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Regency Centers(REG) - 2023 Q3 - Quarterly Report
2023-11-06 18:13
[Explanatory Note](index=2&type=section&id=Explanatory%20Note) This section clarifies the combined reporting structure for Regency Centers Corporation and its Operating Partnership, which are managed as a single business entity [Combined Reporting Structure](index=2&type=section&id=Combined%20Reporting%20Structure) This report combines quarterly filings for Regency Centers Corporation, a REIT and general partner, and its controlled subsidiary, Regency Centers, L.P., which holds all company assets and conducts business operations - Regency Centers Corporation (Parent Company) is a REIT and the general partner of the Operating Partnership, owning approximately **99.4%** of its Common Units as of September 30, 2023[7](index=7&type=chunk) - The Parent Company's only material asset is its ownership of the Operating Partnership, which holds all company assets, incurs most debt, and generates capital for business operations[9](index=9&type=chunk) - The primary differences in consolidated financial statements between the two entities are in shareholders' equity versus partners' capital and the treatment of noncontrolling interests, while assets and liabilities remain identical[10](index=10&type=chunk)[13](index=13&type=chunk) [PART I - FINANCIAL INFORMATION](index=6&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section provides the unaudited consolidated financial statements and management's discussion and analysis of financial condition and results of operations [Item 1. Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for both Regency Centers Corporation and Regency Centers, L.P. for the periods ended September 30, 2023, and 2022, including balance sheets, statements of operations, comprehensive income, equity/capital, cash flows, and detailed notes [Regency Centers Corporation Financial Statements](index=6&type=section&id=Regency%20Centers%20Corporation%20Financial%20Statements) Consolidated financial statements for Regency Centers Corporation show total assets increased to **$12.4 billion** as of September 30, 2023, from **$10.9 billion** at year-end 2022, with total revenues growing to **$962.9 million** for the nine months ended September 30, 2023, while net income decreased to **$273.1 million** due to a 2022 gain on sale Regency Centers Corporation - Key Financial Data (in thousands of US Dollars) | Financial Metric | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | **Total Revenues** | $962,862 | $909,505 | | **Net Income Attributable to Common Shareholders** | $273,139 | $387,602 | | **Diluted EPS** | $1.57 | $2.26 | | **Total Assets (as of period end)** | $12,381,414 | N/A | | **Total Liabilities (as of period end)** | $5,149,887 | N/A | | **Total Equity (as of period end)** | $7,231,527 | N/A | Regency Centers Corporation - Cash Flow Summary (Nine Months Ended, in thousands of US Dollars) | Cash Flow Activity | Sep 30, 2023 | Sep 30, 2022 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $547,685 | $528,242 | | Net Cash used in Investing Activities | ($231,527) | ($111,867) | | Net Cash used in Financing Activities | ($303,864) | ($356,418) | [Regency Centers, L.P. Financial Statements](index=13&type=section&id=Regency%20Centers%2C%20L.P.%20Financial%20Statements) The financial statements for Regency Centers, L.P. mirror the Parent Company's assets and liabilities, totaling **$12.4 billion** and **$5.1 billion** respectively, with net income attributable to common unit holders at **$274.6 million** for the nine months ended September 30, 2023 - The assets and liabilities of the Operating Partnership are identical to those of the Parent Company, as the Operating Partnership holds all the assets of the consolidated company[13](index=13&type=chunk)[35](index=35&type=chunk) Regency Centers, L.P. - Key Financial Data (in thousands of US Dollars) | Financial Metric | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | **Total Revenues** | $962,862 | $909,505 | | **Net Income Attributable to Common Unit Holders** | $274,629 | $389,296 | | **Diluted EPU** | $1.57 | $2.26 | | **Total Assets (as of period end)** | $12,381,414 | N/A | | **Total Liabilities (as of period end)** | $5,149,887 | N/A | | **Total Capital (as of period end)** | $7,231,527 | N/A | [Notes to Consolidated Financial Statements](index=20&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail accounting policies and financial components, including the **$1.14 billion** UBP acquisition, real estate investments, debt structure, lease income, fair value measurements, and equity activities like dividends and stock repurchases - On August 18, 2023, the company completed its acquisition of Urstadt Biddle Properties Inc. (UBP) in an all-stock transaction[57](index=57&type=chunk)[58](index=58&type=chunk) UBP Acquisition Purchase Price Allocation (in thousands of US Dollars) | Allocation Category | Amount | | :--- | :--- | | Real estate assets | $1,415,777 | | Cash, accounts receivable and other assets | $51,902 | | Lease intangible assets | $128,663 | | **Total assets acquired** | **$1,596,342** | | Notes payable | $284,706 | | Accounts payable, accrued expenses, and other liabilities | $37,500 | | Lease intangible liabilities | $69,583 | | **Total liabilities assumed** | **$391,789** | | Non-controlling interest | $64,492 | | **Total purchase price** | **$1,140,061** | - During the nine months ended September 30, 2023, the company repurchased **349,519 common shares** for **$20.0 million** under its repurchase program, with **$230.0 million** remaining available[100](index=100&type=chunk) - On November 2, 2023, the Board declared a common stock dividend of **$0.67 per share**, an increase from the previous rate[97](index=97&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses strategy, performance, and financial condition, highlighting the UBP acquisition, **2.0%** pro-rata same property NOI growth, **9.2%** positive rent spreads, and a strong balance sheet with **$1.2 billion** available credit and a **5.5x** net debt-to-EBITDAre ratio [Overview of Strategy and Recent Performance](index=38&type=section&id=Overview%20of%20Strategy%20and%20Recent%20Performance) Regency focuses on high-quality, grocery-anchored shopping centers, achieving **2.0%** pro-rata same property NOI growth and executing **4.8 million square feet** of leases with a **9.2%** positive rent spread, resulting in a **94.6%** total portfolio leased rate as of September 30, 2023 - The company's strategy is to own and manage a portfolio of high-quality neighborhood and community shopping centers primarily anchored by market-leading grocers in desirable US metro areas[123](index=123&type=chunk)[128](index=128&type=chunk) - Completed the acquisition of UBP, adding **74 properties** and **5.3 million square feet** of GLA[129](index=129&type=chunk)[131](index=131&type=chunk) Leasing and Occupancy Highlights (Nine Months Ended Sep 30, 2023) | Metric | Value | | :--- | :--- | | Pro-rata Same Property NOI Growth (ex-termination fees) | 2.0% | | Total Leases Executed (Pro-rata SF) | 4.8 million | | Rent Spreads (New & Renewal) | +9.2% | | Total Portfolio % Leased | 94.6% | | Same Property % Leased | 95.4% | [Results of Operations](index=43&type=section&id=Results%20of%20Operations) Q3 2023 total revenues increased by **$26.6 million** to **$330.6 million**, driven by the UBP acquisition and same-property growth, while nine-month net income fell due to a 2022 gain on sale, though Core Operating Earnings increased to **$516.5 million** Q3 2023 vs Q3 2022 Revenue and Expense Changes (in thousands of US Dollars) | Item | Q3 2023 | Q3 2022 | Change | | :--- | :--- | :--- | :--- | | Total Revenues | $330,638 | $303,989 | $26,649 | | Total Operating Expenses | $211,339 | $188,995 | $22,344 | - The increase in Q3 2023 base rent was primarily driven by **$11.8 million** from the UBP acquisition and a **$6.5 million** net increase from same properties[142](index=142&type=chunk) Nareit FFO and Core Operating Earnings (in thousands of US Dollars) | Metric | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--- | :--- | :--- | | Nareit FFO | $546,048 | $526,268 | | Core Operating Earnings | $516,475 | $491,591 | [Liquidity and Capital Resources](index=54&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with **$74.4 million** in unrestricted cash and **$1.16 billion** available on its credit line, a **5.5x** pro-rata net debt-to-EBITDAre ratio, and **$547.7 million** in operating cash flow, with no unsecured debt maturities until June 2024 Available Capital Sources (as of Sep 30, 2023, in thousands of US Dollars) | Source | Available Capacity | | :--- | :--- | | ATM Program | $500,000 | | Line of Credit | $1,164,720 | - Pro-rata net debt and Preferred Stock-to-operating EBITDAre ratio was **5.5x** on a trailing 12-month basis as of September 30, 2023[177](index=177&type=chunk) - The company has in-process development and redevelopment projects with total estimated pro-rata costs of **$440.0 million**[130](index=130&type=chunk)[186](index=186&type=chunk) - As of September 30, 2023, **85.7%** of wholly-owned real estate assets were unencumbered, providing financial flexibility[177](index=177&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=61&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company monitors capital markets and debt management, expecting to issue new debt for maturing obligations, but acknowledges that market volatility and rising interest rates could increase new debt costs - The company believes it can successfully issue new debt to fund maturing obligations, but acknowledges that rising interest rates will likely make new debt more expensive than current outstanding debt[171](index=171&type=chunk)[196](index=196&type=chunk) [Item 4. Controls and Procedures](index=62&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of September 30, 2023, with no material changes to internal controls over financial reporting during the third quarter - The chief executive officer and chief financial officer of both the Parent Company and the Operating Partnership concluded that disclosure controls and procedures were effective as of the end of the reporting period[197](index=197&type=chunk)[199](index=199&type=chunk) - No changes in internal controls over financial reporting that materially affected, or are reasonably likely to materially affect, internal controls were identified during the third quarter of 2023[198](index=198&type=chunk)[200](index=200&type=chunk) [PART II - OTHER INFORMATION](index=62&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section provides additional information not covered in Part I, including legal proceedings, risk factors, equity sales, and other disclosures [Item 1. Legal Proceedings](index=62&type=section&id=Item%201.%20Legal%20Proceedings) A complaint filed by a purported UBP stockholder in connection with the merger was resolved during the quarter, with no other material developments in legal proceedings reported - Litigation related to the UBP acquisition, where a stockholder alleged breaches of fiduciary duty and disclosure failures, was resolved during the quarter with an immaterial payment[108](index=108&type=chunk) [Item 1A. Risk Factors](index=62&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors from the 2022 Annual Report, except for those in the Form S-4 for the UBP acquisition and a new risk factor concerning potential adverse effects from banking and financial services industry instability - A new risk factor was identified regarding potential adverse effects from instability in the banking and financial services industry, which could impair access to capital for the company, its tenants, and partners[203](index=203&type=chunk)[204](index=204&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=63&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q3 2023, the company issued **3,340** common shares to redeem Operating Partnership common units under a registration exemption and repurchased shares for employee tax withholding, with **$230 million** remaining in the stock repurchase program - Issued **3,340 shares** of common stock in connection with the redemption of L.P. common units, exempt from registration under Section 4(a)(2) of the Securities Act[206](index=206&type=chunk) Issuer Purchases of Equity Securities (Q3 2023, in US Dollars) | Period | Total Shares Purchased | Average Price Paid per Share | Approx. Value of Shares Remaining in Program (US Dollars) | | :--- | :--- | :--- | :--- | | July 2023 | — | $— | $230,000,000 | | August 2023 | 341 | $65.01 | $230,000,000 | | September 2023 | 649 | $63.11 | $230,000,000 | [Item 5. Other Information](index=63&type=section&id=Item%205.%20Other%20Information) Executive Chairman Martin E. Stein Jr. adopted a new Rule 10b5-1 trading plan for up to **50,000 shares**, and the company entered into new indemnification agreements with directors and executive officers on November 2, 2023 - On September 13, 2023, Executive Chairman Martin E. Stein Jr. terminated a previous Rule 10b5-1 trading plan and adopted a new one for the sale of up to **50,000 shares** of common stock[210](index=210&type=chunk) - On November 2, 2023, the Company entered into new indemnification agreements with all current members of its Board of Directors and its executive officers[211](index=211&type=chunk) [Item 6. Exhibits](index=64&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including equity distribution agreements, the UBP merger agreement, articles of incorporation, material contracts, and various SEC-required certifications
Regency Centers(REG) - 2023 Q3 - Earnings Call Transcript
2023-11-03 20:01
Regency Centers Corporation (NASDAQ:REG) Q3 2023 Earnings Conference Call November 3, 2023 11:00 AM ET Company Participants Christy McElroy - Senior Vice President of Capital Markets Lisa Palmer - President & Chief Executive Officer Michael Mas - Chief Financial Officer Nicholas Wibbenmeyer - Executive Vice President & West Region President. Alan Roth - Executive Vice President, National Property Operations & East Region President Conference Call Participants Michael Goldsmith - UBS Eric Borden - BMO Capit ...
Regency Centers(REG) - 2023 Q2 - Earnings Call Transcript
2023-08-04 20:45
Financial Data and Key Metrics Changes - The company reported a same-property NOI growth of 3.6% in Q2 2023, driven primarily by base rent growth, which contributed 380 basis points to the NOI growth rate [49] - The midpoint of core operating earnings guidance for 2023 was increased by $0.01 per share, reflecting strong leasing activity and improved operating environment [50][56] - The company anticipates approximately $6 million of accelerated below-market rent within its non-cash guidance for the full year [53] Business Line Data and Key Metrics Changes - New leasing volume year-to-date is 40% above historical averages, with Q2 achieving the highest shop new leasing volume in over 10 years [31] - The overall same-property lease rate increased by 10 basis points in Q2, despite a 60 basis points occupancy loss due to bankruptcies [32] - Cash rent spreads were strong, with 12% on a blended basis and nearly 30% on new leasing [33] Market Data and Key Metrics Changes - Tenant demand is robust across various categories, including grocers, off-price retailers, medical services, restaurants, and pet services [34] - The company has a signed but not occupied pipeline representing over $30 million of annual incremental base rent [34] - The New York MSA occupancy dropped to 82%, attributed to deleasing for development [86] Company Strategy and Development Direction - The company is focused on ramping development and redevelopment activity back to a strategic goal of $200 million to $250 million of average annual investment [23] - The merger with Urstadt Biddle is expected to be immediately accretive to core operating earnings and will enhance the company's presence in strong trade areas [27][28] - The company aims to achieve over $1 billion of project starts over the next five years, leveraging its expertise and relationships [47] Management's Comments on Operating Environment and Future Outlook - Management noted that despite macroeconomic uncertainties, they have not seen signs of softening in their business fundamentals [22] - The company expects continued strength in leasing activity and is optimistic about integrating Urstadt Biddle's properties into its portfolio [76][126] - Management anticipates a modest increase in same-property occupancy rates by year-end, driven by strong leasing activity [90] Other Important Information - The company has a strong balance sheet with leverage at the low end of its targeted range, allowing for flexibility in capital allocation [58][60] - The company is generating significant free cash flow, expected to approach $150 million this year, which will self-fund its growing investment pipeline [59] Q&A Session Summary Question: What is the current state of the transaction market? - Management indicated that while there is still activity, the pace of opportunities is accelerating, and they are actively pursuing deals that are accretive to quality and growth [65] Question: How is leasing activity impacted by current market conditions? - Management reported no backing off from tenants and a strong pipeline of nearly 1 million square feet in active negotiations [68] Question: What are the expectations for occupancy rates moving forward? - Management expects a modest increase in occupancy rates by year-end, despite some losses due to bankruptcies [90] Question: How does the company view the impact of below-market rents? - Management anticipates a burn-off of non-cash income related to below-market rents, particularly from the Bed Bath & Beyond spaces [84] Question: What is the outlook for development and redevelopment projects? - Management is optimistic about the development pipeline and sees significant demand for new projects, with 12 new development and redevelopment projects started totaling $175 million in Q2 [44]
Regency Centers(REG) - 2023 Q2 - Quarterly Report
2023-08-04 17:16
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-12298 (Regency Centers Corporation) Commission File Number 0-24763 (Regency Centers, L.P.) REGENCY CENTERS CORPORATION REGENCY CENTERS, L.P. (Ex ...
Regency Centers(REG) - 2023 Q1 - Quarterly Report
2023-05-05 20:11
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (State or other jurisdiction of incorporation or organization) One Independent Drive, Suite 114 Jacksonville, Florida 32202 (I.R.S. Employer Identification No.) (904) 5 ...
Regency Centers(REG) - 2023 Q1 - Earnings Call Transcript
2023-05-05 20:04
Financial Data and Key Metrics Changes - The company reported same-property NOI growth of 6.3% in Q1 2023, driven primarily by base rent growth, which contributed 430 basis points [23][24] - The guidance for same-property NOI growth was revised upward to a range of 2.5% to 3.5%, excluding COVID period reserve collections [25] - The company repurchased approximately 350,000 shares for $20 million at an average price just over $57 per share [26] Business Line Data and Key Metrics Changes - Tenant demand for space remains strong, with new leasing volume 20% above the historical first quarter average [42] - Cash rent spreads were reported in the mid-teens, reflecting the quality of shopping centers and locations [9] - Nearly 90% of all leasing activity had embedded rent escalators, indicating a strong ability to drive rent growth [17] Market Data and Key Metrics Changes - The transaction market has seen thin volumes due to uncertainty and instability in financing markets [7] - The company has limited exposure to bankruptcies, with proactive asset management contributing to a strong tenant roster [14] - Demand is coming from various categories, including grocers and off-price retailers, with an anticipated average mark-to-market of approximately 20% [19] Company Strategy and Development Direction - The company is focused on continuing to build its development and redevelopment pipelines, targeting over $200 million of annual starts [23] - The company is actively managing at-risk tenant exposure and is prepared to backfill spaces as needed [45] - The company aims to leverage its strong balance sheet and liquidity to be opportunistic in the current environment [27] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the retail operating environment, noting strong demand across various categories [55] - The company remains vigilant regarding potential economic impacts but has not yet seen signs of softening in business [5] - Management highlighted the importance of their balance sheet strength during times of capital market turmoil [53] Other Important Information - The company has access to a $1.25 billion line of credit with no significant debt maturities for over a year [27] - The company is evaluating opportunities to create value within its current portfolio, including redevelopment projects [22] Q&A Session Summary Question: What have you seen regarding leasing volumes post-Silicon Valley Bank disruption? - Management noted that March new activity exceeded both January and February, indicating sustained demand [29] Question: What is the sustainability of the recent leasing demand? - Management expressed confidence in the quality of retailers and the depth of the leasing pipeline, with plenty of activity remaining [30] Question: How are you managing tenant watch lists? - The company is proactively evaluating tenants on the watch list, focusing on sales volumes and lease expirations [35] Question: What is the outlook for occupancy by year-end? - Management indicated that occupancy is expected to be flat to slightly down, but strong demand will help mitigate losses from bankruptcies [60] Question: What pushback are you seeing on rent increases? - Management reported minimal pushback on rent escalators, with a high percentage of leases including embedded rent steps [65] Question: How are you thinking about capital allocation and share repurchases? - The share repurchase was tactical, aimed at hedging a development opportunity, with a focus on accretive opportunities [92][93] Question: What are the characteristics of leases without rent escalators? - The leases without escalators are primarily options being exercised that do not include embedded rent steps [140]
Regency Centers(REG) - 2023 Q1 - Earnings Call Presentation
2023-05-05 16:10
1Q23 Earnings Presentation May 2023 egency enters. Blakeney Crossing | Charlotte, NC Safe Harbor and Non-GAAP Disclosures | --- | --- ...
Regency Centers(REG) - 2022 Q4 - Annual Report
2023-02-17 18:14
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-12298 (Regency Centers Corporation) Commission File Number 0-24763 (Regency Centers, L.P.) REGENCY CENTERS CORPORATION REGENCY CENTERS, L.P. (Exact ...
Regency Centers(REG) - 2022 Q4 - Earnings Call Transcript
2023-02-10 20:19
Regency Centers Corporation (NASDAQ:REG) Q4 2022 Earnings Conference Call February 10, 2023 11:00 AM ET Company Participants Christy McElroy - SVP of Capital Markets Lisa Palmer - President and CEO Alan Roth - EVP of National Property Operations & East Region President Nick Wibbenmeyer - EVP & West Region President Michael Mas - EVP & CFO Conference Call Participants Michael Goldsmith - UBS Ki Bin Kim - Truist Securities Greg McGinniss - Scotiabank Floris Van Dijkum - Compass Point Craig Mailman - Citi Juan ...
Regency Centers(REG) - 2022 Q4 - Earnings Call Presentation
2023-02-10 16:26
4Q22 Earnings Presentation February 2023 Grand Ridge Plaza | Seattle, WA Regency Centers. re mill = 10 S/AFEWAY S Safe Harbor and Non-GAAP Disclosures | --- | --- ...