitness Carlstadt Commons (leased through 2050) (3) 78,000 98.3% 24.26 Stop & Shop Garfield Commons 298,000 100.0% 16.28 Walmart, Burlington, Marshalls, PetSmart, Ulta Greenbrook Commons 170,000 95.9% 18.64 BJ's Wholesale Club, Aldi Hackensack Commons 275,000 99.2% 25.89 The Home Depot, 99 Ranch, Staples, Petco Hanover Commons 343,000 99.3% 21.86 The Home Depot, Dick's Sporting Goods, Saks Off Fifth, Marshalls Hazlet 95,000 100.0% 3.96 Stop & Shop (5) Hudson Mall 381,000 83.0% 18.34 Marshalls, Big Lots, Retro Fitness, Staples, Old Navy Hudson Commons 236,000 100.0% 14.02 Lowe's, P.C.
Maxx, LA Fitness Carlstadt Commons (leased through 2050) (3) 78,000 98.3% 21.69 Food Bazaar Garfield Commons 298,000 100.0% 16.38 Walmart, Burlington, Marshalls, PetSmart, Ulta Greenbrook Commons 170,000 98.3% 20.00 BJ's Wholesale Club, Aldi Hackensack Commons 275,000 100.0% 26.29 The Home Depot, 99 Ranch, Staples, Petco Hanover Commons 343,000 100.0% 23.30 The Home Depot, Dick's Sporting Goods, Saks Off Fifth, Marshalls Heritage Square (5) 87,000 100.0% 31.19 HomeSense, Sierra Trading Post, Ulta Hudson Commons 236,000 100.0% 14.33 Lowe's, P.C.
Diablo) (4) 7,000 100.0% $69.26 Sweetgreen Walnut Creek (Olympic) 31,000 100.0% 80.50 Anthropologie Connecticut: Newington Commons 189,000 90.0% 9.50 Walmart, Staples Maryland: Goucher Commons 155,000 92.5% 26.52 Sprouts, HomeGoods, Five Below, Ulta, Kirkland's, DSW, Golf Galaxy Rockville Town Center 98,000 100.0% 16.51 Regal Entertainment Group Wheaton (leased through 2060) (3) 66,000 100.0% 18.35 Best Buy Woodmore Towne Centre 712,000 97.7% 18.07 Costco, Wegmans, At Home, Best Buy, LA Fitness, Nordstrom Rack Massachusetts: Cambridge (leased through 2033) (3) 48,000 100.0% 28.06 PetSmart, Central Rock Gym Gateway Center (6) 640,000 100.0% 9.69 Costco, Target, Home Depot, Total Wine Shoppers World (6) 752,000 100.0% 22.50 T.J.
Maxx Wheaton (leased through 2060) (3) 66,000 100.0% 18.35 Best Buy Woodmore Towne Centre 712,000 98.8% 18.44 Costco, Wegmans, At Home, Best Buy, LA Fitness, Nordstrom Rack Massachusetts: Cambridge (leased through 2033) (3) 48,000 100.0% 28.32 PetSmart, Central Rock Gym Gateway Center (5) 640,000 100.0% 9.72 Costco, Target, Home Depot, Total Wine Shoppers World (5) 752,000 99.8% 22.50 T.J.
(4) We own 95% of Walnut Creek (Mt. Diablo) and 82.5% of Sunrise Mall with the remaining portions in each case owned by joint venture partners. (5) The tenant never commenced operations at this location but continues to pay rent.
(4) We own 95% of Walnut Creek (Mt. Diablo) and 82.5% of Sunrise Mall with the remaining portions in each case owned by joint venture partners. (5) Not included in the same-property pool for the purposes of calculating same-property metrics for the quarters ended December 31, 2024 and 2023.
Maxx (3), HomeGoods (3) and Homesense (2). 23 Lease Expirations The following table sets forth the anticipated expirations of tenant leases in our consolidated retail portfolio for each year from 2023 through 2034 and thereafter, assuming no exercise of renewal options or early termination rights: Percentage of Weighted Average Annual Number of Square Feet of Retail Properties Base Rent of Expiring Leases Year Expiring Leases Expiring Leases Square Feet Total Per Square Foot Month-To-Month 35 122,000 0.8% $ 3,612,420 $ 29.61 2024 61 679,000 4.4% 12,262,740 18.06 2025 110 1,518,000 9.8% 29,509,920 19.44 2026 114 1,070,000 6.9% 26,632,300 24.89 2027 118 1,387,000 8.9% 23,842,530 17.19 2028 101 1,287,000 8.3% 32,059,170 24.91 2029 120 2,376,000 15.3% 53,958,960 22.71 2030 53 1,438,000 9.3% 19,628,700 13.65 2031 36 1,143,000 7.4% 18,139,410 15.87 2032 52 459,000 3.0% 10,006,200 21.80 2033 53 808,000 5.2% 15,448,960 19.12 2034 54 901,000 5.8% 20,317,550 22.55 Thereafter 49 1,691,000 10.8% 31,046,760 18.36 Subtotal/Average 956 14,879,000 95.9% $ 296,538,470 $ 19.93 Vacant 148 643,000 4.1% N/A N/A Total (1) 1,104 15,522,000 100.0% $ 296,538,470 N/A (1) Total lease count excludes industrial tenant leases, temporary tenant leases, cart and kiosk leases, Sunrise Mall and Kingswood Center.
Maxx (5), HomeGoods (3), HomeSense (3), and Sierra Trading Post (1). 23 Lease Expirations The following table sets forth the anticipated expirations of tenant leases in our consolidated retail portfolio for each year from 2025 through 2035 and thereafter, assuming no exercise of renewal options or early termination rights: Percentage of Weighted Average Annual Number of Square Feet of Retail Properties Base Rent of Expiring Leases Year Expiring Leases Expiring Leases Square Feet Total Per Square Foot Month-To-Month 38 185,000 1.2% $ 3,200,500 $ 17.30 2025 76 549,000 3.4% 13,132,080 23.92 2026 125 1,055,000 6.6% 27,735,950 26.29 2027 141 1,374,000 8.6% 26,160,960 19.04 2028 108 1,220,000 7.6% 31,195,400 25.57 2029 160 2,840,000 17.7% 67,677,200 23.83 2030 91 2,372,000 14.8% 34,488,880 14.54 2031 57 1,403,000 8.7% 22,237,550 15.85 2032 59 492,000 3.1% 11,227,440 22.82 2033 61 859,000 5.3% 18,923,770 22.03 2034 67 1,022,000 6.4% 22,381,800 21.90 2035 48 831,000 5.2% 17,708,610 21.31 Thereafter 48 1,347,000 8.2% 27,168,990 20.17 Subtotal/Average 1,079 15,549,000 96.8% $ 323,263,710 $ 20.79 Vacant 113 515,000 3.2% N/A N/A Total (1) 1,192 16,064,000 100.0% $ 323,263,710 N/A (1) Total lease count excludes temporary tenant leases, cart and kiosk leases and Sunrise Mall.
(6) Not included in the same-property pool for the purposes of calculating same-property NOI for the quarter ended December 31, 2023 and 2022. (7) A portion of the property is under a ground lease through 2069. As of December 31, 2023, we had approximately 1,000 leases.
(7) A portion of the property is classified as held for sale as of December 31, 2024. 22 As of December 31, 2024, we had approximately 1,100 leases. Tenant leases under 10,000 square feet generally have lease terms of five years or less.
Removed
Maxx (lease not commenced), Burlington (lease not commenced) Total Retail Portfolio 15,522,000 95.9% $19.93 INDUSTRIAL: Lodi Route 17 127,000 100.0% 13.35 AAA Wholesale Group Total Industrial 127,000 100.0% $13.35 Kingswood Center (6) 129,000 73.5% 26.61 T.J.
Added
Diablo) (4) 7,000 100.0% $69.90 Sweetgreen Walnut Creek (Olympic) 31,000 100.0% 80.50 Anthropologie Connecticut: Newington Commons 189,000 90.0% 9.50 Walmart, Staples Maryland: Goucher Commons 155,000 92.5% 26.61 Sprouts, HomeGoods, Five Below, Ulta, Kirkland's, DSW, Golf Galaxy Rockville Town Center 98,000 100.0% 16.41 Regal Entertainment Group The Village at Waugh Chapel (5) 382,000 97.9% 24.09 Safeway, LA Fitness, Marshalls, Home Goods, T.J.
Added
See “Non-GAAP Financial Measures” included in Part II, Item 7 of this Annual Report on Form 10-K for more information. (6) A portion of the property is under a ground lease through 2069.
Added
In June 2024, Kingswood Center was foreclosed on, and the lender took possession of the property.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

15 edited+0 added−0 removed16 unchanged
Biggest changeCumulative (1) Total Return % Total Return $ as of Stock/Index 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 UE 35.8 100.0 120.8 85.8 130.1 100.4 135.8 S&P 500 109.0 100.0 132.6 157.0 202.1 165.5 209.0 Russell 2000 62.1 100.0 126.5 151.8 174.3 138.7 162.1 Dow Jones Equity All REIT 44.8 100.0 129.0 122.8 173.4 130.1 144.8 Dow Jones US Real Estate Strip Centers 24.1 100.0 126.2 86.6 124.7 112.5 124.1 (1) Cumulative total return is for the five years commencing December 31, 2018 and ending December 31, 2023. 26 Operating Partnership Market Information and Distributions There is no established public market for our general and common limited partnership interests in the operating partnership (“OP Units”).
Biggest changeCumulative (1) Total Return % Total Return $ as of Stock/Index 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 UE 36.7 100.0 71.0 107.7 83.1 112.3 136.7 S&P 500 97.0 100.0 118.4 152.4 124.8 157.6 197.0 Russell 2000 42.9 100.0 120.0 137.7 109.6 128.1 142.9 Dow Jones Equity All REIT 17.7 100.0 95.2 134.4 100.8 112.2 117.7 Dow Jones US Real Estate Strip Centers 15.0 100.0 68.6 98.8 89.2 98.3 115.0 (1) Cumulative total return is for the five years commencing December 31, 2019 and ending December 31, 2024. 26 Urban Edge Properties and Urban Edge Properties LP Market Information and Distributions There is no established public market for our general and common limited partnership interests in the operating partnership (“OP Units”).
As of December 31, 2023, the Company has repurchased 5.9 million common shares at a weighted average share price of $9.22, for a total of $54.1 million. All share repurchases by the Company were completed between March and April of 2020. There is approximately $145.9 million remaining for share repurchases under this program.
As of December 31, 2024, the Company has repurchased 5.9 million common shares at a weighted average share price of $9.22, for a total of $54.1 million. All share repurchases by the Company were completed between March and April of 2020. There is approximately $145.9 million remaining for share repurchases under this program.
In March 2020, our Board of Trustees authorized a share repurchase program for up to $200 million of the Company’s common shares. During the years ended December 31, 2023 and 2022, no shares were repurchased.
In March 2020, our Board of Trustees authorized a share repurchase program for up to $200 million of the Company’s common shares. During the years ended December 31, 2024 and 2023, no shares were repurchased.
No assurances can be given regarding what portion, if any, of distributions in 2023 or subsequent years will constitute a return of capital for federal income tax purposes.
No assurances can be given regarding what portion, if any, of distributions in 2024 or subsequent years will constitute a return of capital for federal income tax purposes.
We have determined the dividends paid on our common shares during 2023 and 2022 qualify for the following tax treatment: Total Distribution per Share Ordinary Dividends Long Term Capital Gains Return of Capital 2023 $ 0.64 $ 0.56 $ 0.08 $ — 2022 0.64 0.64 — — 25 Total Shareholder Return Performance The following performance graph compares the cumulative total shareholder return of our common shares with the Russell 2000 Index, the S&P 500 Index, Dow Jones Equity All REIT (previously SNL U.S.
We have determined the dividends paid on our common shares during 2024 and 2023 qualify for the following tax treatment: Total Distribution per Share Ordinary Dividends Long Term Capital Gains Return of Capital 2024 $ 0.68 $ 0.62 $ 0.06 $ — 2023 0.64 0.56 0.08 — 25 Total Shareholder Return Performance The following performance graph compares the cumulative total shareholder return of our common shares with the Russell 2000 Index, the S&P 500 Index, Dow Jones Equity All REIT (previously SNL U.S.
The performance graph shall not be deemed incorporated by reference by any general statement incorporating by reference this annual report into any filing under the Securities Act of 1933, as amended, or the Exchange Act except to the extent we specifically incorporate this information by reference, and shall not otherwise be deemed filed under such acts.
The performance graph shall not be deemed incorporated by reference by any general statement incorporating by reference this annual report into any filing under the Securities Act, or the Exchange Act except to the extent we specifically incorporate this information by reference, and shall not otherwise be deemed filed under such acts.
COMPARISON OF CUMULATIVE TOTAL RETURN (1) (1) $100 invested on December 31, 2018 in stock or index, including reinvestment of dividends.
COMPARISON OF CUMULATIVE TOTAL RETURN (1) (1) $100 invested on December 31, 2019 in stock or index, including reinvestment of dividends.
REIT Equity Index) and the Dow Jones US Real Estate Strip Centers (previously SNL REIT Retail Shopping Center Index) as provided by SNL Financial LC, for the five years commencing December 31, 2018 and ending December 31, 2023, assuming an investment of $100 and the reinvestment of all dividends into additional common shares during the holding period.
REIT Equity Index) and the Dow Jones US Real Estate Strip Centers (previously SNL U.S. REIT Retail Shopping Center Index) as provided by SNL Financial LC, for the five years commencing December 31, 2019 and ending December 31, 2024, assuming an investment of $100 and the reinvestment of all dividends into additional common shares during the holding period.
Such units were issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act. Purchases of Equity Securities by the Issuer and Affiliated Purchasers During the year ended December 31, 2023, 10,178 restricted common shares were forfeited by former employees in connection with their departure from the Company.
Such units were issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act. Purchases of Equity Securities by the Issuer and Affiliated Purchasers During the year ended December 31, 2024, 6,792 restricted common shares were forfeited by former employees in connection with their departure from the Company.
Our Board of Trustees declared a quarterly dividend of $0.16 per share/unit for each of the four quarters in 2023 and 2022. During the years ended December 31, 2023 and 2022, the Company declared distributions on common shares and OP units of $0.64 per share/unit in the aggregate.
Our Board of Trustees declared a quarterly dividend of $0.17 and $0.16 per share/unit for each of the four quarters in 2024 and 2023, respectively. During the years ended December 31, 2024 and 2023, respectively, the Company declared distributions on common shares and OP units of $0.68 and $0.64 per share/unit in the aggregate.
We did not repurchase any of our equity securities during the year ended December 31, 2023. Our employees will at times surrender common shares owned by them to satisfy statutory minimum federal, state and local tax obligations associated with the vesting of their restricted common shares. During the year ended December 31, 2023, 7,637 restricted common shares were surrendered.
We did not repurchase any of our equity securities during the year ended December 31, 2024. Our employees will at times surrender common shares owned by them to satisfy statutory minimum federal, state and local tax obligations associated with the vesting of their restricted common shares. During the year ended December 31, 2024, 11,117 restricted common shares were surrendered.
During the year ended, December 31, 2023, in connection with issuances of common shares by the Company pursuant to the Urban Edge Properties 2015 Employee Share Purchase Plan, the Operating Partnership issued an aggregate of 26,054 common limited partnership units to the Company in exchange for approximately $0.3 million, the aggregate proceeds of such common share issuances to the Company.
During the year ended December 31, 2024, in connection with issuances of common shares by the Company pursuant to the Urban Edge Properties 2015 Employee Share Purchase Plan, the Operating Partnership issued an aggregate of 21,551 common limited partnership units to the Company in exchange for approximately $0.3 million, the aggregate proceeds of such common share issuances to the Company.
During the year ended December 31, 2023, 70,000 units were redeemed for common shares and no units were redeemed for cash. Recent Sales of Unregistered Shares During the year ended December 31, 2023, the Company issued an aggregate of 70,000 common shares in exchange for 70,000 common limited partnership units held by certain limited partners of the Operating Partnership.
During the year ended December 31, 2024, 301,583 units were redeemed for common shares and no units were redeemed for cash. Recent Sales of Unregistered Shares During the year ended December 31, 2024, the Company issued an aggregate of 301,583 common shares in exchange for 301,583 common limited partnership units held by certain limited partners of the Operating Partnership.
As of February 2, 2024, there were approximately 1,177 holders of record of our common shares. The Company elected to be taxed as a REIT under sections 856-860 of the Code, commencing with the filing of its 2015 tax return for its tax year ended December 31, 2015.
As of February 6, 2025, there were approximately 958 holders of record of our common shares. The Company elected to be taxed as a REIT under sections 856-860 of the Code, commencing with the filing of its 2015 tax return for its tax year ended December 31, 2015.
As of February 2, 2024, there were 117,727,117 general partnership units outstanding and 5,659,781 common limited partnership units outstanding, held by approximately 1,177 and 43 holders of record, respectively.
As of February 6, 2025, there were 125,459,966 general partnership units outstanding and 6,959,895 common limited partnership units outstanding, held by approximately 958 and 57 holders of record, respectively.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeWe expect to continue to add value to our portfolio through executing our leasing pipeline, active development, redevelopment and anchor repositioning projects, commencing leases signed but not yet opened and identifying additional capital recycling opportunities. 2023 Highlights Set forth below are highlights of our leasing activities, completed and activated development, redevelopment and anchor repositioning projects, and property acquisitions: • Signed 64 new leases totaling approximately 486,201 square feet, including 49 new leases on a same-space (1) basis totaling 418,322 square feet at an average rental rate of $29.64 per square foot on a GAAP basis and $27.86 per square foot on a cash basis, resulting in average rent spreads of 39.0% on a GAAP basis and 24.2% on a cash basis; • Renewed or extended 110 leases totaling 1,519,738 square feet, all of which are on a same-space (1) basis, at an average rental rate of $24.35 per square foot on a GAAP basis and $23.95 per square foot on a cash basis, generating average rent spreads of 10.2% on a GAAP basis and 8.4% on a cash basis; 28 • Completed 11 development, redevelopment and anchor repositioning projects, aggregating $58.6 million, seven of which stabilized during the fourth quarter, highlighted by the opening of Sector Sixty6 at Shops at Caguas in October 2023; • Activated 12 development, redevelopment, and anchor repositioning projects aggregating $60.9 million, expected to generate an approximate 20% unleveraged yield; • Refinanced the $300 million mortgage secured by the Outlets at Bergen Town Center with a 7-year, $290 million loan at a fixed rate of 6.3%; • Refinanced the $117 million outstanding mortgage secured by Shops at Caguas (formerly Las Catalinas Mall) with a 10-year, $82 million loan at a fixed rate of 6.6%.
Biggest changeWe expect to continue to add value to our portfolio through executing our leasing pipeline, active development, redevelopment and anchor repositioning projects, commencing leases signed but not yet opened and identifying additional accretive capital recycling opportunities. 2024 Highlights Set forth below are highlights of our leasing activities, completed and activated development, redevelopment and anchor repositioning projects, financings, refinancings, and property acquisitions and dispositions: 28 • Signed 79 new leases totaling 485,153 square feet, including 55 new leases on a same-space (1) basis totaling 334,972 square feet at an average rental rate of $31.34 per square foot on a GAAP basis and $27.95 per square foot on a cash basis, generating average rent spreads of 47.3% on a GAAP basis and 25.7% on a cash basis; • Renewed or extended 86 leases totaling 1,910,688 square feet, including 84 leases on a same-space (1) basis totaling 1,682,610 square feet, at an average rental rate of $19.92 per square foot on a GAAP basis and $19.60 per square foot on a cash basis, generating average rent spreads of 11.3% on a GAAP basis and 9.3% on a cash basis; • Acquired three properties in our core market of the Washington, D.C. to Boston corridor, totaling 917,000 square feet, for an aggregate purchase price of $245.3 million, inclusive of transaction costs, at an average capitalization rate of 7%; • Sold three single-tenant and non-core properties, totaling 454,000 square feet, for an aggregate gross price of $108.9 million at an average capitalization rate of 5%; • Completed five development, redevelopment and anchor repositioning projects, aggregating $29.7 million, expected to generate an approximate 16% unleveraged yield; • Activated eight development, redevelopment, and anchor repositioning projects aggregating $14.7 million, expected to generate an approximate 25% unleveraged yield; • Paid off three single-asset, non-recourse, variable rate mortgage loans aggregating $75.7 million in January 2024 that were due to mature in the fourth quarter of 2024 and had interest rates of 7.34% on the date of repayment; • Refinanced two single-asset, non-recourse mortgages with two new loans aggregating $100 million with a weighted average interest rate of 5.8%; • Financed three assets with individual non-recourse mortgages aggregating $111 million with a weighted average interest rate of 5.9%; • Assumed a $60 million fixed rate mortgage with a below-market interest rate of 3.76% in connection with the acquisition of The Village at Waugh Chapel, partially financing the purchase; and • Issued 7,097,124 common shares at a weighted average gross price of $18.71 per share under our $250 million at-the-market equity offering program (the “ATM program”), generating cash proceeds of $131.1 million, net of commissions paid to distribution agents.
These estimates are prepared using management’s best judgment, after considering past and current events and economic conditions. In addition, certain information relied upon by management in preparing such estimates includes internally generated financial and operating information, external market information, when available, and when necessary, information obtained from consultations with third-party experts. Actual results could differ from these estimates.
These estimates are prepared using management’s best judgment, after considering past and current events and economic conditions. In addition, certain information relied upon by management in preparing such estimates includes internally generated financial and operating information, external market information, when available, and when necessary, information obtained from 29 consultations with third-party experts. Actual results could differ from these estimates.
The following accounting estimates are considered critical because they are particularly dependent on management’s judgment about matters that have a significant level of uncertainty at the time the 29 accounting estimates are made, and changes to those estimates could have a material impact on our financial condition or operating results.
The following accounting estimates are considered critical because they are particularly dependent on management’s judgment about matters that have a significant level of uncertainty at the time the accounting estimates are made, and changes to those estimates could have a material impact on our financial condition or operating results.
Additional requirements per the update include disclosures for significant segment expenses, measures of profit or loss used by the Chief Operating Decision Maker and how these measures are used to allocate resources and assess segment performance.
Additional requirements per the update include disclosures for significant segment expenses, measures of profit or loss used by the Chief Operating Decision Maker (the “CODM”) and how these measures are used to allocate resources and assess segment performance.
A discussion of 2021 items and year-to-year comparisons between 2022 and 2021 are not included in this Annual Report on Form 10-K but can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
A discussion of 2022 items and year-to-year comparisons between 2023 and 2022 are not included in this Annual Report on Form 10-K but can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
Further information on these allocations can be found in Part II, Item 8, Note 4 of this Annual Report on Form 10-K. We have had no changes to our methods of fair value assessment and allocations during the year ended December 31, 2023.
Further information on these allocations can be found in Part II, Item 8, Note 4 of this Annual Report on Form 10-K. We have had no changes to our methods of fair value assessment and allocations during the year ended December 31, 2024.
Interest on variable rate debt is computed using rates in effect as of December 31, 2023. See Note 6 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for further information.
Interest on variable rate debt is computed using rates in effect as of December 31, 2024. See Note 6 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for further information.
We assess fair value based on estimated cash flow projections utilizing appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors including historical operating results, known trends, and market/economic conditions.
We assess fair value based on estimated cash flow projections utilizing appropriate discount and capitalization rates and available market information, including market-based rental revenues. Estimates of future cash flows are based on a number of factors including historical operating results, known trends, and market/economic conditions.
(1) Same-space leases represent those leases signed on spaces for which there was a previous lease. 2024 Outlook We intend to create value and grow earnings, funds from operations, and cash flows by: • Adding essential tenants to our properties and positioning our retail environments with a mix of high-quality tenants including grocers, discounters, premium healthcare operators and elevated food offerings; • Managing our balance sheet to allow for flexibility and execution on financing, refinancing, or prepayment opportunities when identified; • Managing and monitoring property operating and general and administrative expenses and identifying opportunities for savings; • Leasing vacant spaces, proactively extending leases, managing the exercise of tenant options and, when possible, replacing underperforming tenants with operators that can pay higher rents and positively impact our properties; • Expediting the delivery of space to tenants and the collection of rents from executed leases that have not yet commenced; • Generating additional income from our existing assets by redeveloping underutilized existing space, repositioning anchors, and monetizing unused land by developing new spaces and pad sites and researching additional income producing uses; and • Recycling capital by divesting non-retail and smaller assets in non-core markets and acquiring assets that meet our investment criteria in our target markets.
(1) Same-space leases represent those leases signed on spaces for which there was a previous lease. 2025 Outlook We intend to create value and grow earnings, funds from operations, and cash flows by: • Adding essential tenants to our properties and positioning our retail assets with a mix of high-quality, credit tenants including grocers, discounters, premium healthcare operators and elevated food offerings; • Managing our balance sheet to allow for flexibility and execution on financing, refinancing, or prepayment opportunities when identified; • Managing and monitoring property operating and general and administrative expenses and identifying opportunities for savings; • Leasing vacant spaces, proactively extending leases, managing the exercise of tenant options and, when possible, replacing underperforming tenants with operators that can pay higher rents and positively impact our properties; • Expediting the delivery of space to tenants and the collection of rents from executed leases that have not yet rent commenced; • Generating additional income from our existing assets by redeveloping underutilized existing space, repositioning anchors, and monetizing unused land by developing new spaces and pad sites and researching additional income producing uses; and • Recycling capital by divesting non-retail and smaller assets in non-core markets and single-tenant assets with low growth, and acquiring assets that meet our investment criteria in our target markets.
Estimated fair value may be based on discounted future cash flows utilizing appropriate discount and capitalization rates and, in addition to available market information, third-party appraisals, broker selling estimates or sale agreements under negotiation. Impairment analyses are based on our current plans, intended holding periods and available market information at the time the analyses are prepared.
Estimated fair value may be based on discounted future cash flows utilizing appropriate discount and capitalization rates, future market rental rates and, in addition to available market information, third-party appraisals, broker selling estimates or sale agreements under negotiation. Impairment assessments are based on our current plans, intended holding periods and available market information at the time the assessments are prepared.
Comparison of the Year Ended December 31, 2022 to December 31, 2021 Discussions of 2022 items and comparisons between the year ended December 31, 2022 and 2021, respectively, that are not included in this Report can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
Comparison of the Year Ended December 31, 2023 to December 31, 2022 Discussions of 2023 items and comparisons between the years ended December 31, 2023 and 2022 that are not included in this Report can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
This section of this Annual Report on Form 10-K generally discusses 2023 and 2022 items and provides a year-to-year comparison between 2023 and 2022.
This section of this Annual Report on Form 10-K generally discusses 2024 and 2023 items and provides a year-to-year comparison between 2024 and 2023.
In the case that these assumptions change materially, they could have a material impact on our results and financial statements. During 2023, we acquired two properties and utilized the above factors, including the use of a third party, to allocate the purchase price of these properties among various assets and liabilities.
In the case that these assumptions change materially, they could have a material impact on our results and financial statements. During 2024, we acquired three properties and utilized the above factors, including the use of a third party, to allocate the purchase price of these properties among various assets and liabilities.
The Operating Partnership’s capital includes general and common limited partnership interests in the operating partnership (“OP Units”). As of December 31, 2023, Urban Edge owned approximately 95.4% of the outstanding common OP Units with the remaining limited OP Units held by members of management, Urban Edge’s Board of Trustees and contributors of property interests acquired.
The Operating Partnership’s capital includes general and common limited partnership interests in the operating partnership (“OP Units”). As of December 31, 2024, Urban Edge owned approximately 95.2% of the outstanding common OP Units with the remaining limited OP Units held by members of management, Urban Edge’s Board of Trustees and contributors of property interests acquired.
Throughout this section, we have provided certain information on a “same-property” basis which includes the results of operations that were owned and operated for the entirety of the reporting periods being compared, which total 66 properties for the years ended December 31, 2023 and 2022.
Throughout this section, we have provided certain information on a “same-property” basis which includes the results of operations that were owned and operated for the entirety of the reporting periods being compared, which total 65 properties for the years ended December 31, 2024 and 2023.
The following table reflects the reconciliation of net income to FFO for the years ended December 31, 2023 and 2022.
The following table reflects the reconciliation of net income to FFO for the years ended December 31, 2024 and 2023.
Our status as a REIT requires that we generally distribute at least 90% of our REIT’s ordinary taxable income each year. Our Board of Trustees declared a quarterly dividend of $0.16 per common share and OP unit for each of the four quarters in 2023, or an annual rate of $0.64.
Our status as a REIT requires that we generally distribute at least 90% of our REIT’s ordinary taxable income each year. Our Board of Trustees declared a quarterly dividend of $0.17 per common share and OP unit for each of the four quarters in 2024, or an annual rate of $0.68.
The increase is attributed to a $10 million litigation settlement received in the fourth quarter of 2023, higher rental revenue from new tenant rent commencements and the timing of cash receipts and payments related to tenant collections and operating expenses.
The decrease is attributed to a $10 million litigation settlement payment received in the fourth quarter of 2023, offset by higher rental revenue from new tenant rent commencements and the timing of cash receipts and payments related to tenant collections and operating expenses.
Same-property NOI, including properties in redevelopment, increased by $5.6 million, or 2.5%, for the year ended December 31, 2023 as compared to the year ended December 31, 2022. The following table reconciles net income to NOI and same-property NOI for the years ended December 31, 2023 and 2022.
Same-property NOI, including properties in redevelopment, increased by $11.6 million, or 5.1%, for the year ended December 31, 2024 as compared to the year ended December 31, 2023. The following table reconciles net income to NOI, same-property NOI and same-property NOI including properties in redevelopment for the years ended December 31, 2024 and 2023.
Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. Same-property NOI increased by $2.3 million, or 1.1%, for the year ended December 31, 2023 as compared to the year ended December 31, 2022.
Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. Same-property NOI increased by $9.0 million, or 4.3%, for the year ended December 31, 2024 as compared to the year ended December 31, 2023.
In August 2022, the Company entered into an equity distribution agreement with various financial institutions acting as agents, forward sellers, and forward purchasers (the “Equity Distribution Agreement”).
In August 2022, in connection with the launch of the ATM Program, the Company entered into an equity distribution agreement with various financial institutions acting as agents, forward sellers, and forward purchasers (the “Equity Distribution Agreement”).
The increase is primarily attributable to: • $6.3 million increase as a result of property acquisitions net of dispositions; and • $4.2 million increase due to assets placed in service for completion of redevelopment projects during the year.
The increase is primarily attributable to: • $26.4 million increase as a result of property acquisitions net of dispositions; and • $15.0 million increase due to assets placed in service for completion of redevelopment projects during the year.
(2) Refer to page 35 for a reconciliation to the nearest GAAP measure. 32 Comparison of the Year Ended December 31, 2023 to December 31, 2022 Net income for the year ended December 31, 2023 was $259.9 million, compared to net income of $47.3 million for the year ended December 31, 2022.
(2) Refer to page 35 for a reconciliation to the nearest GAAP measure. 32 Comparison of the Year Ended December 31, 2024 to December 31, 2023 Net income for the year ended December 31, 2024 was $75.4 million, compared to net income of $259.9 million for the year ended December 31, 2023.
At December 31, 2023, we had cash and cash equivalents, including restricted cash, of $174.2 million and $616.9 million available under our revolving credit agreement. These amounts are readily available to fund the debt obligations discussed above which are coming due within the next year.
At December 31, 2024, we had cash and cash equivalents, including restricted cash, of $90.6 million and $717.9 million available under our Revolving Credit Agreement. These amounts are readily available to fund the debt obligations discussed above which are coming due within the next year.
Investing Activities Net cash used in investing activities is impacted by the timing and extent of our real estate development, capital improvements, and acquisition and disposition activities during the period. Net cash used in investing activities for the year ended December 31, 2023 decreased by $34.2 million compared to December 31, 2022.
Investing Activities Net cash used in investing activities is impacted by the timing and extent of our real estate development, capital improvements, and acquisition and disposition activities during the period. Net cash used in investing activities for the year ended December 31, 2024 increased by $117.0 million compared to December 31, 2023.
The increase is primarily attributable to: • $9.7 million increase as a result of property acquisitions net of dispositions; • $9.7 million increase in other income primarily driven by a litigation settlement payment received in the fourth quarter of 2023; • $1.6 million increase in property rentals and tenant reimbursements due to rent commencements and contractual rent increases, partially offset by tenant vacates; and • $1.2 million increase in non-cash revenues driven by accelerated amortization of below-market intangible liabilities in connection with certain lease terminations in 2023; offset by • $3.2 million increase in rental revenue deemed uncollectible.
The increase is primarily attributable to: • $20.6 million increase as a result of property acquisitions net of dispositions; • $17.5 million increase in property rentals and tenant reimbursements due to rent commencements and contractual rent increases, partially offset by tenant vacates; and • $1.2 million decrease in rental revenue deemed uncollectible; offset by • $9.9 million decrease in other income primarily driven by a litigation settlement payment received in the fourth quarter of 2023; and • $1.4 million decrease in non-cash revenues driven by accelerated amortization of below-market intangible liabilities in the fourth quarter of 2023 related to a tenant termination.
The following summarizes capital expenditures presented on a cash basis for the years ended December 31, 2023 and 2022: Year Ended December 31, (Amounts in thousands) 2023 2022 Capital expenditures: Development and redevelopment costs $ 83,397 $ 77,360 Capital improvements 27,487 36,285 Tenant improvements and allowances 4,840 2,399 Total capital expenditures $ 115,724 $ 116,044 Financing Activities Net cash provided by or used in financing activities is impacted by the timing and extent of issuances of debt and equity securities, distributions paid to common shareholders and unitholders of the Operating Partnership as well as principal and other payments associated with our outstanding indebtedness.
The following summarizes capital expenditures presented on a cash basis for the years ended December 31, 2024 and 2023: Year Ended December 31, (Amounts in thousands) 2024 2023 Capital expenditures: Development and redevelopment costs $ 78,230 $ 83,397 Capital improvements 26,650 27,487 Tenant improvements and allowances 5,222 4,840 Total capital expenditures $ 110,102 $ 115,724 Financing Activities Net cash provided by or used in financing activities is impacted by the timing and extent of issuances of debt and equity securities, distributions paid to common shareholders and unitholders of the Operating Partnership as well as principal and other payments associated with our outstanding indebtedness.
As of the date of this filing, we have approximately $70.8 million of debt maturing within the next 12 months related to mortgage loans encumbering two of our properties and are actively exploring our options to refinance or pay at maturity.
As of the date of this filing, we have approximately $23.7 million of debt maturing within the next 12 months related to a mortgage loan encumbering one of our properties and are actively exploring our options to refinance or pay at maturity.
The increase is primarily attributable to: • $2.3 million increase as a result of successful tax appeals and lowered assessments in 2022 and higher assessments, net of successful appeals in 2023; and • $1.3 million increase as a result of property acquisitions net of dispositions; offset by • $0.6 million increase in capitalized real estate taxes due to the commencement of development, redevelopment and anchor repositioning projects, offset by project completions.
The increase is primarily attributable to: • $4.5 million increase as a result of property acquisitions net of dispositions; offset by • $0.4 million increase in capitalized real estate taxes due to the commencement of development, redevelopment and anchor repositioning projects, offset by project completions; and • $0.3 million decrease as a result of successful tax appeals and lower assessments.
We have an $800 million revolving credit agreement with certain financial institutions which has a maturity date of February 9, 2027 and includes two six-month extension options.
We have an $800 million line of credit under the Revolving Credit Agreement which has a maturity date of February 9, 2027 and includes two six-month extension options.
Our cash flow activities are summarized as follows: Year Ended December 31, (Amounts in thousands) 2023 2022 Net cash provided by operating activities $ 163,015 $ 139,618 Net cash used in investing activities (117,702) (151,913) Net cash provided by (used in) financing activities 161 (78,767) 37 Operating Activities Net cash provided by operating activities primarily consists of cash inflows from rental revenue and cash outflows for property operating expenses, general and administrative expenses and interest and debt expense.
Our cash flow activities are summarized as follows: Year Ended December 31, (Amounts in thousands) 2024 2023 Net cash provided by operating activities $ 153,177 $ 163,015 Net cash used in investing activities (234,697) (117,702) Net cash (used in) provided by financing activities (2,088) 161 37 Operating Activities Net cash provided by operating activities primarily consists of cash inflows from rental revenue and cash outflows for property operating expenses, general and administrative expenses and interest and debt expense.
The following provides an overview of our key non-GAAP measures based on our consolidated results of operations (refer to NOI, same-property NOI and Funds From Operations applicable to diluted common shareholders (“FFO”) described later in this section): Year Ended December 31, (Amounts in thousands) 2023 2022 Net income $ 259,876 $ 47,339 FFO applicable to diluted common shareholders (1) 184,438 145,172 NOI (2) 250,129 240,898 Same-property NOI (2) 207,952 205,676 (1) Refer to page 36 for a reconciliation to the nearest generally accepted accounting principles (“GAAP”) measure.
The following provides an overview of our key non-GAAP measures based on our consolidated results of operations (refer to NOI, same-property NOI and Funds From Operations applicable to diluted common shareholders (“FFO”) described later in this section): Year Ended December 31, (Amounts in thousands) 2024 2023 Net income $ 75,442 $ 259,876 FFO applicable to diluted common shareholders (1) 186,732 184,438 NOI (2) 273,268 250,129 Same-property NOI (2) 216,836 207,841 (1) Refer to page 36 for a reconciliation to the nearest generally accepted accounting principles (“GAAP”) measure.
These amendments were adopted in our Annual Report on Form 10-K for the year ended December 31, 2023. See Note 3 to the audited consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K for information regarding recent accounting pronouncements that may affect us.
See Note 3 to the audited consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K for information regarding recent accounting pronouncements that may affect us.
We recognized a $41.1 million gain on the extinguishment of debt for the year ended December 31, 2023 attributable to the Shops at Caguas loan refinancing in August 2023, partially offset by a loss on extinguishment of debt related to the early payoff of three mortgage loans during the year.
During the year ended December 31, 2023, we recognized a $41.1 million gain on the extinguishment of debt attributable to the refinancing of the Shops at Caguas loan in August 2023, partially offset by a $0.5 million loss on extinguishment of debt recognized in the second quarter of 2023 related to the early payoff of the mortgage loan secured by Plaza at Cherry Hill.
We recognized a real estate impairment loss of $34.1 million in the first quarter of 2023, reducing the carrying value of an office and retail property located in Brooklyn, NY. 33 A gain on sale of real estate of $217.7 million was recognized in 2023 related to the sale of two properties and one property parcel.
We recognized a real estate impairment loss of $34.1 million in the first quarter of 2023, reducing the carrying value of an office and retail property located in Brooklyn, NY. We recognized a gain on sale of real estate of $38.8 million in 2024 primarily related to the sale of three properties.
Real estate tax expense increased by $3.0 million to $64.9 million in the year ended December 31, 2023 from $61.9 million in the year ended December 31, 2022.
Real estate tax expense increased by $3.8 million to $68.7 million in the year ended December 31, 2024 from $64.9 million in the year ended December 31, 2023.
Pursuant to the Equity Distribution Agreement, the Company may from time to time offer and sell, through the agents and forward sellers, the Company’s common shares, par value $0.01 per share, having an aggregate offering price of up to $250 million (the “ATM Program”). As of December 31, 2023, no common shares had been issued under the ATM Program.
Pursuant to the Equity Distribution Agreement, the Company may from time to time offer and sell, through the agents and forward sellers, the Company’s common shares, par value $0.01 per share, having an aggregate offering price of up to $250 million.
Depreciation and amortization increased by $10.5 million to $109.0 million in the year ended December 31, 2023 from $98.4 million in the year ended December 31, 2022.
Depreciation and amortization increased by $41.4 million to $150.4 million in the year ended December 31, 2024 from $109.0 million in the year ended December 31, 2023.
The increase is attributable to higher average cash balances and higher interest rates on our deposits. Interest and debt expense increased by $16.0 million to $74.9 million in the year ended December 31, 2023 from $59.0 million in the year ended December 31, 2022.
The decrease is attributable to lower average cash balances and lower interest rates on our deposits. Interest and debt expense increased by $6.6 million to $81.6 million in the year ended December 31, 2024 from $74.9 million in the year ended December 31, 2023.
Estimates are subjective and may change if additional damage is later assessed or if future cash flows are revised. During 2023, we recognized a $34.1 million impairment charge related to one of our properties located in Brooklyn, NY. Further information on impairments can be found in Part II, Item 8, Note 9 of this Annual Report on Form 10-K.
During 2023, we recognized a $34.1 million impairment charge related to one of our properties located in Brooklyn, NY. Further information on impairments can be found in Part II, Item 8, Note 9 of this Annual Report on Form 10-K.
Net cash provided by operating activities for the year ended December 31, 2023 increased by $23.4 million as compared to December 31, 2022.
Net cash provided by operating activities for the year ended December 31, 2024 decreased by $9.8 million as compared to December 31, 2023.
Further information on our mortgage loans can be found in Note 6 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
The discontinuation of LIBOR did not have an impact on our ability to borrow or maintain already outstanding borrowings. Further information on our mortgage loans can be found in Note 6 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
The Company has 23 active development, redevelopment or anchor repositioning projects with total estimated costs of $168.1 million, of which $55.9 million has been incurred and $112.2 million remains to be funded as of December 31, 2023.
The Company has 26 active development, redevelopment or anchor repositioning projects with total estimated costs of $162.6 million, of which $73.1 million has been incurred and $89.5 million remains to be funded as of December 31, 2024.
We operate in a business that has significant investments in real estate and our estimates of valuation are subject to current market conditions and tenant operations, which drive future cash flows, and are beyond our control.
We operate in a business that has significant investments in real 30 estate and our estimates of valuation are subject to current market conditions and tenant operations, which drive future cash flows, and are beyond our control. As these factors can result in changes to our estimates and result in material impairment losses, this is deemed a critical accounting estimate.
The following table summarizes certain line items from our consolidated statements of income and comprehensive income that we believe are important in understanding our operations and/or those items which changed significantly in the year ended December 31, 2023 as compared to the same period of 2022: For the Year Ended December 31, (Amounts in thousands) 2023 2022 $ Change Total revenue $ 416,922 $ 397,938 $ 18,984 Depreciation and amortization 108,979 98,432 10,547 Real estate taxes 64,889 61,864 3,025 Property operating expenses 68,563 74,334 (5,771) General and administrative 37,070 43,087 (6,017) Real estate impairment loss 34,055 — 34,055 Gain on sale of real estate 217,708 353 217,355 Interest income 3,037 1,107 1,930 Interest and debt expense 74,945 58,979 15,966 Gain on extinguishment of debt 41,144 — 41,144 Income tax expense 17,800 2,903 14,897 Total revenue increased by $19.0 million to $416.9 million in the year ended December 31, 2023 from $397.9 million in the year ended December 31, 2022.
The following table summarizes certain line items from our consolidated statements of income and comprehensive income that we believe are important in understanding our operations and/or those items which changed significantly in the year ended December 31, 2024 as compared to the same period in 2023: For the Year Ended December 31, (Amounts in thousands) 2024 2023 $ Change Total revenue $ 444,966 $ 416,922 $ 28,044 Depreciation and amortization 150,389 108,979 41,410 Real estate taxes 68,651 64,889 3,762 Property operating expenses 78,776 68,563 10,213 General and administrative 37,474 37,070 404 Real estate impairment loss — 34,055 (34,055) Gain on sale of real estate 38,818 217,708 (178,890) Interest income 2,667 3,037 (370) Interest and debt expense 81,587 74,945 6,642 Gain on extinguishment of debt 21,423 41,144 (19,721) Income tax expense 2,386 17,800 (15,414) Total revenue increased by $28.0 million to $445.0 million in the year ended December 31, 2024 from $416.9 million in the year ended December 31, 2023.
Property operating expenses decreased by $5.8 million to $68.6 million in the year ended December 31, 2023 from $74.3 million in the year ended December 31, 2022.
Property operating expenses increased by $10.2 million to $78.8 million in the year ended December 31, 2024 from $68.6 million in the year ended December 31, 2023.
For the year ended December 31, (Amounts in thousands) 2023 2022 Net income $ 259,876 $ 47,339 Other income (9,097) (125) Depreciation and amortization 108,979 98,432 General and administrative expense 37,070 43,087 Real estate impairment loss 34,055 — Gain on sale of real estate (217,708) (353) Interest income (3,037) (1,107) Interest and debt expense 74,945 58,979 Gain on extinguishment of debt (41,144) — Income tax expense 17,800 2,903 Non-cash revenue and expenses (11,610) (8,257) NOI 250,129 240,898 Adjustments: Sunrise Mall net operating loss 2,427 2,544 Tenant bankruptcy settlement income and lease termination income (1,428) (822) Real estate tax settlements related to prior periods — (1,441) Non-same property NOI and other (1) (43,176) (35,503) Same-property NOI $ 207,952 $ 205,676 Adjustments: NOI related to properties being redeveloped 23,686 20,364 Same-property NOI including properties in redevelopment $ 231,638 $ 226,040 (1) Non-same property NOI includes NOI related to properties being redeveloped and properties acquired, disposed, or that are in the foreclosure process during the periods being compared. 35 Funds From Operations FFO applicable to diluted common shareholders for the year ended December 31, 2023 was $184.4 million compared to $145.2 million for the year ended December 31, 2022.
For the year ended December 31, (Amounts in thousands) 2024 2023 Net income $ 75,442 $ 259,876 Other expense (income) 897 (9,097) Depreciation and amortization 150,389 108,979 General and administrative expense 37,474 37,070 Real estate impairment loss — 34,055 Gain on sale of real estate (38,818) (217,708) Interest income (2,667) (3,037) Interest and debt expense 81,587 74,945 Gain on extinguishment of debt (21,423) (41,144) Income tax expense 2,386 17,800 Non-cash revenue and expenses (11,999) (11,610) NOI 273,268 250,129 Adjustments: Sunrise Mall net operating loss 1,733 2,427 Tenant bankruptcy settlement income and lease termination income (1,762) (1,428) Non-same property NOI and other (1) (56,403) (43,287) Same-property NOI $ 216,836 $ 207,841 NOI related to properties being redeveloped 22,668 20,017 Same-property NOI including properties in redevelopment $ 239,504 $ 227,858 (1) Non-same property NOI includes NOI related to properties being redeveloped and properties acquired, disposed, or that are in the foreclosure process during the periods being compared. 35 Funds From Operations FFO applicable to diluted common shareholders for the year ended December 31, 2024 was $186.7 million compared to $184.4 million for the year ended December 31, 2023.
Property operating expenses include: real estate taxes, repairs and maintenance, management expenses, insurance and utilities; general and administrative expenses, which include payroll, professional fees, information technology, office expenses and other administrative expenses; and interest and debt expense primarily consists of interest on our mortgage debt. In addition, we incur substantial non-cash charges for depreciation and amortization on our properties.
Property operating expenses include real estate taxes, repairs and maintenance, management expenses, insurance and utilities; general and administrative expenses, which include payroll, professional fees, information technology, office expenses and other administrative expenses; and interest and debt expense primarily consists of interest on our mortgage debt and our line of credit under the Revolving Credit Agreement (our “line of credit”).
Such contracts will generally be due over the next two years; • Obligations related to maintenance contracts, since these contracts typically can be canceled upon 30 to 60 days’ notice without penalty; • Obligations related to employment contracts with certain executive officers, since all agreements are subject to cancellation by either the Company or the executive without cause upon notice; and • Recorded debt premiums or discounts that are not obligations. 39 We believe that cash flows from our current operations, cash on hand, our line of credit under our revolving credit agreement, the potential to refinance our loans and our general ability to access the capital markets will be sufficient to finance our operations and fund our obligations in both the short-term and long-term.
Such contracts will generally be due over the next two years; • Obligations related to maintenance contracts, since these contracts typically can be canceled upon 30 to 60 days’ notice without penalty; • Obligations related to employment contracts with certain executive officers, since all agreements are subject to cancellation by either the Company or the executive without cause upon notice; and • Recorded debt premiums or discounts that are not obligations.
Summary of Cash Flows Cash and cash equivalents, including restricted cash, was $174.2 million at December 31, 2023, compared to $128.8 million as of December 31, 2022, an increase of $45.5 million.
Summary of Cash Flows Cash and cash equivalents, including restricted cash, was $90.6 million at December 31, 2024, compared to $174.2 million as of December 31, 2023, a decrease of $83.6 million.
The amendments in this ASU will also apply to entities with a single reportable segment and is effective for all public entities for fiscal years beginning after December 15, 2023. The Company is evaluating the impact of this update on its disclosures and will apply the required amendments in its December 31, 2024 Annual report on Form 10-K.
The amendments in this ASU will also apply to entities with a single reportable segment and are effective for all public entities for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024.
General and administrative expenses decreased by $6.0 million to $37.1 million in the year ended December 31, 2023 from $43.1 million in the year ended December 31, 2022. The decrease is primarily attributable to lower employment expenses, professional fees and transaction costs.
General and administrative expenses increased by $0.4 million to $37.5 million in the year ended December 31, 2024 from $37.1 million in the year ended December 31, 2023. The increase is primarily attributable to higher employment expenses.
Net cash provided by financing activities for the year ended December 31, 2023, increased by $78.9 million from net cash used in financing activities of $78.8 million for the year ended December 31, 2022.
Net cash provided by financing activities of $0.2 million for the year ended December 31, 2023 decreased by $2.3 million to $2.1 million used in financing activities for the year ended December 31, 2024.
The decrease is primarily attributable to: • $7.0 million lower common area maintenance expenses across the portfolio as a result of lower snow removal, utilities, and repairs and maintenance at our properties in 2023; offset by • $1.2 million increase as a result of property acquisitions net of dispositions.
The increase is primarily attributable to: • $7.3 million higher expenses incurred for increased insurance premiums, snow removal, and higher common area maintenance expenses across the portfolio as compared to 2023; and • $2.9 million increase as a result of property acquisitions net of dispositions.
The Company’s only investment is the Operating Partnership. The VIE’s assets can be used for purposes other than the settlement of the VIE’s obligations and the Company’s partnership interest is considered a majority voting interest.
The Company’s only investment is the Operating Partnership. The VIE’s assets can be used for purposes other than the settlement of the VIE’s obligations and the Company’s partnership interest is considered a majority voting interest. As of December 31, 2024, our portfolio was comprised of 17.4 million square feet including 71 shopping centers, two outlet centers and two malls.
Income tax expense increased by $14.9 million to $17.8 million in the year ended December 31, 2023 from $2.9 million in the year ended December 31, 2022. The increase was primarily driven by an income tax expense recognized in the third quarter of 2023 related to the Shops at Caguas loan refinancing in August 2023.
Income tax expense decreased by $15.4 million to $2.4 million in the year ended December 31, 2024 from $17.8 million in the year ended December 31, 2023. The decrease is primarily attributable to the income tax impact of the Shops at Caguas loan refinancing in August 2023.
For the year ended December 31, (Amounts in thousands) 2023 2022 Net income $ 259,876 $ 47,339 Less net (income) loss attributable to noncontrolling interests in: Operating partnership (11,899) (1,895) Consolidated subsidiaries 520 726 Net income attributable to common shareholders 248,497 46,170 Adjustments: Rental property depreciation and amortization 107,695 97,460 Gain on sale of real estate (217,708) (353) Real estate impairment loss 34,055 — Limited partnership interests in operating partnership (1) 11,899 1,895 FFO applicable to diluted common shareholders $ 184,438 $ 145,172 (1) Represents earnings allocated to Long-Term Incentive Plan (“LTIP”) and OP unitholders for unissued common shares, which have been excluded for purposes of calculating earnings per diluted share for the periods presented because they are anti-dilutive. 36 Liquidity and Capital Resources Due to the nature of our business, the cash generated from operations is primarily paid to our shareholders and unitholders of the Operating Partnership in the form of distributions.
For the year ended December 31, (Amounts in thousands) 2024 2023 Net income $ 75,442 $ 259,876 Less: net (income) loss attributable to noncontrolling interests in: Operating partnership (3,978) (11,899) Consolidated subsidiaries 1,099 520 Net income attributable to common shareholders 72,563 248,497 Adjustments: Rental property depreciation and amortization 149,009 107,695 Gain on sale of real estate (38,818) (217,708) Real estate impairment loss — 34,055 Limited partnership interests in operating partnership (1) 3,978 11,899 FFO applicable to diluted common shareholders $ 186,732 $ 184,438 (1) Represents earnings allocated to Long-Term Incentive Plan (“LTIP”) and OP unitholders for unissued common shares.
We recognized a gain on sale of real estate of $0.4 million in 2022 in connection with the release of escrow funds related to a property disposed of in a prior period. Interest income increased by $1.9 million to $3.0 million in the year ended December 31, 2023 from $1.1 million in the year ended December 31, 2022.
We recognized a gain on sale of real estate of $217.7 million in 2023 related to the sale of two properties and one property parcel. 33 Interest income decreased by $0.4 million to $2.7 million in the year ended December 31, 2024 from $3.0 million in the year ended December 31, 2023.
The letters of credit issued under the Agreement have reduced the amount available under the facility but remain undrawn and no separate liability has been recorded in association with them. See Note 6 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for more information on our revolving credit agreement.
As of December 31, 2024, there was $50 million drawn under the Revolving Credit Agreement with an available remaining balance of $717.9 million under the facility, including undrawn letters of credit. See Note 6 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for more information on our Revolving Credit Agreement.
During the year ended December 31, 2023, the Company obtained five letters of credit issued under the Agreement, aggregating $30.1 million, and provided them to mortgage lenders to secure its obligations for certain capital requirements per the respective mortgage agreements.
The Company has obtained seven letters of credit issued under the Revolving Credit Agreement, aggregating $32.1 million, and provided them to mortgage lenders and other entities to secure its obligations in relation to certain reserves and capital requirements.
The increase is primarily attributable to: • $11.0 million increase due to financings and refinancings of mortgage loans, net of repayments; • $3.7 million increase due to higher rates on our variable rate mortgage loans; • $3.2 million increase due to a draw on our line of credit to finance the acquisition of two properties in the fourth quarter of 2023; and • $0.7 million increase in amortization of deferred financing costs related to debt transactions during 2023; offset by • $2.6 million increase in capitalized interest expense due to an increase in active development, redevelopment and anchor repositioning projects.
The increase is primarily attributable to: • $4.1 million increase due to the balance on our line of credit, used to finance several acquisitions in 2023 and 2024; • $3.3 million increase due to new financings and refinancings since the fourth quarter of 2023, net of loan repayments; • $1.1 million increase in amortization of deferred financing costs; and • $0.6 million decrease in capitalized interest expense due to the completion of development, redevelopment, and anchor repositioning projects, offset by project commencements; offset by • $2.5 million decrease in interest expense due to the mortgage debt forgiven in connection with the foreclosure of Kingswood Center.
The increase is attributed to (i) $312.6 million increase in cash provided by the sale of properties and operating leases, and (ii) $0.3 million decrease in cash used for real estate development and capital improvements, offset by (iii) $278.7 million increase in cash used for acquisitions.
The increase is attributed to: • $252.5 million decrease in proceeds from the sale of real estate; offset by • $130.4 million decrease in cash used for acquisitions of real estate; and • $5.1 million decrease in cash used for real estate development and capital improvements.
The results of operations of any acquired properties are included in our financial statements as of the date of acquisition. Our results of operations are affected by national, regional and local economic conditions, as well as macroeconomic conditions, which are at times subject to volatility and uncertainty.
Our results of operations are affected by national, regional and local economic conditions, as well as macroeconomic conditions, which are at times subject to volatility and uncertainty. In recent years, inflation levels were elevated resulting in increased costs for certain goods and services.
The Company has not elected retrospective application for its previously formed joint ventures and has no new joint ventures impacted by this update. In November 2023, FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which provides for additional disclosures as they relate to a Company’s segments.
The Company is evaluating the impact of this update and will adopt the amendments in its December 31, 2025 Annual Report on Form 10-K. In November 2023, FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which provides for additional disclosures as they relate to a Company’s segments.
We also capitalize certain expenses, such as taxes, interest and salaries related to properties under development or redevelopment until the property is ready for its intended use. Our consolidated results of operations often are not comparable from period to period due to the impact of property acquisitions, dispositions, developments, redevelopments and changes in accounting policies.
In addition, we incur substantial non-cash charges for depreciation and amortization on our properties. We also capitalize certain expenses, such as taxes, interest and salaries related to properties under development or redevelopment until the property is ready for its intended use.
We have had no changes to the methods or assumptions used in our analyses of fair value of our real estate assets during the year ended December 31, 2023.
Estimates are subjective and may change if additional damage is later assessed or if future cash flows are revised. During the year ended December 31, 2024, we have had no changes to the methods or assumptions used in our assessment of fair value of our real estate assets and have not incurred any material impairments.
We occasionally utilize interest rate derivative agreements to hedge the effect of rising interest rates on our variable rate debt. As of December 31, 2023, we were counterparty to one interest rate swap agreement and one interest rate cap agreement, both of which qualify for, and are designated as, hedging instruments.
As of December 31, 2024, we were counterparty to one interest rate swap agreement and one interest rate cap agreement, both of which qualify for, and are designated as, hedging instruments. We are actively managing our business to respond to the economic and social impacts from events and circumstances such as those described above.
Our short-term cash requirements consist of normal recurring operating expenses, lease obligations, regular debt service requirements, general and administrative expenses, expenditures related to leasing activity and distributions to shareholders and unitholders of the Operating Partnership. Our long-term capital requirements consist primarily of maturities under our long-term debt agreements, development and redevelopment costs and potential acquisitions.
See Note 14 in Part II, Item 8 of this Annual Report on Form 10-K for more information regarding the ATM Program. Our short-term cash requirements consist of normal recurring operating expenses, lease obligations, regular debt service requirements, general and administrative expenses, expenditures related to leasing activity and distributions to shareholders and unitholders of the Operating Partnership.
The Federal Reserve took measures to mitigate the impact of inflation by raising its benchmark interest rate several times throughout 2022. While the rate hikes enacted by the Federal Reserve had a significant impact on interest rates and increased the cost of borrowing, we continued to see consumer confidence remain strong providing support for retail real estate.
The Federal Reserve took measures to mitigate the impact of inflation by raising its benchmark interest rate several times between 2022 and 2023, resulting in significant increases in the cost of borrowing.
On January 2, 2024, the Company repaid three variable rate loans aggregating $75.7 million with interest rates of 7.34% on the payoff date. The loans were secured by Hudson Commons, Greenbrook Commons and Gun Hill Commons and were due to mature in the fourth quarter of 2024.
The proceeds from the refinancing were used to pay off the previous mortgage loan on the property, which had an outstanding balance of $22.7 million; • On January 2, 2024, the Company repaid three variable rate mortgage loans aggregating $75.7 million with interest rates of 7.34% on the payoff date.
Contractual Obligations We have contractual obligations related to our mortgage loans and unsecured line of credit that are both fixed and variable. Our variable rate loans bear interest at a floating rate based on SOFR plus an applicable margin ranging from 1.10% to 2.26%.
Our variable rate loans bear interest at a floating rate based on SOFR plus an applicable margin ranging from 1.03% to 2.26%. In connection with reference rate reform and the discontinuation of LIBOR, all of our LIBOR-indexed debt has been transitioned to SOFR effective July 2023.
The proceeds from the loan were used to pay off the Company’s previous mortgage on the property which had an outstanding balance of $300 million. In May 2023, the Company entered into a two-year interest rate cap agreement with a third-party to limit the maximum SOFR of our Plaza at Woodbridge floating rate debt to 3%.
The proceeds from the refinancing were used to pay off the previous mortgage loan on the property, which had an outstanding balance of $46.8 million; • On October 29, 2024, the Company assumed a $60 million mortgage loan in connection with the acquisition of The Village at Waugh Chapel.
The increase is primarily due to (i) $366.3 million increase in proceeds from borrowings under mortgage loans, (ii) $309.0 million increase in borrowings under the Company’s unsecured line of credit, and (iii) $0.3 million increase in cash contributed by noncontrolling interests, offset by (iv) $595.6 million increase in debt repayments related to mortgage loans and our unsecured line of credit, and (v) $1.2 million increase of deferred financing fees paid in connection with the financing and refinancing of mortgages during the year.
The decrease is primarily due to: • $136.2 million decrease in proceeds from mortgage loan and credit facility borrowings, net of repayments; and • $8.9 million increase in distributions to shareholders and unitholders of the Operating Partnership; offset by • $136.2 million increase in proceeds from the issuance of common shares; • $4.4 million decrease in deferred financing fees paid in connection with financings and refinancings; and • $2.2 million increase in cash contributed by noncontrolling interests.
We recognized a $0.6 million loss on extinguishment of debt as a result of the early payoff. 38 • On August 30, 2023, the Company refinanced its mortgage secured by Shops at Caguas with a new 10-year, $82 million loan at a fixed interest rate of 6.6%.
The loan bears interest at a fixed rate of 6.03%; • On March 28, 2024, the Company refinanced the mortgage secured by Yonkers Gateway Center, with a new 5-year, $50 million mortgage loan bearing interest at a fixed rate of 6.30%.
Below is a summary of our contractual obligations as of December 31, 2023: Commitments Due by Period (Amounts in thousands) Total Less than 1 year 1 to 3 years 3 to 5 years More than 5 years Contractual cash obligations Long-term debt obligations (1) $ 2,133,088 $ 241,469 $ 309,697 $ 808,630 $ 773,292 Operating lease obligations (2) 72,480 9,429 12,780 11,798 38,473 Finance lease obligations (2) 6,641 109 233 254 6,045 $ 2,212,209 $ 251,007 $ 322,710 $ 820,682 $ 817,810 (1) Includes interest and principal payments.
Below is a summary of our contractual obligations as of December 31, 2024: Commitments Due by Period (Amounts in thousands) Total Less than 1 year 1 to 3 years 3 to 5 years More than 5 years Contractual cash obligations Long-term debt obligations (1) $ 1,993,430 $ 112,055 $ 580,259 $ 503,614 $ 797,502 Operating lease obligations (2) 75,174 8,730 16,352 13,884 36,208 Finance lease obligations (2) 6,531 109 251 254 5,917 $ 2,075,135 $ 120,894 $ 596,862 $ 517,752 $ 839,627 (1) Includes interest and principal payments.
During 2021 and 2022, inflation levels were elevated resulting in increased costs for certain goods and services. Inflation began to decrease in the second quarter of 2023 but still remains at elevated levels compared to the years preceding 2021.
Economic Considerations In recent years, microeconomic and macroeconomic conditions have caused volatility in the financial markets. Inflation began to increase rapidly during 2021 through 2022, resulting in increased costs for certain goods and services.
On January 2, 2024, the Company issued 73,550 common shares at a weighted average price of $18.30 per share under the ATM Program, generating net cash proceeds of $1.3 million. See Note 14 in Part II, Item 8 of this Annual Report on Form 10-K for more information regarding the ATM Program.
During the year ended December 31, 2024, the Company issued 7,097,124 common shares at a weighted average gross price of $18.71 per share under the ATM Program, generating cash proceeds of $131.1 million, net of commissions paid to distribution agents.
The demand for retail spaces was strong as evidenced by the record number of new leases we executed in 2022. In 2023, the Federal Reserve continued its interest rate hikes raising the benchmark rate to above 5%. These rate increases proved to be successful in reducing inflation beginning in the second quarter of 2023.
These interest rate increases proved to be successful in reducing inflation as inflation rates began to fall beginning in the second quarter of 2023 and continued to fall through most of 2024. In September 2024, the Federal Reserve cut rates by 50 basis points, driven in part by positive economic reports and the decrease in inflation levels.
Removed
As of December 31, 2023, our portfolio was comprised of 17.1 million square feet including 71 shopping centers, two outlet centers, two malls and one industrial building. Economic Considerations Microeconomic and macroeconomic conditions have caused volatility in the financial markets, and a rapid rise in inflation since the beginning of 2022.
Added
This was followed by additional rate cuts in November and December of 2024, lowering the target rate to a range of 4.25% to 4.50%. While interest rates and inflation have decreased compared to the prior year, both remain at elevated levels relative to the years preceding 2021 and could remain at these levels in the near-term and long-term.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAs of December 31, 2023, our variable rate debt outstanding had rates indexed to SOFR. 2023 2022 (Amounts in thousands) December 31, Balance Weighted Average Interest Rate Effect of 1% Change in Base Rates December 31, Balance Weighted Average Interest Rate Variable Rate $ 280,969 6.53% $ 2,287 (3) $ 159,198 6.11% Fixed Rate 1,462,766 4.88% — (2) 1,540,293 4.09% $ 1,743,735 (1) $ 2,287 $ 1,699,491 (1) (1) Excludes unamortized mortgage debt issuance costs of $12.6 million and $7.8 million as of December 31, 2023 and December 31, 2022, respectively.
Biggest changeAs of December 31, 2024, our variable rate debt outstanding had rates indexed to SOFR. 2024 2023 (Amounts in thousands) December 31, Balance Weighted Average Interest Rate Effect of 1% Change in Base Rates December 31, Balance Weighted Average Interest Rate Variable Rate $ 100,905 5.36% $ 500 (3) $ 280,969 6.53% Fixed Rate 1,532,915 5.02% — (2) 1,462,766 4.88% $ 1,633,820 (1) $ 500 $ 1,743,735 (1) (1) Excludes unamortized mortgage debt issuance costs of $14.1 million and $12.6 million as of December 31, 2024 and December 31, 2023, respectively.
As of December 31, 2023, the Company was a counterparty to two interest rate derivative agreements which have been designated as cash flow hedges. These derivatives are assessed quarterly for hedge effectiveness and as of December 31, 2023, both meet the criteria of an effective hedge.
As of December 31, 2024, the Company was a counterparty to two interest rate derivative agreements which have been designated as cash flow hedges. These derivatives are assessed quarterly for hedge effectiveness and as of December 31, 2024, both meet the criteria of an effective hedge.
In making this determination and for purposes of the SEC’s market risk disclosure requirements, we have estimated the fair value of our financial instruments at December 31, 2023 based on pertinent information available to management as of that date.
In making this determination and for purposes of the SEC’s market risk disclosure requirements, we have estimated the fair value of our financial instruments at December 31, 2024 based on pertinent information available to management as of that date.
(3) Excludes the impact of a 1% increase on our $52.3 million variable rate mortgage on Plaza at Woodbridge as the loan is hedged with an interest rate cap to limit the maximum SOFR to 3.0%.
(3) Excludes the impact of a 1% increase on our $50.9 million variable rate mortgage on Plaza at Woodbridge as the loan is hedged with an interest rate cap to limit the maximum SOFR to 3.0%.
Although management is not aware of any factors that would significantly affect the estimated amounts as of December 31, 2023, future estimates of fair value and the amounts which may be paid or realized in the future may differ significantly from amounts presented. 41
Although management is not aware of any factors that would significantly affect the estimated amounts as of December 31, 2024, future estimates of fair value and the amounts which may be paid or realized in the future may differ significantly from amounts presented. 40
As of December 31, 2023, the estimated fair value of our consolidated debt was $1.6 billion. 40 Other Market Risks As of December 31, 2023, we had no material exposure to any other market risks (including foreign currency exchange risk or commodity price risk).
As of December 31, 2024, the estimated fair value of our consolidated debt was $1.5 billion. Other Market Risks As of December 31, 2024, we had no material exposure to any other market risks (including foreign currency exchange risk or commodity price risk).
(2) If the weighted average interest rate of our fixed rate debt increased by 1% (i.e. due to refinancing at higher rates), annualized interest expense would increase by approximately $14.6 million based on outstanding balances as of December 31, 2023.
(2) If the weighted average interest rate of our fixed rate debt increased by 1% (i.e. due to refinancing at higher rates), annualized interest expense would increase by approximately $15.3 million based on outstanding balances as of December 31, 2024.
Debt issuance costs related to our unsecured credit facility are included within prepaid expenses and other assets on the consolidated balance sheets.
Debt issuance costs related to our Revolving Credit Agreement are included within prepaid expenses and other assets on the consolidated balance sheets.
Removed
On June 23, 2022, in connection with the refinancing of one of our variable rate loans, we entered into a one-year interest rate cap agreement for a purchase price of approximately $0.3 million, to limit the maximum SOFR of our Plaza at Woodbridge floating rate debt to 3%.
Removed
In May 2023, the Company entered into a new two-year interest rate cap agreement for a purchase price of $1.1 million, to replace the previous interest rate cap agreement which expired on July 1, 2023.
Removed
The new cap went into effect July 3, 2023 and expires on July 1, 2025, and is included in the prepaid expenses and other assets line item of the consolidated balance sheets.
Removed
Discontinuation of LIBOR The LIBOR benchmark has been the subject of national, international and other regulatory guidance and proposals for reform and replacement, with LIBOR “settings” relevant to the Company no longer being published after June 30, 2023.
Removed
As a result, we have entered into loan amendments with our lenders to transition all of our LIBOR-indexed debt to SOFR effective July 2023. The transitions did not have a material impact on the loans affected and the Company was able to maintain rates comparable to the rates in place prior to the SOFR transition.

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