|
x
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
FLORIDA (REGENCY CENTERS CORPORATION)
|
|
59-3191743
|
DELAWARE (REGENCY CENTERS, L.P)
|
|
59-3429602
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
One Independent Drive, Suite 114
Jacksonville, Florida 32202
|
|
(904) 598-7000
|
(Address of principal executive offices) (zip code)
|
|
(Registrant's telephone number, including area code)
|
Title of each class
|
|
Name of each exchange on which registered
|
Common Stock, $.01 par value
|
|
New York Stock Exchange
|
7.45% Series 3 Cumulative Redeemable Preferred Stock, $.01 par value
|
|
New York Stock Exchange
|
7.25% Series 4 Cumulative Redeemable Preferred Stock, $.01 par value
|
|
New York Stock Exchange
|
6.70% Series 5 Cumulative Redeemable Preferred Stock, $.01 par value
|
|
New York Stock Exchange
|
6.625% Series 6 Cumulative Redeemable Preferred Stock, $.01 par value
|
|
New York Stock Exchange
|
Title of each class
|
|
Name of each exchange on which registered
|
None
|
|
N/A
|
Large accelerated filer
|
x
|
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
|
Smaller reporting company
|
o
|
Large accelerated filer
|
o
|
|
Accelerated filer
|
x
|
Non-accelerated filer
|
o
|
|
Smaller reporting company
|
o
|
|
•
|
enhances investors' understanding of the Parent Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
|
•
|
eliminates duplicative disclosure and provides a more streamlined and readable presentation; and
|
•
|
creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
|
Name
|
Age
|
Title
|
Executive Officer in Position Shown Since
|
Martin E. Stein, Jr.
|
59
|
Chairman and Chief Executive Officer
|
1993
|
Brian M. Smith
|
57
|
President and Chief Operating Officer
|
2009
(1)
|
Bruce M. Johnson
|
64
|
Executive Vice President and Chief Financial Officer
|
1993
(2)
|
Dan M. Chandler, III
|
44
|
Managing Director - West
|
2009
(3)
|
John S. Delatour
|
52
|
Managing Director - Central
|
1999
|
James D. Thompson
|
57
|
Managing Director - East
|
1993
|
•
|
weakness in the national, regional and local economies, which could adversely impact consumer spending and retail sales and in turn tenant demand for space and lead to increased store closings;
|
•
|
consequences of any armed conflict involving, or terrorist attack against, the United States;
|
•
|
adverse financial conditions for large retail companies;
|
•
|
the ongoing consolidation in the retail sector;
|
•
|
the excess amount of retail space in a number of markets;
|
•
|
reduction in the demand by tenants to occupy our shopping centers as a result of reduced consumer demand for certain retail formats such as video rental stores;
|
•
|
a shift in retail shopping from brick and mortar stores to Internet retailers and catalogs;
|
•
|
the growth of super-centers, such as those operated by Wal-Mart, and their adverse effect on major grocery chains; and
|
•
|
the impact of increased energy costs on consumers and its consequential effect on the number of shopping visits to our centers.
|
•
|
becomes bankrupt or insolvent;
|
•
|
experiences a downturn in its business;
|
•
|
materially defaults on its leases;
|
•
|
does not renew its leases as they expire; or
|
•
|
renews at lower rental rates.
|
•
|
our estimate of the costs to improve, reposition or redevelop a property may prove to be too low, or the time we estimate to complete the improvement, repositioning or redevelopment may be too short. As a result, the property may fail to achieve the returns we have projected, either temporarily or for a longer time;
|
•
|
we may not be able to identify suitable properties to acquire or may be unable to complete the acquisition of the properties we identify;
|
•
|
we may not be able to integrate an acquisition into our existing operations successfully;
|
•
|
properties we acquire may fail to achieve the occupancy or rental rates we project, within the time frames we project, at the time we make the decision to invest, which may result in the properties’ failure to achieve the returns we projected;
|
•
|
our pre-acquisition evaluation of the physical condition of each new investment may not detect certain defects or identify necessary repairs until after the property is acquired, which could significantly increase our total acquisition costs or decrease cash flow from the property; and
|
•
|
our investigation of a property or building prior to our acquisition, and any representations we may receive from the seller of such building or property, may fail to reveal various liabilities, which could reduce the cash flow from the property or increase our acquisition cost.
|
•
|
the ability to lease up developments to full occupancy on a timely basis;
|
•
|
the risk that occupancy rates and rents of a completed project will not be sufficient to make the project profitable and available for contribution to our co-investment partnerships or sale to third parties;
|
•
|
the risk that the current size of our development pipeline will strain the organization's capacity to complete the developments within the targeted timelines and at the expected returns on invested capital;
|
•
|
the risk that we may abandon development opportunities and lose our investment in these developments;
|
•
|
the risk that development costs of a project may exceed original estimates, possibly making the project unprofitable;
|
•
|
delays in the development and construction process; and
|
•
|
the lack of cash flow during the construction period;
|
•
|
actual or anticipated variations in our operating results or dividends;
|
•
|
changes in our funds from operations or earnings estimates;
|
•
|
publication of research reports about us or the real estate industry in general and recommendations by financial analysts or actions taken by rating agencies with respect to our securities or those of other REIT's;
|
•
|
the ability of our tenants to pay rent and meet their other obligations to us under current lease terms and our ability to re-lease space as leases expire;
|
•
|
increases in market interest rates that drive purchasers of our stock to demand a higher dividend yield;
|
•
|
changes in market valuations of similar companies;
|
•
|
adverse market reaction to any additional debt we incur in the future;
|
•
|
any future issuances of equity securities;
|
•
|
additions or departures of key management personnel;
|
•
|
strategic actions by us or our competitors, such as acquisitions or restructurings;
|
•
|
actions by institutional stockholders;
|
•
|
speculation in the press or investment community; and
|
•
|
general market and economic conditions.
|
|
|
December 31, 2011
|
|
December 31, 2010
|
||||||||||||||||||||
Location
|
|
#
Properties
|
|
GLA
|
|
% of Total
GLA
|
|
%
Leased
|
|
#
Properties
|
|
GLA
|
|
% of Total
GLA
|
|
%
Leased
|
||||||||
California
|
|
44
|
|
|
5,521,165
|
|
|
23.3
|
%
|
|
91.1
|
%
|
|
42
|
|
|
5,211,886
|
|
|
22.4
|
%
|
|
93.7
|
%
|
Florida
|
|
45
|
|
|
4,550,377
|
|
|
19.2
|
%
|
|
92.6
|
%
|
|
44
|
|
|
4,467,696
|
|
|
19.2
|
%
|
|
92.5
|
%
|
Texas
|
|
22
|
|
|
2,932,389
|
|
|
12.4
|
%
|
|
93.5
|
%
|
|
23
|
|
|
2,875,917
|
|
|
12.4
|
%
|
|
89.9
|
%
|
Ohio
|
|
12
|
|
|
1,591,430
|
|
|
6.7
|
%
|
|
96.3
|
%
|
|
13
|
|
|
1,698,262
|
|
|
7.3
|
%
|
|
93.2
|
%
|
Georgia
|
|
14
|
|
|
1,269,372
|
|
|
5.3
|
%
|
|
89.1
|
%
|
|
16
|
|
|
1,428,281
|
|
|
6.1
|
%
|
|
88.2
|
%
|
Colorado
|
|
14
|
|
|
1,161,853
|
|
|
4.9
|
%
|
|
91.6
|
%
|
|
14
|
|
|
1,117,074
|
|
|
4.8
|
%
|
|
86.8
|
%
|
Virginia
|
|
7
|
|
|
951,410
|
|
|
4.0
|
%
|
|
92.9
|
%
|
|
7
|
|
|
910,740
|
|
|
3.9
|
%
|
|
93.9
|
%
|
Illinois
|
|
5
|
|
|
862,968
|
|
|
3.6
|
%
|
|
95.0
|
%
|
|
5
|
|
|
885,581
|
|
|
3.8
|
%
|
|
94.4
|
%
|
North Carolina
|
|
9
|
|
|
836,922
|
|
|
3.5
|
%
|
|
92.6
|
%
|
|
9
|
|
|
874,238
|
|
|
3.8
|
%
|
|
87.8
|
%
|
Oregon
|
|
8
|
|
|
740,605
|
|
|
3.1
|
%
|
|
90.8
|
%
|
|
7
|
|
|
659,060
|
|
|
2.8
|
%
|
|
96.8
|
%
|
Tennessee
|
|
6
|
|
|
478,923
|
|
|
2.0
|
%
|
|
94.1
|
%
|
|
6
|
|
|
479,321
|
|
|
2.1
|
%
|
|
92.3
|
%
|
Missouri
|
|
4
|
|
|
408,347
|
|
|
1.7
|
%
|
|
98.7
|
%
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
—
|
%
|
Arizona
|
|
3
|
|
|
388,441
|
|
|
1.6
|
%
|
|
84.0
|
%
|
|
3
|
|
|
388,440
|
|
|
1.7
|
%
|
|
90.6
|
%
|
Massachusetts
|
|
2
|
|
|
360,297
|
|
|
1.5
|
%
|
|
94.6
|
%
|
|
2
|
|
|
371,758
|
|
|
1.6
|
%
|
|
93.7
|
%
|
Washington
|
|
5
|
|
|
357,201
|
|
|
1.5
|
%
|
|
94.1
|
%
|
|
6
|
|
|
461,073
|
|
|
2.0
|
%
|
|
94.0
|
%
|
Nevada
|
|
1
|
|
|
330,907
|
|
|
1.4
|
%
|
|
88.7
|
%
|
|
2
|
|
|
439,422
|
|
|
1.9
|
%
|
|
79.5
|
%
|
Pennsylvania
|
|
4
|
|
|
321,901
|
|
|
1.4
|
%
|
|
98.4
|
%
|
|
4
|
|
|
305,444
|
|
|
1.3
|
%
|
|
94.0
|
%
|
Delaware
|
|
2
|
|
|
242,939
|
|
|
1.0
|
%
|
|
89.6
|
%
|
|
2
|
|
|
242,680
|
|
|
1.0
|
%
|
|
89.8
|
%
|
Michigan
|
|
2
|
|
|
118,273
|
|
|
0.5
|
%
|
|
39.2
|
%
|
|
2
|
|
|
118,273
|
|
|
0.5
|
%
|
|
84.6
|
%
|
Maryland
|
|
1
|
|
|
87,556
|
|
|
0.4
|
%
|
|
97.2
|
%
|
|
1
|
|
|
95,010
|
|
|
0.4
|
%
|
|
90.1
|
%
|
Alabama
|
|
1
|
|
|
84,740
|
|
|
0.4
|
%
|
|
86.2
|
%
|
|
1
|
|
|
84,740
|
|
|
0.4
|
%
|
|
77.8
|
%
|
South Carolina
|
|
2
|
|
|
74,421
|
|
|
0.3
|
%
|
|
98.1
|
%
|
|
2
|
|
|
74,421
|
|
|
0.3
|
%
|
|
96.2
|
%
|
Indiana
|
|
3
|
|
|
54,484
|
|
|
0.2
|
%
|
|
82.3
|
%
|
|
3
|
|
|
54,484
|
|
|
0.2
|
%
|
|
62.9
|
%
|
Kentucky
|
|
1
|
|
|
23,186
|
|
|
0.1
|
%
|
|
93.9
|
%
|
|
1
|
|
|
23,186
|
|
|
0.1
|
%
|
|
81.9
|
%
|
Total
|
|
217
|
|
|
23,750,107
|
|
|
100.0
|
%
|
|
92.2
|
%
|
|
215
|
|
|
23,266,987
|
|
|
100.0
|
%
|
|
91.6
|
%
|
|
|
December 31, 2011
|
|
December 31, 2010
|
||||||||||||||||||||
Location
|
|
#
Properties
|
|
GLA
|
|
% of Total
GLA
|
|
%
Leased
|
|
#
Properties
|
|
GLA
|
|
% of Total
GLA
|
|
%
Leased
|
||||||||
California
|
|
27
|
|
|
3,550,511
|
|
|
19.3
|
%
|
|
95.5
|
%
|
|
27
|
|
|
3,555,084
|
|
|
16.3
|
%
|
|
94.4
|
%
|
Virginia
|
|
21
|
|
|
2,780,216
|
|
|
15.1
|
%
|
|
94.8
|
%
|
|
22
|
|
|
2,788,919
|
|
|
12.8
|
%
|
|
94.8
|
%
|
Maryland
|
|
15
|
|
|
1,726,984
|
|
|
9.4
|
%
|
|
92.9
|
%
|
|
15
|
|
|
1,765,700
|
|
|
8.1
|
%
|
|
89.8
|
%
|
Illinois
|
|
10
|
|
|
1,328,210
|
|
|
7.2
|
%
|
|
97.5
|
%
|
|
19
|
|
|
2,258,221
|
|
|
10.4
|
%
|
|
92.1
|
%
|
Texas
|
|
9
|
|
|
1,226,986
|
|
|
6.7
|
%
|
|
96.0
|
%
|
|
10
|
|
|
1,277,109
|
|
|
5.9
|
%
|
|
91.4
|
%
|
North Carolina
|
|
7
|
|
|
1,191,869
|
|
|
6.5
|
%
|
|
95.8
|
%
|
|
7
|
|
|
1,315,343
|
|
|
6.0
|
%
|
|
96.3
|
%
|
Pennsylvania
|
|
7
|
|
|
981,711
|
|
|
5.3
|
%
|
|
95.9
|
%
|
|
7
|
|
|
981,635
|
|
|
4.5
|
%
|
|
93.3
|
%
|
Colorado
|
|
6
|
|
|
941,094
|
|
|
5.1
|
%
|
|
95.5
|
%
|
|
6
|
|
|
947,326
|
|
|
4.3
|
%
|
|
94.8
|
%
|
Florida
|
|
11
|
|
|
841,160
|
|
|
4.6
|
%
|
|
93.2
|
%
|
|
11
|
|
|
841,159
|
|
|
3.9
|
%
|
|
92.0
|
%
|
Minnesota
|
|
5
|
|
|
675,021
|
|
|
3.7
|
%
|
|
98.4
|
%
|
|
3
|
|
|
483,520
|
|
|
2.2
|
%
|
|
97.4
|
%
|
Washington
|
|
5
|
|
|
577,441
|
|
|
3.1
|
%
|
|
90.9
|
%
|
|
5
|
|
|
577,441
|
|
|
2.6
|
%
|
|
91.7
|
%
|
Ohio
|
|
2
|
|
|
532,020
|
|
|
2.9
|
%
|
|
93.3
|
%
|
|
2
|
|
|
537,073
|
|
|
2.5
|
%
|
|
92.0
|
%
|
South Carolina
|
|
4
|
|
|
286,222
|
|
|
1.6
|
%
|
|
96.3
|
%
|
|
4
|
|
|
286,297
|
|
|
1.3
|
%
|
|
96.4
|
%
|
Wisconsin
|
|
2
|
|
|
269,128
|
|
|
1.5
|
%
|
|
93.5
|
%
|
|
2
|
|
|
269,128
|
|
|
1.2
|
%
|
|
94.2
|
%
|
Georgia
|
|
3
|
|
|
243,351
|
|
|
1.3
|
%
|
|
92.0
|
%
|
|
3
|
|
|
243,351
|
|
|
1.1
|
%
|
|
92.8
|
%
|
Delaware
|
|
2
|
|
|
227,481
|
|
|
1.2
|
%
|
|
89.3
|
%
|
|
2
|
|
|
231,587
|
|
|
1.1
|
%
|
|
86.2
|
%
|
Massachusetts
|
|
1
|
|
|
185,279
|
|
|
1.0
|
%
|
|
98.1
|
%
|
|
1
|
|
|
185,279
|
|
|
0.8
|
%
|
|
100.0
|
%
|
Connecticut
|
|
1
|
|
|
179,864
|
|
|
1.0
|
%
|
|
99.8
|
%
|
|
1
|
|
|
179,863
|
|
|
0.8
|
%
|
|
99.8
|
%
|
New Jersey
|
|
2
|
|
|
156,531
|
|
|
0.9
|
%
|
|
96.6
|
%
|
|
2
|
|
|
156,482
|
|
|
0.7
|
%
|
|
93.8
|
%
|
Indiana
|
|
2
|
|
|
138,884
|
|
|
0.7
|
%
|
|
93.1
|
%
|
|
3
|
|
|
218,769
|
|
|
1.0
|
%
|
|
91.1
|
%
|
Alabama
|
|
1
|
|
|
118,466
|
|
|
0.6
|
%
|
|
64.6
|
%
|
|
1
|
|
|
118,466
|
|
|
0.6
|
%
|
|
64.6
|
%
|
Arizona
|
|
1
|
|
|
107,633
|
|
|
0.6
|
%
|
|
92.1
|
%
|
|
1
|
|
|
107,633
|
|
|
0.5
|
%
|
|
93.2
|
%
|
Oregon
|
|
1
|
|
|
93,101
|
|
|
0.5
|
%
|
|
92.5
|
%
|
|
1
|
|
|
93,101
|
|
|
0.4
|
%
|
|
95.9
|
%
|
Dist. of Columbia
|
|
2
|
|
|
39,647
|
|
|
0.2
|
%
|
|
100.0
|
%
|
|
2
|
|
|
39,647
|
|
|
0.2
|
%
|
|
90.6
|
%
|
Missouri
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
—
|
%
|
|
23
|
|
|
2,265,467
|
|
|
10.4
|
%
|
|
96.8
|
%
|
Tennessee
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
—
|
%
|
|
1
|
|
|
86,065
|
|
|
0.4
|
%
|
|
94.8
|
%
|
Total
|
|
147
|
|
|
18,398,810
|
|
|
100.0
|
%
|
|
94.8
|
%
|
|
181
|
|
|
21,809,665
|
|
|
100.0
|
%
|
|
93.6
|
%
|
Tenant
|
GLA
|
|
Percent to Company Owned GLA
|
|
Rent
|
|
Percentage of Annualized Base Rent
|
|
Number of Leased Stores
|
|
Anchor Owned Stores (1)
|
||||||
Publix
|
2,031,785
|
|
|
6.8
|
%
|
$
|
19,992
|
|
|
4.4
|
%
|
|
55
|
|
|
1
|
|
Kroger
|
2,090,100
|
|
|
7.0
|
%
|
|
19,202
|
|
|
4.2
|
%
|
|
43
|
|
|
8
|
|
Safeway
|
1,707,700
|
|
|
5.7
|
%
|
|
16,879
|
|
|
3.7
|
%
|
|
51
|
|
|
6
|
|
Supervalu
|
839,301
|
|
|
2.8
|
%
|
|
10,022
|
|
|
2.2
|
%
|
|
26
|
|
|
2
|
|
CVS
|
483,136
|
|
|
1.6
|
%
|
|
7,192
|
|
|
1.6
|
%
|
|
46
|
|
|
—
|
|
Whole Foods
|
252,450
|
|
|
0.8
|
%
|
|
6,664
|
|
|
1.5
|
%
|
|
8
|
|
|
—
|
|
TJX Companies
|
543,334
|
|
|
1.8
|
%
|
|
6,332
|
|
|
1.4
|
%
|
|
25
|
|
|
—
|
|
Ahold
|
341,251
|
|
|
1.1
|
%
|
|
4,751
|
|
|
1.0
|
%
|
|
13
|
|
|
—
|
|
Ross Dress For Less
|
279,805
|
|
|
0.9
|
%
|
|
4,353
|
|
|
1.0
|
%
|
|
17
|
|
|
—
|
|
H.E.B.
|
294,765
|
|
|
1.0
|
%
|
|
4,326
|
|
|
1.0
|
%
|
|
5
|
|
|
—
|
|
PETCO
|
219,706
|
|
|
0.7
|
%
|
|
4,104
|
|
|
0.9
|
%
|
|
25
|
|
|
—
|
|
Walgreens
|
193,909
|
|
|
0.7
|
%
|
|
3,729
|
|
|
0.8
|
%
|
|
16
|
|
|
—
|
|
Starbucks
|
100,076
|
|
|
0.3
|
%
|
|
3,507
|
|
|
0.8
|
%
|
|
83
|
|
|
—
|
|
Sports Authority
|
181,523
|
|
|
0.6
|
%
|
|
3,461
|
|
|
0.8
|
%
|
|
5
|
|
|
—
|
|
Wells Fargo Bank
|
69,089
|
|
|
0.2
|
%
|
|
3,311
|
|
|
0.7
|
%
|
|
36
|
|
|
—
|
|
Bank of America
|
76,767
|
|
|
0.3
|
%
|
|
3,270
|
|
|
0.7
|
%
|
|
26
|
|
|
—
|
|
Sears Holdings
|
428,090
|
|
|
1.4
|
%
|
|
3,213
|
|
|
0.7
|
%
|
|
8
|
|
|
1
|
|
Rite Aid
|
207,459
|
|
|
0.7
|
%
|
|
3,184
|
|
|
0.7
|
%
|
|
24
|
|
|
—
|
|
PetSmart
|
178,850
|
|
|
0.6
|
%
|
|
2,959
|
|
|
0.7
|
%
|
|
10
|
|
|
—
|
|
Harris Teeter
|
247,811
|
|
|
0.8
|
%
|
|
2,929
|
|
|
0.6
|
%
|
|
8
|
|
|
—
|
|
Subway
|
98,248
|
|
|
0.3
|
%
|
|
2,915
|
|
|
0.6
|
%
|
|
112
|
|
|
—
|
|
Target
|
349,683
|
|
|
1.2
|
%
|
|
2,884
|
|
|
0.6
|
%
|
|
4
|
|
|
18
|
|
JPMorgan Chase Bank
|
54,573
|
|
|
0.2
|
%
|
|
2,707
|
|
|
0.6
|
%
|
|
23
|
|
|
—
|
|
The UPS Store
|
95,642
|
|
|
0.3
|
%
|
|
2,499
|
|
|
0.6
|
%
|
|
93
|
|
|
—
|
|
Wal-Mart
|
435,400
|
|
|
1.5
|
%
|
|
2,466
|
|
|
0.5
|
%
|
|
4
|
|
|
4
|
|
Trader Joe's
|
89,994
|
|
|
0.3
|
%
|
|
2,296
|
|
|
0.5
|
%
|
|
11
|
|
|
—
|
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
CALIFORNIA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Los Angeles/ Southern CA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
4S Commons Town Center
|
|
2004
|
|
2004
|
|
240,060
|
|
|
94.3
|
%
|
|
Ralphs, Jimbo's...Naturally!
|
|
Bed Bath & Beyond, Cost Plus World Market, CVS, Griffin Ace Hardware
|
Amerige Heights Town Center
|
|
2000
|
|
2000
|
|
89,181
|
|
|
95.5
|
%
|
|
Albertsons, (Target)
|
|
—
|
Brea Marketplace (5)
|
|
2005
|
|
1987
|
|
352,022
|
|
|
98.4
|
%
|
|
Sprout's Markets, Target
|
|
24 Hour Fitness, Big 5 Sporting Goods, Beverages & More!, Childtime Childcare, Golfsmith
|
Costa Verde Center
|
|
1999
|
|
1988
|
|
178,623
|
|
|
96.9
|
%
|
|
Bristol Farms
|
|
Bookstar, The Boxing Club
|
El Camino Shopping Center
|
|
1999
|
|
1995
|
|
135,728
|
|
|
91.9
|
%
|
|
Von's Food & Drug
|
|
Sav-On Drugs
|
El Norte Pkwy Plaza
|
|
1999
|
|
1984
|
|
90,549
|
|
|
91.9
|
%
|
|
Von's Food & Drug
|
|
CVS
|
Falcon Ridge Town Center Phase I (5)
|
|
2003
|
|
2004
|
|
232,754
|
|
|
98.3
|
%
|
|
Stater Bros., (Target)
|
|
Sports Authority, Ross Dress for Less, Access Home, Michaels, Party City, Pier 1 Imports
|
Falcon Ridge Town Center Phase II (5)
|
|
2005
|
|
2005
|
|
66,864
|
|
|
100.0
|
%
|
|
24 Hour Fitness
|
|
CVS
|
Five Points Shopping Center (5)
|
|
2005
|
|
1960
|
|
144,553
|
|
|
98.9
|
%
|
|
Albertsons
|
|
Longs Drug, Ross Dress for Less, Big 5 Sporting Goods, PETCO
|
French Valley Village Center
|
|
2004
|
|
2004
|
|
98,752
|
|
|
95.3
|
%
|
|
Stater Bros.
|
|
CVS
|
Friars Mission Center
|
|
1999
|
|
1989
|
|
146,897
|
|
|
91.1
|
%
|
|
Ralphs
|
|
Longs Drug
|
Gelson's Westlake Market Plaza
|
|
2002
|
|
2002
|
|
84,975
|
|
|
94.7
|
%
|
|
Gelson's Markets
|
|
—
|
Golden Hills Promenade
|
|
2006
|
|
2006
|
|
241,846
|
|
|
91.6
|
%
|
|
Lowe's
|
|
Bed Bath & Beyond, TJ Maxx
|
Granada Village (5)
|
|
2005
|
|
1965
|
|
226,708
|
|
|
91.0
|
%
|
|
Sprout's Markets
|
|
Rite Aid, TJ Maxx, Stein Mart, PETCO, Homegoods
|
Hasley Canyon Village (5)
|
|
2003
|
|
2003
|
|
65,801
|
|
|
100.0
|
%
|
|
Ralphs
|
|
—
|
Heritage Plaza
|
|
1999
|
|
1981
|
|
231,380
|
|
|
98.2
|
%
|
|
Ralphs
|
|
CVS, Jax Bicycle Center, Mitsuwa Marketplace, Total Woman
|
Indio Towne Center
|
|
2006
|
|
2006
|
|
132,678
|
|
|
74.7
|
%
|
|
(Home Depot), (WinCo), Toys R Us
|
|
CVS, 24 Hour Fitness, PETCO, Party City
|
Indio Towne Center Phase II
|
|
2010
|
|
2010
|
|
46,827
|
|
|
100.0
|
%
|
|
Toys "R" Us/Babies "R" Us
|
|
—
|
Jefferson Square
|
|
2007
|
|
2007
|
|
38,013
|
|
|
74.7
|
%
|
|
Fresh & Easy
|
|
CVS
|
Laguna Niguel Plaza (5)
|
|
2005
|
|
1985
|
|
41,943
|
|
|
87.4
|
%
|
|
(Albertsons)
|
|
CVS
|
Marina Shores (5)
|
|
2008
|
|
2001
|
|
67,727
|
|
|
97.8
|
%
|
|
Whole Foods
|
|
PETCO
|
Morningside Plaza
|
|
1999
|
|
1996
|
|
91,212
|
|
|
95.1
|
%
|
|
Stater Bros.
|
|
—
|
Navajo Shopping Center (5)
|
|
2005
|
|
1964
|
|
102,139
|
|
|
94.6
|
%
|
|
Albertsons
|
|
Rite Aid, O'Reilly Auto Parts
|
Newland Center
|
|
1999
|
|
1985
|
|
149,140
|
|
|
97.7
|
%
|
|
Albertsons
|
|
—
|
Oakbrook Plaza
|
|
1999
|
|
1982
|
|
83,286
|
|
|
93.8
|
%
|
|
Albertsons
|
|
(Longs Drug)
|
Park Plaza Shopping Center (5)
|
|
2001
|
|
1991
|
|
194,763
|
|
|
94.2
|
%
|
|
Sprout's Markets
|
|
CVS, PETCO, Ross Dress For Less, Office Depot, Tuesday Morning
|
Plaza Hermosa
|
|
1999
|
|
1984
|
|
94,777
|
|
|
92.9
|
%
|
|
Von's Food & Drug
|
|
Sav-On Drugs
|
Point Loma Plaza (5)
|
|
2005
|
|
1987
|
|
212,415
|
|
|
92.1
|
%
|
|
Von's Food & Drug
|
|
Sport Chalet 5, 24 Hour Fitness, Jo-Ann Fabrics
|
Rancho San Diego Village (5)
|
|
2005
|
|
1981
|
|
153,256
|
|
|
90.1
|
%
|
|
Von's Food & Drug
|
|
(Longs Drug), 24 Hour Fitness
|
Rio Vista Town Center
|
|
2005
|
|
2005
|
|
67,622
|
|
|
83.5
|
%
|
|
Stater Bros.
|
|
(CVS)
|
Rona Plaza
|
|
1999
|
|
1989
|
|
51,760
|
|
|
100.0
|
%
|
|
Superior Super Warehouse
|
|
—
|
Seal Beach (5)
|
|
2002
|
|
1966
|
|
96,858
|
|
|
95.5
|
%
|
|
Von's Food & Drug
|
|
CVS
|
Paseo Del Sol
|
|
2004
|
|
2004
|
|
29,885
|
|
|
100.0
|
%
|
|
Whole Foods
|
|
—
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
CALIFORNIA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Twin Oaks Shopping Center (5)
|
|
2005
|
|
1978
|
|
98,399
|
|
|
98.9
|
%
|
|
Ralphs
|
|
Rite Aid
|
Twin Peaks
|
|
1999
|
|
1988
|
|
198,139
|
|
|
98.1
|
%
|
|
Albertsons, Target
|
|
—
|
Valencia Crossroads
|
|
2002
|
|
2003
|
|
172,856
|
|
|
98.8
|
%
|
|
Whole Foods, Kohl's
|
|
—
|
Ventura Village
|
|
1999
|
|
1984
|
|
76,070
|
|
|
90.7
|
%
|
|
Von's Food & Drug
|
|
—
|
Vine at Castaic
|
|
2005
|
|
2005
|
|
27,314
|
|
|
72.9
|
%
|
|
—
|
|
—
|
Vista Village Phase I (5)
|
|
2002
|
|
2003
|
|
129,009
|
|
|
96.7
|
%
|
|
Krikorian Theaters, (Lowe's)
|
|
—
|
Vista Village Phase II (5)
|
|
2002
|
|
2003
|
|
55,000
|
|
|
45.5
|
%
|
|
Frazier Farms
|
|
—
|
Vista Village IV
|
|
2006
|
|
2006
|
|
11,000
|
|
|
100.0
|
%
|
|
—
|
|
—
|
Westlake Village Plaza and Center
|
|
1999
|
|
1975
|
|
190,529
|
|
|
87.9
|
%
|
|
Von's Food & Drug and Sprouts
|
|
(CVS), Longs Drug, Total Woman
|
Westridge Village
|
|
2001
|
|
2003
|
|
92,287
|
|
|
100.0
|
%
|
|
Albertsons
|
|
Beverages & More!
|
Woodman Van Nuys
|
|
1999
|
|
1992
|
|
107,614
|
|
|
98.7
|
%
|
|
El Super
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
San Francisco/ Northern CA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Applegate Ranch Shopping Center
|
|
2006
|
|
2006
|
|
144,444
|
|
|
82.4
|
%
|
|
(Super Target), (Home Depot)
|
|
Marshalls, PETCO, Big 5 Sporting Goods
|
Auburn Village (5)
|
|
2005
|
|
1990
|
|
133,944
|
|
|
84.5
|
%
|
|
Bel Air Market
|
|
Dollar Tree, Goodwill Industries, (Longs Drug)
|
Bayhill Shopping Center (5)
|
|
2005
|
|
1990
|
|
121,846
|
|
|
99.2
|
%
|
|
Mollie Stone's Market
|
|
Longs Drug
|
Blossom Valley (5)
|
|
1999
|
|
1990
|
|
93,316
|
|
|
100.0
|
%
|
|
Safeway
|
|
Longs Drug
|
Clayton Valley Shopping Center
|
|
2003
|
|
2004
|
|
260,205
|
|
|
95.7
|
%
|
|
Fresh & Easy, Orchard Supply Hardware
|
|
Longs Drugs, Dollar Tree, Ross Dress For Less
|
Clovis Commons
|
|
2004
|
|
2004
|
|
174,990
|
|
|
99.3
|
%
|
|
(Super Target)
|
|
Petsmart, TJ Maxx, Office Depot, Best Buy
|
Corral Hollow (5)
|
|
2000
|
|
2000
|
|
167,184
|
|
|
98.5
|
%
|
|
Safeway, Orchard Supply & Hardware
|
|
Longs Drug
|
Diablo Plaza
|
|
1999
|
|
1982
|
|
63,265
|
|
|
98.5
|
%
|
|
(Safeway)
|
|
(CVS), Beverages & More
|
East Washington Place (4)
|
|
2011
|
|
2011
|
|
208,224
|
|
|
—
|
%
|
|
(Target)
|
|
—
|
El Cerrito Plaza
|
|
2000
|
|
2000
|
|
256,035
|
|
|
99.2
|
%
|
|
(Lucky's)
|
|
(Longs Drug), Bed Bath & Beyond, Barnes & Noble, Jo-Ann Fabrics, PETCO, Ross Dress For Less
|
Encina Grande
|
|
1999
|
|
1965
|
|
102,413
|
|
|
98.3
|
%
|
|
Safeway
|
|
Walgreens
|
Folsom Prairie City Crossing
|
|
1999
|
|
1999
|
|
90,237
|
|
|
94.2
|
%
|
|
Safeway
|
|
—
|
Gateway 101
|
|
2008
|
|
2008
|
|
92,110
|
|
|
100.0
|
%
|
|
(Home Depot), (Best Buy), Sports Authority, Nordstrom Rack
|
|
—
|
Loehmanns Plaza California
|
|
1999
|
|
1983
|
|
113,310
|
|
|
98.2
|
%
|
|
(Safeway)
|
|
Longs Drug, Loehmann's
|
Mariposa Shopping Center (5)
|
|
2005
|
|
1957
|
|
126,658
|
|
|
100.0
|
%
|
|
Safeway
|
|
Longs Drug, Ross Dress for Less
|
Oak Shade Town Center
|
|
2011
|
|
1998
|
|
103,762
|
|
|
93.1
|
%
|
|
Safeway
|
|
Office Max, Rite Aid
|
Pleasant Hill Shopping Center (5)
|
|
2005
|
|
1970
|
|
227,681
|
|
|
99.1
|
%
|
|
Target, Toys "R" Us
|
|
Barnes & Noble, Ross Dress for Less
|
Powell Street Plaza
|
|
2001
|
|
1987
|
|
165,928
|
|
|
98.8
|
%
|
|
Trader Joe's
|
|
PETCO, Beverages & More!, Ross Dress For Less, DB Shoe Company, Marshalls
|
Raley's Supermarket (5)
|
|
2007
|
|
1964
|
|
62,827
|
|
|
100.0
|
%
|
|
Raley's
|
|
—
|
San Leandro Plaza
|
|
1999
|
|
1982
|
|
50,432
|
|
|
100.0
|
%
|
|
(Safeway)
|
|
(Longs Drug)
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
CALIFORNIA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Sequoia Station
|
|
1999
|
|
1996
|
|
103,148
|
|
|
100.0
|
%
|
|
(Safeway)
|
|
Longs Drug, Barnes & Noble, Old Navy, Pier 1
|
Silverado Plaza (5)
|
|
2005
|
|
1974
|
|
84,916
|
|
|
100.0
|
%
|
|
Nob Hill
|
|
Longs Drug
|
Snell & Branham Plaza (5)
|
|
2005
|
|
1988
|
|
92,352
|
|
|
96.4
|
%
|
|
Safeway
|
|
—
|
Stanford Ranch Village (5)
|
|
2005
|
|
1991
|
|
89,875
|
|
|
95.9
|
%
|
|
Bel Air Market
|
|
—
|
Strawflower Village
|
|
1999
|
|
1985
|
|
78,827
|
|
|
98.3
|
%
|
|
Safeway
|
|
(Longs Drug)
|
Tassajara Crossing
|
|
1999
|
|
1990
|
|
146,140
|
|
|
96.3
|
%
|
|
Safeway
|
|
Longs Drug, Tassajara Valley Hardware
|
West Park Plaza
|
|
1999
|
|
1996
|
|
88,104
|
|
|
91.6
|
%
|
|
Safeway
|
|
Rite Aid
|
Woodside Central
|
|
1999
|
|
1993
|
|
80,591
|
|
|
95.9
|
%
|
|
(Target)
|
|
Chuck E. Cheese, Marshalls
|
Ygnacio Plaza (5)
|
|
2005
|
|
1968
|
|
109,701
|
|
|
98.7
|
%
|
|
Fresh & Easy
|
|
Sports Basement
|
Subtotal/Weighted Average (CA)
|
|
|
|
|
|
9,071,676
|
|
|
92.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
FLORIDA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Ft. Myers / Cape Coral
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Corkscrew Village
|
|
2007
|
|
1997
|
|
82,011
|
|
|
100.0
|
%
|
|
Publix
|
|
—
|
First Street Village
|
|
2006
|
|
2006
|
|
54,926
|
|
|
94.7
|
%
|
|
Publix
|
|
—
|
Grande Oak
|
|
2000
|
|
2000
|
|
78,784
|
|
|
94.7
|
%
|
|
Publix
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Jacksonville / North Florida
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Anastasia Plaza
|
|
1993
|
|
1988
|
|
102,342
|
|
|
96.4
|
%
|
|
Publix
|
|
—
|
Canopy Oak Center (5)
|
|
2006
|
|
2006
|
|
90,042
|
|
|
82.5
|
%
|
|
Publix
|
|
—
|
Carriage Gate
|
|
1994
|
|
1978
|
|
76,784
|
|
|
86.8
|
%
|
|
—
|
|
Leon County Tax Collector, TJ Maxx
|
Courtyard Shopping Center
|
|
1993
|
|
1987
|
|
137,256
|
|
|
100.0
|
%
|
|
(Publix), Target
|
|
—
|
Fleming Island
|
|
1998
|
|
2000
|
|
136,663
|
|
|
74.8
|
%
|
|
Publix, (Target)
|
|
PETCO
|
Hibernia Pavilion
|
|
2006
|
|
2006
|
|
51,298
|
|
|
97.4
|
%
|
|
Publix
|
|
—
|
Hibernia Plaza
|
|
2006
|
|
2006
|
|
8,400
|
|
|
16.7
|
%
|
|
—
|
|
(Walgreens)
|
Horton's Corner
|
|
2007
|
|
2007
|
|
14,820
|
|
|
100.0
|
%
|
|
—
|
|
Walgreens
|
John's Creek Center (5)
|
|
2003
|
|
2004
|
|
75,101
|
|
|
87.0
|
%
|
|
Publix
|
|
—
|
Julington Village (5)
|
|
1999
|
|
1999
|
|
81,820
|
|
|
100.0
|
%
|
|
Publix
|
|
(CVS)
|
Millhopper Shopping Center
|
|
1993
|
|
1974
|
|
80,421
|
|
|
100.0
|
%
|
|
Publix
|
|
CVS
|
Newberry Square
|
|
1994
|
|
1986
|
|
180,524
|
|
|
94.7
|
%
|
|
Publix, K-Mart
|
|
Jo-Ann Fabrics
|
Nocatee Town Center (4)
|
|
2007
|
|
2007
|
|
69,679
|
|
|
90.8
|
%
|
|
Publix
|
|
—
|
Oakleaf Commons
|
|
2006
|
|
2006
|
|
73,717
|
|
|
86.7
|
%
|
|
Publix
|
|
(Walgreens)
|
Ocala Corners
|
|
2000
|
|
2000
|
|
86,772
|
|
|
95.9
|
%
|
|
Publix
|
|
—
|
Old St Augustine Plaza
|
|
1996
|
|
1990
|
|
232,459
|
|
|
98.3
|
%
|
|
Publix, Burlington Coat Factory, Hobby Lobby
|
|
CVS
|
Pine Tree Plaza
|
|
1997
|
|
1999
|
|
63,387
|
|
|
96.8
|
%
|
|
Publix
|
|
—
|
Plantation Plaza (5)
|
|
2004
|
|
2004
|
|
77,747
|
|
|
88.1
|
%
|
|
Publix
|
|
—
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
FLORIDA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Seminole Shoppes
|
|
2009
|
|
2009
|
|
73,241
|
|
|
96.4
|
%
|
|
Publix
|
|
—
|
Shoppes at Bartram Park (5)
|
|
2005
|
|
2004
|
|
105,319
|
|
|
93.5
|
%
|
|
Publix, (Kohl's)
|
|
—
|
Shoppes at Bartram Park Phase II (5)
|
|
2008
|
|
2008
|
|
14,639
|
|
|
70.0
|
%
|
|
—
|
|
(Tutor Time)
|
Shops at John's Creek
|
|
2003
|
|
2004
|
|
15,490
|
|
|
73.5
|
%
|
|
—
|
|
—
|
Starke
|
|
2000
|
|
2000
|
|
12,739
|
|
|
100.0
|
%
|
|
—
|
|
CVS
|
Vineyard Shopping Center (5)
|
|
2001
|
|
2002
|
|
62,821
|
|
|
84.7
|
%
|
|
Publix
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Miami / Fort Lauderdale
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Aventura Shopping Center
|
|
1994
|
|
1974
|
|
102,876
|
|
|
92.2
|
%
|
|
Publix
|
|
CVS, Shuva Israel
|
Berkshire Commons
|
|
1994
|
|
1992
|
|
110,062
|
|
|
100.0
|
%
|
|
Publix
|
|
Walgreens
|
Caligo Crossing
|
|
2007
|
|
2007
|
|
10,763
|
|
|
100.0
|
%
|
|
(Kohl's)
|
|
—
|
Five Corners Plaza (5)
|
|
2005
|
|
2001
|
|
44,647
|
|
|
99.4
|
%
|
|
Publix
|
|
—
|
Garden Square
|
|
1997
|
|
1991
|
|
90,258
|
|
|
100.0
|
%
|
|
Publix
|
|
CVS
|
Naples Walk Shopping Center
|
|
2007
|
|
1999
|
|
125,390
|
|
|
79.7
|
%
|
|
Publix
|
|
—
|
Pebblebrook Plaza (5)
|
|
2000
|
|
2000
|
|
76,767
|
|
|
100.0
|
%
|
|
Publix
|
|
(Walgreens)
|
Shoppes @ 104
|
|
1998
|
|
1990
|
|
108,192
|
|
|
100.0
|
%
|
|
Winn-Dixie
|
|
Navarro Discount Pharmacies
|
Welleby Plaza
|
|
1996
|
|
1982
|
|
109,949
|
|
|
86.7
|
%
|
|
Publix
|
|
Bealls
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Tampa / Orlando
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Beneva Village Shops
|
|
1998
|
|
1987
|
|
141,532
|
|
|
91.1
|
%
|
|
Publix
|
|
Walgreens, Harbor Freight Tools, You Fit Health Club
|
Bloomingdale Square
|
|
1998
|
|
1987
|
|
267,736
|
|
|
96.3
|
%
|
|
Publix, Wal-Mart, Bealls
|
|
Ace Hardware
|
East Towne Center
|
|
2002
|
|
2003
|
|
69,841
|
|
|
86.0
|
%
|
|
Publix
|
|
—
|
Kings Crossing Sun City
|
|
1999
|
|
1999
|
|
75,020
|
|
|
95.5
|
%
|
|
Publix
|
|
—
|
Lynnhaven (5)
|
|
2001
|
|
2001
|
|
63,871
|
|
|
100.0
|
%
|
|
Publix
|
|
—
|
Marketplace Shopping Center
|
|
1995
|
|
1983
|
|
90,296
|
|
|
74.7
|
%
|
|
LA Fitness
|
|
—
|
Regency Square
|
|
1993
|
|
1986
|
|
349,848
|
|
|
92.0
|
%
|
|
AMC Theater, Michaels, (Best Buy), (Macdill)
|
|
Dollar Tree, Marshalls, Shoe Carnival, Staples, TJ Maxx, PETCO, Ulta
|
Suncoast Crossing Phase I
|
|
2007
|
|
2007
|
|
108,434
|
|
|
94.8
|
%
|
|
Kohl's
|
|
—
|
Suncoast Crossing Phase II (4)
|
|
2008
|
|
2008
|
|
9,451
|
|
|
70.4
|
%
|
|
(Target)
|
|
—
|
Town Square
|
|
1997
|
|
1999
|
|
44,380
|
|
|
90.1
|
%
|
|
—
|
|
PETCO, Pier 1 Imports
|
Village Center
|
|
1995
|
|
1993
|
|
181,110
|
|
|
93.8
|
%
|
|
Publix
|
|
Walgreens, Stein Mart
|
Northgate Square
|
|
2007
|
|
1995
|
|
75,495
|
|
|
92.3
|
%
|
|
Publix
|
|
—
|
Westchase
|
|
2007
|
|
1998
|
|
78,998
|
|
|
100.0
|
%
|
|
Publix
|
|
—
|
Willa Springs (5)
|
|
2000
|
|
2000
|
|
89,930
|
|
|
100.0
|
%
|
|
Publix
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
West Palm Beach / Treasure Cove
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Boynton Lakes Plaza
|
|
1997
|
|
1993
|
|
117,124
|
|
|
78.4
|
%
|
|
Publix
|
|
Citi Trends
|
Chasewood Plaza
|
|
1993
|
|
1986
|
|
155,603
|
|
|
95.0
|
%
|
|
Publix
|
|
Bealls, Books-A-Million
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
FLORIDA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
East Port Plaza
|
|
1997
|
|
1991
|
|
162,831
|
|
|
91.1
|
%
|
|
Publix
|
|
Walgreens, Medvance Institute, Goodwill
|
Island Crossing (5)
|
|
2007
|
|
1996
|
|
58,456
|
|
|
97.6
|
%
|
|
Publix
|
|
—
|
Martin Downs Village Center
|
|
1993
|
|
1985
|
|
112,667
|
|
|
89.1
|
%
|
|
—
|
|
Bealls, Coastal Care
|
Martin Downs Village Shoppes
|
|
1993
|
|
1998
|
|
48,937
|
|
|
87.9
|
%
|
|
—
|
|
Walgreens
|
Town Center at Martin Downs
|
|
1996
|
|
1996
|
|
64,546
|
|
|
100.0
|
%
|
|
Publix
|
|
—
|
Wellington Town Square
|
|
1996
|
|
1982
|
|
107,325
|
|
|
99.2
|
%
|
|
Publix
|
|
CVS
|
Subtotal/Weighted Average (FL)
|
|
|
|
|
|
5,391,537
|
|
|
92.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
TEXAS
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Austin
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Hancock
|
|
1999
|
|
1998
|
|
410,438
|
|
|
97.9
|
%
|
|
H.E.B., Sears
|
|
Twin Liquors, PETCO, 24 Hour Fitness
|
Market at Round Rock
|
|
1999
|
|
1987
|
|
122,646
|
|
|
77.4
|
%
|
|
Sprout's Markets
|
|
Office Depot
|
North Hills
|
|
1999
|
|
1995
|
|
144,020
|
|
|
94.9
|
%
|
|
H.E.B.
|
|
—
|
Tech Ridge Center
|
|
2011
|
|
2001
|
|
187,350
|
|
|
93.8
|
%
|
|
H.E.B.
|
|
Office Depot, Petco
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Dallas / Ft. Worth
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Bethany Park Place (5)
|
|
1998
|
|
1998
|
|
98,906
|
|
|
98.0
|
%
|
|
Kroger
|
|
—
|
Cooper Street
|
|
1999
|
|
1992
|
|
127,696
|
|
|
91.9
|
%
|
|
(Home Depot)
|
|
Office Max, K&G Men's Company, Home Depot Expansion Tract
|
Hickory Creek Plaza
|
|
2006
|
|
2006
|
|
28,134
|
|
|
77.6
|
%
|
|
(Kroger)
|
|
—
|
Shops at Highland Village
|
|
2005
|
|
2005
|
|
352,086
|
|
|
87.7
|
%
|
|
AMC Theater
|
|
Barnes & Noble, Dental Insurance Company
|
Hillcrest Village
|
|
1999
|
|
1991
|
|
14,530
|
|
|
100.0
|
%
|
|
—
|
|
—
|
Keller Town Center
|
|
1999
|
|
1999
|
|
114,937
|
|
|
91.8
|
%
|
|
Tom Thumb
|
|
—
|
Lebanon/Legacy Center
|
|
2000
|
|
2002
|
|
56,674
|
|
|
83.4
|
%
|
|
(Albertsons), Wal-Mart
|
|
—
|
Market at Preston Forest
|
|
1999
|
|
1990
|
|
96,353
|
|
|
100.0
|
%
|
|
Tom Thumb
|
|
—
|
Mockingbird Common
|
|
1999
|
|
1987
|
|
120,321
|
|
|
100.0
|
%
|
|
Tom Thumb
|
|
Ogle School of Hair Design
|
Preston Park
|
|
1999
|
|
1985
|
|
239,333
|
|
|
91.3
|
%
|
|
Tom Thumb
|
|
Gap
|
Prestonbrook
|
|
1998
|
|
1998
|
|
91,537
|
|
|
97.2
|
%
|
|
Kroger
|
|
—
|
Rockwall Town Center
|
|
2002
|
|
2004
|
|
46,095
|
|
|
100.0
|
%
|
|
(Kroger)
|
|
(Walgreens)
|
Shiloh Springs (5)
|
|
1998
|
|
1998
|
|
110,040
|
|
|
83.1
|
%
|
|
Kroger
|
|
—
|
Signature Plaza
|
|
2003
|
|
2004
|
|
32,415
|
|
|
80.0
|
%
|
|
(Kroger)
|
|
—
|
Trophy Club
|
|
1999
|
|
1999
|
|
106,507
|
|
|
89.3
|
%
|
|
Tom Thumb
|
|
(Walgreens)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Houston
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Alden Bridge (5)
|
|
2002
|
|
1998
|
|
138,953
|
|
|
96.8
|
%
|
|
Kroger
|
|
Walgreens
|
Cochran's Crossing
|
|
2002
|
|
1994
|
|
138,192
|
|
|
93.4
|
%
|
|
Kroger
|
|
CVS
|
Indian Springs Center (5)
|
|
2002
|
|
2003
|
|
136,625
|
|
|
100.0
|
%
|
|
H.E.B.
|
|
—
|
Kleinwood Center (5)
|
|
2002
|
|
2003
|
|
148,964
|
|
|
89.3
|
%
|
|
H.E.B.
|
|
(Walgreens)
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
TEXAS (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Panther Creek
|
|
2002
|
|
1994
|
|
166,077
|
|
|
100.0
|
%
|
|
Randall's Food
|
|
CVS, Sears Paint & Hardware (Sublease Morelands), The Woodlands Childrens Museum
|
Sterling Ridge
|
|
2002
|
|
2000
|
|
128,643
|
|
|
100.0
|
%
|
|
Kroger
|
|
CVS
|
Sweetwater Plaza (5)
|
|
2001
|
|
2000
|
|
134,045
|
|
|
98.9
|
%
|
|
Kroger
|
|
Walgreens
|
Waterside Marketplace
|
|
2007
|
|
2007
|
|
24,858
|
|
|
92.5
|
%
|
|
(Kroger)
|
|
—
|
Weslayan Plaza East (5)
|
|
2005
|
|
1969
|
|
169,693
|
|
|
100.0
|
%
|
|
—
|
|
Berings, Ross Dress for Less, Michaels, Berings Warehouse, Chuck E. Cheese, The Next Level Fitness, Spec's Liquor, Bike Barn
|
Weslayan Plaza West (5)
|
|
2005
|
|
1969
|
|
185,964
|
|
|
100.0
|
%
|
|
Randall's Food
|
|
Walgreens, PETCO, Jo Ann's, Office Max, Tuesday Morning
|
Westwood Village
|
|
2006
|
|
2006
|
|
183,547
|
|
|
98.2
|
%
|
|
(Target)
|
|
Gold's Gym, PetSmart, Office Max, Ross Dress For Less, TJ Maxx
|
Woodway Collection (5)
|
|
2005
|
|
1974
|
|
103,796
|
|
|
93.5
|
%
|
|
Randall's Food
|
|
—
|
Subtotal/Weighted Average (TX)
|
|
|
|
|
|
4,159,375
|
|
|
94.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
VIRGINIA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Richmond
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Gayton Crossing (5)
|
|
2005
|
|
1983
|
|
156,917
|
|
|
89.3
|
%
|
|
Martin's, (Kroger)
|
|
—
|
Hanover Village Shopping Center (5)
|
|
2005
|
|
1971
|
|
88,006
|
|
|
82.1
|
%
|
|
—
|
|
Tractor Supply Company, Floor Trader
|
Village Shopping Center (5)
|
|
2005
|
|
1948
|
|
111,177
|
|
|
93.8
|
%
|
|
Martin's
|
|
CVS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other Virginia
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Ashburn Farm Market Center
|
|
2000
|
|
2000
|
|
91,905
|
|
|
100.0
|
%
|
|
Giant Food
|
|
—
|
Ashburn Farm Village Center (5)
|
|
2005
|
|
1996
|
|
88,897
|
|
|
96.9
|
%
|
|
Shoppers Food Warehouse
|
|
—
|
Braemar Shopping Center (5)
|
|
2004
|
|
2004
|
|
96,439
|
|
|
94.8
|
%
|
|
Safeway
|
|
—
|
Centre Ridge Marketplace (5)
|
|
2005
|
|
1996
|
|
104,100
|
|
|
100.0
|
%
|
|
Shoppers Food Warehouse
|
|
Sears
|
Cheshire Station
|
|
2000
|
|
2000
|
|
97,156
|
|
|
97.8
|
%
|
|
Safeway
|
|
PETCO
|
Culpeper Colonnade
|
|
2006
|
|
2006
|
|
131,707
|
|
|
97.1
|
%
|
|
Martin's, (Target)
|
|
PetSmart, Staples
|
Fairfax Shopping Center
|
|
2007
|
|
1955
|
|
76,311
|
|
|
80.0
|
%
|
|
—
|
|
Direct Furniture
|
Festival at Manchester Lakes (5)
|
|
2005
|
|
1990
|
|
165,130
|
|
|
98.5
|
%
|
|
Shoppers Food Warehouse
|
|
—
|
Fortuna Center Plaza (5)
|
|
2004
|
|
2004
|
|
104,694
|
|
|
100.0
|
%
|
|
Shoppers Food Warehouse, (Target)
|
|
Rite Aid
|
Fox Mill Shopping Center (5)
|
|
2005
|
|
1977
|
|
103,269
|
|
|
97.1
|
%
|
|
Giant Food
|
|
—
|
Greenbriar Town Center (5)
|
|
2005
|
|
1972
|
|
340,006
|
|
|
97.6
|
%
|
|
Giant Food
|
|
CVS, HMY Roomstore, Total Beverage, Ross Dress for Less, Marshalls, PETCO
|
Hollymead Town Center (5)
|
|
2003
|
|
2004
|
|
153,739
|
|
|
98.1
|
%
|
|
Harris Teeter, (Target)
|
|
Petsmart
|
Kamp Washington Shopping Center (5)
|
|
2005
|
|
1960
|
|
71,825
|
|
|
58.2
|
%
|
|
—
|
|
—
|
Kings Park Shopping Center (5)
|
|
2005
|
|
1966
|
|
74,702
|
|
|
97.2
|
%
|
|
Giant Food
|
|
CVS
|
Lorton Station Marketplace (5)
|
|
2006
|
|
2005
|
|
132,445
|
|
|
97.7
|
%
|
|
Shoppers Food Warehouse
|
|
Advanced Design Group
|
Lorton Town Center (5)
|
|
2006
|
|
2005
|
|
51,807
|
|
|
91.5
|
%
|
|
—
|
|
ReMax
|
Market at Opitz Crossing
|
|
2003
|
|
2003
|
|
149,791
|
|
|
79.1
|
%
|
|
Safeway
|
|
Hibachi Grill & Supreme Buffet
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
VIRGINA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Saratoga Shopping Center (5)
|
|
2005
|
|
1977
|
|
113,013
|
|
|
94.7
|
%
|
|
Giant Food
|
|
—
|
Shops at County Center
|
|
2005
|
|
2005
|
|
96,695
|
|
|
93.6
|
%
|
|
Harris Teeter
|
|
—
|
Signal Hill (5)
|
|
2003
|
|
2004
|
|
95,172
|
|
|
100.0
|
%
|
|
Shoppers Food Warehouse
|
|
—
|
Shops at Stonewall
|
|
2007
|
|
2007
|
|
267,175
|
|
|
96.6
|
%
|
|
Wegmans, Dick's Sporting Goods
|
|
Staples, Ross Dress For Less, Bed Bath & Beyond, Michaels
|
Shops at Stonewall Phase II
|
|
2011
|
|
2011
|
|
40,670
|
|
|
100.0
|
%
|
|
Dick's Sporting Goods
|
|
—
|
Town Center at Sterling Shopping Center (5)
|
|
2005
|
|
1980
|
|
190,069
|
|
|
89.5
|
%
|
|
Giant Food
|
|
Direct Furniture, Party Depot
|
Village Center at Dulles (5)
|
|
2002
|
|
1991
|
|
297,571
|
|
|
99.2
|
%
|
|
Shoppers Food Warehouse, Gold's Gym
|
|
CVS, Advance Auto Parts, Chuck E. Cheese, Staples, Goodwill, Tuesday Morning
|
Willston Centre I (5)
|
|
2005
|
|
1952
|
|
105,376
|
|
|
94.5
|
%
|
|
—
|
|
CVS, Baileys Health Care
|
Willston Centre II (5)
|
|
2005
|
|
1986
|
|
135,862
|
|
|
94.3
|
%
|
|
Safeway, (Target)
|
|
—
|
Subtotal/Weighted Average (VA)
|
|
|
|
|
|
3,731,626
|
|
|
94.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
ILLINOIS
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Chicago
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Baker Hill Center (5)
|
|
2004
|
|
1998
|
|
135,355
|
|
|
99.1
|
%
|
|
Dominick's
|
|
—
|
Brentwood Commons (5)
|
|
2005
|
|
1962
|
|
125,550
|
|
|
99.1
|
%
|
|
Dominick's
|
|
Dollar Tree, Fabrics Etc 2
|
Civic Center Plaza (5)
|
|
2005
|
|
1989
|
|
264,973
|
|
|
99.5
|
%
|
|
Super H Mart, Home Depot
|
|
O'Reilly Automotive, King Spa
|
Frankfort Crossing Shpg Ctr
|
|
2003
|
|
1992
|
|
114,534
|
|
|
86.8
|
%
|
|
Jewel / OSCO
|
|
Ace Hardware
|
Geneva Crossing (5)
|
|
2004
|
|
1997
|
|
123,182
|
|
|
98.8
|
%
|
|
Dominick's
|
|
Goodwill
|
Glen Oak Plaza
|
|
2010
|
|
1967
|
|
62,616
|
|
|
96.0
|
%
|
|
Trader Joe's
|
|
Walgreens, ENH Medical Offices
|
Hinsdale
|
|
1998
|
|
1986
|
|
178,960
|
|
|
93.8
|
%
|
|
Dominick's
|
|
Goodwill, Cardinal Fitness
|
McHenry Commons Shopping Center (5)
|
|
2005
|
|
1988
|
|
99,448
|
|
|
89.8
|
%
|
|
Hobby Lobby
|
|
Goodwill
|
Riverside Sq & River's Edge (5)
|
|
2005
|
|
1986
|
|
169,435
|
|
|
100.0
|
%
|
|
Dominick's
|
|
Ace Hardware, Party City
|
Roscoe Square (5)
|
|
2005
|
|
1981
|
|
140,461
|
|
|
89.5
|
%
|
|
Mariano's
|
|
Walgreens, Toys "R" Us
|
Shorewood Crossing (5)
|
|
2004
|
|
2001
|
|
87,705
|
|
|
98.4
|
%
|
|
Dominick's
|
|
—
|
Shorewood Crossing II (5)
|
|
2007
|
|
2005
|
|
86,276
|
|
|
98.1
|
%
|
|
—
|
|
Babies R Us, Staples, PETCO, Factory Card Outlet
|
Stonebrook Plaza Shopping Center (5)
|
|
2005
|
|
1984
|
|
95,825
|
|
|
100.0
|
%
|
|
Dominick's
|
|
—
|
Westbrook Commons
|
|
2001
|
|
1984
|
|
123,855
|
|
|
92.4
|
%
|
|
Dominick's
|
|
Goodwill
|
Willow Festival
|
|
2010
|
|
2007
|
|
383,003
|
|
|
98.6
|
%
|
|
Whole Foods, Lowe's
|
|
CVS, DSW Warehouse, HomeGoods, Recreational Equipment, Best Buy
|
Subtotal/Weighted Average (IL)
|
|
|
|
|
|
2,191,178
|
|
|
96.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
MISSOURI
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
St. Louis
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Brentwood Plaza
|
|
2007
|
|
2002
|
|
60,452
|
|
|
96.5
|
%
|
|
Schnucks
|
|
—
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
MISSOURI (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Bridgeton
|
|
2007
|
|
2005
|
|
70,762
|
|
|
97.3
|
%
|
|
Schnucks, (Home Depot)
|
|
—
|
Dardenne Crossing
|
|
2007
|
|
1996
|
|
67,430
|
|
|
97.9
|
%
|
|
Schnucks
|
|
—
|
Kirkwood Commons
|
|
2007
|
|
2000
|
|
209,703
|
|
|
100.0
|
%
|
|
Wal-Mart, (Target), (Lowe's)
|
|
TJ Maxx, HomeGoods, Famous Footwear
|
Subtotal/Weighted Average (MO)
|
|
|
|
|
|
408,347
|
|
|
98.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
OHIO
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Cincinnati
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Beckett Commons
|
|
1998
|
|
1995
|
|
121,498
|
|
|
87.0
|
%
|
|
Kroger
|
|
—
|
Cherry Grove
|
|
1998
|
|
1997
|
|
195,513
|
|
|
97.0
|
%
|
|
Kroger
|
|
Hancock Fabrics, Shoe Carnival, TJ Maxx
|
Hyde Park
|
|
1997
|
|
1995
|
|
396,861
|
|
|
98.9
|
%
|
|
Kroger, Biggs
|
|
Walgreens, Jo-Ann Fabrics, Ace Hardware, Michaels, Staples
|
Indian Springs Market Center (5)
|
|
2005
|
|
2005
|
|
141,063
|
|
|
100.0
|
%
|
|
Kohl's, (Wal-Mart Supercenter)
|
|
Office Depot, HH Gregg Appliances
|
Red Bank Village
|
|
2006
|
|
2006
|
|
164,317
|
|
|
97.4
|
%
|
|
Wal-Mart
|
|
—
|
Regency Commons
|
|
2004
|
|
2004
|
|
30,770
|
|
|
86.2
|
%
|
|
—
|
|
—
|
Shoppes at Mason
|
|
1998
|
|
1997
|
|
80,800
|
|
|
92.6
|
%
|
|
Kroger
|
|
—
|
Sycamore Crossing & Sycamore Plaza (5)
|
|
2008
|
|
1966
|
|
390,957
|
|
|
90.9
|
%
|
|
Fresh Market, Macy's Furniture Gallery, Toys 'R Us, Dick's Sporting Goods
|
|
Barnes & Noble, Old Navy, Staples, Identity Salon & Day Spa
|
Westchester Plaza
|
|
1998
|
|
1988
|
|
88,181
|
|
|
97.0
|
%
|
|
Kroger
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Columbus
|
|
|
|
|
|
|
|
|
|
|
|
|
||
East Pointe
|
|
1998
|
|
1993
|
|
86,503
|
|
|
98.4
|
%
|
|
Kroger
|
|
—
|
Kroger New Albany Center
|
|
1999
|
|
1999
|
|
93,286
|
|
|
91.8
|
%
|
|
Kroger
|
|
—
|
Maxtown Road (Northgate)
|
|
1998
|
|
1996
|
|
85,100
|
|
|
98.4
|
%
|
|
Kroger, (Home Depot)
|
|
—
|
Windmiller Plaza Phase I
|
|
1998
|
|
1997
|
|
140,437
|
|
|
98.5
|
%
|
|
Kroger
|
|
Sears Hardware
|
Wadsworth Crossing
|
|
2005
|
|
2005
|
|
108,164
|
|
|
96.5
|
%
|
|
(Kohl's), (Lowe's), (Target)
|
|
Office Max, Bed, Bath & Beyond, MC Sports, PETCO
|
Subtotal/Weighted Average (OH)
|
|
|
|
|
|
2,123,450
|
|
|
95.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
NORTH CAROLINA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Charlotte
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Carmel Commons
|
|
1997
|
|
1979
|
|
132,651
|
|
|
88.7
|
%
|
|
Fresh Market
|
|
Chuck E. Cheese, Party City, Rite Aid, Planet Fitness
|
Cochran Commons (5)
|
|
2007
|
|
2003
|
|
66,020
|
|
|
100.0
|
%
|
|
Harris Teeter
|
|
(Walgreens)
|
Providence Commons (5)
|
|
2010
|
|
1994
|
|
77,314
|
|
|
91.6
|
%
|
|
Harris Teeter
|
|
Rite Aid
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
NORTH CAROLINA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Greensboro
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Harris Crossing (4)
|
|
2007
|
|
2007
|
|
65,150
|
|
|
91.1
|
%
|
|
Harris Teeter
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Raleigh / Durham
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Cameron Village (5)
|
|
2004
|
|
1949
|
|
554,853
|
|
|
98.2
|
%
|
|
Harris Teeter, Fresh Market
|
|
Eckerd, Talbots, Wake County Public Library, Great Outdoor Provision Co., York Properties, The Bargain Box, K&W Cafeteria, Johnson-Lambe Sporting Goods, Pier 1 Imports, Priscilla of Boston, The Cheshire Cat Gallery
|
Colonnade Center (4)
|
|
2009
|
|
2009
|
|
57,625
|
|
|
85.4
|
%
|
|
Whole Foods
|
|
—
|
Fuquay Crossing (5)
|
|
2004
|
|
2002
|
|
124,774
|
|
|
96.3
|
%
|
|
Kroger
|
|
O2 Fitness, Dollar Tree
|
Garner Towne Square
|
|
1998
|
|
1998
|
|
184,347
|
|
|
95.1
|
%
|
|
Kroger, (Home Depot), (Target)
|
|
Office Max, Petsmart, Shoe Carnival, (Target)
|
Glenwood Village
|
|
1997
|
|
1983
|
|
42,864
|
|
|
91.2
|
%
|
|
Harris Teeter
|
|
—
|
Lake Pine Plaza
|
|
1998
|
|
1997
|
|
87,690
|
|
|
94.5
|
%
|
|
Kroger
|
|
—
|
Maynard Crossing (5)
|
|
1998
|
|
1997
|
|
122,782
|
|
|
84.4
|
%
|
|
Kroger
|
|
—
|
Middle Creek Commons
|
|
2006
|
|
2006
|
|
73,634
|
|
|
100.0
|
%
|
|
Lowes Foods
|
|
—
|
Shoppes of Kildaire (5)
|
|
2005
|
|
1986
|
|
145,101
|
|
|
95.5
|
%
|
|
Trader Joe's
|
|
Home Comfort Furniture, Gold's Gym, Staples
|
Southpoint Crossing
|
|
1998
|
|
1998
|
|
103,128
|
|
|
89.7
|
%
|
|
Kroger
|
|
—
|
Sutton Square (5)
|
|
2006
|
|
1985
|
|
101,025
|
|
|
96.9
|
%
|
|
Fresh Market
|
|
Rite Aid
|
Woodcroft Shopping Center
|
|
1996
|
|
1984
|
|
89,833
|
|
|
95.4
|
%
|
|
Food Lion
|
|
Triangle True Value Hardware
|
Subtotal/Weighted Average (NC)
|
|
|
|
|
|
2,028,791
|
|
|
94.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
COLORADO
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Colorado Springs
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Falcon Marketplace
|
|
2005
|
|
2005
|
|
22,491
|
|
|
72.5
|
%
|
|
(Wal-Mart Supercenter)
|
|
—
|
Marketplace at Briargate
|
|
2006
|
|
2006
|
|
29,075
|
|
|
100.0
|
%
|
|
(King Soopers)
|
|
—
|
Monument Jackson Creek
|
|
1998
|
|
1999
|
|
85,263
|
|
|
100.0
|
%
|
|
King Soopers
|
|
—
|
Woodmen Plaza
|
|
1998
|
|
1998
|
|
116,233
|
|
|
93.6
|
%
|
|
King Soopers
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Denver
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Applewood Shopping Center (5)
|
|
2005
|
|
1956
|
|
370,221
|
|
|
95.7
|
%
|
|
King Soopers, Wal-Mart
|
|
Applejack Liquors, PetSmart, Wells Fargo Bank
|
Arapahoe Village (5)
|
|
2005
|
|
1957
|
|
159,237
|
|
|
93.0
|
%
|
|
Safeway
|
|
Jo-Ann Fabrics, PETCO, Pier 1 Imports, Bottles Wine & Spirit
|
Belleview Square
|
|
2004
|
|
1978
|
|
117,331
|
|
|
100.0
|
%
|
|
King Soopers
|
|
—
|
Boulevard Center
|
|
1999
|
|
1986
|
|
80,320
|
|
|
92.0
|
%
|
|
(Safeway)
|
|
One Hour Optical
|
Buckley Square
|
|
1999
|
|
1978
|
|
116,147
|
|
|
98.8
|
%
|
|
King Soopers
|
|
Ace Hardware
|
Centerplace of Greeley III Phase I
|
|
2007
|
|
2007
|
|
94,090
|
|
|
84.4
|
%
|
|
Sports Authority
|
|
Best Buy
|
Centerplace of Greeley III Phase II (4)
|
|
2011
|
|
2011
|
|
25,000
|
|
|
100.0
|
%
|
|
—
|
|
TJ Maxx
|
Cherrywood Square (5)
|
|
2005
|
|
1978
|
|
86,162
|
|
|
93.3
|
%
|
|
King Soopers
|
|
—
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
COLORADO (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Crossroads Commons (5)
|
|
2001
|
|
1986
|
|
142,694
|
|
|
98.7
|
%
|
|
Whole Foods
|
|
Barnes & Noble, Bicycle Village
|
Hilltop Village (5)
|
|
2002
|
|
2003
|
|
100,030
|
|
|
93.8
|
%
|
|
King Soopers
|
|
—
|
Kent Place (4)
|
|
2011
|
|
2011
|
|
47,418
|
|
|
68.1
|
%
|
|
King Soopers
|
|
—
|
South Lowry Square
|
|
1999
|
|
1993
|
|
119,916
|
|
|
93.5
|
%
|
|
Safeway
|
|
—
|
Littleton Square
|
|
1999
|
|
1997
|
|
94,222
|
|
|
73.4
|
%
|
|
King Soopers
|
|
—
|
Lloyd King Center
|
|
1998
|
|
1998
|
|
83,326
|
|
|
96.9
|
%
|
|
King Soopers
|
|
—
|
Ralston Square Shopping Center (5)
|
|
2005
|
|
1977
|
|
82,750
|
|
|
98.0
|
%
|
|
King Soopers
|
|
—
|
Shops at Quail Creek
|
|
2008
|
|
2008
|
|
37,585
|
|
|
79.7
|
%
|
|
(King Soopers)
|
|
—
|
Stroh Ranch
|
|
1998
|
|
1998
|
|
93,436
|
|
|
97.0
|
%
|
|
King Soopers
|
|
—
|
Subtotal/Weighted Average (CO)
|
|
|
|
|
|
2,102,947
|
|
|
93.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
MARYLAND
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Baltimore
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Elkridge Corners (5)
|
|
2005
|
|
1990
|
|
73,529
|
|
|
98.4
|
%
|
|
Green Valley Markets
|
|
Rite Aid
|
Festival at Woodholme (5)
|
|
2005
|
|
1986
|
|
81,016
|
|
|
96.0
|
%
|
|
Trader Joe's
|
|
—
|
Village at Lee Airpark (4)
|
|
2005
|
|
2005
|
|
87,556
|
|
|
97.2
|
%
|
|
Giant Food, (Sunrise)
|
|
—
|
Parkville Shopping Center (5)
|
|
2005
|
|
1961
|
|
162,435
|
|
|
94.6
|
%
|
|
Mrs. Greens
|
|
Parkville Lanes, Castlewood Realty (Sub: Herit)
|
Southside Marketplace (5)
|
|
2005
|
|
1990
|
|
125,146
|
|
|
95.1
|
%
|
|
Shoppers Food Warehouse
|
|
Rite Aid
|
Valley Centre (5)
|
|
2005
|
|
1987
|
|
215,780
|
|
|
93.9
|
%
|
|
—
|
|
TJ Maxx, Ross Dress for Less, HomeGoods, Staples, PetSmart
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other Maryland
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Bowie Plaza (5)
|
|
2005
|
|
1966
|
|
102,904
|
|
|
89.7
|
%
|
|
—
|
|
CVS
|
Clinton Park (5)
|
|
2003
|
|
2003
|
|
206,050
|
|
|
92.9
|
%
|
|
Giant Food, Sears, (Toys "R" Us)
|
|
Fitness For Less
|
Cloppers Mill Village (5)
|
|
2005
|
|
1995
|
|
137,035
|
|
|
89.8
|
%
|
|
Shoppers Food Warehouse
|
|
CVS
|
Firstfield Shopping Center (5)
|
|
2005
|
|
1978
|
|
22,328
|
|
|
100.0
|
%
|
|
—
|
|
—
|
Goshen Plaza (5)
|
|
2005
|
|
1987
|
|
42,906
|
|
|
84.1
|
%
|
|
—
|
|
CVS
|
King Farm Village Center (5)
|
|
2004
|
|
2001
|
|
118,326
|
|
|
96.3
|
%
|
|
Safeway
|
|
—
|
Mitchellville Plaza (5)
|
|
2005
|
|
1991
|
|
152,214
|
|
|
84.0
|
%
|
|
Food Lion
|
|
—
|
Takoma Park (5)
|
|
2005
|
|
1960
|
|
106,469
|
|
|
93.4
|
%
|
|
Shoppers Food Warehouse
|
|
—
|
Watkins Park Plaza (5)
|
|
2005
|
|
1985
|
|
113,443
|
|
|
97.0
|
%
|
|
Safeway
|
|
CVS
|
Woodmoor Shopping Center (5)
|
|
2005
|
|
1954
|
|
67,403
|
|
|
93.7
|
%
|
|
—
|
|
CVS
|
Subtotal/Weighted Average (MD)
|
|
|
|
|
|
1,814,540
|
|
|
93.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
GEORGIA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Atlanta
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Ashford Place
|
|
1997
|
|
1993
|
|
53,449
|
|
|
98.1
|
%
|
|
—
|
|
Harbor Freight Tools
|
Briarcliff La Vista
|
|
1997
|
|
1962
|
|
39,204
|
|
|
100.0
|
%
|
|
—
|
|
Michaels
|
Briarcliff Village
|
|
1997
|
|
1990
|
|
189,551
|
|
|
93.2
|
%
|
|
Publix
|
|
Office Depot, Party City, Shoe Carnival, TJ Maxx
|
Buckhead Court
|
|
1997
|
|
1984
|
|
48,318
|
|
|
97.5
|
%
|
|
—
|
|
—
|
Cambridge Square
|
|
1996
|
|
1979
|
|
71,429
|
|
|
100.0
|
%
|
|
Kroger
|
|
—
|
Cornerstone Square
|
|
1997
|
|
1990
|
|
80,406
|
|
|
74.4
|
%
|
|
—
|
|
CVS, Hancock Fabrics
|
Delk Spectrum
|
|
1998
|
|
1991
|
|
100,539
|
|
|
77.4
|
%
|
|
Publix
|
|
Eckerd
|
Dunwoody Hall (5)
|
|
1997
|
|
1986
|
|
89,351
|
|
|
96.5
|
%
|
|
Publix
|
|
Eckerd
|
Dunwoody Village
|
|
1997
|
|
1975
|
|
120,169
|
|
|
88.5
|
%
|
|
Fresh Market
|
|
Walgreens, Dunwoody Prep
|
Howell Mill Village
|
|
2004
|
|
1984
|
|
92,118
|
|
|
83.0
|
%
|
|
Publix
|
|
Eckerd
|
King Plaza (5)
|
|
2007
|
|
1998
|
|
81,432
|
|
|
92.1
|
%
|
|
Publix
|
|
—
|
Loehmanns Plaza Georgia
|
|
1997
|
|
1986
|
|
137,139
|
|
|
94.0
|
%
|
|
—
|
|
Loehmann's, Dance 101, Office Max
|
Lost Mountain Crossing (5)
|
|
2007
|
|
1994
|
|
72,568
|
|
|
86.4
|
%
|
|
Publix
|
|
—
|
Paces Ferry Plaza
|
|
1997
|
|
1987
|
|
61,698
|
|
|
95.9
|
%
|
|
—
|
|
Harry Norman Realtors
|
Powers Ferry Square
|
|
1997
|
|
1987
|
|
97,897
|
|
|
85.1
|
%
|
|
—
|
|
CVS
|
Powers Ferry Village
|
|
1997
|
|
1994
|
|
78,896
|
|
|
82.9
|
%
|
|
Publix
|
|
Mardi Gras
|
Russell Ridge
|
|
1994
|
|
1995
|
|
98,559
|
|
|
88.5
|
%
|
|
Kroger
|
|
—
|
Subtotal/Weighted Average (GA)
|
|
|
|
|
|
1,512,723
|
|
|
89.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
PENNSYLVANIA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Allentown / Bethlehem
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Allen Street Shopping Center (5)
|
|
2005
|
|
1958
|
|
46,228
|
|
|
100.0
|
%
|
|
Ahart Market
|
|
—
|
Lower Nazareth Commons
|
|
2007
|
|
2007
|
|
86,868
|
|
|
98.2
|
%
|
|
(Target), Sports Authority
|
|
PETCO
|
Stefko Boulevard Shopping Center (5)
|
|
2005
|
|
1976
|
|
133,899
|
|
|
93.8
|
%
|
|
Valley Farm Market
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Harrisburg
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Silver Spring Square (5)
|
|
2005
|
|
2005
|
|
314,450
|
|
|
96.9
|
%
|
|
Wegmans, (Target)
|
|
Ross Dress For Less, Bed Bath and Beyond, Best Buy, Office Max, Ulta, PETCO
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Philadelphia
|
|
|
|
|
|
|
|
|
|
|
|
|
||
City Avenue Shopping Center (5)
|
|
2005
|
|
1960
|
|
159,095
|
|
|
93.8
|
%
|
|
—
|
|
Ross Dress for Less, TJ Maxx, Sears
|
Gateway Shopping Center
|
|
2004
|
|
1960
|
|
214,213
|
|
|
98.4
|
%
|
|
Trader Joe's
|
|
Staples, TJ Maxx, Famous Footwear, Jo-Ann Fabrics
|
Kulpsville Village Center
|
|
2006
|
|
2006
|
|
14,820
|
|
|
100.0
|
%
|
|
—
|
|
Walgreens
|
Mercer Square Shopping Center (5)
|
|
2005
|
|
1988
|
|
91,400
|
|
|
98.0
|
%
|
|
Genuardi's
|
|
—
|
Newtown Square Shopping Center (5)
|
|
2005
|
|
1970
|
|
146,959
|
|
|
94.3
|
%
|
|
Acme Markets
|
|
Rite Aid
|
Warwick Square Shopping Center (5)
|
|
2005
|
|
1999
|
|
89,680
|
|
|
98.0
|
%
|
|
Genuardi's
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
PENNSYLVANIA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other Pennsylvania
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Hershey
|
|
2000
|
|
2000
|
|
6,000
|
|
|
100.0
|
%
|
|
—
|
|
—
|
Subtotal/Weighted Average (PA)
|
|
|
|
|
|
1,303,612
|
|
|
96.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
WASHINGTON
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Portland
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Orchards Market Center I (5)
|
|
2002
|
|
2004
|
|
100,663
|
|
|
100.0
|
%
|
|
Wholesale Sports
|
|
Jo-Ann Fabrics, PETCO, (Rite Aid)
|
Orchards Market Center II
|
|
2005
|
|
2005
|
|
77,478
|
|
|
89.9
|
%
|
|
LA Fitness
|
|
Office Depot
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Seattle
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Aurora Marketplace (5)
|
|
2005
|
|
1991
|
|
106,921
|
|
|
95.9
|
%
|
|
Safeway
|
|
TJ Maxx
|
Cascade Plaza (5)
|
|
1999
|
|
1999
|
|
211,072
|
|
|
79.2
|
%
|
|
Safeway
|
|
Fashion Bug, Jo-Ann Fabrics, Ross Dress For Less, Big Lots
|
Eastgate Plaza (5)
|
|
2005
|
|
1956
|
|
78,230
|
|
|
100.0
|
%
|
|
Albertsons
|
|
Rite Aid
|
Inglewood Plaza
|
|
1999
|
|
1985
|
|
17,253
|
|
|
100.0
|
%
|
|
—
|
|
—
|
Overlake Fashion Plaza (5)
|
|
2005
|
|
1987
|
|
80,555
|
|
|
94.5
|
%
|
|
(Sears)
|
|
Marshalls
|
Pine Lake Village
|
|
1999
|
|
1989
|
|
102,899
|
|
|
100.0
|
%
|
|
Quality Foods
|
|
Rite Aid
|
Sammamish-Highlands
|
|
1999
|
|
1992
|
|
101,289
|
|
|
94.5
|
%
|
|
(Safeway)
|
|
Bartell Drugs, Ace Hardware
|
Southcenter
|
|
1999
|
|
1990
|
|
58,282
|
|
|
86.6
|
%
|
|
(Target)
|
|
—
|
Subtotal/Weighted Average (WA)
|
|
|
|
|
|
934,642
|
|
|
92.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
OREGON
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Portland
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Greenway Town Center (5)
|
|
2005
|
|
1979
|
|
93,101
|
|
|
92.5
|
%
|
|
Lamb's Thriftway
|
|
Rite Aid, Dollar Tree
|
Murrayhill Marketplace
|
|
1999
|
|
1988
|
|
148,967
|
|
|
81.2
|
%
|
|
Safeway
|
|
—
|
Sherwood Crossroads
|
|
1999
|
|
1999
|
|
87,966
|
|
|
92.1
|
%
|
|
Safeway
|
|
—
|
Sherwood Market Center
|
|
1999
|
|
1995
|
|
124,259
|
|
|
97.8
|
%
|
|
Albertsons
|
|
—
|
Sunnyside 205
|
|
1999
|
|
1988
|
|
53,547
|
|
|
88.2
|
%
|
|
—
|
|
—
|
Tanasbourne Market
|
|
2006
|
|
2006
|
|
71,000
|
|
|
100.0
|
%
|
|
Whole Foods
|
|
—
|
Walker Center
|
|
1999
|
|
1987
|
|
89,610
|
|
|
97.4
|
%
|
|
Sports Authority
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other Oregon
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Corvallis Market Center
|
|
2006
|
|
2006
|
|
84,548
|
|
|
100.0
|
%
|
|
Trader Joe's
|
|
TJ Maxx, Michael's
|
Northgate Marketplace (4)
|
|
2011
|
|
2011
|
|
80,708
|
|
|
73.1
|
%
|
|
Trader Joe's
|
|
REI, PETCO, Ulta Salon
|
Subtotal/Weighted Average (OR)
|
|
|
|
|
|
833,706
|
|
|
91.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
TENNESSEE
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Nashville
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Lebanon Center
|
|
2006
|
|
2006
|
|
63,800
|
|
|
89.0
|
%
|
|
Publix
|
|
—
|
Harpeth Village Fieldstone
|
|
1997
|
|
1998
|
|
70,091
|
|
|
97.7
|
%
|
|
Publix
|
|
—
|
Nashboro Village
|
|
1998
|
|
1998
|
|
86,811
|
|
|
96.8
|
%
|
|
Kroger
|
|
(Walgreens)
|
Northlake Village
|
|
2000
|
|
1988
|
|
137,807
|
|
|
87.6
|
%
|
|
Kroger
|
|
PETCO
|
Peartree Village
|
|
1997
|
|
1997
|
|
109,506
|
|
|
100.0
|
%
|
|
Harris Teeter
|
|
PETCO, Office Max
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other Tennessee
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Dickson Tn
|
|
1998
|
|
1998
|
|
10,908
|
|
|
100.0
|
%
|
|
—
|
|
Eckerd
|
Subtotal/Weighted Average (TN)
|
|
|
|
|
|
478,923
|
|
|
94.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
MASSACHUSETTS
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Boston
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Shops at Saugus
|
|
2006
|
|
2006
|
|
90,055
|
|
|
94.6
|
%
|
|
Trader Joe's
|
|
La-Z-Boy, PetSmart
|
Speedway Plaza (5)
|
|
2006
|
|
1988
|
|
185,279
|
|
|
98.1
|
%
|
|
Stop & Shop, BJ's Warehouse
|
|
—
|
Twin City Plaza
|
|
2006
|
|
2004
|
|
270,242
|
|
|
94.6
|
%
|
|
Shaw's, Marshall's
|
|
Rite Aid, K&G Fashion, Dollar Tree, Gold's Gym, Extra Space Storage
|
Subtotal/Weighted Average (MA)
|
|
|
|
|
|
545,576
|
|
|
95.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
ARIZONA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Phoenix
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Anthem Marketplace
|
|
2003
|
|
2000
|
|
113,293
|
|
|
88.1
|
%
|
|
Safeway
|
|
—
|
Palm Valley Marketplace (5)
|
|
2001
|
|
1999
|
|
107,633
|
|
|
92.1
|
%
|
|
Safeway
|
|
—
|
Pima Crossing
|
|
1999
|
|
1996
|
|
239,438
|
|
|
88.9
|
%
|
|
Golf & Tennis Pro Shop, Inc.
|
|
Life Time Fitness, E & J Designer Shoe Outlet, Paddock Pools Store, Pier 1 Imports, Stein Mart
|
Shops at Arizona
|
|
2003
|
|
2000
|
|
35,710
|
|
|
38.3
|
%
|
|
—
|
|
—
|
Subtotal/Weighted Average (AZ)
|
|
|
|
|
|
496,074
|
|
|
85.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
MINNESOTA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Apple Valley Square (5)
|
|
2006
|
|
1998
|
|
184,841
|
|
|
100.0
|
%
|
|
Rainbow Foods, Jo-Ann Fabrics, (Burlington Coat Factory)
|
|
Savers, PETCO
|
Calhoun Commons (5)
|
|
2011
|
|
1999
|
|
66,150
|
|
|
100.0
|
%
|
|
Whole Foods
|
|
—
|
Colonial Square (5)
|
|
2005
|
|
1959
|
|
93,338
|
|
|
100.0
|
%
|
|
Lund's
|
|
—
|
Rockford Road Plaza (5)
|
|
2005
|
|
1991
|
|
205,479
|
|
|
97.2
|
%
|
|
Rainbow Foods
|
|
PetSmart, HomeGoods, TJ Maxx
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Name (1)
|
|
Year
Acquired
|
|
Year
Con- structed (2) |
|
Gross Leasable Area
(GLA)
|
|
Percent
Leased (3) |
|
Grocer & Major Tenant(s) >40,000sf (6)
|
|
Drug Store & Other Anchors > 10,000 Sq Ft
|
||
MINNESOTA (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Rockridge Center (5)
|
|
2011
|
|
2006
|
|
125,213
|
|
|
95.8
|
%
|
|
Cub Foods
|
|
—
|
Subtotal/Weighted Average (MN)
|
|
|
|
|
|
675,021
|
|
|
98.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
DELAWARE
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Dover
|
|
|
|
|
|
|
|
|
|
|
|
|
||
White Oak - Dover, DE
|
|
2000
|
|
2000
|
|
10,908
|
|
|
100.0
|
%
|
|
—
|
|
Eckerd
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Wilmington
|
|
|
|
|
|
|
|
|
|
|
|
|
||
First State Plaza (5)
|
|
2005
|
|
1988
|
|
160,673
|
|
|
86.4
|
%
|
|
Shop Rite
|
|
Cinemark, Dollar Tree, US Post Office
|
Pike Creek
|
|
1998
|
|
1981
|
|
232,031
|
|
|
89.1
|
%
|
|
Acme Markets, K-Mart
|
|
Rite Aid
|
Shoppes of Graylyn (5)
|
|
2005
|
|
1971
|
|
66,808
|
|
|
96.1
|
%
|
|
—
|
|
Rite Aid
|
Subtotal/Weighted Average (DE)
|
|
|
|
|
|
470,420
|
|
|
89.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
NEVADA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Deer Springs Town Center
|
|
2007
|
|
2007
|
|
330,907
|
|
|
88.7
|
%
|
|
(Target), Home Depot, Toys "R" Us
|
|
Michaels, PetSmart, Ross Dress For Less, Staples
|
Subtotal/Weighted Average (NV)
|
|
|
|
|
|
330,907
|
|
|
88.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
SOUTH CAROLINA
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Charleston
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Merchants Village (5)
|
|
1997
|
|
1997
|
|
79,649
|
|
|
97.0
|
%
|
|
Publix
|
|
—
|
Orangeburg
|
|
2006
|
|
2006
|
|
14,820
|
|
|
100.0
|
%
|
|
—
|
|
Walgreens
|
Queensborough Shopping Center (5)
|
|
1998
|
|
1993
|
|
82,333
|
|
|
93.9
|
%
|
|
Publix
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Columbia
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Murray Landing (5)
|
|
2002
|
|
2003
|
|
64,359
|
|
|
100.0
|
%
|
|
Publix
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other South Carolina
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Buckwalter Village
|
|
2006
|
|
2006
|
|
59,601
|
|
|
97.6
|
%
|
|
Publix
|
|
—
|
Surfside Beach Commons (5)
|
|
2007
|
|
1999
|
|
59,881
|
|
|
94.7
|
%
|
|
Bi-Lo
|
|
—
|
Subtotal/Weighted Average (SC)
|
|
|
|
|
|
360,643
|
|
|
96.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 5.
|
Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities
|
|
|
2011
|
|
2010
|
||||||||||
|
|
|
|
Cash
|
|
|
|
Cash
|
||||||
Quarter
|
|
High
|
Low
|
Dividends
|
|
High
|
Low
|
Dividends
|
||||||
Ended
|
|
Price
|
Price
|
Declared
|
|
Price
|
Price
|
Declared
|
||||||
March 31
|
$
|
45.36
|
|
40.90
|
|
0.4625
|
|
$
|
39.37
|
|
32.54
|
|
0.4625
|
|
June 30
|
|
47.51
|
|
41.00
|
|
0.4625
|
|
|
41.96
|
|
34.01
|
|
0.4625
|
|
September 30
|
|
47.90
|
|
34.11
|
|
0.4625
|
|
|
40.24
|
|
32.25
|
|
0.4625
|
|
December 31
|
|
41.64
|
|
32.30
|
|
0.4625
|
|
|
44.80
|
|
39.60
|
|
0.4625
|
|
|
Total Distribution per Share
|
Ordinary Dividends
|
Total Capital Gain Distribution
|
Nontaxable Distributions
|
|||||
2011
|
$
|
1.8500
|
|
0.6105
|
|
0.0185
|
|
1.2210
|
|
2010
|
$
|
1.8500
|
|
0.7400
|
|
0.0370
|
|
1.0730
|
|
|
|
|
2011
|
|
2010
(1)
|
|
2009
(1)
|
|
2008
(1)
|
|
2007
(1)
|
|||||
Operating Data:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Revenues
|
$
|
500,417
|
|
|
476,161
|
|
|
478,561
|
|
|
485,332
|
|
|
425,783
|
|
|
Operating expenses
|
|
326,138
|
|
|
310,334
|
|
|
300,272
|
|
|
260,187
|
|
|
238,771
|
|
|
Other expense (income)
|
|
135,273
|
|
|
151,751
|
|
|
190,729
|
|
|
109,286
|
|
|
29,280
|
|
|
Income (loss) before equity in income (loss)
|
|
|
|
|
|
|
|
|
|
|
|||||
|
of investments in real estate partnerships
|
|
39,006
|
|
|
14,076
|
|
|
(12,440
|
)
|
|
115,859
|
|
|
157,732
|
|
|
Equity in income (loss) of investments in
|
|
|
|
|
|
|
|
|
|
|
|||||
|
real estate partnerships
|
|
9,643
|
|
|
(12,884
|
)
|
|
(26,373
|
)
|
|
5,292
|
|
|
18,093
|
|
|
Income (loss) from continuing operations
|
|
48,649
|
|
|
1,192
|
|
|
(38,813
|
)
|
|
121,151
|
|
|
175,825
|
|
|
Income from discontinued operations
|
|
7,139
|
|
|
11,809
|
|
|
9,777
|
|
|
26,333
|
|
|
38,300
|
|
|
Net income (loss)
|
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
|
147,484
|
|
|
214,125
|
|
|
Net income attributable to noncontrolling
|
|
|
|
|
|
|
|
|
|
|
|||||
|
interests
|
|
(4,418
|
)
|
|
(4,185
|
)
|
|
(3,961
|
)
|
|
(5,333
|
)
|
|
(6,365
|
)
|
|
Net income (loss) attributable to controlling
|
|
|
|
|
|
|
|
|
|
|
|||||
|
interests
|
|
51,370
|
|
|
8,816
|
|
|
(32,997
|
)
|
|
142,151
|
|
|
207,760
|
|
|
Preferred stock dividends
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
Net income (loss) attributable to common
|
|
|
|
|
|
|
|
|
|
|
|||||
|
stockholders
|
|
31,695
|
|
|
(10,859
|
)
|
|
(52,672
|
)
|
|
122,476
|
|
|
188,085
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income per Common Share- diluted:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Income (loss) from continuing operations
|
$
|
0.27
|
|
|
(0.28
|
)
|
|
(0.82
|
)
|
|
1.38
|
|
|
2.15
|
|
|
Net income (loss) attributable to common
|
|
|
|
|
|
|
|
|
|
|
|||||
|
stockholders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
|
1.76
|
|
|
2.72
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Common dividends declared per share
|
$
|
1.85
|
|
|
1.85
|
|
|
2.11
|
|
|
2.90
|
|
|
2.64
|
|
|
Common stock outstanding including
|
|
|
|
|
|
|
|
|
|
|
|||||
|
exchangeable operating partnership units
|
|
89,760
|
|
|
81,717
|
|
|
81,670
|
|
|
70,091
|
|
|
69,653
|
|
|
Combined Portfolio GLA
|
|
42,149
|
|
|
45,077
|
|
|
44,972
|
|
|
49,645
|
|
|
51,107
|
|
|
Combined Portfolio number of properties owned
|
|
364
|
|
|
396
|
|
|
400
|
|
|
440
|
|
|
451
|
|
|
Ratio of earnings to fixed charges
(2)
|
|
1.4
|
|
|
1.2
|
|
|
0.9
|
|
(3)
|
1.5
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Real estate investments before accumulated
|
|
|
|
|
|
|
|
|
|
|
|||||
|
depreciation
|
$
|
4,488,794
|
|
|
4,417,746
|
|
|
4,259,990
|
|
|
4,425,895
|
|
|
4,367,191
|
|
|
Total assets
|
|
3,987,071
|
|
|
3,994,539
|
|
|
3,992,228
|
|
|
4,158,568
|
|
|
4,137,069
|
|
|
Total debt
|
|
1,982,440
|
|
|
2,094,469
|
|
|
1,886,380
|
|
|
2,135,571
|
|
|
2,007,975
|
|
|
Total liabilities
|
|
2,117,417
|
|
|
2,250,137
|
|
|
2,061,621
|
|
|
2,416,824
|
|
|
2,249,200
|
|
|
Stockholders' equity
|
|
1,808,355
|
|
|
1,685,177
|
|
|
1,862,380
|
|
|
1,676,323
|
|
|
1,810,401
|
|
|
Noncontrolling interests
|
|
61,299
|
|
|
59,225
|
|
|
68,227
|
|
|
65,421
|
|
|
77,468
|
|
|
|
|
2011
|
|
2010
(1)
|
|
2009
(1)
|
|
2008
(1)
|
|
2007
(1)
|
|||||
Operating Data:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Revenues
|
$
|
500,417
|
|
|
476,161
|
|
|
478,561
|
|
|
485,332
|
|
|
425,783
|
|
|
Operating expenses
|
|
326,138
|
|
|
310,334
|
|
|
300,272
|
|
|
260,187
|
|
|
238,771
|
|
|
Other expense (income)
|
|
135,273
|
|
|
151,751
|
|
|
190,729
|
|
|
109,286
|
|
|
29,280
|
|
|
Income (loss) before equity in income (loss)
|
|
|
|
|
|
|
|
|
|
|
|||||
|
of investments in real estate partnerships
|
|
39,006
|
|
|
14,076
|
|
|
(12,440
|
)
|
|
115,859
|
|
|
157,732
|
|
|
Equity in income (loss) of investments in
|
|
|
|
|
|
|
|
|
|
|
|||||
|
real estate partnerships
|
|
9,643
|
|
|
(12,884
|
)
|
|
(26,373
|
)
|
|
5,292
|
|
|
18,093
|
|
|
Income (loss) from continuing operations
|
|
48,649
|
|
|
1,192
|
|
|
(38,813
|
)
|
|
121,151
|
|
|
175,825
|
|
|
Income from discontinued operations
|
|
7,139
|
|
|
11,809
|
|
|
9,777
|
|
|
26,333
|
|
|
38,300
|
|
|
Net income (loss)
|
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
|
147,484
|
|
|
214,125
|
|
|
Net income attributable to noncontrolling
|
|
|
|
|
|
|
|
|
|
|
|||||
|
interests
|
|
(590
|
)
|
|
(376
|
)
|
|
(452
|
)
|
|
(701
|
)
|
|
(990
|
)
|
|
Net income (loss) attributable to controlling
|
|
|
|
|
|
|
|
|
|
|
|||||
|
interests
|
|
55,198
|
|
|
12,625
|
|
|
(29,488
|
)
|
|
146,783
|
|
|
213,135
|
|
|
Preferred unit distributions
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
Net income (loss) attributable to
|
|
|
|
|
|
|
|
|
|
|
|||||
|
common unit holders
|
|
31,798
|
|
|
(10,775
|
)
|
|
(52,888
|
)
|
|
123,383
|
|
|
189,735
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Income per common unit - diluted:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Income (loss) from continuing operations
|
$
|
0.27
|
|
|
(0.28
|
)
|
|
(0.82
|
)
|
|
1.38
|
|
|
2.15
|
|
|
Net income (loss) attributable to
|
|
|
|
|
|
|
|
|
|
|
|||||
|
common unit holders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
|
1.76
|
|
|
2.72
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Distributions per unit
|
$
|
1.85
|
|
|
1.85
|
|
|
2.11
|
|
|
2.90
|
|
|
2.64
|
|
|
Common units outstanding
|
|
89,760
|
|
|
81,717
|
|
|
81,670
|
|
|
70,091
|
|
|
69,653
|
|
|
Preferred units outstanding
|
|
500
|
|
|
500
|
|
|
500
|
|
|
500
|
|
|
500
|
|
|
Combined Portfolio GLA
|
|
42,149
|
|
|
45,077
|
|
|
44,972
|
|
|
49,645
|
|
|
51,107
|
|
|
Combined Portfolio number of properties owned
|
|
364
|
|
|
396
|
|
|
400
|
|
|
440
|
|
|
451
|
|
|
Ratio of earnings to fixed charges
(2)
|
|
1.4
|
|
|
1.2
|
|
|
0.9
|
|
(3)
|
1.5
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Real estate investments before accumulated
|
|
|
|
|
|
|
|
|
|
|
|||||
|
depreciation
|
$
|
4,488,794
|
|
|
4,417,746
|
|
|
4,259,990
|
|
|
4,425,895
|
|
|
4,367,191
|
|
|
Total assets
|
|
3,987,071
|
|
|
3,994,539
|
|
|
3,992,228
|
|
|
4,158,568
|
|
|
4,137,069
|
|
|
Total debt
|
|
1,982,440
|
|
|
2,094,469
|
|
|
1,886,380
|
|
|
2,135,571
|
|
|
2,007,975
|
|
|
Total liabilities
|
|
2,117,417
|
|
|
2,250,137
|
|
|
2,061,621
|
|
|
2,416,824
|
|
|
2,249,200
|
|
|
Partners' capital
|
|
1,856,550
|
|
|
1,733,573
|
|
|
1,918,859
|
|
|
1,733,764
|
|
|
1,869,478
|
|
|
Noncontrolling interests
|
|
13,104
|
|
|
10,829
|
|
|
11,748
|
|
|
7,980
|
|
|
18,391
|
|
|
|
December 31,
2011 |
|
December 31,
2010 |
||
Number of Properties
|
|
217
|
|
|
215
|
|
Properties in Development
|
|
7
|
|
|
25
|
|
Gross Leasable Area
|
|
23,750,107
|
|
|
23,266,987
|
|
% Leased – Operating and Development
|
|
92.2
|
%
|
|
91.6
|
%
|
% Leased – Operating
|
|
93.1
|
%
|
|
92.6
|
%
|
|
|
December 31,
2011 |
|
December 31,
2010 |
||
Number of Properties
|
|
147
|
|
|
181
|
|
Properties in Development
|
|
—
|
|
|
1
|
|
Gross Leasable Area
|
|
18,398,810
|
|
|
21,809,665
|
|
% Leased – Operating and Development
|
|
94.8
|
%
|
|
93.6
|
%
|
% Leased – Operating
|
|
94.8
|
%
|
|
93.8
|
%
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Net cash provided by operating activities
|
$
|
217,633
|
|
|
138,459
|
|
|
195,804
|
|
Net cash (used in) provided by investing activities
|
|
(77,723
|
)
|
|
(184,457
|
)
|
|
51,545
|
|
Net cash used in financing activities
|
|
(145,569
|
)
|
|
(32,797
|
)
|
|
(164,279
|
)
|
Net (decrease) increase in cash and cash equivalents
|
$
|
(5,659
|
)
|
|
(78,795
|
)
|
|
83,070
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Cash flow from operations
|
$
|
217,633
|
|
|
138,459
|
|
|
195,804
|
|
Settlement of derivative instruments
|
|
—
|
|
|
63,435
|
|
|
19,953
|
|
Total
|
$
|
217,633
|
|
|
201,894
|
|
|
215,757
|
|
|
|
|
|
|
|
|
|||
Scheduled principal payments
|
$
|
5,699
|
|
|
5,024
|
|
|
5,214
|
|
Capital expenditures to maintain shopping centers
|
|
13,117
|
|
|
12,238
|
|
|
10,072
|
|
Dividend distributions to share and unit holders
|
|
183,878
|
|
|
172,519
|
|
|
183,070
|
|
Total
|
$
|
202,694
|
|
|
189,781
|
|
|
198,356
|
|
|
|
2011
|
|
2010
|
||
Number of Co-investment Partnerships
|
|
16
|
|
|
18
|
|
Regency’s Ownership
|
|
20%-50%
|
|
|
16.35%-50%
|
|
Number of Properties
|
|
148
|
|
|
181
|
|
Combined Assets
|
$
|
3,501,775
|
|
|
3,983,122
|
|
Combined Liabilities
|
$
|
1,992,213
|
|
|
2,262,476
|
|
Combined Equity
|
$
|
1,509,562
|
|
|
1,720,646
|
|
Regency’s Share of
(1)(2)
:
|
|
|
|
|
||
Assets
|
$
|
1,160,954
|
|
|
1,263,400
|
|
Liabilities
|
$
|
648,533
|
|
|
706,026
|
|
(1)
Pro-rata financial information is not, and is not intended to be, a presentation in accordance with GAAP. However, management believes that providing such information is useful to investors in assessing the impact of its investments in real estate partnership activities on the operations of Regency, which includes such items on a single line presentation under the equity method in its consolidated financial statements.
|
||||||
(2)
The difference between Regency's share of the net assets of the co-investment partnerships and the Company's investments in real estate partnerships per the accompanying Consolidated Balance Sheets relates primarily to differences in inside/outside basis as further described in Note 4 to Consolidated Financial Statements.
|
|
|
2011
|
|
2010
|
|
Change
|
|||
Minimum rent
|
$
|
356,097
|
|
|
338,639
|
|
|
17,458
|
|
Percentage rent
|
|
2,996
|
|
|
2,540
|
|
|
456
|
|
Recoveries from tenants and other income
|
|
107,344
|
|
|
105,582
|
|
|
1,762
|
|
Management, transaction, and other fees
|
|
33,980
|
|
|
29,400
|
|
|
4,580
|
|
Total revenues
|
$
|
500,417
|
|
|
476,161
|
|
|
24,256
|
|
|
|
2011
|
|
2010
|
|
Change
|
|||
Asset management fees
|
$
|
6,705
|
|
|
6,695
|
|
|
10
|
|
Property management fees
|
|
14,910
|
|
|
15,599
|
|
|
(689
|
)
|
Transaction fees
|
|
5,000
|
|
|
2,594
|
|
|
2,406
|
|
Leasing commissions and other fees
|
|
7,365
|
|
|
4,512
|
|
|
2,853
|
|
|
$
|
33,980
|
|
|
29,400
|
|
|
4,580
|
|
|
|
2011
|
|
2010
|
|
Change
|
|||
Depreciation and amortization
|
$
|
132,129
|
|
|
120,450
|
|
|
11,679
|
|
Operating and maintenance
|
|
72,626
|
|
|
68,496
|
|
|
4,130
|
|
General and administrative
|
|
56,117
|
|
|
61,502
|
|
|
(5,385
|
)
|
Real estate taxes
|
|
55,542
|
|
|
53,462
|
|
|
2,080
|
|
Provision for doubtful accounts
|
|
3,075
|
|
|
3,928
|
|
|
(853
|
)
|
Other expenses
|
|
6,649
|
|
|
2,496
|
|
|
4,153
|
|
Total operating expenses
|
$
|
326,138
|
|
|
310,334
|
|
|
15,804
|
|
|
|
2011
|
|
2010
|
|
Change
|
|||
Interest on notes payable
|
$
|
116,343
|
|
|
125,788
|
|
|
(9,445
|
)
|
Interest on line of credit
|
|
1,746
|
|
|
1,430
|
|
|
316
|
|
Capitalized interest
|
|
(1,480
|
)
|
|
(5,099
|
)
|
|
3,619
|
|
Hedge interest
|
|
9,478
|
|
|
5,576
|
|
|
3,902
|
|
Interest income
|
|
(2,442
|
)
|
|
(2,408
|
)
|
|
(34
|
)
|
|
$
|
123,645
|
|
|
125,287
|
|
|
(1,642
|
)
|
|
|
2010
|
|
2009
|
|
Change
|
|||
Minimum rent
|
$
|
338,639
|
|
|
337,516
|
|
|
1,123
|
|
Percentage rent
|
|
2,540
|
|
|
3,585
|
|
|
(1,045
|
)
|
Recoveries from tenants and other income
|
|
105,582
|
|
|
99,171
|
|
|
6,411
|
|
Management, transaction, and other fees
|
|
29,400
|
|
|
38,289
|
|
|
(8,889
|
)
|
Total revenues
|
$
|
476,161
|
|
|
478,561
|
|
|
(2,400
|
)
|
|
|
2010
|
|
2009
|
|
Change
|
|||
Asset management fees
|
$
|
6,695
|
|
|
9,671
|
|
|
(2,976
|
)
|
Property management fees
|
|
15,599
|
|
|
15,031
|
|
|
568
|
|
Transaction fees
|
|
2,594
|
|
|
7,781
|
|
|
(5,187
|
)
|
Leasing commissions and other fees
|
|
4,512
|
|
|
5,806
|
|
|
(1,294
|
)
|
|
$
|
29,400
|
|
|
38,289
|
|
|
(8,889
|
)
|
|
|
2010
|
|
2009
|
|
Change
|
|||
Depreciation and amortization
|
$
|
120,450
|
|
|
114,058
|
|
|
6,392
|
|
Operating and maintenance
|
|
68,496
|
|
|
64,030
|
|
|
4,466
|
|
General and administrative
|
|
61,502
|
|
|
53,177
|
|
|
8,325
|
|
Real estate taxes
|
|
53,462
|
|
|
52,375
|
|
|
1,087
|
|
Provision for doubtful accounts
|
|
3,928
|
|
|
8,348
|
|
|
(4,420
|
)
|
Other expenses
|
|
2,496
|
|
|
8,284
|
|
|
(5,788
|
)
|
Total operating expenses
|
$
|
310,334
|
|
|
300,272
|
|
|
10,062
|
|
|
|
2010
|
|
2009
|
|
Change
|
|||
Interest on notes payable
|
$
|
125,788
|
|
|
123,778
|
|
|
2,010
|
|
Interest on line of credit
|
|
1,430
|
|
|
5,985
|
|
|
(4,555
|
)
|
Capitalized interest
|
|
(5,099
|
)
|
|
(19,062
|
)
|
|
13,963
|
|
Hedge interest
|
|
5,576
|
|
|
2,305
|
|
|
3,271
|
|
Interest income
|
|
(2,408
|
)
|
|
(3,767
|
)
|
|
1,359
|
|
|
$
|
125,287
|
|
|
109,239
|
|
|
16,048
|
|
|
|
Regency Centers Corporation:
|
|
|
|
Regency Centers, L.P.:
|
|
|
|
|
|
Financial Statement Schedule
|
|
|
|
2011
|
|
2010
|
||
Assets
|
|
|
|
|
||
Real estate investments at cost (notes 2, 3, 4, and 15):
|
|
|
|
|
||
Land
|
$
|
1,273,606
|
|
|
1,093,700
|
|
Buildings and improvements
|
|
2,604,229
|
|
|
2,284,522
|
|
Properties in development
|
|
224,077
|
|
|
610,932
|
|
|
|
4,101,912
|
|
|
3,989,154
|
|
Less: accumulated depreciation
|
|
791,619
|
|
|
700,878
|
|
|
|
3,310,293
|
|
|
3,288,276
|
|
Investments in real estate partnerships
|
|
386,882
|
|
|
428,592
|
|
Net real estate investments
|
|
3,697,175
|
|
|
3,716,868
|
|
Cash and cash equivalents
|
|
11,402
|
|
|
17,061
|
|
Restricted cash
|
|
6,050
|
|
|
5,399
|
|
Accounts receivable, net of allowance for doubtful accounts of $3,442 and $4,819 at December 31, 2011 and 2010, respectively
|
|
37,733
|
|
|
36,600
|
|
Straight-line rent receivable, net of reserve of $2,075 and $1,396 at December 31, 2011 and 2010, respectively
|
|
48,132
|
|
|
45,241
|
|
Notes receivable (note 5)
|
|
35,784
|
|
|
35,931
|
|
Deferred costs, less accumulated amortization of $71,265 and $69,158 at December 31, 2011 and 2010, respectively
|
|
70,204
|
|
|
63,165
|
|
Acquired lease intangible assets, less accumulated amortization of $15,588 and $13,996 at December 31, 2011 and 2010, respectively (note 6)
|
|
27,054
|
|
|
18,219
|
|
Trading securities held in trust, at fair value (note 7)
|
|
21,713
|
|
|
20,891
|
|
Other assets
|
|
31,824
|
|
|
35,164
|
|
Total assets
|
$
|
3,987,071
|
|
|
3,994,539
|
|
Liabilities and Equity
|
|
|
|
|
||
Liabilities:
|
|
|
|
|
||
Notes payable (note 9)
|
$
|
1,942,440
|
|
|
2,084,469
|
|
Unsecured line of credit (note 9)
|
|
40,000
|
|
|
10,000
|
|
Accounts payable and other liabilities (note 7)
|
|
101,862
|
|
|
138,196
|
|
Derivative instruments, at fair value (note 10)
|
|
37
|
|
|
—
|
|
Acquired lease intangible liabilities, less accumulated accretion of $4,750 and $11,010 at December 31, 2011 and 2010, respectively (note 6)
|
|
12,662
|
|
|
6,682
|
|
Tenants’ security and escrow deposits and prepaid rent
|
|
20,416
|
|
|
10,790
|
|
Total liabilities
|
|
2,117,417
|
|
|
2,250,137
|
|
Commitments and contingencies (notes 15 and 16)
|
|
|
|
|
||
Equity:
|
|
|
|
|
||
Stockholders’ equity (notes 12 and 13):
|
|
|
|
|
||
Preferred stock, $0.01 par value per share, 30,000,000 shares authorized;11,000,000 Series 3-5 shares issued and outstanding at December 31, 2011 and 2010 with liquidation preferences of $25 per share
|
|
275,000
|
|
|
275,000
|
|
Common stock $0.01 par value per share,150,000,000 shares authorized; 89,921,858 and 81,886,872 shares issued at December 31, 2011 and 2010, respectively
|
|
899
|
|
|
819
|
|
Treasury stock at cost, 338,714 and 347,482 shares held at December 31, 2011 and 2010, respectively (note 7)
|
|
(15,197
|
)
|
|
(16,175
|
)
|
Additional paid in capital (note 7)
|
|
2,281,817
|
|
|
2,039,612
|
|
Accumulated other comprehensive loss
|
|
(71,429
|
)
|
|
(80,885
|
)
|
Distributions in excess of net income (note 7)
|
|
(662,735
|
)
|
|
(533,194
|
)
|
Total stockholders’ equity
|
|
1,808,355
|
|
|
1,685,177
|
|
Noncontrolling interests (note 12):
|
|
|
|
|
||
Series D preferred units, aggregate redemption value of $50,000 at December 31, 2011 and 2010
|
|
49,158
|
|
|
49,158
|
|
Exchangeable operating partnership units, aggregate redemption value of $6,665 and $7,483 at December 31, 2011 and 2010, respectively
|
|
(963
|
)
|
|
(762
|
)
|
Limited partners’ interests in consolidated partnerships
|
|
13,104
|
|
|
10,829
|
|
Total noncontrolling interests
|
|
61,299
|
|
|
59,225
|
|
Total equity
|
|
1,869,654
|
|
|
1,744,402
|
|
Total liabilities and equity
|
$
|
3,987,071
|
|
|
3,994,539
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Revenues:
|
|
|
|
|
|
|
|||
Minimum rent
|
$
|
356,097
|
|
|
338,639
|
|
|
337,516
|
|
Percentage rent
|
|
2,996
|
|
|
2,540
|
|
|
3,585
|
|
Recoveries from tenants and other income
|
|
107,344
|
|
|
105,582
|
|
|
99,171
|
|
Management, transaction, and other fees
|
|
33,980
|
|
|
29,400
|
|
|
38,289
|
|
Total revenues
|
|
500,417
|
|
|
476,161
|
|
|
478,561
|
|
Operating expenses:
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
132,129
|
|
|
120,450
|
|
|
114,058
|
|
Operating and maintenance
|
|
72,626
|
|
|
68,496
|
|
|
64,030
|
|
General and administrative
|
|
56,117
|
|
|
61,502
|
|
|
53,177
|
|
Real estate taxes
|
|
55,542
|
|
|
53,462
|
|
|
52,375
|
|
Provision for doubtful accounts
|
|
3,075
|
|
|
3,928
|
|
|
8,348
|
|
Other expenses
|
|
6,649
|
|
|
2,496
|
|
|
8,284
|
|
Total operating expenses
|
|
326,138
|
|
|
310,334
|
|
|
300,272
|
|
Other expense (income):
|
|
|
|
|
|
|
|||
Interest expense, net of interest income of $2,442, $2,408, and $3,767 in 2011, 2010, and 2009, respectively
|
|
123,645
|
|
|
125,287
|
|
|
109,239
|
|
Gain on sale of real estate
|
|
(2,404
|
)
|
|
(993
|
)
|
|
(19,357
|
)
|
Provision for impairment
|
|
13,772
|
|
|
26,615
|
|
|
97,519
|
|
Early extinguishment of debt
|
|
—
|
|
|
4,243
|
|
|
2,784
|
|
Loss (income) from deferred compensation plan (note 7)
|
|
206
|
|
|
(1,982
|
)
|
|
(2,750
|
)
|
Loss (income) on derivative instruments (note 10)
|
|
54
|
|
|
(1,419
|
)
|
|
3,294
|
|
Total other expense (income)
|
|
135,273
|
|
|
151,751
|
|
|
190,729
|
|
Income (loss) before equity in income (loss) of investments in real estate partnerships
|
|
39,006
|
|
|
14,076
|
|
|
(12,440
|
)
|
Equity in income (loss) of investments in real estate partnerships (note 4)
|
|
9,643
|
|
|
(12,884
|
)
|
|
(26,373
|
)
|
Income (loss) from continuing operations
|
|
48,649
|
|
|
1,192
|
|
|
(38,813
|
)
|
Discontinued operations, net (note 3):
|
|
|
|
|
|
|
|||
Operating income
|
|
1,197
|
|
|
4,232
|
|
|
3,942
|
|
Gain on sale of operating properties, net
|
|
5,942
|
|
|
7,577
|
|
|
5,835
|
|
Income from discontinued operations
|
|
7,139
|
|
|
11,809
|
|
|
9,777
|
|
Net income (loss)
|
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
Noncontrolling interests:
|
|
|
|
|
|
|
|||
Preferred units
|
|
(3,725
|
)
|
|
(3,725
|
)
|
|
(3,725
|
)
|
Exchangeable operating partnership units
|
|
(103
|
)
|
|
(84
|
)
|
|
216
|
|
Limited partners’ interests in consolidated partnerships
|
|
(590
|
)
|
|
(376
|
)
|
|
(452
|
)
|
Income attributable to noncontrolling interests
|
|
(4,418
|
)
|
|
(4,185
|
)
|
|
(3,961
|
)
|
Net income (loss) attributable to controlling interests
|
|
51,370
|
|
|
8,816
|
|
|
(32,997
|
)
|
Preferred stock dividends
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(19,675
|
)
|
Net income (loss) attributable to common stockholders
|
$
|
31,695
|
|
|
(10,859
|
)
|
|
(52,672
|
)
|
Income (loss) per common share - basic (note 14):
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.29
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.15
|
|
|
0.12
|
|
Net income (loss) attributable to common stockholders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
Income (loss) per common share - diluted (note 14):
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.28
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.14
|
|
|
0.12
|
|
Net income (loss) attributable to common stockholders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
REGENCY CENTERS CORPORATION
Consolidated Statements of Equity and Comprehensive Income (Loss)
For the
years
ended
December 31, 2011
,
2010
, and
2009
(in thousands, except per share data)
|
||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncontrolling Interests
|
|
|
||||||||||||||||||
|
|
Preferred
Stock
|
|
Common
Stock
|
|
Treasury
Stock
|
|
Additional
Paid In
Capital
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Distributions
in Excess of
Net Income
|
|
Total
Stockholders’
Equity
|
|
Preferred Units
|
|
Exchangeable
Operating
Partnership
Units
|
|
Limited
Partners’
Interest in
Consolidated
Partnerships
|
|
Total
Noncontrolling
Interests
|
|
Total
Equity
|
|
|||||||||||
Balance at December 31, 2008 (note 7)
|
$
|
275,000
|
|
|
756
|
|
|
(133,046
|
)
|
|
1,781,557
|
|
|
(90,689
|
)
|
|
(157,255
|
)
|
|
1,676,323
|
|
|
49,158
|
|
|
8,283
|
|
|
7,980
|
|
|
65,421
|
|
|
1,741,744
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32,997
|
)
|
|
(32,997
|
)
|
|
3,725
|
|
|
(216
|
)
|
|
452
|
|
|
3,961
|
|
|
(29,036
|
)
|
Amortization of loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,292
|
|
|
—
|
|
|
2,292
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
13
|
|
|
2,305
|
|
Change in fair value of derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,424
|
|
|
—
|
|
|
38,424
|
|
|
—
|
|
|
221
|
|
|
|
|
221
|
|
|
38,645
|
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,719
|
|
|
|
|
|
|
|
|
4,195
|
|
|
11,914
|
|
|||||||||
Deferred compensation plan, net (note 7)
|
|
—
|
|
|
—
|
|
|
5,123
|
|
|
(1,079
|
)
|
|
—
|
|
|
—
|
|
|
4,044
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,044
|
|
Amortization of restricted stock issued
|
|
—
|
|
|
2
|
|
|
—
|
|
|
5,961
|
|
|
—
|
|
|
—
|
|
|
5,963
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,963
|
|
Common stock redeemed for taxes withheld for stock based compensation, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
343
|
|
|
—
|
|
|
—
|
|
|
343
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
343
|
|
Common stock issued for dividend reinvestment plan
|
|
—
|
|
|
1
|
|
|
—
|
|
|
3,222
|
|
|
—
|
|
|
—
|
|
|
3,223
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,223
|
|
Tax benefit for issuance of stock options
|
|
—
|
|
|
—
|
|
|
—
|
|
|
552
|
|
|
—
|
|
|
—
|
|
|
552
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
552
|
|
Common stock issued for stock offerings, net of issuance costs
|
|
—
|
|
|
112
|
|
|
—
|
|
|
345,685
|
|
|
—
|
|
|
—
|
|
|
345,797
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
345,797
|
|
Treasury stock cancellation
|
|
—
|
|
|
(56
|
)
|
|
111,414
|
|
|
(111,358
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,197
|
|
|
4,197
|
|
|
4,197
|
|
Distributions to partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(881
|
)
|
|
(881
|
)
|
|
(881
|
)
|
Cash dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Preferred stock/unit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(3,725
|
)
|
|
—
|
|
|
—
|
|
|
(3,725
|
)
|
|
(23,400
|
)
|
Common stock/unit ($2.11 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(161,909
|
)
|
|
(161,909
|
)
|
|
—
|
|
|
(980
|
)
|
|
—
|
|
|
(980
|
)
|
|
(162,889
|
)
|
Balance at December 31, 2009
|
$
|
275,000
|
|
|
815
|
|
|
(16,509
|
)
|
|
2,024,883
|
|
|
(49,973
|
)
|
|
(371,836
|
)
|
|
1,862,380
|
|
|
49,158
|
|
|
7,321
|
|
|
11,748
|
|
|
68,227
|
|
|
1,930,607
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,816
|
|
|
8,816
|
|
|
3,725
|
|
|
84
|
|
|
376
|
|
|
4,185
|
|
|
13,001
|
|
Amortization of loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,563
|
|
|
—
|
|
|
5,563
|
|
|
—
|
|
|
12
|
|
|
—
|
|
|
12
|
|
|
5,575
|
|
Change in fair value of derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(36,475
|
)
|
|
—
|
|
|
(36,475
|
)
|
|
—
|
|
|
(81
|
)
|
|
—
|
|
|
(81
|
)
|
|
(36,556
|
)
|
Total comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(22,096
|
)
|
|
|
|
|
|
|
|
4,116
|
|
|
(17,980
|
)
|
|||||||||
Deferred compensation plan, net (note 7)
|
|
—
|
|
|
—
|
|
|
334
|
|
|
(607
|
)
|
|
—
|
|
|
—
|
|
|
(273
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(273
|
)
|
REGENCY CENTERS CORPORATION
Consolidated Statements of Equity and Comprehensive Income (Loss)
For the
years
ended
December 31, 2011
,
2010
, and
2009
(in thousands, except per share data)
|
||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncontrolling Interests
|
|
|
||||||||||||||||||
|
|
Preferred
Stock
|
|
Common
Stock
|
|
Treasury
Stock
|
|
Additional
Paid In
Capital
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Distributions
in Excess of
Net Income
|
|
Total
Stockholders’
Equity
|
|
Preferred Units
|
|
Exchangeable
Operating
Partnership
Units
|
|
Limited
Partners’
Interest in
Consolidated
Partnerships
|
|
Total
Noncontrolling
Interests
|
|
Total
Equity
|
|
|||||||||||
Amortization of restricted stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,236
|
|
|
—
|
|
|
—
|
|
|
7,236
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,236
|
|
Common stock redeemed for taxes withheld for stock based compensation, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,374
|
)
|
|
—
|
|
|
—
|
|
|
(1,374
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,374
|
)
|
Common stock issued for dividend reinvestment plan
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1,847
|
|
|
—
|
|
|
—
|
|
|
1,848
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,848
|
|
Common stock issued for partnership units exchanged
|
|
—
|
|
|
3
|
|
|
—
|
|
|
7,627
|
|
|
—
|
|
|
—
|
|
|
7,630
|
|
|
—
|
|
|
(7,630
|
)
|
|
—
|
|
|
(7,630
|
)
|
|
—
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
161
|
|
|
161
|
|
|
161
|
|
Distributions to partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,456
|
)
|
|
(1,456
|
)
|
|
(1,456
|
)
|
Cash dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Preferred stock/unit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(3,725
|
)
|
|
—
|
|
|
—
|
|
|
(3,725
|
)
|
|
(23,400
|
)
|
Common stock/unit ($1.85 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(150,499
|
)
|
|
(150,499
|
)
|
|
—
|
|
|
(468
|
)
|
|
—
|
|
|
(468
|
)
|
|
(150,967
|
)
|
Balance at December 31, 2010
|
$
|
275,000
|
|
|
819
|
|
|
(16,175
|
)
|
|
2,039,612
|
|
|
(80,885
|
)
|
|
(533,194
|
)
|
|
1,685,177
|
|
|
49,158
|
|
|
(762
|
)
|
|
10,829
|
|
|
59,225
|
|
|
1,744,402
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51,370
|
|
|
51,370
|
|
|
3,725
|
|
|
103
|
|
|
590
|
|
|
4,418
|
|
|
55,788
|
|
Amortization of loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,447
|
|
|
—
|
|
|
9,447
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
20
|
|
|
9,467
|
|
Change in fair value of derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
9
|
|
|
18
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
60,826
|
|
|
|
|
|
|
|
|
4,447
|
|
|
65,273
|
|
||||||||
Deferred compensation plan, net
|
|
—
|
|
|
—
|
|
|
978
|
|
|
16,865
|
|
|
—
|
|
|
—
|
|
|
17,843
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,843
|
|
Amortization of restricted stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,659
|
|
|
—
|
|
|
—
|
|
|
10,659
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,659
|
|
Common stock redeemed for taxes withheld for stock based compensation, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,689
|
)
|
|
—
|
|
|
—
|
|
|
(1,689
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,689
|
)
|
Common stock issued for dividend reinvestment plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,081
|
|
|
—
|
|
|
—
|
|
|
1,081
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,081
|
|
Common stock issued for stock offerings, net of issuance costs
|
|
—
|
|
|
80
|
|
|
—
|
|
|
215,289
|
|
|
—
|
|
|
—
|
|
|
215,369
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
215,369
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,787
|
|
|
2,787
|
|
|
2,787
|
|
Distributions to partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,111
|
)
|
|
(1,111
|
)
|
|
(1,111
|
)
|
Cash dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Preferred stock/unit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(3,725
|
)
|
|
—
|
|
|
—
|
|
|
(3,725
|
)
|
|
(23,400
|
)
|
Common stock/unit ($1.85 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(161,236
|
)
|
|
(161,236
|
)
|
|
—
|
|
|
(324
|
)
|
|
—
|
|
|
(324
|
)
|
|
(161,560
|
)
|
Balance at December 31, 2011
|
$
|
275,000
|
|
|
899
|
|
|
(15,197
|
)
|
|
2,281,817
|
|
|
(71,429
|
)
|
|
(662,735
|
)
|
|
1,808,355
|
|
|
49,158
|
|
|
(963
|
)
|
|
13,104
|
|
|
61,299
|
|
|
1,869,654
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Cash flows from operating activities:
|
|
|
|
|
|
|
|||
Net income (loss)
|
$
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
133,756
|
|
|
123,933
|
|
|
117,979
|
|
Amortization of deferred loan cost and debt premium
|
|
12,327
|
|
|
8,533
|
|
|
5,822
|
|
Amortization and (accretion) of above and below market lease intangibles, net
|
|
(931
|
)
|
|
(1,161
|
)
|
|
(1,867
|
)
|
Stock-based compensation, net of capitalization
|
|
9,824
|
|
|
6,615
|
|
|
4,668
|
|
Equity in (income) loss of investments in real estate partnerships
|
|
(9,643
|
)
|
|
12,884
|
|
|
26,373
|
|
Net gain on sale of properties
|
|
(8,346
|
)
|
|
(8,648
|
)
|
|
(25,192
|
)
|
Provision for doubtful accounts
|
|
3,166
|
|
|
3,954
|
|
|
9,078
|
|
Provision for impairment
|
|
15,883
|
|
|
26,615
|
|
|
104,402
|
|
Early extinguishment of debt
|
|
—
|
|
|
4,243
|
|
|
2,784
|
|
Distribution of earnings from operations of investments in real estate partnerships
|
|
43,361
|
|
|
41,054
|
|
|
31,252
|
|
Settlement of derivative instruments
|
|
—
|
|
|
(63,435
|
)
|
|
(19,953
|
)
|
Loss (gain) on derivative instruments
|
|
54
|
|
|
(1,419
|
)
|
|
3,294
|
|
Deferred compensation (income) expense
|
|
(2,136
|
)
|
|
5,068
|
|
|
(247
|
)
|
Realized loss (gain) on trading securities held in trust
|
|
(383
|
)
|
|
(667
|
)
|
|
1,447
|
|
Unrealized loss (gain) on trading securities held in trust
|
|
567
|
|
|
(1,342
|
)
|
|
4,226
|
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
|||
Restricted cash
|
|
(651
|
)
|
|
(1,778
|
)
|
|
5,126
|
|
Accounts receivable
|
|
(6,274
|
)
|
|
(1,297
|
)
|
|
(2,995
|
)
|
Straight-line rent receivables, net
|
|
(4,642
|
)
|
|
(6,202
|
)
|
|
(3,959
|
)
|
Other receivables
|
|
—
|
|
|
—
|
|
|
19,700
|
|
Deferred leasing costs
|
|
(15,013
|
)
|
|
(15,563
|
)
|
|
(9,799
|
)
|
Other assets
|
|
(971
|
)
|
|
(4,681
|
)
|
|
(16,493
|
)
|
Accounts payable and other liabilities
|
|
(17,892
|
)
|
|
(1,281
|
)
|
|
(30,352
|
)
|
Tenants’ security and escrow deposits and prepaid rent
|
|
9,789
|
|
|
33
|
|
|
(454
|
)
|
Net cash provided by operating activities
|
|
217,633
|
|
|
138,459
|
|
|
195,804
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|||
Acquisition of operating real estate
|
|
(70,629
|
)
|
|
(24,569
|
)
|
|
—
|
|
Development of real estate including acquisition of land
|
|
(82,069
|
)
|
|
(65,889
|
)
|
|
(142,989
|
)
|
Proceeds from sale of real estate investments
|
|
86,233
|
|
|
47,333
|
|
|
180,307
|
|
(Issuance) collection of notes receivable
|
|
(78
|
)
|
|
883
|
|
|
13,572
|
|
Investments in real estate partnerships
|
|
(198,688
|
)
|
|
(231,847
|
)
|
|
(28,709
|
)
|
Distributions received from investments in real estate partnerships
|
|
188,514
|
|
|
90,092
|
|
|
23,548
|
|
Dividends on trading securities held in trust
|
|
225
|
|
|
297
|
|
|
247
|
|
Acquisition of trading securities held in trust
|
|
(19,377
|
)
|
|
(10,312
|
)
|
|
(12,220
|
)
|
Proceeds from sale of trading securities held in trust
|
|
18,146
|
|
|
9,555
|
|
|
17,789
|
|
Net cash (used in) provided by investing activities
|
|
(77,723
|
)
|
|
(184,457
|
)
|
|
51,545
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|||
Net proceeds from common stock issuance
|
|
215,369
|
|
|
—
|
|
|
345,800
|
|
Proceeds from sale of treasury stock
|
|
2,128
|
|
|
1,431
|
|
|
(2,632
|
)
|
Acquisition of treasury stock
|
|
(14
|
)
|
|
—
|
|
|
—
|
|
Distributions to limited partners in consolidated partnerships, net
|
|
(735
|
)
|
|
(1,427
|
)
|
|
(872
|
)
|
Distributions to exchangeable operating partnership unit holders
|
|
(324
|
)
|
|
(468
|
)
|
|
(980
|
)
|
Distributions to preferred unit holders
|
|
(3,725
|
)
|
|
(3,725
|
)
|
|
(3,725
|
)
|
Dividends paid to common stockholders
|
|
(160,154
|
)
|
|
(148,649
|
)
|
|
(158,690
|
)
|
Dividends paid to preferred stockholders
|
|
(19,675
|
)
|
|
(19,675
|
)
|
|
(19,675
|
)
|
Repayment of fixed rate unsecured notes
|
|
(181,691
|
)
|
|
(209,879
|
)
|
|
(116,053
|
)
|
Proceeds from issuance of fixed rate unsecured notes, net
|
|
—
|
|
|
398,599
|
|
|
—
|
|
Proceeds from line of credit
|
|
455,000
|
|
|
250,000
|
|
|
135,000
|
|
Repayment of line of credit
|
|
(425,000
|
)
|
|
(240,000
|
)
|
|
(432,667
|
)
|
Proceeds from notes payable
|
|
1,940
|
|
|
6,068
|
|
|
106,992
|
|
Repayment of notes payable
|
|
(16,919
|
)
|
|
(51,687
|
)
|
|
(8,056
|
)
|
Scheduled principal payments
|
|
(5,699
|
)
|
|
(5,024
|
)
|
|
(5,214
|
)
|
Payment of loan costs
|
|
(6,070
|
)
|
|
(4,361
|
)
|
|
(1,195
|
)
|
Payment of premium on tender offer
|
|
—
|
|
|
(4,000
|
)
|
|
(2,312
|
)
|
Net cash used in financing activities
|
|
(145,569
|
)
|
|
(32,797
|
)
|
|
(164,279
|
)
|
Net (decrease) increase in cash and cash equivalents
|
|
(5,659
|
)
|
|
(78,795
|
)
|
|
83,070
|
|
Cash and cash equivalents at beginning of the year
|
|
17,061
|
|
|
95,856
|
|
|
12,786
|
|
Cash and cash equivalents at end of the year
|
$
|
11,402
|
|
|
17,061
|
|
|
95,856
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|||
Cash paid for interest (net of capitalized interest of $1,480, $5,099, and $19,062 in 2011, 2010, and 2009, respectively)
|
$
|
128,649
|
|
|
127,591
|
|
|
112,730
|
|
Supplemental disclosure of non-cash transactions:
|
|
|
|
|
|
|
|||
Common stock issued for partnership units exchanged
|
$
|
—
|
|
|
7,630
|
|
|
—
|
|
Real estate received through distribution in kind
|
$
|
47,512
|
|
|
—
|
|
|
100,717
|
|
Mortgage loans assumed through distribution in kind
|
$
|
28,760
|
|
|
—
|
|
|
70,541
|
|
Mortgage loans assumed for the acquisition of real estate
|
$
|
31,292
|
|
|
58,981
|
|
|
—
|
|
Real estate contributed for investments in real estate partnerships
|
$
|
—
|
|
|
—
|
|
|
26,410
|
|
Notes receivable taken in connection with sales of properties in development
|
$
|
—
|
|
|
—
|
|
|
11,413
|
|
Real estate received through foreclosure on notes receivable
|
$
|
—
|
|
|
990
|
|
|
—
|
|
Change in fair value of derivative instruments
|
$
|
18
|
|
|
28,363
|
|
|
55,328
|
|
Common stock issued for dividend reinvestment plan
|
$
|
1,081
|
|
|
1,847
|
|
|
3,219
|
|
Stock-based compensation capitalized
|
$
|
1,104
|
|
|
852
|
|
|
1,574
|
|
Contributions from limited partners in consolidated partnerships, net
|
$
|
2,411
|
|
|
132
|
|
|
4,188
|
|
Common stock issued for dividend reinvestment in trust
|
$
|
631
|
|
|
640
|
|
|
808
|
|
Contribution of stock awards into trust
|
$
|
1,132
|
|
|
1,142
|
|
|
1,823
|
|
Distribution of stock held in trust
|
$
|
—
|
|
|
51
|
|
|
3,025
|
|
|
|
2011
|
|
2010
|
||
Assets
|
|
|
|
|
||
Real estate investments at cost (notes 2, 3, 4, and 15):
|
|
|
|
|
||
Land
|
$
|
1,273,606
|
|
|
1,093,700
|
|
Buildings and improvements
|
|
2,604,229
|
|
|
2,284,522
|
|
Properties in development
|
|
224,077
|
|
|
610,932
|
|
|
|
4,101,912
|
|
|
3,989,154
|
|
Less: accumulated depreciation
|
|
791,619
|
|
|
700,878
|
|
|
|
3,310,293
|
|
|
3,288,276
|
|
Investments in real estate partnerships
|
|
386,882
|
|
|
428,592
|
|
Net real estate investments
|
|
3,697,175
|
|
|
3,716,868
|
|
Cash and cash equivalents
|
|
11,402
|
|
|
17,061
|
|
Restricted cash
|
|
6,050
|
|
|
5,399
|
|
Accounts receivable, net of allowance for doubtful accounts of $3,442 and $4,819 at December 31, 2011 and 2010, respectively
|
|
37,733
|
|
|
36,600
|
|
Straight-line rent receivable, net of reserve of $2,075 and $1,396 at December 31, 2011 and 2010, respectively
|
|
48,132
|
|
|
45,241
|
|
Notes receivable (note 5)
|
|
35,784
|
|
|
35,931
|
|
Deferred costs, less accumulated amortization of $71,265 and $69,158 at December 31, 2011 and 2010, respectively
|
|
70,204
|
|
|
63,165
|
|
Acquired lease intangible assets, less accumulated amortization of $15,588 and $13,996 at December 31, 2011 and 2010, respectively (note 6)
|
|
27,054
|
|
|
18,219
|
|
Trading securities held in trust, at fair value (note 7)
|
|
21,713
|
|
|
20,891
|
|
Other assets
|
|
31,824
|
|
|
35,164
|
|
Total assets
|
$
|
3,987,071
|
|
|
3,994,539
|
|
Liabilities and Capital
|
|
|
|
|
||
Liabilities:
|
|
|
|
|
||
Notes payable (note 9)
|
$
|
1,942,440
|
|
|
2,084,469
|
|
Unsecured line of credit (note 9)
|
|
40,000
|
|
|
10,000
|
|
Accounts payable and other liabilities (note 7)
|
|
101,862
|
|
|
138,196
|
|
Derivative instruments, at fair value (note 10)
|
|
37
|
|
|
—
|
|
Acquired lease intangible liabilities, less accumulated accretion of $4,750 and $11,010 at December 31, 2011 and 2010, respectively (note 6)
|
|
12,662
|
|
|
6,682
|
|
Tenants’ security and escrow deposits and prepaid rent
|
|
20,416
|
|
|
10,790
|
|
Total liabilities
|
|
2,117,417
|
|
|
2,250,137
|
|
Commitments and contingencies (notes 15 and 16)
|
|
|
|
|
||
Capital:
|
|
|
|
|
||
Partners’ capital (notes 12 and 13):
|
|
|
|
|
||
Series D preferred units, par value $100: 500,000 units issued and outstanding at December 31, 2011 and 2010
|
|
49,158
|
|
|
49,158
|
|
Preferred units of general partner, $0.01 par value per unit, 11,000,000 units issued and outstanding at December 31, 2011 and 2010, liquidation preference of $25 per unit
|
|
275,000
|
|
|
275,000
|
|
General partner; 89,921,858 and 81,886,872 units outstanding at December 31, 2011 and 2010, respectively (note 7)
|
|
1,604,784
|
|
|
1,491,062
|
|
Limited partners; 177,164 units outstanding at December 31, 2011 and 2010
|
|
(963
|
)
|
|
(762
|
)
|
Accumulated other comprehensive loss
|
|
(71,429
|
)
|
|
(80,885
|
)
|
Total partners’ capital
|
|
1,856,550
|
|
|
1,733,573
|
|
Noncontrolling interests (note 12):
|
|
|
|
|
||
Limited partners’ interests in consolidated partnerships
|
|
13,104
|
|
|
10,829
|
|
Total noncontrolling interests
|
|
13,104
|
|
|
10,829
|
|
Total capital
|
|
1,869,654
|
|
|
1,744,402
|
|
Total liabilities and capital
|
$
|
3,987,071
|
|
|
3,994,539
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Revenues:
|
|
|
|
|
|
|
|||
Minimum rent
|
$
|
356,097
|
|
|
338,639
|
|
|
337,516
|
|
Percentage rent
|
|
2,996
|
|
|
2,540
|
|
|
3,585
|
|
Recoveries from tenants and other income
|
|
107,344
|
|
|
105,582
|
|
|
99,171
|
|
Management, transaction, and other fees
|
|
33,980
|
|
|
29,400
|
|
|
38,289
|
|
Total revenues
|
|
500,417
|
|
|
476,161
|
|
|
478,561
|
|
Operating expenses:
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
132,129
|
|
|
120,450
|
|
|
114,058
|
|
Operating and maintenance
|
|
72,626
|
|
|
68,496
|
|
|
64,030
|
|
General and administrative
|
|
56,117
|
|
|
61,502
|
|
|
53,177
|
|
Real estate taxes
|
|
55,542
|
|
|
53,462
|
|
|
52,375
|
|
Provision for doubtful accounts
|
|
3,075
|
|
|
3,928
|
|
|
8,348
|
|
Other expenses
|
|
6,649
|
|
|
2,496
|
|
|
8,284
|
|
Total operating expenses
|
|
326,138
|
|
|
310,334
|
|
|
300,272
|
|
Other expense (income):
|
|
|
|
|
|
|
|||
Interest expense, net of interest income of $2,442, $2,408, and $3,767 in 2011, 2010, and 2009, respectively
|
|
123,645
|
|
|
125,287
|
|
|
109,239
|
|
Gain on sale of real estate
|
|
(2,404
|
)
|
|
(993
|
)
|
|
(19,357
|
)
|
Provision for impairment
|
|
13,772
|
|
|
26,615
|
|
|
97,519
|
|
Early extinguishment of debt
|
|
—
|
|
|
4,243
|
|
|
2,784
|
|
Loss (income) from deferred compensation plan (note 7)
|
|
206
|
|
|
(1,982
|
)
|
|
(2,750
|
)
|
Loss (income) on derivative instruments (note 10)
|
|
54
|
|
|
(1,419
|
)
|
|
3,294
|
|
Total other expense (income)
|
|
135,273
|
|
|
151,751
|
|
|
190,729
|
|
Income (loss) before equity in income (loss) of investments in real estate partnerships
|
|
39,006
|
|
|
14,076
|
|
|
(12,440
|
)
|
Equity in income (loss) of investments in real estate partnerships (note 4)
|
|
9,643
|
|
|
(12,884
|
)
|
|
(26,373
|
)
|
Income (loss) from continuing operations
|
|
48,649
|
|
|
1,192
|
|
|
(38,813
|
)
|
Discontinued operations, net (note 3):
|
|
|
|
|
|
|
|||
Operating income
|
|
1,197
|
|
|
4,232
|
|
|
3,942
|
|
Gain on sale of operating properties, net
|
|
5,942
|
|
|
7,577
|
|
|
5,835
|
|
Income from discontinued operations
|
|
7,139
|
|
|
11,809
|
|
|
9,777
|
|
Net income (loss)
|
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
Noncontrolling interests:
|
|
|
|
|
|
|
|||
Limited partners’ interests in consolidated partnerships
|
|
(590
|
)
|
|
(376
|
)
|
|
(452
|
)
|
Income attributable to noncontrolling interests
|
|
(590
|
)
|
|
(376
|
)
|
|
(452
|
)
|
Net income (loss) attributable to controlling interests
|
|
55,198
|
|
|
12,625
|
|
|
(29,488
|
)
|
Preferred unit distributions
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
Net income (loss) attributable to common unit holders
|
$
|
31,798
|
|
|
(10,775
|
)
|
|
(52,888
|
)
|
Income per common unit - basic (note 14):
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.29
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.15
|
|
|
0.12
|
|
Net income (loss) attributable to common unit holders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
Income per common unit - diluted (note 14):
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.28
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.14
|
|
|
0.12
|
|
Net income (loss) attributable to common unit holders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
REGENCY CENTERS, L.P.
Consolidated Statements of Capital and Comprehensive Income (Loss)
For the
years
ended
December 31, 2011
,
2010
, and
2009
(in thousands)
|
||||||||||||||||||||||
|
|
Preferred
Units
|
|
General Partner
Preferred and
Common Units
|
|
Limited
Partners
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Total
Partners’
Capital
|
|
Noncontrolling
Interests in
Limited Partners’
Interest in
Consolidated
Partnerships
|
|
Total
Capital
|
||||||||
Balance at December 31, 2008 (note 7)
|
$
|
49,158
|
|
|
1,767,012
|
|
|
8,283
|
|
|
(90,689
|
)
|
|
1,733,764
|
|
|
7,980
|
|
|
1,741,744
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net income
|
|
3,725
|
|
|
(32,997
|
)
|
|
(216
|
)
|
|
—
|
|
|
(29,488
|
)
|
|
452
|
|
|
(29,036
|
)
|
|
Amortization of loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
13
|
|
|
2,292
|
|
|
2,305
|
|
|
—
|
|
|
2,305
|
|
|
Change in fair value of derivative instruments
|
|
—
|
|
|
—
|
|
|
221
|
|
|
38,424
|
|
|
38,645
|
|
|
—
|
|
|
38,645
|
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
11,462
|
|
|
|
|
11,914
|
|
||||||
Deferred compensation plan, net (note 7)
|
|
—
|
|
|
4,044
|
|
|
—
|
|
|
—
|
|
|
4,044
|
|
|
—
|
|
|
4,044
|
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,197
|
|
|
4,197
|
|
|
Distributions to partners
|
|
—
|
|
|
(161,909
|
)
|
|
(980
|
)
|
|
—
|
|
|
(162,889
|
)
|
|
(881
|
)
|
|
(163,770
|
)
|
|
Preferred unit distributions
|
|
(3,725
|
)
|
|
(19,675
|
)
|
|
—
|
|
|
—
|
|
|
(23,400
|
)
|
|
—
|
|
|
(23,400
|
)
|
|
Restricted units issued as a result of amortization of restricted stock issued by Parent Company
|
|
—
|
|
|
5,963
|
|
|
—
|
|
|
—
|
|
|
5,963
|
|
|
—
|
|
|
5,963
|
|
|
Common units issued as a result of common stock issued by Parent Company, net of repurchases
|
|
—
|
|
|
349,915
|
|
|
—
|
|
|
—
|
|
|
349,915
|
|
|
—
|
|
|
349,915
|
|
|
Balance at December 31, 2009
|
$
|
49,158
|
|
|
1,912,353
|
|
|
7,321
|
|
|
(49,973
|
)
|
|
1,918,859
|
|
|
11,748
|
|
|
1,930,607
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net income
|
|
3,725
|
|
|
8,816
|
|
|
84
|
|
|
—
|
|
|
12,625
|
|
|
376
|
|
|
13,001
|
|
|
Amortization of loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
12
|
|
|
5,563
|
|
|
5,575
|
|
|
—
|
|
|
5,575
|
|
|
Change in fair value of derivative instruments
|
|
—
|
|
|
—
|
|
|
(81
|
)
|
|
(36,475
|
)
|
|
(36,556
|
)
|
|
—
|
|
|
(36,556
|
)
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
(18,356
|
)
|
|
|
|
(17,980
|
)
|
||||||
Deferred compensation plan, net (note 7)
|
|
—
|
|
|
(273
|
)
|
|
—
|
|
|
—
|
|
|
(273
|
)
|
|
—
|
|
|
(273
|
)
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
161
|
|
|
161
|
|
|
Distributions to partners
|
|
—
|
|
|
(150,499
|
)
|
|
(468
|
)
|
|
—
|
|
|
(150,967
|
)
|
|
(1,456
|
)
|
|
(152,423
|
)
|
|
Preferred unit distributions
|
|
(3,725
|
)
|
|
(19,675
|
)
|
|
—
|
|
|
—
|
|
|
(23,400
|
)
|
|
—
|
|
|
(23,400
|
)
|
|
Restricted units issued as a result of amortization of restricted stock issued by Parent Company
|
|
—
|
|
|
7,236
|
|
|
—
|
|
|
—
|
|
|
7,236
|
|
|
—
|
|
|
7,236
|
|
|
Common units issued as a result of common stock issued by Parent Company, net of repurchases
|
|
—
|
|
|
474
|
|
|
—
|
|
|
—
|
|
|
474
|
|
|
—
|
|
|
474
|
|
|
Common units exchanged for common stock of Parent Company
|
|
—
|
|
|
7,630
|
|
|
(7,630
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
REGENCY CENTERS, L.P.
Consolidated Statements of Capital and Comprehensive Income (Loss)
For the
years
ended
December 31, 2011
,
2010
, and
2009
(in thousands)
|
||||||||||||||||||||||
|
|
Preferred
Units
|
|
General Partner
Preferred and
Common Units
|
|
Limited
Partners
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Total
Partners’
Capital
|
|
Noncontrolling
Interests in
Limited Partners’
Interest in
Consolidated
Partnerships
|
|
Total
Capital
|
||||||||
Balance at December 31, 2010
|
$
|
49,158
|
|
|
1,766,062
|
|
|
(762
|
)
|
|
(80,885
|
)
|
|
1,733,573
|
|
|
10,829
|
|
|
1,744,402
|
|
|
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
1,869,654
|
|
|
|||||||
Net income
|
|
3,725
|
|
|
51,370
|
|
|
103
|
|
|
—
|
|
|
55,198
|
|
|
590
|
|
|
55,788
|
|
|
Amortization of loss on derivative instruments
|
|
—
|
|
|
—
|
|
|
20
|
|
|
9,447
|
|
|
9,467
|
|
|
—
|
|
|
9,467
|
|
|
Change in fair value of derivative instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
9
|
|
|
9
|
|
|
18
|
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
64,674
|
|
|
|
|
65,273
|
|
|||||
Deferred compensation plan, net
|
|
—
|
|
|
17,843
|
|
|
—
|
|
|
—
|
|
|
17,843
|
|
|
—
|
|
|
17,843
|
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,787
|
|
|
2,787
|
|
|
Distributions to partners
|
|
—
|
|
|
(161,236
|
)
|
|
(324
|
)
|
|
—
|
|
|
(161,560
|
)
|
|
(1,111
|
)
|
|
(162,671
|
)
|
|
Preferred unit distributions
|
|
(3,725
|
)
|
|
(19,675
|
)
|
|
—
|
|
|
—
|
|
|
(23,400
|
)
|
|
—
|
|
|
(23,400
|
)
|
|
Restricted units issued as a result of amortization of restricted stock issued by Parent Company
|
|
—
|
|
|
10,659
|
|
|
—
|
|
|
—
|
|
|
10,659
|
|
|
—
|
|
|
10,659
|
|
|
Common units issued as a result of common stock issued by Parent Company, net of repurchases
|
|
—
|
|
|
214,761
|
|
|
—
|
|
|
—
|
|
|
214,761
|
|
|
—
|
|
|
214,761
|
|
|
Balance at December 31, 2011
|
$
|
49,158
|
|
|
1,879,784
|
|
|
(963
|
)
|
|
(71,429
|
)
|
|
1,856,550
|
|
|
13,104
|
|
|
1,869,654
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Cash flows from operating activities:
|
|
|
|
|
|
|
|||
Net income (loss)
|
$
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
133,756
|
|
|
123,933
|
|
|
117,979
|
|
Amortization of deferred loan cost and debt premium
|
|
12,327
|
|
|
8,533
|
|
|
5,822
|
|
Amortization and (accretion) of above and below market lease intangibles, net
|
|
(931
|
)
|
|
(1,161
|
)
|
|
(1,867
|
)
|
Stock-based compensation, net of capitalization
|
|
9,824
|
|
|
6,615
|
|
|
4,668
|
|
Equity in (income) loss of investments in real estate partnerships
|
|
(9,643
|
)
|
|
12,884
|
|
|
26,373
|
|
Net gain on sale of properties
|
|
(8,346
|
)
|
|
(8,648
|
)
|
|
(25,192
|
)
|
Provision for doubtful accounts
|
|
3,166
|
|
|
3,954
|
|
|
9,078
|
|
Provision for impairment
|
|
15,883
|
|
|
26,615
|
|
|
104,402
|
|
Early extinguishment of debt
|
|
—
|
|
|
4,243
|
|
|
2,784
|
|
Distribution of earnings from operations of investments in real estate partnerships
|
|
43,361
|
|
|
41,054
|
|
|
31,252
|
|
Settlement of derivative instruments
|
|
—
|
|
|
(63,435
|
)
|
|
(19,953
|
)
|
Loss (gain) on derivative instruments
|
|
54
|
|
|
(1,419
|
)
|
|
3,294
|
|
Deferred compensation (income) expense
|
|
(2,136
|
)
|
|
5,068
|
|
|
(247
|
)
|
Realized loss (gain) on trading securities held in trust
|
|
(383
|
)
|
|
(667
|
)
|
|
1,447
|
|
Unrealized loss (gain) on trading securities held in trust
|
|
567
|
|
|
(1,342
|
)
|
|
4,226
|
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
|||
Restricted cash
|
|
(651
|
)
|
|
(1,778
|
)
|
|
5,126
|
|
Accounts receivable
|
|
(6,274
|
)
|
|
(1,297
|
)
|
|
(2,995
|
)
|
Straight-line rent receivables, net
|
|
(4,642
|
)
|
|
(6,202
|
)
|
|
(3,959
|
)
|
Other receivables
|
|
—
|
|
|
—
|
|
|
19,700
|
|
Deferred leasing costs
|
|
(15,013
|
)
|
|
(15,563
|
)
|
|
(9,799
|
)
|
Other assets
|
|
(971
|
)
|
|
(4,681
|
)
|
|
(16,493
|
)
|
Accounts payable and other liabilities
|
|
(17,892
|
)
|
|
(1,281
|
)
|
|
(30,352
|
)
|
Tenants’ security and escrow deposits and prepaid rent
|
|
9,789
|
|
|
33
|
|
|
(454
|
)
|
Net cash provided by operating activities
|
|
217,633
|
|
|
138,459
|
|
|
195,804
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|||
Acquisition of operating real estate
|
|
(70,629
|
)
|
|
(24,569
|
)
|
|
—
|
|
Development of real estate including acquisition of land
|
|
(82,069
|
)
|
|
(65,889
|
)
|
|
(142,989
|
)
|
Proceeds from sale of real estate investments
|
|
86,233
|
|
|
47,333
|
|
|
180,307
|
|
(Issuance) collection of notes receivable
|
|
(78
|
)
|
|
883
|
|
|
13,572
|
|
Investments in real estate partnerships
|
|
(198,688
|
)
|
|
(231,847
|
)
|
|
(28,709
|
)
|
Distributions received from investments in real estate partnerships
|
|
188,514
|
|
|
90,092
|
|
|
23,548
|
|
Dividends on trading securities held in trust
|
|
225
|
|
|
297
|
|
|
247
|
|
Acquisition of trading securities held in trust
|
|
(19,377
|
)
|
|
(10,312
|
)
|
|
(12,220
|
)
|
Proceeds from sale of trading securities held in trust
|
|
18,146
|
|
|
9,555
|
|
|
17,789
|
|
Net cash (used in) provided by investing activities
|
|
(77,723
|
)
|
|
(184,457
|
)
|
|
51,545
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|||
Net proceeds from common units issued as a result of common stock issued by Parent Company
|
|
215,369
|
|
|
—
|
|
|
345,800
|
|
Proceeds from sale of treasury stock
|
|
2,128
|
|
|
1,431
|
|
|
(2,632
|
)
|
Acquisition of treasury stock
|
|
(14
|
)
|
|
—
|
|
|
—
|
|
Distributions to limited partners in consolidated partnerships, net
|
|
(735
|
)
|
|
(1,427
|
)
|
|
(872
|
)
|
Distributions to partners
|
|
(160,478
|
)
|
|
(149,117
|
)
|
|
(159,670
|
)
|
Distributions to preferred unit holders
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
Repayment of fixed rate unsecured notes
|
|
(181,691
|
)
|
|
(209,879
|
)
|
|
(116,053
|
)
|
Proceeds from issuance of fixed rate unsecured notes, net
|
|
—
|
|
|
398,599
|
|
|
—
|
|
Proceeds from line of credit
|
|
455,000
|
|
|
250,000
|
|
|
135,000
|
|
Repayment of line of credit
|
|
(425,000
|
)
|
|
(240,000
|
)
|
|
(432,667
|
)
|
Proceeds from notes payable
|
|
1,940
|
|
|
6,068
|
|
|
106,992
|
|
Repayment of notes payable
|
|
(16,919
|
)
|
|
(51,687
|
)
|
|
(8,056
|
)
|
Scheduled principal payments
|
|
(5,699
|
)
|
|
(5,024
|
)
|
|
(5,214
|
)
|
Payment of loan costs
|
|
(6,070
|
)
|
|
(4,361
|
)
|
|
(1,195
|
)
|
Payment of premium on tender offer
|
|
—
|
|
|
(4,000
|
)
|
|
(2,312
|
)
|
Net cash used in financing activities
|
|
(145,569
|
)
|
|
(32,797
|
)
|
|
(164,279
|
)
|
Net (decrease) increase in cash and cash equivalents
|
|
(5,659
|
)
|
|
(78,795
|
)
|
|
83,070
|
|
Cash and cash equivalents at beginning of the year
|
|
17,061
|
|
|
95,856
|
|
|
12,786
|
|
Cash and cash equivalents at end of the year
|
$
|
11,402
|
|
|
17,061
|
|
|
95,856
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|||
Cash paid for interest (net of capitalized interest of $1,480, $5,099, and $19,062 in 2011, 2010, and 2009, respectively)
|
$
|
128,649
|
|
|
127,591
|
|
|
112,730
|
|
Supplemental disclosure of non-cash transactions:
|
|
|
|
|
|
|
|||
Common stock issued by Parent Company for partnership units exchanged
|
$
|
—
|
|
|
7,630
|
|
|
—
|
|
Real estate received through distribution in kind
|
$
|
47,512
|
|
|
—
|
|
|
100,717
|
|
Mortgage loans assumed through distribution in kind
|
$
|
28,760
|
|
|
—
|
|
|
70,541
|
|
Mortgage loans assumed for the acquisition of real estate
|
$
|
31,292
|
|
|
58,981
|
|
|
—
|
|
Real estate contributed for investments in real estate partnerships
|
$
|
—
|
|
|
—
|
|
|
26,410
|
|
Notes receivable taken in connection with sales of properties in development
|
$
|
—
|
|
|
—
|
|
|
11,413
|
|
Real estate received through foreclosure on notes receivable
|
$
|
—
|
|
|
990
|
|
|
—
|
|
Change in fair value of derivative instruments
|
$
|
18
|
|
|
28,363
|
|
|
55,328
|
|
Common stock issued by Parent Company for dividend reinvestment plan
|
$
|
1,081
|
|
|
1,847
|
|
|
3,219
|
|
Stock-based compensation capitalized
|
$
|
1,104
|
|
|
852
|
|
|
1,574
|
|
Contributions from limited partners in consolidated partnerships, net
|
$
|
2,411
|
|
|
132
|
|
|
4,188
|
|
Common stock issued for dividend reinvestment in trust
|
$
|
631
|
|
|
640
|
|
|
808
|
|
Contribution of stock awards into trust
|
$
|
1,132
|
|
|
1,142
|
|
|
1,823
|
|
Distribution of stock held in trust
|
$
|
—
|
|
|
51
|
|
|
3,025
|
|
1.
|
Summary of Significant Accounting Policies
|
|
|
2011
|
|
2010
|
||
Tenant receivables
|
$
|
4,654
|
|
|
19,314
|
|
CAM and tax reimbursements
|
|
26,355
|
|
|
13,629
|
|
Other receivables
|
|
10,166
|
|
|
8,476
|
|
Less: allowance for doubtful accounts
|
|
(3,442
|
)
|
|
(4,819
|
)
|
Total
|
$
|
37,733
|
|
|
36,600
|
|
|
|
2011
|
|
2010
|
||
Construction in process
|
$
|
50,903
|
|
|
41,611
|
|
Construction complete and in lease-up
|
|
76,301
|
|
|
459,231
|
|
Land held for future development
|
|
96,873
|
|
|
110,090
|
|
Total
|
$
|
224,077
|
|
|
610,932
|
|
•
|
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.
|
•
|
Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.
|
•
|
Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.
|
2.
|
Real Estate Investments
|
Date Purchased
|
Property Name
|
City/State
|
|
Purchase Price
|
Debt Assumed, Net of Premiums
|
Intangible Assets
|
Intangible Liabilities
|
||||
6/2/2011
|
Ocala Corners
|
Tallahassee, FL
|
$
|
11,129
|
|
5,937
|
|
1,724
|
|
2,558
|
|
8/18/2011
|
Oak Shade Town Center
|
Davis, CA
|
|
34,871
|
|
12,456
|
|
2,320
|
|
1,658
|
|
9/26/2011
|
Tech Ridge Center
|
Austin, TX
|
|
55,400
|
|
12,899
|
|
4,519
|
|
936
|
|
|
|
|
$
|
101,400
|
|
31,292
|
|
8,563
|
|
5,152
|
|
Date Purchased
|
Property Name
|
City/State
|
|
Purchase Price
|
Debt Assumed, Net of Premiums
|
Intangible Assets
|
Intangible Liabilities
|
||||
9/1/2010
|
Glen Oak Plaza
|
Glenview, IL
|
$
|
18,000
|
|
7,880
|
|
1,508
|
|
562
|
|
12/15/2010
|
Willow Festival
|
Northbrook, IL
|
|
64,000
|
|
49,505
|
|
9,173
|
|
1,534
|
|
|
|
|
$
|
82,000
|
|
57,385
|
|
10,681
|
|
2,096
|
|
4.
|
Investments in Real Estate Partnerships
|
|
Ownership
|
|
Total Investment
|
|
Total Assets of the Partnership
|
|
Net Income (Loss) of the Partnership
|
|
The Company's Share of Net Income (Loss) of the Partnership
|
|||||
GRI - Regency, LLC (GRIR)
(1)
|
40.00
|
%
|
$
|
262,018
|
|
|
2,001,526
|
|
|
18,244
|
|
|
7,266
|
|
Macquarie CountryWide-Regency III, LLC (MCWR III)
(1)
|
24.95
|
%
|
|
195
|
|
|
61,867
|
|
|
(493
|
)
|
|
(123
|
)
|
Macquarie CountryWide-Regency-DESCO, LLC (MCWR-DESCO)
(3)
|
—
|
%
|
|
—
|
|
|
—
|
|
|
(1,752
|
)
|
|
(293
|
)
|
Columbia Regency Retail Partners, LLC (Columbia I)
(2)
|
20.00
|
%
|
|
20,335
|
|
|
259,225
|
|
|
14,554
|
|
|
2,775
|
|
Columbia Regency Partners II, LLC (Columbia II)
(2)
|
20.00
|
%
|
|
9,686
|
|
|
317,720
|
|
|
910
|
|
|
179
|
|
Cameron Village, LLC (Cameron)
|
30.00
|
%
|
|
17,110
|
|
|
104,314
|
|
|
1,101
|
|
|
322
|
|
RegCal, LLC (RegCal)
(2)
|
25.00
|
%
|
|
18,128
|
|
|
180,490
|
|
|
7,615
|
|
|
1,904
|
|
Regency Retail Partners, LP (the Fund)
|
20.00
|
%
|
|
16,430
|
|
|
333,013
|
|
|
265
|
|
|
268
|
|
US Regency Retail I, LLC (USAA)
(2)
|
20.01
|
%
|
|
3,093
|
|
|
127,763
|
|
|
1,215
|
|
|
243
|
|
Other investments in real estate partnerships
|
50.00
|
%
|
|
39,887
|
|
|
115,857
|
|
|
3,601
|
|
|
(2,898
|
)
|
Total
|
|
$
|
386,882
|
|
|
3,501,775
|
|
|
45,260
|
|
|
9,643
|
|
|
Ownership
|
|
Total Investment
|
|
Total Assets of the Partnership
|
|
Net Income (Loss) of the Partnership
|
|
The Company's Share of Net Income (Loss) of the Partnership
|
|||||
GRI - Regency, LLC (GRIR)
(1)(3)(4)
|
40.00
|
%
|
$
|
277,235
|
|
|
2,077,240
|
|
|
(15,113
|
)
|
|
(6,672
|
)
|
Macquarie CountryWide-Regency III, LLC (MCWR III)
(1)
|
24.95
|
%
|
|
63
|
|
|
63,575
|
|
|
(432
|
)
|
|
(108
|
)
|
Macquarie CountryWide-Regency-DESCO, LLC (MCWR-DESCO)
|
16.35
|
%
|
|
20,050
|
|
|
366,766
|
|
|
(4,913
|
)
|
|
(819
|
)
|
Columbia Regency Retail Partners, LLC (Columbia I)
(2)
|
20.00
|
%
|
|
20,025
|
|
|
277,859
|
|
|
(14,922
|
)
|
|
(2,970
|
)
|
Columbia Regency Partners II, LLC (Columbia II)
(2)
|
20.00
|
%
|
|
9,815
|
|
|
302,394
|
|
|
(330
|
)
|
|
(69
|
)
|
Cameron Village, LLC (Cameron)
|
30.00
|
%
|
|
17,604
|
|
|
105,953
|
|
|
(708
|
)
|
|
(221
|
)
|
RegCal, LLC (RegCal)
(2)
|
25.00
|
%
|
|
15,340
|
|
|
183,507
|
|
|
858
|
|
|
194
|
|
Regency Retail Partners, LP (the Fund)
|
20.00
|
%
|
|
17,478
|
|
|
341,109
|
|
|
(18,942
|
)
|
|
(3,565
|
)
|
US Regency Retail I, LLC (USAA)
(2)
|
20.01
|
%
|
|
3,941
|
|
|
134,294
|
|
|
(441
|
)
|
|
(88
|
)
|
Other investments in real estate partnerships
|
50.00
|
%
|
|
47,041
|
|
|
130,425
|
|
|
3,180
|
|
|
1,434
|
|
Total
|
|
$
|
428,592
|
|
|
3,983,122
|
|
|
(51,763
|
)
|
|
(12,884
|
)
|
|
|
December 31,
2011 |
|
December 31,
2010 |
||
|
|
|
|
|
||
Investment in real estate, net
|
$
|
3,263,704
|
|
|
3,686,565
|
|
Acquired lease intangible assets, net
|
|
85,232
|
|
|
120,163
|
|
Other assets
|
|
152,839
|
|
|
176,394
|
|
Total assets
|
$
|
3,501,775
|
|
|
3,983,122
|
|
|
|
|
|
|
||
Notes payable
|
$
|
1,874,780
|
|
|
2,117,695
|
|
Acquired lease intangible liabilities, net
|
|
49,938
|
|
|
75,551
|
|
Other liabilities
|
|
67,495
|
|
|
69,230
|
|
Capital - Regency
|
|
512,421
|
|
|
557,374
|
|
Capital - Third parties
|
|
997,141
|
|
|
1,163,272
|
|
Total liabilities and capital
|
$
|
3,501,775
|
|
|
3,983,122
|
|
|
|
December 31,
2011 |
|
December 31,
2010 |
||
Capital - Regency
|
$
|
512,421
|
|
|
557,374
|
|
less: Impairment
|
|
(5,880
|
)
|
|
(8,750
|
)
|
less: Ownership percentage or Restricted Gain Method deferral
|
|
(41,456
|
)
|
|
(41,830
|
)
|
less: Net book equity in excess of purchase price
|
|
(78,203
|
)
|
|
(78,202
|
)
|
Investments in real estate partnerships
|
$
|
386,882
|
|
|
428,592
|
|
Scheduled Principal Payments by Year:
|
|
Scheduled
Principal Payments |
|
Mortgage Loan
Maturities |
|
Unsecured
Maturities |
|
Total
|
|
Regency’s
Pro-Rata Share |
||||||
2012
|
$
|
13,876
|
|
|
234,838
|
|
|
20,798
|
|
|
269,512
|
|
|
101,896
|
|
|
2013
|
|
17,666
|
|
|
24,373
|
|
|
—
|
|
|
42,039
|
|
|
15,306
|
|
|
2014
|
|
18,505
|
|
|
77,369
|
|
|
—
|
|
|
95,874
|
|
|
28,582
|
|
|
2015
|
|
18,599
|
|
|
130,796
|
|
|
—
|
|
|
149,395
|
|
|
48,258
|
|
|
2016
|
|
15,730
|
|
|
329,757
|
|
|
—
|
|
|
345,487
|
|
|
104,233
|
|
|
Beyond 5 Years
|
|
78,156
|
|
|
890,081
|
|
|
—
|
|
|
968,237
|
|
|
311,245
|
|
|
Unamortized debt premiums, net
|
|
—
|
|
|
4,236
|
|
|
—
|
|
|
4,236
|
|
|
910
|
|
|
Total
|
$
|
162,532
|
|
|
1,691,450
|
|
1,691.45
|
|
20,798
|
|
|
1,874,780
|
|
|
610,430
|
|
|
|
For the years ended December 31,
|
|||||||
|
|
2011
|
|
2010
|
|
2009
|
|||
Total revenues
|
$
|
399,091
|
|
|
437,029
|
|
|
434,050
|
|
Operating expenses:
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
134,236
|
|
|
155,146
|
|
|
160,484
|
|
Operating and maintenance
|
|
62,442
|
|
|
67,541
|
|
|
63,855
|
|
General and administrative
|
|
7,905
|
|
|
7,383
|
|
|
8,247
|
|
Real estate taxes
|
|
49,103
|
|
|
55,926
|
|
|
59,339
|
|
Provision for doubtful accounts
|
|
3,160
|
|
|
2,951
|
|
|
10,062
|
|
Other expenses
|
|
317
|
|
|
715
|
|
|
2,098
|
|
Total operating expenses
|
|
257,163
|
|
|
289,662
|
|
|
304,085
|
|
Other expense (income):
|
|
|
|
|
|
|
|||
Interest expense, net
|
|
112,099
|
|
|
129,581
|
|
|
137,794
|
|
Gain on sale of real estate
|
|
(7,464
|
)
|
|
(8,976
|
)
|
|
(6,141
|
)
|
Gain on extinguishment of debt
|
|
(8,743
|
)
|
|
—
|
|
|
—
|
|
Provision for impairment
|
|
—
|
|
|
78,908
|
|
|
104,416
|
|
Other expense (income)
|
|
776
|
|
|
(383
|
)
|
|
72
|
|
Total other expense
|
|
96,668
|
|
|
199,130
|
|
|
236,141
|
|
Net income (loss)
|
$
|
45,260
|
|
|
(51,763
|
)
|
|
(106,176
|
)
|
Regency's share of net income (loss)
|
$
|
9,643
|
|
|
(12,884
|
)
|
|
(26,373
|
)
|
5.
|
Notes Receivable
|
6.
|
Acquired Lease Intangibles
|
Year Ending December 31,
|
|
Amortization Expense
|
|
Minimum Rent, net
|
|||
2012
|
|
$
|
3,547
|
|
|
1,007
|
|
2013
|
|
2,934
|
|
|
907
|
|
|
2014
|
|
2,589
|
|
|
879
|
|
|
2015
|
|
2,194
|
|
|
696
|
|
|
2016
|
|
1,988
|
|
|
587
|
|
|
2010
|
2009
|
||||
Statements of Operations:
|
|
|
||||
General and administrative expenses
|
$
|
5,180
|
|
(956
|
)
|
|
Income on deferred compensation plan, net
|
1,982
|
|
2,750
|
|
||
Net income (loss) attributable to common stockholders
|
$
|
(3,198
|
)
|
3,706
|
|
|
|
|
|
||||
Diluted EPS impact
|
$
|
(0.04
|
)
|
0.05
|
|
|
|
|
|
||||
Balance Sheet:
|
|
|
||||
Trading securities held in trust
|
$
|
20,891
|
|
|
||
Accounts payables and other liabilities
|
37,150
|
|
|
|||
Treasury stock
|
16,175
|
|
|
|||
Additional paid in capital
|
1,605
|
|
|
|||
Distributions in excess of net income
|
1,689
|
|
|
|||
General partner's capital
|
(16,259
|
)
|
|
|||
|
|
|
||||
Cumulative effect of the change on opening retained earnings as of January 1, 2009
|
|
$
|
(20,538
|
)
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Dividend per share
|
$
|
1.85
|
|
|
1.85
|
|
|
2.11
|
|
Ordinary income
|
|
33
|
%
|
|
40
|
%
|
|
54
|
%
|
Capital gain
|
|
1
|
%
|
|
2
|
%
|
|
14
|
%
|
Return of capital
|
|
66
|
%
|
|
58
|
%
|
|
32
|
%
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Income tax expense (benefit):
|
|
|
|
|
|
|
|||
Current
|
$
|
283
|
|
|
(639
|
)
|
|
4,692
|
|
Deferred
|
|
2,422
|
|
|
(860
|
)
|
|
(4,894
|
)
|
Total income tax expense (benefit)
|
$
|
2,705
|
|
|
(1,499
|
)
|
|
(202
|
)
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Income tax expense (benefit) from:
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
2,994
|
|
|
(1,333
|
)
|
|
1,883
|
|
Discontinued operations
|
|
(289
|
)
|
|
(166
|
)
|
|
(2,085
|
)
|
Total income tax expense (benefit)
|
$
|
2,705
|
|
|
(1,499
|
)
|
|
(202
|
)
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Computed expected tax expense (benefit)
|
$
|
1,089
|
|
|
(3,368
|
)
|
|
(4,791
|
)
|
Increase (decrease) in income tax resulting from state taxes
|
|
126
|
|
|
(392
|
)
|
|
(558
|
)
|
Valuation allowance
|
|
1,438
|
|
|
286
|
|
|
4,755
|
|
All other items
|
|
52
|
|
|
1,975
|
|
|
392
|
|
Total income tax expense (benefit)
|
$
|
2,705
|
|
|
(1,499
|
)
|
|
(202
|
)
|
|
|
2011
|
|
2010
|
||
Deferred tax assets
|
$
|
22,260
|
|
|
23,189
|
|
Deferred tax liabilities
|
|
(2,054
|
)
|
|
(1,999
|
)
|
Valuation allowance
|
|
(6,479
|
)
|
|
(5,041
|
)
|
Net deferred tax assets
|
$
|
13,727
|
|
|
16,149
|
|
|
|
2011
|
|
2010
|
||
Notes payable:
|
|
|
|
|
||
Fixed rate mortgage loans
|
$
|
439,880
|
|
|
402,151
|
|
Variable rate mortgage loans
|
|
12,665
|
|
|
11,189
|
|
Fixed rate unsecured loans
|
|
1,489,895
|
|
|
1,671,129
|
|
Total notes payable
|
|
1,942,440
|
|
|
2,084,469
|
|
Unsecured credit facilities
|
|
40,000
|
|
|
10,000
|
|
Total
|
$
|
1,982,440
|
|
|
2,094,469
|
|
10.
|
Derivative Financial Instruments
|
Effective Date
|
|
Notional Amount
|
|
Bank Pays Variable Rate of
|
|
Regency Pays Fixed Rate of
|
||
October 1, 2011
|
$
|
9,000
|
|
|
1 Month LIBOR
|
|
0.76
|
%
|
Derivatives in FASB
ASC Topic 815 Cash Flow Hedging Relationships: |
Amount of Gain (Loss)
Recognized in OCI on Derivative (Effective Portion) |
|
Location of Gain
(Loss) Reclassified from Accumulated OCI into Income (Effective Portion) |
|
Amount of Gain (Loss)
Reclassified from Accumulated OCI into Income (Effective Portion) |
|
Location of Gain or
(Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) |
|
Amount of Gain or
(Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) |
||||||||||||||||||||||||
|
December 31,
|
|
|
|
December 31,
|
|
|
|
December 31,
|
||||||||||||||||||||||||
|
2011
|
|
2010
|
|
2009
|
|
|
|
2011
|
|
2010
|
|
2009
|
|
|
|
2011
|
|
2010
|
|
2009
|
||||||||||||
Interest rate products
|
$
|
18
|
|
|
(36,556
|
)
|
|
38,645
|
|
|
Interest
expense |
|
$
|
(9,467
|
)
|
|
(5,575
|
)
|
|
(2,305
|
)
|
|
Gain (loss) on derivative
instruments |
|
$
|
(54
|
)
|
|
1,419
|
|
|
(3,294
|
)
|
Liability Derivatives
|
||||||||||
As of December 31, 2011
|
|
As of December 31, 2010
|
||||||||
Balance Sheet Location
|
|
Fair Value
|
|
Balance Sheet Location
|
|
Fair Value
|
||||
Derivative instruments
|
|
$
|
37
|
|
|
Derivative instruments
|
|
$
|
—
|
|
|
|
Fair Value Measurements as of December 31, 2011
|
||||||||||
December 31, 2011
|
|
|
|
Quoted Prices in Active Markets for Identical Assets
|
|
Significant Other Observable Inputs
|
|
Significant Unobservable Inputs
|
||||
Assets
|
|
Balance
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||
Trading securities held in trust
|
$
|
21,713
|
|
|
21,713
|
|
|
—
|
|
|
—
|
|
Total
|
$
|
21,713
|
|
|
21,713
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||
Interest rate derivatives
|
$
|
(37
|
)
|
|
|
|
(38
|
)
|
|
1
|
|
|
|
Fair Value Measurements as of December 31, 2010
|
||||||||||
|
|
|
|
Quoted Prices in Active Markets for Identical Assets
|
|
Significant Other Observable Inputs
|
|
Significant Unobservable Inputs
|
||||
Assets
|
|
Balance
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||
Trading securities held in trust
|
|
20,891
|
|
|
20,891
|
|
|
—
|
|
|
—
|
|
Total
|
$
|
20,891
|
|
|
20,891
|
|
|
—
|
|
|
—
|
|
Series
|
|
Shares
Outstanding |
|
Liquidation
Preference |
|
Distribution
Rate |
|
Callable
By Company |
||||
Series 3
|
|
3,000,000
|
|
|
$
|
75,000,000
|
|
|
7.45
|
%
|
|
4/3/2008
|
Series 4
|
|
5,000,000
|
|
|
125,000,000
|
|
|
7.25
|
%
|
|
8/31/2009
|
|
Series 5
|
|
3,000,000
|
|
|
75,000,000
|
|
|
6.70
|
%
|
|
8/2/2010
|
|
|
|
11,000,000
|
|
|
$
|
275,000,000
|
|
|
|
|
|
Units Outstanding
|
|
Amount
Outstanding |
|
Distribution
Rate |
|
Callable by
Company |
|
Exchangeable
by Unit holder |
|||
500,000
|
|
$
|
50,000,000
|
|
|
7.45
|
%
|
|
9/29/2009
|
|
1/1/2014
|
|
|
2011
|
|
2010
|
|
2009
|
|||
Restricted stock
|
$
|
10,659
|
|
|
7,236
|
|
|
5,227
|
|
Directors' fees paid in common stock
|
|
269
|
|
|
231
|
|
|
279
|
|
Less: Amount capitalized
|
|
(1,104
|
)
|
|
(852
|
)
|
|
(1,574
|
)
|
Total
|
$
|
9,824
|
|
|
6,615
|
|
|
3,932
|
|
|
Number of
Options
|
|
Weighted
Average
Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Term
(in years)
|
|
Aggregate
Intrinsic
Value
(in thousands)
|
||||
Outstanding December 31, 2010
|
442,880
|
|
$
|
51.85
|
|
|
3.5
|
|
$
|
(4,255
|
)
|
Less: Exercised
|
12,561
|
|
|
35.61
|
|
|
|
|
|
||
Less: Forfeited
|
26,754
|
|
|
51.43
|
|
|
|
|
|
||
Less: Expired
|
17,416
|
|
|
58.28
|
|
|
|
|
|
||
Outstanding December 31, 2011
|
386,149
|
|
$
|
52.12
|
|
|
3.0
|
|
$
|
(5,598
|
)
|
Vested and expected to vest - December 31, 2011
|
386,149
|
|
$
|
52.12
|
|
|
3.0
|
|
$
|
(5,598
|
)
|
Exercisable December 31, 2011
|
386,149
|
|
$
|
52.12
|
|
|
3.0
|
|
$
|
(5,598
|
)
|
|
Non-vested
Number of
Options
|
|
Weighted
Average
Grant-Date
Fair Value
|
||
Non-vested at December 31, 2010
|
2,185
|
|
$
|
8.78
|
|
Less: 2011 Vesting
|
2,185
|
|
|
8.78
|
|
Non-vested at December 31, 2011
|
—
|
|
$
|
—
|
|
•
|
Time-based awards vest 25% per year beginning on the first anniversary following the grant date. These grants are subject only to continued employment and not dependent on future performance measures; and accordingly, if such vesting criteria are not met, compensation cost previously recognized would be reversed. During
2011
, the Company granted
128,139
shares of time-based awards.
|
•
|
Performance-based awards are earned subject to future performance measurements, including individual goals, annual growth in earnings, and compounded three-year growth in earnings. Once the performance criteria are achieved and the actual number of shares earned is determined, shares will vest over a required service period. If such performance criteria are not met, compensation cost previously recognized would be reversed. The Company considers the likelihood of meeting the performance criteria based upon managements' estimates from which it determines the amounts recognized as expense on a periodic basis. During
2011
, the Company granted
18,246
shares of performance-based awards.
|
•
|
Market-based awards are earned dependent upon the Company's total shareholder return in relation to the shareholder return of peer indices over a three-year period (“TSR Grant”). Once the market criteria are met and
|
|
Number of
Shares
|
|
Intrinsic
Value
(in thousands)
|
|
Weighted
Average
Grant
Price
|
|
Non-vested at December 31, 2010
|
436,559
|
|
|
|
|
|
Add: Time-based awards granted
|
128,139
|
|
|
|
$
|
42.19
|
Add: Performance-based awards granted
|
18,246
|
|
|
|
$
|
41.54
|
Add: Market-based awards granted
|
165,689
|
|
|
|
$
|
41.54
|
Less: Vested and Distributed
|
173,513
|
|
|
|
$
|
43.06
|
Less: Forfeited
|
12,861
|
|
|
|
$
|
40.31
|
Non-vested at December 31, 2011
|
562,259
|
|
$
|
21,152
|
|
|
|
|
Year to Date
|
|||||||
|
|
2011
|
|
2010
|
|
2009
|
|||
Numerator:
|
|
|
|
|
|
|
|||
Income from continuing operations
|
$
|
48,649
|
|
|
1,192
|
|
|
(38,813
|
)
|
Discontinued operations
|
|
7,139
|
|
|
11,809
|
|
|
9,777
|
|
Net income
|
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
Less: Preferred stock dividends
|
|
19,675
|
|
|
19,675
|
|
|
19,675
|
|
Less: Noncontrolling interests
|
|
4,418
|
|
|
4,185
|
|
|
3,961
|
|
Net income attributable to common stockholders
|
|
31,695
|
|
|
(10,859
|
)
|
|
(52,672
|
)
|
Less: Dividends paid on unvested restricted stock
|
|
615
|
|
|
542
|
|
|
488
|
|
Net income attributable to common stockholders - basic
|
|
31,080
|
|
|
(11,401
|
)
|
|
(53,160
|
)
|
Add: Dividends paid on Treasury Method restricted stock
|
|
18
|
|
|
—
|
|
|
—
|
|
Net income for common stockholders - diluted
|
$
|
31,098
|
|
|
(11,401
|
)
|
|
(53,160
|
)
|
Denominator:
|
|
|
|
|
|
|
|||
Weighted average common shares outstanding for basic EPS
|
|
87,825
|
|
|
81,068
|
|
|
76,440
|
|
Incremental shares under Forward Equity Offering
|
|
424
|
|
|
1,534
|
|
|
67
|
|
Weighted average common shares outstanding for diluted EPS
|
|
88,249
|
|
|
82,602
|
|
|
76,507
|
|
Income per common share – basic
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.29
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.15
|
|
|
0.12
|
|
Net income attributable to common stockholders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
Income per common share – diluted
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.28
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.14
|
|
|
0.12
|
|
Net income attributable to common stockholders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
|
|
|
|
|
|
|
|||
|
|
2011
|
|
2010
|
|
2009
|
|||
Numerator:
|
|
|
|
|
|
|
|||
Income from continuing operations
|
$
|
48,649
|
|
|
1,192
|
|
|
(38,813
|
)
|
Discontinued operations
|
|
7,139
|
|
|
11,809
|
|
|
9,777
|
|
Net income
|
|
55,788
|
|
|
13,001
|
|
|
(29,036
|
)
|
Less: Preferred unit distributions
|
|
23,400
|
|
|
23,400
|
|
|
23,400
|
|
Less: Noncontrolling interests
|
|
590
|
|
|
376
|
|
|
452
|
|
Net income attributable to common unit holders
|
|
31,798
|
|
|
(10,775
|
)
|
|
(52,888
|
)
|
Less: Dividends paid on unvested restricted stock
|
|
615
|
|
|
542
|
|
|
488
|
|
Net income attributable to common unit holders - basic
|
|
31,183
|
|
|
(11,317
|
)
|
|
(53,376
|
)
|
Add: Dividends paid on Treasury Method restricted stock
|
|
18
|
|
|
—
|
|
|
—
|
|
Net income for common unit holders - diluted
|
$
|
31,201
|
|
|
(11,317
|
)
|
|
(53,376
|
)
|
Denominator:
|
|
|
|
|
|
|
|||
Weighted average common units outstanding for basic EPU
|
|
88,002
|
|
|
81,339
|
|
|
76,908
|
|
Incremental units under Forward Equity Offering
|
|
424
|
|
|
1,534
|
|
|
—
|
|
Weighted average common units outstanding for diluted EPU
|
|
88,426
|
|
|
82,873
|
|
|
76,908
|
|
Income per common unit – basic
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.29
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.15
|
|
|
0.12
|
|
Net income attributable to common unit holders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
Income per common unit – diluted
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
0.27
|
|
|
(0.28
|
)
|
|
(0.82
|
)
|
Discontinued operations
|
|
0.08
|
|
|
0.14
|
|
|
0.12
|
|
Net income attributable to common unit holders
|
$
|
0.35
|
|
|
(0.14
|
)
|
|
(0.70
|
)
|
Year Ending December 31,
|
|
Amount
|
|
2012
|
$
|
348,317
|
|
2013
|
|
312,298
|
|
2014
|
|
276,791
|
|
2015
|
|
241,593
|
|
2016
|
|
208,830
|
|
Thereafter
|
|
1,079,349
|
|
Total
|
$
|
2,467,178
|
|
Year Ending December 31,
|
|
Amount
|
|
2012
|
$
|
7,917
|
|
2013
|
|
7,921
|
|
2014
|
|
7,226
|
|
2015
|
|
6,841
|
|
2016
|
|
6,325
|
|
Thereafter
|
|
105,208
|
|
Total
|
$
|
141,438
|
|
17.
|
Reorganization and Restructuring Charges
|
|
2011
|
2010
|
2009
|
|||
Severance
|
—
|
|
—
|
|
5,966
|
|
Health insurance
|
—
|
|
—
|
|
1,092
|
|
Placement services
|
—
|
|
—
|
|
431
|
|
Total
|
—
|
|
—
|
|
7,489
|
|
2011:
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||
|
|
Quarter
|
|
Quarter
|
|
Quarter
|
|
Quarter
|
||||
Operating Data:
|
|
|
|
|
|
|
|
|
||||
Revenues as originally reported
|
$
|
127,114
|
|
|
128,382
|
|
|
125,747
|
|
|
125,322
|
|
Reclassified to discontinued operations
|
|
(2,217
|
)
|
|
(2,459
|
)
|
|
(1,472
|
)
|
|
—
|
|
Adjusted Revenues
|
$
|
124,897
|
|
|
125,923
|
|
|
124,275
|
|
|
125,322
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) attributable to common stockholders
|
$
|
2,185
|
|
|
12,861
|
|
|
8,510
|
|
|
8,139
|
|
Net income (loss) of limited partners
|
|
13
|
|
|
37
|
|
|
27
|
|
|
26
|
|
Net income (loss) attributable to common unit holders
|
$
|
2,198
|
|
|
12,898
|
|
|
8,537
|
|
|
8,165
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) attributable to common stock and
unit holders per share and unit:
|
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
0.02
|
|
|
0.14
|
|
|
0.09
|
|
|
0.10
|
|
Diluted
|
$
|
0.02
|
|
|
0.14
|
|
|
0.09
|
|
|
0.10
|
|
|
|
|
|
|
|
|
|
|
||||
2010:
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||
Operating Data:
|
|
|
|
|
|
|
|
|
||||
Revenues as originally reported
|
$
|
124,368
|
|
|
121,600
|
|
|
121,410
|
|
|
119,901
|
|
Reclassified to discontinued operations
|
|
(2,531
|
)
|
|
(4,077
|
)
|
|
(2,193
|
)
|
|
(2,317
|
)
|
Adjusted Revenues
|
$
|
121,837
|
|
|
117,523
|
|
|
119,217
|
|
|
117,584
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) attributable to common stockholders
|
$
|
11,399
|
|
|
7,748
|
|
|
7,894
|
|
|
(37,900
|
)
|
Net income (loss) of limited partners
|
|
94
|
|
|
27
|
|
|
34
|
|
|
(71
|
)
|
Net income (loss) attributable to common unit holders
|
$
|
11,493
|
|
|
7,775
|
|
|
7,928
|
|
|
(37,971
|
)
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) attributable to common stock and
unit holders per share and unit:
|
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
0.14
|
|
|
0.09
|
|
|
0.10
|
|
|
(0.47
|
)
|
Diluted
|
$
|
0.14
|
|
|
0.09
|
|
|
0.09
|
|
|
(0.46
|
)
|
•
|
On January 15, 2012, the Company repaid the maturing balance of
$192.4 million
of
6.75%
ten-year unsecured notes.
|
•
|
The Company has drawn
$150.0 million
on its
$250 million Term Loan
since
December 31, 2011
to repay the 6.75% ten-year unsecured notes that matured in January 2012.
|
•
|
On February 6, 2012, the Company announced it would redeem all issued and outstanding shares of the Parent Company's Series 3 and Series 4 Cumulative Redeemable Preferred Stock on March 31, 2012. The Company expects to reduce net income available to common stockholders through a non-cash charge of
$7 million
at redemption. On February 9, 2012, the Operating Partnership purchased all of its issued and outstanding Series D Preferred Units, at
3.75%
discount to par, resulting in an increase to net income available to common stockholders of approximately
$842,000
. On February 16, 2012, the Parent Company issued
10 million
shares of
6.625%
Series 6 Cumulative Redeemable Preferred Stock with a liquidation preference of
$25
per share.
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
4S COMMONS TOWN CENTER
|
|
$
|
30,760
|
|
|
35,830
|
|
|
(253
|
)
|
|
30,812
|
|
|
35,525
|
|
|
—
|
|
|
66,337
|
|
|
9,860
|
|
|
56,477
|
|
|
62,500
|
|
AIRPORT CROSSING
|
|
1,748
|
|
|
1,690
|
|
|
—
|
|
|
1,748
|
|
|
1,690
|
|
|
—
|
|
|
3,438
|
|
|
305
|
|
|
3,133
|
|
|
—
|
|
|
AMERIGE HEIGHTS TOWN CENTER
|
|
10,109
|
|
|
11,288
|
|
|
179
|
|
|
10,109
|
|
|
11,467
|
|
|
—
|
|
|
21,576
|
|
|
1,348
|
|
|
20,228
|
|
|
17,000
|
|
|
ANASTASIA PLAZA
|
|
9,065
|
|
|
—
|
|
|
(81
|
)
|
|
3,329
|
|
|
5,656
|
|
|
—
|
|
|
8,985
|
|
|
479
|
|
|
8,506
|
|
|
—
|
|
|
ANTHEM HIGHLANDS SHOPPING CTR
|
|
8,643
|
|
|
11,981
|
|
|
(20,624
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
ANTHEM MARKETPLACE
|
|
6,714
|
|
|
13,696
|
|
|
56
|
|
|
6,714
|
|
|
13,753
|
|
|
—
|
|
|
20,467
|
|
|
4,155
|
|
|
16,312
|
|
|
—
|
|
|
APPLEGATE RANCH SHOPPING CTR
|
|
12,971
|
|
|
26,652
|
|
|
—
|
|
|
12,971
|
|
|
26,652
|
|
|
—
|
|
|
39,623
|
|
|
3,622
|
|
|
36,001
|
|
|
—
|
|
|
ASHBURN FARM MARKET CENTER
|
|
9,835
|
|
|
4,812
|
|
|
26
|
|
|
9,835
|
|
|
4,838
|
|
|
—
|
|
|
14,673
|
|
|
2,662
|
|
|
12,011
|
|
|
—
|
|
|
ASHFORD PLACE
|
|
2,584
|
|
|
9,865
|
|
|
335
|
|
|
2,584
|
|
|
10,200
|
|
|
—
|
|
|
12,784
|
|
|
4,850
|
|
|
7,934
|
|
|
—
|
|
|
AUGUSTA CENTER
|
|
5,142
|
|
|
2,720
|
|
|
(5,722
|
)
|
|
1,326
|
|
|
815
|
|
|
—
|
|
|
2,141
|
|
|
—
|
|
|
2,141
|
|
|
—
|
|
|
AVENTURA SHOPPING CENTER
|
|
2,751
|
|
|
10,459
|
|
|
51
|
|
|
2,751
|
|
|
10,510
|
|
|
—
|
|
|
13,261
|
|
|
9,063
|
|
|
4,198
|
|
|
—
|
|
|
BECKETT COMMONS
|
|
1,625
|
|
|
10,960
|
|
|
692
|
|
|
1,625
|
|
|
11,651
|
|
|
—
|
|
|
13,276
|
|
|
3,767
|
|
|
9,509
|
|
|
—
|
|
|
BELLEVIEW SQUARE
|
|
8,132
|
|
|
9,756
|
|
|
185
|
|
|
8,132
|
|
|
9,941
|
|
|
—
|
|
|
18,073
|
|
|
3,618
|
|
|
14,455
|
|
|
7,620
|
|
|
BENEVA VILLAGE SHOPS
|
|
2,484
|
|
|
10,162
|
|
|
1,144
|
|
|
2,484
|
|
|
11,306
|
|
|
—
|
|
|
13,790
|
|
|
4,008
|
|
|
9,782
|
|
|
—
|
|
|
BERKSHIRE COMMONS
|
|
2,295
|
|
|
9,551
|
|
|
813
|
|
|
2,965
|
|
|
9,694
|
|
|
—
|
|
|
12,659
|
|
|
5,019
|
|
|
7,640
|
|
|
7,500
|
|
|
BLOOMINGDALE SQUARE
|
|
3,940
|
|
|
14,912
|
|
|
344
|
|
|
3,940
|
|
|
15,256
|
|
|
—
|
|
|
19,196
|
|
|
5,754
|
|
|
13,442
|
|
|
—
|
|
|
BOULEVARD CENTER
|
|
3,659
|
|
|
10,787
|
|
|
884
|
|
|
3,659
|
|
|
11,671
|
|
|
—
|
|
|
15,330
|
|
|
4,191
|
|
|
11,139
|
|
|
—
|
|
|
BOYNTON LAKES PLAZA
|
|
2,628
|
|
|
11,236
|
|
|
(978
|
)
|
|
2,628
|
|
|
10,258
|
|
|
—
|
|
|
12,886
|
|
|
3,799
|
|
|
9,087
|
|
|
—
|
|
|
BRENTWOOD PLAZA
|
|
2,788
|
|
|
3,473
|
|
|
—
|
|
|
2,788
|
|
|
3,473
|
|
|
—
|
|
|
6,261
|
|
|
105
|
|
|
6,156
|
|
|
—
|
|
|
BRIARCLIFF LA VISTA
|
|
694
|
|
|
3,292
|
|
|
149
|
|
|
694
|
|
|
3,442
|
|
|
—
|
|
|
4,136
|
|
|
1,919
|
|
|
2,217
|
|
|
—
|
|
|
BRIARCLIFF VILLAGE
|
|
4,597
|
|
|
24,836
|
|
|
946
|
|
|
4,597
|
|
|
25,783
|
|
|
—
|
|
|
30,380
|
|
|
12,310
|
|
|
18,070
|
|
|
—
|
|
|
BRIDGETON
|
|
3,033
|
|
|
8,137
|
|
|
—
|
|
|
3,033
|
|
|
8,137
|
|
|
—
|
|
|
11,170
|
|
|
224
|
|
|
10,946
|
|
|
—
|
|
|
BUCKHEAD COURT
|
|
1,417
|
|
|
7,432
|
|
|
198
|
|
|
1,417
|
|
|
7,630
|
|
|
—
|
|
|
9,047
|
|
|
4,032
|
|
|
5,015
|
|
|
—
|
|
|
BUCKLEY SQUARE
|
|
2,970
|
|
|
5,978
|
|
|
310
|
|
|
2,970
|
|
|
6,289
|
|
|
—
|
|
|
9,259
|
|
|
2,574
|
|
|
6,685
|
|
|
—
|
|
|
BUCKWALTER PLACE SHOPPING CTR
|
|
6,563
|
|
|
6,590
|
|
|
82
|
|
|
6,592
|
|
|
6,643
|
|
|
—
|
|
|
13,235
|
|
|
1,319
|
|
|
11,916
|
|
|
—
|
|
|
CALIGO CROSSING
|
|
2,459
|
|
|
4,897
|
|
|
—
|
|
|
2,459
|
|
|
4,897
|
|
|
—
|
|
|
7,356
|
|
|
884
|
|
|
6,472
|
|
|
—
|
|
|
CAMBRIDGE SQUARE
|
|
774
|
|
|
4,347
|
|
|
600
|
|
|
774
|
|
|
4,947
|
|
|
—
|
|
|
5,721
|
|
|
2,012
|
|
|
3,709
|
|
|
—
|
|
|
CARMEL COMMONS
|
|
2,466
|
|
|
12,548
|
|
|
321
|
|
|
2,466
|
|
|
12,868
|
|
|
—
|
|
|
15,334
|
|
|
5,048
|
|
|
10,286
|
|
|
—
|
|
|
CARRIAGE GATE
|
|
833
|
|
|
4,974
|
|
|
183
|
|
|
833
|
|
|
5,157
|
|
|
—
|
|
|
5,990
|
|
|
3,444
|
|
|
2,546
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
CENTERPLACE OF GREELEY III
|
|
6,661
|
|
|
11,502
|
|
|
—
|
|
|
6,661
|
|
|
11,502
|
|
|
—
|
|
|
18,163
|
|
|
1,736
|
|
|
16,427
|
|
|
—
|
|
|
CHAPEL HILL CENTRE
|
|
3,932
|
|
|
3,897
|
|
|
(7,823
|
)
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
CHASEWOOD PLAZA
|
|
4,612
|
|
|
20,829
|
|
|
302
|
|
|
4,663
|
|
|
21,080
|
|
|
—
|
|
|
25,743
|
|
|
11,508
|
|
|
14,235
|
|
|
—
|
|
|
CHERRY GROVE
|
|
3,533
|
|
|
15,862
|
|
|
376
|
|
|
3,533
|
|
|
16,239
|
|
|
—
|
|
|
19,772
|
|
|
6,007
|
|
|
13,765
|
|
|
—
|
|
|
CHESHIRE STATION
|
|
9,896
|
|
|
8,344
|
|
|
75
|
|
|
9,896
|
|
|
8,419
|
|
|
—
|
|
|
18,315
|
|
|
5,446
|
|
|
12,869
|
|
|
—
|
|
|
CLAYTON VALLEY SHOPPING CENTER
|
|
24,189
|
|
|
35,422
|
|
|
1,533
|
|
|
24,538
|
|
|
36,606
|
|
|
—
|
|
|
61,144
|
|
|
10,745
|
|
|
50,399
|
|
|
—
|
|
|
CLOVIS COMMONS
|
|
11,100
|
|
|
32,692
|
|
|
1,406
|
|
|
12,134
|
|
|
33,063
|
|
|
—
|
|
|
45,197
|
|
|
6,223
|
|
|
38,974
|
|
|
—
|
|
|
COCHRAN'S CROSSING
|
|
13,154
|
|
|
12,315
|
|
|
440
|
|
|
13,154
|
|
|
12,755
|
|
|
—
|
|
|
25,909
|
|
|
5,545
|
|
|
20,364
|
|
|
—
|
|
|
COOPER STREET
|
|
2,079
|
|
|
10,682
|
|
|
(581
|
)
|
|
1,954
|
|
|
10,226
|
|
|
—
|
|
|
12,180
|
|
|
3,485
|
|
|
8,695
|
|
|
—
|
|
|
CORKSCREW VILLAGE
|
|
8,407
|
|
|
8,004
|
|
|
52
|
|
|
8,407
|
|
|
8,056
|
|
|
—
|
|
|
16,463
|
|
|
1,433
|
|
|
15,030
|
|
|
8,670
|
|
|
CORNERSTONE SQUARE
|
|
1,772
|
|
|
6,944
|
|
|
(6
|
)
|
|
1,772
|
|
|
6,937
|
|
|
—
|
|
|
8,709
|
|
|
3,366
|
|
|
5,343
|
|
|
—
|
|
|
CORVALLIS MARKET CENTER
|
|
6,674
|
|
|
12,244
|
|
|
34
|
|
|
6,696
|
|
|
12,256
|
|
|
—
|
|
|
18,952
|
|
|
1,932
|
|
|
17,020
|
|
|
—
|
|
|
COSTA VERDE CENTER
|
|
12,740
|
|
|
26,868
|
|
|
664
|
|
|
12,798
|
|
|
27,474
|
|
|
—
|
|
|
40,272
|
|
|
10,706
|
|
|
29,566
|
|
|
—
|
|
|
COURTYARD SHOPPING CENTER
|
|
5,867
|
|
|
4
|
|
|
3
|
|
|
5,867
|
|
|
7
|
|
|
—
|
|
|
5,874
|
|
|
1
|
|
|
5,873
|
|
|
—
|
|
|
CULPEPER COLONNADE
|
|
15,944
|
|
|
10,601
|
|
|
39
|
|
|
15,947
|
|
|
10,637
|
|
|
—
|
|
|
26,584
|
|
|
3,223
|
|
|
23,361
|
|
|
—
|
|
|
DARDENNE CROSSING
|
|
4,194
|
|
|
4,005
|
|
|
—
|
|
|
4,194
|
|
|
4,005
|
|
|
—
|
|
|
8,199
|
|
|
142
|
|
|
8,057
|
|
|
—
|
|
|
DEER SPRINGS TOWN CENTER
|
|
41,031
|
|
|
42,841
|
|
|
—
|
|
|
41,031
|
|
|
42,841
|
|
|
—
|
|
|
83,872
|
|
|
6,300
|
|
|
77,572
|
|
|
—
|
|
|
DELK SPECTRUM
|
|
2,985
|
|
|
12,001
|
|
|
343
|
|
|
2,989
|
|
|
12,340
|
|
|
—
|
|
|
15,329
|
|
|
4,573
|
|
|
10,756
|
|
|
—
|
|
|
DIABLO PLAZA
|
|
5,300
|
|
|
8,181
|
|
|
587
|
|
|
5,300
|
|
|
8,768
|
|
|
—
|
|
|
14,068
|
|
|
3,006
|
|
|
11,062
|
|
|
—
|
|
|
DICKSON TN
|
|
675
|
|
|
1,568
|
|
|
—
|
|
|
675
|
|
|
1,568
|
|
|
—
|
|
|
2,243
|
|
|
479
|
|
|
1,764
|
|
|
—
|
|
|
DUNWOODY VILLAGE
|
|
3,342
|
|
|
15,934
|
|
|
954
|
|
|
3,342
|
|
|
16,888
|
|
|
—
|
|
|
20,230
|
|
|
8,321
|
|
|
11,909
|
|
|
—
|
|
|
EAST POINTE
|
|
1,730
|
|
|
7,189
|
|
|
200
|
|
|
1,730
|
|
|
7,389
|
|
|
—
|
|
|
9,119
|
|
|
3,145
|
|
|
5,974
|
|
|
—
|
|
|
EAST PORT PLAZA
|
|
3,257
|
|
|
10,051
|
|
|
4,502
|
|
|
3,774
|
|
|
14,036
|
|
|
—
|
|
|
17,810
|
|
|
3,913
|
|
|
13,897
|
|
|
—
|
|
|
EAST TOWNE CENTER
|
|
2,957
|
|
|
4,938
|
|
|
(76
|
)
|
|
2,957
|
|
|
4,861
|
|
|
—
|
|
|
7,818
|
|
|
1,988
|
|
|
5,830
|
|
|
—
|
|
|
EL CAMINO SHOPPING CENTER
|
|
7,600
|
|
|
11,538
|
|
|
93
|
|
|
7,600
|
|
|
11,631
|
|
|
—
|
|
|
19,231
|
|
|
4,071
|
|
|
15,160
|
|
|
—
|
|
|
EL CERRITO PLAZA
|
|
11,025
|
|
|
27,371
|
|
|
280
|
|
|
11,025
|
|
|
27,651
|
|
|
—
|
|
|
38,676
|
|
|
2,969
|
|
|
35,707
|
|
|
40,559
|
|
|
EL NORTE PKWY PLAZA
|
|
2,834
|
|
|
7,370
|
|
|
101
|
|
|
2,840
|
|
|
7,465
|
|
|
—
|
|
|
10,305
|
|
|
2,842
|
|
|
7,463
|
|
|
—
|
|
|
ENCINA GRANDE
|
|
5,040
|
|
|
11,572
|
|
|
10
|
|
|
5,040
|
|
|
11,582
|
|
|
—
|
|
|
16,622
|
|
|
4,190
|
|
|
12,432
|
|
|
—
|
|
|
FAIRFAX SHOPPING CENTER
|
|
15,239
|
|
|
11,367
|
|
|
(5,596
|
)
|
|
13,111
|
|
|
7,899
|
|
|
—
|
|
|
21,010
|
|
|
728
|
|
|
20,282
|
|
|
—
|
|
|
FALCON
|
|
1,340
|
|
|
4,168
|
|
|
16
|
|
|
1,340
|
|
|
4,184
|
|
|
—
|
|
|
5,524
|
|
|
795
|
|
|
4,729
|
|
|
—
|
|
|
FENTON MARKETPLACE
|
|
2,298
|
|
|
8,510
|
|
|
(8,734
|
)
|
|
512
|
|
|
1,563
|
|
|
—
|
|
|
2,075
|
|
|
74
|
|
|
2,001
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
FIRST STREET VILLAGE
|
|
4,161
|
|
|
8,103
|
|
|
—
|
|
|
4,161
|
|
|
8,103
|
|
|
—
|
|
|
12,264
|
|
|
1,720
|
|
|
10,544
|
|
|
—
|
|
|
FLEMING ISLAND
|
|
3,077
|
|
|
11,587
|
|
|
1,144
|
|
|
3,111
|
|
|
12,696
|
|
|
—
|
|
|
15,807
|
|
|
4,173
|
|
|
11,634
|
|
|
1,053
|
|
|
FORT BEND CENTER
|
|
2,594
|
|
|
3,175
|
|
|
(5,768
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
FORTUNA
|
|
2,025
|
|
|
—
|
|
|
883
|
|
|
2,908
|
|
|
—
|
|
|
—
|
|
|
2,908
|
|
|
—
|
|
|
2,908
|
|
|
—
|
|
|
FRANKFORT CROSSING SHPG CTR
|
|
7,417
|
|
|
8,065
|
|
|
423
|
|
|
7,418
|
|
|
8,488
|
|
|
—
|
|
|
15,906
|
|
|
4,032
|
|
|
11,874
|
|
|
—
|
|
|
FRENCH VALLEY VILLAGE CENTER
|
|
11,924
|
|
|
16,856
|
|
|
7
|
|
|
11,822
|
|
|
16,965
|
|
|
—
|
|
|
28,787
|
|
|
5,185
|
|
|
23,602
|
|
|
—
|
|
|
FRIARS MISSION CENTER
|
|
6,660
|
|
|
28,021
|
|
|
350
|
|
|
6,660
|
|
|
28,371
|
|
|
—
|
|
|
35,031
|
|
|
9,282
|
|
|
25,749
|
|
|
506
|
|
|
GARDENS SQUARE
|
|
2,136
|
|
|
8,273
|
|
|
210
|
|
|
2,136
|
|
|
8,483
|
|
|
—
|
|
|
10,619
|
|
|
3,202
|
|
|
7,417
|
|
|
—
|
|
|
GARNER TOWNE SQUARE
|
|
5,591
|
|
|
21,866
|
|
|
104
|
|
|
5,591
|
|
|
21,970
|
|
|
—
|
|
|
27,561
|
|
|
7,447
|
|
|
20,114
|
|
|
—
|
|
|
GATEWAY 101
|
|
24,971
|
|
|
9,113
|
|
|
21
|
|
|
24,971
|
|
|
9,134
|
|
|
—
|
|
|
34,105
|
|
|
1,247
|
|
|
32,858
|
|
|
—
|
|
|
GATEWAY SHOPPING CENTER
|
|
52,665
|
|
|
7,134
|
|
|
1,028
|
|
|
52,672
|
|
|
8,155
|
|
|
—
|
|
|
60,827
|
|
|
6,297
|
|
|
54,530
|
|
|
17,595
|
|
|
GELSON'S WESTLAKE MARKET PLAZA
|
|
3,157
|
|
|
11,153
|
|
|
261
|
|
|
3,157
|
|
|
11,414
|
|
|
—
|
|
|
14,571
|
|
|
3,227
|
|
|
11,344
|
|
|
—
|
|
|
GLEN OAK PLAZA
|
|
4,103
|
|
|
12,951
|
|
|
219
|
|
|
4,103
|
|
|
13,169
|
|
|
—
|
|
|
17,272
|
|
|
612
|
|
|
16,660
|
|
|
4,816
|
|
|
GLENWOOD VILLAGE
|
|
1,194
|
|
|
5,381
|
|
|
38
|
|
|
1,194
|
|
|
5,419
|
|
|
—
|
|
|
6,613
|
|
|
2,899
|
|
|
3,714
|
|
|
—
|
|
|
GOLDEN HILLS PLAZA
|
|
12,699
|
|
|
18,482
|
|
|
—
|
|
|
12,699
|
|
|
18,482
|
|
|
—
|
|
|
31,181
|
|
|
1,734
|
|
|
29,447
|
|
|
—
|
|
|
GREENWOOD SPRINGS
|
|
2,720
|
|
|
3,059
|
|
|
(3,668
|
)
|
|
889
|
|
|
1,222
|
|
|
—
|
|
|
2,111
|
|
|
92
|
|
|
2,019
|
|
|
—
|
|
|
HANCOCK
|
|
8,232
|
|
|
28,260
|
|
|
712
|
|
|
8,232
|
|
|
28,972
|
|
|
—
|
|
|
37,204
|
|
|
10,459
|
|
|
26,745
|
|
|
—
|
|
|
HARPETH VILLAGE FIELDSTONE
|
|
2,284
|
|
|
9,443
|
|
|
175
|
|
|
2,284
|
|
|
9,618
|
|
|
—
|
|
|
11,902
|
|
|
3,388
|
|
|
8,514
|
|
|
—
|
|
|
HERITAGE LAND
|
|
12,390
|
|
|
—
|
|
|
—
|
|
|
12,390
|
|
|
—
|
|
|
—
|
|
|
12,390
|
|
|
—
|
|
|
12,390
|
|
|
—
|
|
|
HERITAGE PLAZA
|
|
—
|
|
|
26,097
|
|
|
372
|
|
|
—
|
|
|
26,469
|
|
|
—
|
|
|
26,469
|
|
|
9,708
|
|
|
16,761
|
|
|
—
|
|
|
HERSHEY
|
|
7
|
|
|
808
|
|
|
5
|
|
|
7
|
|
|
813
|
|
|
—
|
|
|
820
|
|
|
228
|
|
|
592
|
|
|
—
|
|
|
HIBERNIA PAVILION
|
|
4,929
|
|
|
5,065
|
|
|
10
|
|
|
4,929
|
|
|
5,074
|
|
|
—
|
|
|
10,003
|
|
|
964
|
|
|
9,039
|
|
|
—
|
|
|
HIBERNIA PLAZA
|
|
267
|
|
|
230
|
|
|
1
|
|
|
267
|
|
|
231
|
|
|
—
|
|
|
498
|
|
|
16
|
|
|
482
|
|
|
—
|
|
|
HICKORY CREEK PLAZA
|
|
5,629
|
|
|
4,564
|
|
|
—
|
|
|
5,629
|
|
|
4,564
|
|
|
—
|
|
|
10,193
|
|
|
1,143
|
|
|
9,050
|
|
|
—
|
|
|
HILLCREST VILLAGE
|
|
1,600
|
|
|
1,909
|
|
|
—
|
|
|
1,600
|
|
|
1,909
|
|
|
—
|
|
|
3,509
|
|
|
640
|
|
|
2,869
|
|
|
—
|
|
|
HINSDALE
|
|
5,734
|
|
|
16,709
|
|
|
807
|
|
|
5,734
|
|
|
17,516
|
|
|
—
|
|
|
23,250
|
|
|
6,233
|
|
|
17,017
|
|
|
—
|
|
|
HORTON'S CORNER
|
|
3,137
|
|
|
2,779
|
|
|
29
|
|
|
3,216
|
|
|
2,729
|
|
|
—
|
|
|
5,945
|
|
|
523
|
|
|
5,422
|
|
|
—
|
|
|
HOWELL MILL VILLAGE
|
|
5,157
|
|
|
14,279
|
|
|
327
|
|
|
5,157
|
|
|
14,606
|
|
|
—
|
|
|
19,763
|
|
|
1,406
|
|
|
18,357
|
|
|
—
|
|
|
HYDE PARK
|
|
9,809
|
|
|
39,905
|
|
|
975
|
|
|
9,809
|
|
|
40,879
|
|
|
—
|
|
|
50,688
|
|
|
16,147
|
|
|
34,541
|
|
|
—
|
|
|
INDIO TOWNE CENTER
|
|
17,946
|
|
|
31,985
|
|
|
—
|
|
|
17,946
|
|
|
31,985
|
|
|
—
|
|
|
49,931
|
|
|
4,528
|
|
|
45,403
|
|
|
—
|
|
|
INGLEWOOD PLAZA
|
|
1,300
|
|
|
2,159
|
|
|
28
|
|
|
1,300
|
|
|
2,187
|
|
|
—
|
|
|
3,487
|
|
|
811
|
|
|
2,676
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
JEFFERSON SQUARE
|
|
5,167
|
|
|
6,445
|
|
|
—
|
|
|
5,167
|
|
|
6,445
|
|
|
—
|
|
|
11,612
|
|
|
742
|
|
|
10,870
|
|
|
—
|
|
|
KELLER TOWN CENTER
|
|
2,294
|
|
|
12,841
|
|
|
76
|
|
|
2,294
|
|
|
12,916
|
|
|
—
|
|
|
15,210
|
|
|
4,280
|
|
|
10,930
|
|
|
—
|
|
|
KINGS CROSSING SUN CITY
|
|
515
|
|
|
1,246
|
|
|
90
|
|
|
515
|
|
|
1,335
|
|
|
—
|
|
|
1,850
|
|
|
201
|
|
|
1,649
|
|
|
—
|
|
|
KIRKWOOD COMMONS
|
|
6,772
|
|
|
16,224
|
|
|
—
|
|
|
6,772
|
|
|
16,224
|
|
|
—
|
|
|
22,996
|
|
|
385
|
|
|
22,611
|
|
|
12,353
|
|
|
KROGER NEW ALBANY CENTER
|
|
3,844
|
|
|
6,599
|
|
|
252
|
|
|
3,844
|
|
|
6,851
|
|
|
—
|
|
|
10,695
|
|
|
3,523
|
|
|
7,172
|
|
|
3,665
|
|
|
KULPSVILLE
|
|
5,518
|
|
|
3,756
|
|
|
149
|
|
|
5,614
|
|
|
3,810
|
|
|
—
|
|
|
9,424
|
|
|
521
|
|
|
8,903
|
|
|
—
|
|
|
LAKE PINE PLAZA
|
|
2,008
|
|
|
7,632
|
|
|
65
|
|
|
2,029
|
|
|
7,676
|
|
|
—
|
|
|
9,705
|
|
|
2,748
|
|
|
6,957
|
|
|
—
|
|
|
LEBANON/LEGACY CENTER
|
|
3,913
|
|
|
7,874
|
|
|
82
|
|
|
3,913
|
|
|
7,956
|
|
|
—
|
|
|
11,869
|
|
|
3,604
|
|
|
8,265
|
|
|
—
|
|
|
LEBANON CENTER
|
|
3,865
|
|
|
5,751
|
|
|
4
|
|
|
3,865
|
|
|
5,755
|
|
|
—
|
|
|
9,620
|
|
|
1,144
|
|
|
8,476
|
|
|
—
|
|
|
LEGACY WEST
|
|
1,770
|
|
|
—
|
|
|
(999
|
)
|
|
770
|
|
|
—
|
|
|
—
|
|
|
770
|
|
|
—
|
|
|
770
|
|
|
—
|
|
|
LITTLETON SQUARE
|
|
2,030
|
|
|
8,859
|
|
|
179
|
|
|
2,030
|
|
|
9,038
|
|
|
—
|
|
|
11,068
|
|
|
3,038
|
|
|
8,030
|
|
|
—
|
|
|
LLOYD KING CENTER
|
|
1,779
|
|
|
10,060
|
|
|
181
|
|
|
1,779
|
|
|
10,241
|
|
|
—
|
|
|
12,020
|
|
|
3,612
|
|
|
8,408
|
|
|
—
|
|
|
LOEHMANNS PLAZA
|
|
3,983
|
|
|
18,687
|
|
|
373
|
|
|
3,983
|
|
|
19,060
|
|
|
—
|
|
|
23,043
|
|
|
8,398
|
|
|
14,645
|
|
|
—
|
|
|
LOEHMANNS PLAZA CALIFORNIA
|
|
5,420
|
|
|
9,450
|
|
|
409
|
|
|
5,420
|
|
|
9,860
|
|
|
—
|
|
|
15,280
|
|
|
3,479
|
|
|
11,801
|
|
|
—
|
|
|
LOVELAND SHOPPING CENTER
|
|
157
|
|
|
—
|
|
|
—
|
|
|
157
|
|
|
—
|
|
|
—
|
|
|
157
|
|
|
—
|
|
|
157
|
|
|
—
|
|
|
LOWER NAZARETH COMMONS
|
|
15,992
|
|
|
12,964
|
|
|
—
|
|
|
15,992
|
|
|
12,964
|
|
|
—
|
|
|
28,956
|
|
|
2,070
|
|
|
26,886
|
|
|
—
|
|
|
MARKET AT OPITZ CROSSING
|
|
9,902
|
|
|
9,248
|
|
|
(5,916
|
)
|
|
6,597
|
|
|
6,637
|
|
|
—
|
|
|
13,234
|
|
|
503
|
|
|
12,731
|
|
|
—
|
|
|
MARKET AT PRESTON FOREST
|
|
4,400
|
|
|
11,445
|
|
|
701
|
|
|
4,400
|
|
|
12,146
|
|
|
—
|
|
|
16,546
|
|
|
3,979
|
|
|
12,567
|
|
|
—
|
|
|
MARKET AT ROUND ROCK
|
|
2,000
|
|
|
9,676
|
|
|
3,752
|
|
|
2,000
|
|
|
13,428
|
|
|
—
|
|
|
15,428
|
|
|
3,852
|
|
|
11,576
|
|
|
—
|
|
|
MARKETPLACE AT BRIARGATE
|
|
1,706
|
|
|
4,885
|
|
|
(7
|
)
|
|
1,727
|
|
|
4,858
|
|
|
—
|
|
|
6,585
|
|
|
1,166
|
|
|
5,419
|
|
|
—
|
|
|
MARKETPLACE SHOPPING CENTER
|
|
1,287
|
|
|
5,509
|
|
|
3,986
|
|
|
1,287
|
|
|
9,495
|
|
|
—
|
|
|
10,782
|
|
|
2,510
|
|
|
8,272
|
|
|
—
|
|
|
MARTIN DOWNS TOWN CENTER
|
|
1,364
|
|
|
5,187
|
|
|
31
|
|
|
1,364
|
|
|
5,217
|
|
|
—
|
|
|
6,581
|
|
|
2,032
|
|
|
4,549
|
|
|
—
|
|
|
MARTIN DOWNS VILLAGE CENTER
|
|
2,438
|
|
|
9,142
|
|
|
941
|
|
|
2,442
|
|
|
10,078
|
|
|
—
|
|
|
12,520
|
|
|
5,778
|
|
|
6,742
|
|
|
—
|
|
|
MARTIN DOWNS VILLAGE SHOPPES
|
|
817
|
|
|
4,965
|
|
|
215
|
|
|
817
|
|
|
5,180
|
|
|
—
|
|
|
5,997
|
|
|
2,577
|
|
|
3,420
|
|
|
—
|
|
|
MIDDLE CREEK COMMONS
|
|
5,042
|
|
|
8,100
|
|
|
94
|
|
|
5,042
|
|
|
8,194
|
|
|
—
|
|
|
13,236
|
|
|
1,666
|
|
|
11,570
|
|
|
—
|
|
|
MILLHOPPER SHOPPING CENTER
|
|
1,073
|
|
|
5,358
|
|
|
4,501
|
|
|
1,796
|
|
|
9,136
|
|
|
—
|
|
|
10,932
|
|
|
4,485
|
|
|
6,447
|
|
|
—
|
|
|
MOCKINGBIRD COMMON
|
|
3,000
|
|
|
10,728
|
|
|
495
|
|
|
3,000
|
|
|
11,223
|
|
|
—
|
|
|
14,223
|
|
|
4,043
|
|
|
10,180
|
|
|
10,300
|
|
|
MONUMENT JACKSON CREEK
|
|
2,999
|
|
|
6,765
|
|
|
601
|
|
|
2,999
|
|
|
7,367
|
|
|
—
|
|
|
10,366
|
|
|
3,491
|
|
|
6,875
|
|
|
—
|
|
|
MORNINGSIDE PLAZA
|
|
4,300
|
|
|
13,951
|
|
|
264
|
|
|
4,300
|
|
|
14,215
|
|
|
—
|
|
|
18,515
|
|
|
4,915
|
|
|
13,600
|
|
|
—
|
|
|
MURRAYHILL MARKETPLACE
|
|
2,670
|
|
|
18,401
|
|
|
276
|
|
|
2,670
|
|
|
18,677
|
|
|
—
|
|
|
21,347
|
|
|
6,851
|
|
|
14,496
|
|
|
7,542
|
|
|
NAPLES WALK
|
|
18,173
|
|
|
13,554
|
|
|
55
|
|
|
18,173
|
|
|
13,608
|
|
|
—
|
|
|
31,781
|
|
|
2,313
|
|
|
29,468
|
|
|
16,441
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
NASHBORO VILLAGE
|
|
1,824
|
|
|
7,678
|
|
|
—
|
|
|
1,824
|
|
|
7,678
|
|
|
—
|
|
|
9,502
|
|
|
2,506
|
|
|
6,996
|
|
|
—
|
|
|
NEWBERRY SQUARE
|
|
2,412
|
|
|
10,150
|
|
|
255
|
|
|
2,412
|
|
|
10,404
|
|
|
—
|
|
|
12,816
|
|
|
5,862
|
|
|
6,954
|
|
|
—
|
|
|
NEWLAND CENTER
|
|
12,500
|
|
|
10,697
|
|
|
475
|
|
|
12,500
|
|
|
11,172
|
|
|
—
|
|
|
23,672
|
|
|
4,320
|
|
|
19,352
|
|
|
—
|
|
|
NORTH HILLS
|
|
4,900
|
|
|
19,774
|
|
|
609
|
|
|
4,900
|
|
|
20,384
|
|
|
—
|
|
|
25,284
|
|
|
6,739
|
|
|
18,545
|
|
|
—
|
|
|
NORTHGATE PLAZA (MAXTOWN ROAD)
|
|
1,769
|
|
|
6,652
|
|
|
40
|
|
|
1,769
|
|
|
6,692
|
|
|
—
|
|
|
8,461
|
|
|
2,565
|
|
|
5,896
|
|
|
—
|
|
|
NORTHGATE SQUARE
|
|
5,011
|
|
|
8,692
|
|
|
108
|
|
|
5,011
|
|
|
8,799
|
|
|
—
|
|
|
13,810
|
|
|
1,486
|
|
|
12,324
|
|
|
5,971
|
|
|
NORTHLAKE VILLAGE
|
|
2,662
|
|
|
11,284
|
|
|
334
|
|
|
2,662
|
|
|
11,619
|
|
|
—
|
|
|
14,281
|
|
|
3,707
|
|
|
10,574
|
|
|
—
|
|
|
OAKBROOK PLAZA
|
|
4,000
|
|
|
6,668
|
|
|
173
|
|
|
4,000
|
|
|
6,841
|
|
|
—
|
|
|
10,841
|
|
|
2,483
|
|
|
8,358
|
|
|
—
|
|
|
OAKLEAF COMMONS
|
|
3,503
|
|
|
11,671
|
|
|
8
|
|
|
3,503
|
|
|
11,679
|
|
|
—
|
|
|
15,182
|
|
|
2,174
|
|
|
13,008
|
|
|
—
|
|
|
OAK SHADE TOWN CENTER
|
|
6,591
|
|
|
28,966
|
|
|
—
|
|
|
6,591
|
|
|
28,966
|
|
|
—
|
|
|
35,557
|
|
|
353
|
|
|
35,204
|
|
|
10,978
|
|
|
OCALA CORNERS
|
|
1,816
|
|
|
10,515
|
|
|
—
|
|
|
1,816
|
|
|
10,515
|
|
|
—
|
|
|
12,331
|
|
|
269
|
|
|
12,062
|
|
|
5,549
|
|
|
OLD ST AUGUSTINE PLAZA
|
|
2,368
|
|
|
11,405
|
|
|
248
|
|
|
2,368
|
|
|
11,653
|
|
|
—
|
|
|
14,021
|
|
|
4,821
|
|
|
9,200
|
|
|
—
|
|
|
ORANGEBURG & CENTRAL
|
|
2,071
|
|
|
2,384
|
|
|
(86
|
)
|
|
2,071
|
|
|
2,298
|
|
|
—
|
|
|
4,369
|
|
|
416
|
|
|
3,953
|
|
|
—
|
|
|
ORCHARDS MARKET CENTER II
|
|
6,602
|
|
|
9,690
|
|
|
(2,975
|
)
|
|
5,497
|
|
|
7,819
|
|
|
—
|
|
|
13,316
|
|
|
401
|
|
|
12,915
|
|
|
—
|
|
|
PACES FERRY PLAZA
|
|
2,812
|
|
|
12,639
|
|
|
102
|
|
|
2,812
|
|
|
12,741
|
|
|
—
|
|
|
15,553
|
|
|
6,004
|
|
|
9,549
|
|
|
—
|
|
|
PANTHER CREEK
|
|
14,414
|
|
|
14,748
|
|
|
2,226
|
|
|
15,212
|
|
|
16,176
|
|
|
—
|
|
|
31,388
|
|
|
6,781
|
|
|
24,607
|
|
|
—
|
|
|
PARK PLACE SHOPPING CENTER
|
|
2,232
|
|
|
5,027
|
|
|
(7,259
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
PASEO DEL SOL
|
|
9,477
|
|
|
1,331
|
|
|
13,706
|
|
|
11,393
|
|
|
13,121
|
|
|
—
|
|
|
24,514
|
|
|
3,104
|
|
|
21,410
|
|
|
—
|
|
|
PEARTREE VILLAGE
|
|
5,197
|
|
|
19,746
|
|
|
758
|
|
|
5,197
|
|
|
20,504
|
|
|
—
|
|
|
25,701
|
|
|
7,868
|
|
|
17,833
|
|
|
9,063
|
|
|
PHENIX CROSSING
|
|
1,544
|
|
|
—
|
|
|
(500
|
)
|
|
1,044
|
|
|
—
|
|
|
—
|
|
|
1,044
|
|
|
—
|
|
|
1,044
|
|
|
—
|
|
|
PIKE CREEK
|
|
5,153
|
|
|
20,652
|
|
|
163
|
|
|
5,153
|
|
|
20,815
|
|
|
—
|
|
|
25,968
|
|
|
7,778
|
|
|
18,190
|
|
|
—
|
|
|
PIMA CROSSING
|
|
5,800
|
|
|
28,143
|
|
|
919
|
|
|
5,800
|
|
|
29,062
|
|
|
—
|
|
|
34,862
|
|
|
10,204
|
|
|
24,658
|
|
|
—
|
|
|
PINE LAKE VILLAGE
|
|
6,300
|
|
|
10,991
|
|
|
536
|
|
|
6,300
|
|
|
11,527
|
|
|
—
|
|
|
17,827
|
|
|
3,880
|
|
|
13,947
|
|
|
—
|
|
|
PINE TREE PLAZA
|
|
668
|
|
|
6,220
|
|
|
36
|
|
|
668
|
|
|
6,256
|
|
|
—
|
|
|
6,924
|
|
|
2,324
|
|
|
4,600
|
|
|
—
|
|
|
PLAZA HERMOSA
|
|
4,200
|
|
|
10,109
|
|
|
258
|
|
|
4,200
|
|
|
10,367
|
|
|
—
|
|
|
14,567
|
|
|
3,407
|
|
|
11,160
|
|
|
13,800
|
|
|
PLAZA RIO VISTA
|
|
7,034
|
|
|
11,874
|
|
|
—
|
|
|
7,034
|
|
|
11,874
|
|
|
—
|
|
|
18,908
|
|
|
1,805
|
|
|
17,103
|
|
|
—
|
|
|
POWELL STREET PLAZA
|
|
8,248
|
|
|
30,716
|
|
|
1,171
|
|
|
8,248
|
|
|
31,888
|
|
|
—
|
|
|
40,136
|
|
|
8,258
|
|
|
31,878
|
|
|
—
|
|
|
POWERS FERRY SQUARE
|
|
3,687
|
|
|
17,965
|
|
|
346
|
|
|
3,687
|
|
|
18,312
|
|
|
—
|
|
|
21,999
|
|
|
8,873
|
|
|
13,126
|
|
|
—
|
|
|
POWERS FERRY VILLAGE
|
|
1,191
|
|
|
4,672
|
|
|
177
|
|
|
1,191
|
|
|
4,849
|
|
|
—
|
|
|
6,040
|
|
|
2,313
|
|
|
3,727
|
|
|
—
|
|
|
PRAIRIE CITY CROSSING
|
|
4,164
|
|
|
13,032
|
|
|
383
|
|
|
4,164
|
|
|
13,415
|
|
|
—
|
|
|
17,579
|
|
|
3,708
|
|
|
13,871
|
|
|
—
|
|
|
PRESTON PARK
|
|
6,400
|
|
|
54,817
|
|
|
(337
|
)
|
|
5,733
|
|
|
55,147
|
|
|
—
|
|
|
60,880
|
|
|
20,015
|
|
|
40,865
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
PRESTONBROOK
|
|
7,069
|
|
|
8,622
|
|
|
68
|
|
|
7,069
|
|
|
8,690
|
|
|
—
|
|
|
15,759
|
|
|
4,539
|
|
|
11,220
|
|
|
6,800
|
|
|
PRESTONWOOD PARK
|
|
7,399
|
|
|
9,012
|
|
|
(16,412
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
RED BANK
|
|
10,336
|
|
|
9,505
|
|
|
(203
|
)
|
|
10,107
|
|
|
9,531
|
|
|
—
|
|
|
19,638
|
|
|
639
|
|
|
18,999
|
|
|
—
|
|
|
REGENCY COMMONS
|
|
3,917
|
|
|
3,616
|
|
|
43
|
|
|
3,917
|
|
|
3,659
|
|
|
—
|
|
|
7,576
|
|
|
1,257
|
|
|
6,319
|
|
|
—
|
|
|
REGENCY SQUARE
|
|
4,770
|
|
|
25,191
|
|
|
1,873
|
|
|
4,770
|
|
|
27,064
|
|
|
—
|
|
|
31,834
|
|
|
16,832
|
|
|
15,002
|
|
|
—
|
|
|
RIVERMONT STATION
|
|
2,887
|
|
|
10,648
|
|
|
(13,535
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
ROCKWALL TOWN CENTER
|
|
4,438
|
|
|
5,140
|
|
|
(73
|
)
|
|
4,438
|
|
|
5,068
|
|
|
—
|
|
|
9,506
|
|
|
1,562
|
|
|
7,944
|
|
|
—
|
|
|
RONA PLAZA
|
|
1,500
|
|
|
4,917
|
|
|
117
|
|
|
1,500
|
|
|
5,035
|
|
|
—
|
|
|
6,535
|
|
|
1,876
|
|
|
4,659
|
|
|
—
|
|
|
RUSSELL RIDGE
|
|
2,234
|
|
|
6,903
|
|
|
503
|
|
|
2,234
|
|
|
7,406
|
|
|
—
|
|
|
9,640
|
|
|
3,201
|
|
|
6,439
|
|
|
—
|
|
|
SAMMAMISH-HIGHLANDS
|
|
9,300
|
|
|
8,075
|
|
|
370
|
|
|
9,300
|
|
|
8,445
|
|
|
—
|
|
|
17,745
|
|
|
2,879
|
|
|
14,866
|
|
|
—
|
|
|
SAN LEANDRO PLAZA
|
|
1,300
|
|
|
8,226
|
|
|
29
|
|
|
1,300
|
|
|
8,256
|
|
|
—
|
|
|
9,556
|
|
|
2,843
|
|
|
6,713
|
|
|
—
|
|
|
SAUGUS
|
|
19,201
|
|
|
17,984
|
|
|
—
|
|
|
19,201
|
|
|
17,984
|
|
|
—
|
|
|
37,185
|
|
|
2,734
|
|
|
34,451
|
|
|
—
|
|
|
SEMINOLE SHOPPES
|
|
8,593
|
|
|
7,523
|
|
|
—
|
|
|
8,593
|
|
|
7,523
|
|
|
—
|
|
|
16,116
|
|
|
369
|
|
|
15,747
|
|
|
9,000
|
|
|
SEQUOIA STATION
|
|
9,100
|
|
|
18,356
|
|
|
258
|
|
|
9,100
|
|
|
18,614
|
|
|
—
|
|
|
27,714
|
|
|
6,159
|
|
|
21,555
|
|
|
21,100
|
|
|
SHERWOOD CROSSROADS
|
|
2,731
|
|
|
6,360
|
|
|
(52
|
)
|
|
2,731
|
|
|
6,308
|
|
|
—
|
|
|
9,039
|
|
|
1,565
|
|
|
7,474
|
|
|
—
|
|
|
SHERWOOD MARKET CENTER
|
|
3,475
|
|
|
16,362
|
|
|
70
|
|
|
3,475
|
|
|
16,432
|
|
|
—
|
|
|
19,907
|
|
|
5,775
|
|
|
14,132
|
|
|
—
|
|
|
SHOPPES @ 104
|
|
11,193
|
|
|
—
|
|
|
(82
|
)
|
|
6,652
|
|
|
4,459
|
|
|
—
|
|
|
11,111
|
|
|
426
|
|
|
10,685
|
|
|
—
|
|
|
SHOPPES AT FAIRHOPE VILLAGE
|
|
6,920
|
|
|
11,198
|
|
|
—
|
|
|
6,920
|
|
|
11,198
|
|
|
—
|
|
|
18,118
|
|
|
1,301
|
|
|
16,817
|
|
|
—
|
|
|
SHOPPES AT MASON
|
|
1,577
|
|
|
5,685
|
|
|
140
|
|
|
1,577
|
|
|
5,825
|
|
|
—
|
|
|
7,402
|
|
|
2,129
|
|
|
5,273
|
|
|
—
|
|
|
SHOPPES OF GRANDE OAK
|
|
5,091
|
|
|
5,985
|
|
|
86
|
|
|
5,091
|
|
|
6,070
|
|
|
—
|
|
|
11,161
|
|
|
2,930
|
|
|
8,231
|
|
|
—
|
|
|
SHOPS AT ARIZONA
|
|
3,063
|
|
|
3,243
|
|
|
44
|
|
|
3,063
|
|
|
3,287
|
|
|
—
|
|
|
6,350
|
|
|
1,332
|
|
|
5,018
|
|
|
—
|
|
|
SHOPS AT COUNTY CENTER
|
|
9,957
|
|
|
11,269
|
|
|
252
|
|
|
10,116
|
|
|
11,363
|
|
|
—
|
|
|
21,479
|
|
|
3,147
|
|
|
18,332
|
|
|
—
|
|
|
SHOPS AT HIGHLAND VILLAGE
|
|
33,145
|
|
|
66,926
|
|
|
210
|
|
|
33,145
|
|
|
67,136
|
|
|
—
|
|
|
100,281
|
|
|
16,632
|
|
|
83,649
|
|
|
—
|
|
|
SHOPS AT JOHN'S CREEK
|
|
1,863
|
|
|
2,014
|
|
|
(325
|
)
|
|
1,501
|
|
|
2,051
|
|
|
—
|
|
|
3,552
|
|
|
656
|
|
|
2,896
|
|
|
—
|
|
|
SHOPS AT QUAIL CREEK
|
|
1,487
|
|
|
7,717
|
|
|
—
|
|
|
1,487
|
|
|
7,717
|
|
|
—
|
|
|
9,204
|
|
|
852
|
|
|
8,352
|
|
|
—
|
|
|
SIGNATURE PLAZA
|
|
2,396
|
|
|
3,898
|
|
|
199
|
|
|
2,396
|
|
|
4,096
|
|
|
—
|
|
|
6,492
|
|
|
1,619
|
|
|
4,873
|
|
|
—
|
|
|
SOUTH LOWRY SQUARE
|
|
3,434
|
|
|
10,445
|
|
|
519
|
|
|
3,434
|
|
|
10,964
|
|
|
—
|
|
|
14,398
|
|
|
3,664
|
|
|
10,734
|
|
|
—
|
|
|
SOUTH MOUNTAIN
|
|
146
|
|
|
—
|
|
|
465
|
|
|
611
|
|
|
—
|
|
|
—
|
|
|
611
|
|
|
—
|
|
|
611
|
|
|
—
|
|
|
SOUTHCENTER
|
|
1,300
|
|
|
12,750
|
|
|
655
|
|
|
1,300
|
|
|
13,405
|
|
|
—
|
|
|
14,705
|
|
|
4,304
|
|
|
10,401
|
|
|
—
|
|
|
SOUTHPOINT CROSSING
|
|
4,412
|
|
|
12,235
|
|
|
48
|
|
|
4,412
|
|
|
12,283
|
|
|
—
|
|
|
16,695
|
|
|
4,151
|
|
|
12,544
|
|
|
—
|
|
|
STARKE
|
|
71
|
|
|
1,683
|
|
|
—
|
|
|
71
|
|
|
1,683
|
|
|
—
|
|
|
1,754
|
|
|
470
|
|
|
1,284
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation
December 31, 2011
(in thousands)
|
|||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Total Cost
|
|
|
|||||||||||||||||||
Shopping Centers (1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition (2)
|
|
Land
|
|
Building & Improvements
|
|
Properties held for Sale
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
|||||||||||
STATE STREET CROSSING
|
|
1,283
|
|
|
1,970
|
|
|
—
|
|
|
1,283
|
|
|
1,970
|
|
|
—
|
|
|
3,253
|
|
|
67
|
|
|
3,186
|
|
|
—
|
|
|
STERLING RIDGE
|
|
12,846
|
|
|
12,162
|
|
|
371
|
|
|
12,846
|
|
|
12,533
|
|
|
—
|
|
|
25,379
|
|
|
5,499
|
|
|
19,880
|
|
|
13,900
|
|
|
STONEWALL
|
|
27,511
|
|
|
22,123
|
|
|
5,162
|
|
|
28,108
|
|
|
26,688
|
|
|
—
|
|
|
54,796
|
|
|
5,055
|
|
|
49,741
|
|
|
—
|
|
|
STRAWFLOWER VILLAGE
|
|
4,060
|
|
|
8,084
|
|
|
259
|
|
|
4,060
|
|
|
8,343
|
|
|
—
|
|
|
12,403
|
|
|
3,042
|
|
|
9,361
|
|
|
—
|
|
|
STROH RANCH
|
|
4,280
|
|
|
8,189
|
|
|
196
|
|
|
4,280
|
|
|
8,386
|
|
|
—
|
|
|
12,666
|
|
|
4,056
|
|
|
8,610
|
|
|
—
|
|
|
SUNCOAST CROSSING
|
|
4,057
|
|
|
5,545
|
|
|
—
|
|
|
4,057
|
|
|
5,545
|
|
|
—
|
|
|
9,602
|
|
|
924
|
|
|
8,678
|
|
|
—
|
|
|
SUNNYSIDE 205
|
|
1,200
|
|
|
9,459
|
|
|
591
|
|
|
1,200
|
|
|
10,050
|
|
|
—
|
|
|
11,250
|
|
|
3,390
|
|
|
7,860
|
|
|
—
|
|
|
TANASBOURNE MARKET
|
|
3,269
|
|
|
10,861
|
|
|
(303
|
)
|
|
3,269
|
|
|
10,558
|
|
|
—
|
|
|
13,827
|
|
|
1,758
|
|
|
12,069
|
|
|
—
|
|
|
TASSAJARA CROSSING
|
|
8,560
|
|
|
15,464
|
|
|
310
|
|
|
8,560
|
|
|
15,774
|
|
|
—
|
|
|
24,334
|
|
|
5,306
|
|
|
19,028
|
|
|
19,800
|
|
|
TECH RIDGE CENTER
|
|
12,945
|
|
|
37,169
|
|
|
—
|
|
|
12,945
|
|
|
37,169
|
|
|
—
|
|
|
50,114
|
|
|
404
|
|
|
49,710
|
|
|
12,060
|
|
|
THOMAS LAKE
|
|
6,000
|
|
|
10,628
|
|
|
(16,628
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
TOWN SQUARE
|
|
883
|
|
|
8,132
|
|
|
84
|
|
|
883
|
|
|
8,216
|
|
|
—
|
|
|
9,099
|
|
|
3,373
|
|
|
5,726
|
|
|
—
|
|
|
TRACE CROSSING
|
|
279
|
|
|
—
|
|
|
—
|
|
|
279
|
|
|
—
|
|
|
—
|
|
|
279
|
|
|
—
|
|
|
279
|
|
|
—
|
|
|
TROPHY CLUB
|
|
2,595
|
|
|
11,023
|
|
|
29
|
|
|
2,595
|
|
|
11,052
|
|
|
—
|
|
|
13,647
|
|
|
3,615
|
|
|
10,032
|
|
|
—
|
|
|
TWIN CITY PLAZA
|
|
17,245
|
|
|
44,225
|
|
|
886
|
|
|
17,263
|
|
|
45,093
|
|
|
—
|
|
|
62,356
|
|
|
7,595
|
|
|
54,761
|
|
|
41,859
|
|
|
TWIN PEAKS
|
|
5,200
|
|
|
25,827
|
|
|
209
|
|
|
5,200
|
|
|
26,036
|
|
|
—
|
|
|
31,236
|
|
|
8,622
|
|
|
22,614
|
|
|
—
|
|
|
VALENCIA CROSSROADS
|
|
17,921
|
|
|
17,659
|
|
|
242
|
|
|
17,921
|
|
|
17,901
|
|
|
—
|
|
|
35,822
|
|
|
9,880
|
|
|
25,942
|
|
|
—
|
|
|
VENTURA VILLAGE
|
|
4,300
|
|
|
6,648
|
|
|
147
|
|
|
4,300
|
|
|
6,795
|
|
|
—
|
|
|
11,095
|
|
|
2,345
|
|
|
8,750
|
|
|
—
|
|
|
VILLAGE CENTER
|
|
3,885
|
|
|
14,131
|
|
|
461
|
|
|
3,885
|
|
|
14,591
|
|
|
—
|
|
|
18,476
|
|
|
5,951
|
|
|
12,525
|
|
|
—
|
|
|
VINE AT CASTAIC
|
|
4,799
|
|
|
5,884
|
|
|
1
|
|
|
4,799
|
|
|
5,885
|
|
|
—
|
|
|
10,684
|
|
|
1,209
|
|
|
9,475
|
|
|
—
|
|
|
VISTA VILLAGE IV
|
|
2,287
|
|
|
2,765
|
|
|
(804
|
)
|
|
2,287
|
|
|
1,960
|
|
|
—
|
|
|
4,247
|
|
|
772
|
|
|
3,475
|
|
|
—
|
|
|
WADSWORTH CROSSING
|
|
12,093
|
|
|
14,101
|
|
|
96
|
|
|
12,093
|
|
|
14,197
|
|
|
—
|
|
|
26,290
|
|
|
2,309
|
|
|
23,981
|
|
|
—
|
|
|
WALKER CENTER
|
|
3,840
|
|
|
7,232
|
|
|
216
|
|
|
3,840
|
|
|
7,448
|
|
|
—
|
|
|
11,288
|
|
|
2,678
|
|
|
8,610
|
|
|
—
|
|
|
WALTON TOWNE CENTER
|
|
3,872
|
|
|
3,298
|
|
|
—
|
|
|
3,872
|
|
|
3,298
|
|
|
—
|
|
|
7,170
|
|
|
484
|
|
|
6,686
|
|
|
—
|
|
|
WATERSIDE MARKETPLACE
|
|
2,135
|
|
|
3,900
|
|
|
—
|
|
|
2,135
|
|
|
3,900
|
|
|
—
|
|
|
6,035
|
|
|
571
|
|
|
5,464
|
|
|
—
|
|
|
WELLEBY PLAZA
|
|
1,496
|
|
|
7,787
|
|
|
368
|
|
|
1,496
|
|
|
8,154
|
|
|
—
|
|
|
9,650
|
|
|
4,661
|
|
|
4,989
|
|
|
—
|
|
|
WELLINGTON TOWN SQUARE
|
|
2,041
|
|
|
12,131
|
|
|
131
|
|
|
2,041
|
|
|
12,262
|
|
|
—
|
|
|
14,303
|
|
|
4,547
|
|
|
9,756
|
|
|
12,800
|
|
|
WEST PARK PLAZA
|
|
5,840
|
|
|
5,759
|
|
|
252
|
|
|
5,840
|
|
|
6,011
|
|
|
—
|
|
|
11,851
|
|
|
2,079
|
|
|
9,772
|
|
|
—
|
|
|
WESTBROOK COMMONS
|
|
3,366
|
|
|
11,751
|
|
|
(1,102
|
)
|
|
3,091
|
|
|
10,925
|
|
|
—
|
|
|
14,016
|
|
|
3,195
|
|
|
10,821
|
|
|
—
|
|
|
WESTCHASE
|
|
5,302
|
|
|
8,273
|
|
|
182
|
|
|
5,302
|
|
|
8,455
|
|
|
—
|
|
|
13,757
|
|
|
1,338
|
|
|
12,419
|
|
|
8,055
|
|
|
WESTCHESTER PLAZA
|
|
1,857
|
|
|
7,572
|
|
|
103
|
|
|
1,857
|
|
|
7,675
|
|
|
—
|
|
|
9,532
|
|
|
3,578
|
|
|
5,954
|
|
|
—
|
|
|
2011
|
2010
|
2009
|
||||
Balance, beginning of year
|
$
|
3,989,154
|
|
3,933,778
|
|
4,042,487
|
|
Developed or acquired properties
|
198,836
|
|
93,759
|
|
180,346
|
|
|
Improvements
|
21,727
|
|
18,772
|
|
15,617
|
|
|
Sale of properties
|
(92,872
|
)
|
(14,503
|
)
|
(150,792
|
)
|
|
Properties held for sale
|
—
|
|
—
|
|
(19,647
|
)
|
|
Properties reclassed to held for use
|
—
|
|
—
|
|
(30,296
|
)
|
|
Provision for impairment
|
(14,933
|
)
|
(42,652
|
)
|
(103,937
|
)
|
|
Balance, end of year
|
$
|
4,101,912
|
|
3,989,154
|
|
3,933,778
|
|
|
2011
|
2010
|
2009
|
||||
Balance, beginning of year
|
$
|
700,878
|
|
622,163
|
|
554,595
|
|
Depreciation for year
|
107,932
|
|
99,554
|
|
97,019
|
|
|
Sale of properties
|
(14,101
|
)
|
(2,052
|
)
|
(31,792
|
)
|
|
Accumulated depreciation related to properties held for sale
|
—
|
|
—
|
|
(3,066
|
)
|
|
Accumulated depreciation related to properties reclassed to held for use
|
—
|
|
—
|
|
5,407
|
|
|
Provision for impairment
|
(3,090
|
)
|
(18,787
|
)
|
—
|
|
|
Balance, end of year
|
$
|
791,619
|
|
700,878
|
|
622,163
|
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
|
(a)
|
|
(b)
|
|
(c)
|
||||
Plan Category
|
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
Weighted-average exercise price of outstanding options, warrants and rights
(1)
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column
(2)
|
||||
Equity compensation plans
approved by security holders
|
|
442,880
|
|
|
$
|
51.85
|
|
|
735,297
|
|
|
|
|
|
|
|
|
||||
Equity compensation plans not approved by security holders
|
|
N/A
|
|
N/A
|
|
N/A
|
||||
|
|
|
|
|
|
|
||||
Total
|
|
442,880
|
|
|
$
|
51.85
|
|
|
735,297
|
|
•
|
should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
|
•
|
have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
|
•
|
may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
|
•
|
were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.
|
(a)
|
Restated Articles of Incorporation of Regency Centers Corporation (incorporated by reference to Exhibit 3.1 of the Company's Form 8-K filed February 19, 2008) and the Amendment thereto designating the preferences, rights and limitations of 10,000,000 shares of 6.625% Series 6 Cumulative Preferred Stock (incorporated by reference to Exhibit 3.2 of the Company's Form 8-A filed on February 14, 2012).
|
(b)
|
Amended and Restated Bylaws of Regency Centers Corporation (incorporated by reference to Exhibit 3.2(b) of the Company's Form 8-K filed November 7, 2008).
|
(c)
|
Fourth Amended and Restated Certificate of Limited Partnership of Regency Centers, L.P. (incorporated by reference to Exhibit 3(a) to Regency Centers, L.P.'s Form 10-K filed March 17, 2009).
|
(d)
|
Fourth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P., as amended (incorporated by reference to Exhibit 10(m) to the Company's Form 10-K filed March 12, 2004).
|
(i)
|
Amendment to Fourth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P. relating to 6.70% Series 5 Cumulative Redeemable Preferred Units (incorporated by reference to Exhibit 3.3 to the Company's Form 8-K filed August 1, 2005).
|
(ii)
|
Amended and Restated Amendment dated January 1, 2008 to Fourth Amended and Restated
|
(iii)
|
Amended and Restated Amendment dated January 1, 2008 to Fourth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P. relating to 7.25% Series 4 Cumulative Redeemable Preferred Units (incorporated by reference to Exhibit 3.2 to Regency Centers, L.P.'s Form 8-K filed January 7, 2008).
|
(iv)
|
Amendment to Fourth Amended and Restated Agreement of Limited Partnership relating to 6.625% Series 6 Cumulative Redeemable Preferred Units (incorporated by reference to Exhibit 3.2 to Form 8-K filed on February 16, 2012).
|
(a)
|
See Exhibits 3(a) and 3(b) for provisions of the Articles of Incorporation and Bylaws of the Company defining the rights of security holders. See Exhibit 3(d) for provisions of the Partnership Agreement of Regency Centers, L.P. defining rights of security holders.
|
(b)
|
Indenture dated March 9, 1999 between Regency Centers, L.P., the guarantors named therein and First Union National Bank, as trustee (incorporated by reference to Exhibit 4.1 to the registration statement on Form S-3 of Regency Centers, L.P. filed February 24, 1999, No. 333-72899).
|
(c)
|
Indenture dated December 5, 2001 between Regency Centers, L.P., the guarantors named therein and First Union National Bank, as trustee (incorporated by reference to Exhibit 4.4 of Form 8-K of Regency Centers, L.P. filed December 10, 2001).
|
(i)
|
First Supplemental Indenture dated as of June 5, 2007 among Regency Centers, L.P., the Company as guarantor and U.S. Bank National Association, as successor to Wachovia Bank, National Association (formerly known as First Union National Bank), as trustee (incorporated by reference to Exhibit 4.1 of Form 8-K of Regency Centers, L.P. filed June 5, 2007).
|
(d)
|
Indenture dated July 18, 2005 between Regency Centers, L.P., the guarantors named therein and Wachovia Bank, National Bank, as trustee (incorporated by reference to Exhibit 4.1 to the registration statement on Form S-4 of Regency Centers, L.P. filed August 5, 2005, No. 333-127274).
|
~(a)
|
Regency Centers Corporation Long Term Omnibus Plan (incorporated by reference to Exhibit 10.9 to the Company's Form 10-Q filed May 8, 2008).
|
~(i)
|
Form of Stock Rights Award Agreement pursuant to the Company's Long Term Omnibus Plan (incorporated by reference to Exhibit 10(b) to the Company's Form 10-K filed March 10, 2006).
|
~(ii)
|
Form of 409A Amendment to Stock Rights Award Agreement (incorporated by reference to Exhibit 10(b)(i) to the Company's Form 10-K filed March 17, 2009).
|
~(iii)
|
Form of Nonqualified Stock Option Agreement pursuant to the Company's Long Term Omnibus Plan (incorporated by reference to Exhibit 10(c) to the Company's Form 10-K filed March 10, 2006).
|
~(iv)
|
Form of 409A Amendment to Stock Option Agreement (incorporated by reference to Exhibit 10(c)(i) to the Company's Form 10-K filed March 17, 2009).
|
~(v)
|
Amended and Restated Deferred Compensation Plan dated May 6, 2003
|
~(vi)
|
Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10(s) to the Company's Form 8-K filed December 21, 2004).
|
~(vii)
|
First Amendment to Regency Centers Corporation 2005 Deferred Compensation Plan dated December 2005 (incorporated by reference to Exhibit 10(q)(i) to the Company's Form 10-K filed March 10, 2006).
|
~(viii)
|
Second Amendment to the Regency Centers Corporation Amended and Restated Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on June 13, 2011).
|
~(ix)
|
Third Amendment to the Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on June 13, 2011).
|
~(b)
|
Regency Centers Corporation 2011 Omnibus Plan (incorporated by reference to Annex A to 2011 Annual Meeting Proxy Statement filed March 24, 2011).
|
~(c)
|
Form of Director/Officer Indemnification Agreement (filed as an Exhibit to Pre-effective Amendment No. 2 to the Company registration statement on Form S-11 filed October 5, 1993 (33-67258), and incorporated by reference).
|
~(d)
|
2011 Amended and Restated Severance and Change of Control Agreement dated as of January 1, 2011 by and between the Company and Martin E. Stein, Jr. (incorporated by reference to Exhibit 10.1 of the Company's Form 8-K filed January 3, 2011).
|
~(e)
|
2011 Amended and Restated Severance and Change of Control Agreement dated as of January 1, 2011 by and between the Company and Bruce M. Johnson (incorporated by reference to Exhibit 10.3 of the Company's Form 8-K filed January 3, 2011).
|
~(f)
|
2011 Amended and Restated Severance and Change of Control Agreement dated as of January 1, 2011 by and between the Company and Brian M. Smith (incorporated by reference to Exhibit 10.4 of the Company's Form 8-K filed January 3, 2011).
|
(g)
|
Third Amended and Restated Credit Agreement dated as of September 7, 2011 by and among Regency Centers, , L.P., the Company, each of the financial institutions party thereto, and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed November 8, 2011).
|
(h)
|
Term Loan Agreement dated as of November 17, 2011 by and among Regency Centers, L.P., the Company, each of the financial institutions party thereto and Wells Fargo Securities, LLC.
|
(i)
|
Second Amended and Restated Limited Liability Company Agreement of Macquarie CountryWide-Regency II, LLC dated as of July 31, 2009 by and among Global Retail Investors, LLC, Regency Centers, L.P. and Macquarie CountryWide (US) No. 2 LLC (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed November 6, 2009).
|
(i)
|
Amendment No. 1 to Second Amended and Restate Limited Liability Company Agreement of GRI-Regency, LLC (formerly Macquarie CountryWide-Regency II, LLC).
|
(j)
|
Limited Partnership Agreement dated as of December 21, 2006 of RRP Operating, LP (incorporated by reference to Exhibit 10(u) to the Company's Form 10-K filed February 27, 2007).
|
32.1
|
18 U.S.C. § 1350 Certification of Chief Executive Officer for Regency Centers Corporation.
|
32.2
|
18 U.S.C. § 1350 Certification of Chief Financial Officer for Regency Centers Corporation.
|
**
|
Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.
|
February 29, 2012
|
REGENCY CENTERS CORPORATION
|
|
|
By:
|
/s/ Martin E. Stein, Jr.
Martin E. Stein. Jr., Chairman of the Board and Chief Executive Officer
|
February 29, 2012
|
REGENCY CENTERS, L.P.
|
|
|
By:
|
Regency Centers Corporation, General Partner
|
|
By:
|
/s/ Martin E. Stein, Jr.
Martin E. Stein. Jr., Chairman of the Board and Chief Executive Officer
|
February 29, 2012
|
|
/s/ Martin E. Stein, Jr.
Martin E. Stein. Jr., Chairman of the Board and Chief Executive Officer
|
February 29, 2012
|
|
/s/ Brian M. Smith
Brian M. Smith, President, Chief Operating Officer and Director
|
February 29, 2012
|
|
/s/ Bruce M. Johnson
Bruce M. Johnson, Executive Vice President, Chief Financial Officer (Principal Financial Officer), and Director
|
February 29, 2012
|
|
/s/ J. Christian Leavitt
J. Christian Leavitt, Senior Vice President and Treasurer (Principal Accounting Officer)
|
February 29, 2012
|
|
/s/ Raymond L. Bank
Raymond L. Bank, Director
|
February 29, 2012
|
|
/s/ C. Ronald Blankenship
C. Ronald Blankenship, Director
|
February 29, 2012
|
|
/s/ A.R. Carpenter
A.R. Carpenter, Director
|
February 29, 2012
|
|
/s/ J. Dix Druce
J. Dix Druce, Director
|
February 29, 2012
|
|
/s/ Mary Lou Fiala
Mary Lou Fiala, Director
|
February 29, 2012
|
|
/s/ David P. O'Connor
David P. O'Connor, Director
|
February 29, 2012
|
|
/s/ Douglas S. Luke
Douglas S. Luke, Director
|
February 29, 2012
|
|
/s/ John C. Schweitzer
John C. Schweitzer, Director
|
February 29, 2012
|
|
/s/ Thomas G. Wattles
Thomas G. Wattles, Director
|
Article I. Definitions
|
|
Section 1.1. Definitions.
|
|
Section 1.2. General; References to Eastern Time.
|
|
Section 1.3. Financial Attributes of Non-Wholly Owned Subsidiaries.
|
|
Article II. Credit Facility
|
|
Section 2.1. Term Loans.
|
|
Section 2.2. Requests for Term Loans.
|
|
Section 2.3. Funding of Term Loans.
|
|
Section 2.4. Termination of Commitments.
|
|
Section 2.5. Rates and Payment of Interest on Loans.
|
|
Section 2.6. Number of Interest Periods.
|
|
Section 2.7. Repayment of Loans.
|
|
Section 2.8. Prepayments.
|
|
Section 2.9. Continuation.
|
|
Section 2.10. Conversion.
|
|
Section 2.11. Notes.
|
|
Section 2.12. Amount Limitations.
|
|
Section 2.13. Additional Term Loans.
|
|
Section 2.14. Funds Transfer Disbursements.
|
|
Article III. Payments, Fees and Other General Provisions
|
|
Section 3.1. Payments.
|
|
Section 3.2. Pro Rata Treatment.
|
|
Section 3.3. Sharing of Payments, Etc.
|
|
Section 3.4. Several Obligations.
|
|
Section 3.5. Fees.
|
|
Section 3.6. Computations.
|
|
Section 3.7. Usury.
|
|
Section 3.8. Statements of Account.
|
|
Section 3.9. Defaulting Lenders.
|
|
Section 3.10. Taxes; Foreign Lenders.
|
|
Article IV. Yield Protection, Etc.
|
|
Section 4.1. Additional Costs; Capital Adequacy.
|
|
Section 4.2. Suspension of LIBOR Loans.
|
|
Section 4.3. Illegality.
|
|
Section 4.4. Compensation.
|
|
Section 4.5. Treatment of Affected Loans.
|
|
Section 4.6. Affected Lenders.
|
|
Section 4.7. Change of Lending Office.
|
|
Section 4.8. Assumptions Concerning Funding of LIBOR Loans.
|
|
Article V. Conditions Precedent
|
|
Section 5.1. Initial Conditions Precedent.
|
Section 5.2. Conditions Precedent to All Loans.
|
|
Article VI. Representations and Warranties
|
|
Section 6.1. Representations and Warranties.
|
|
Section 6.2. Survival of Representations and Warranties, Etc.
|
|
Article VII. Affirmative Covenants
|
|
Section 7.1. Preservation of Existence and Similar Matters.
|
|
Section 7.2. Compliance with Applicable Law and Material Contracts.
|
|
Section 7.3. Maintenance of Property.
|
|
Section 7.4. Conduct of Business.
|
|
Section 7.5. Insurance.
|
|
Section 7.6. Payment of Taxes and Claims.
|
|
Section 7.7. Books and Records; Inspections.
|
|
Section 7.8. Use of Proceeds.
|
|
Section 7.9. Environmental Matters.
|
|
Section 7.10. Further Assurances.
|
|
Section 7.11. REIT Status.
|
|
Section 7.12. Exchange Listing.
|
|
Section 7.13. Guarantors.
|
|
Article VIII. Information
|
|
Section 8.1. Quarterly Financial Statements.
|
|
Section 8.2. Year‑End Statements.
|
|
Section 8.3. Compliance Certificate.
|
|
Section 8.4. Other Information.
|
|
Section 8.5. Electronic Delivery of Certain Information.
|
|
Section 8.6. Public/Private Information.
|
|
Section 8.7. USA Patriot Act Notice; Compliance.
|
|
Article IX. Negative Covenants
|
|
Section 9.1. Financial Covenants.
|
|
Section 9.2. Liens.
|
|
Section 9.3. Restrictions on Intercompany Transfers.
|
|
Section 9.4. Merger, Consolidation, Sales of Assets and Other Arrangements.
|
|
Section 9.5. Plans.
|
|
Section 9.6. Fiscal Year.
|
|
Section 9.7. Modifications of Organizational Documents.
|
|
Section 9.8. Transactions with Affiliates.
|
|
Section 9.9. Environmental Matters.
|
|
Section 9.10. Derivatives Contracts.
|
|
Section 9.11. Non-Guarantors.
|
|
Article X. Default
|
|
Section 10.1. Events of Default.
|
|
Section 10.2. Remedies Upon Event of Default.
|
|
Section 10.3. Remedies Upon Default.
|
|
Section 10.4. Marshaling; Payments Set Aside.
|
Section 10.5. Allocation of Proceeds.
|
|
Section 10.6. Intentionally Omitted.
|
|
Section 10.7. Rescission of Acceleration by Requisite Lenders.
|
|
Section 10.8. Performance by Administrative Agent.
|
|
Section 10.9. Rights Cumulative.
|
|
Article XI. The Administrative Agent
|
|
Section 11.1. Appointment and Authorization.
|
|
Section 11.2. Wells Fargo as Lender.
|
|
Section 11.3. Approvals of Lenders.
|
|
Section 11.4. Notice of Events of Default.
|
|
Section 11.5. Administrative Agent’s Reliance.
|
|
Section 11.6. Indemnification of Administrative Agent.
|
|
Section 11.7. Lender Credit Decision, Etc.
|
|
Section 11.8. Successor Administrative Agent.
|
|
Section 11.9. Titled Agents.
|
|
Article XII. Miscellaneous
|
|
Section 12.1. Notices.
|
|
Section 12.2. Expenses.
|
|
Section 12.3. Stamp, Intangible and Recording Taxes.
|
|
Section 12.4. Setoff.
|
|
Section 12.5. Litigation; Jurisdiction; Other Matters; Waivers.
|
|
Section 12.6. Successors and Assigns.
|
|
Section 12.7. Amendments and Waivers.
|
|
Section 12.8. Nonliability of Administrative Agent and Lenders.
|
|
Section 12.9. Confidentiality.
|
|
Section 12.10. Indemnification.
|
|
Section 12.11. Termination; Survival.
|
|
Section 12.12. Severability of Provisions.
|
|
Section 12.13. GOVERNING LAW.
|
|
Section 12.14. Counterparts.
|
|
Section 12.15. Obligations with Respect to Loan Parties.
|
|
Section 12.16. Independence of Covenants.
|
|
Section 12.17. Limitation of Liability.
|
|
Section 12.18. Entire Agreement.
|
|
Section 12.19. Construction.
|
|
Section 12.20. Headings.
|
SCHEDULE I
|
|
|
SCHEDULE 1.1.(B)
|
|
|
SCHEDULE 6.1.(b)
|
|
|
SCHEDULE 6.1.(f)
|
|
|
SCHEDULE 6.1.(g)
|
|
|
SCHEDULE 6.1.(h)
|
|
|
|
|
|
EXHIBIT A
|
|
|
EXHIBIT B
|
|
|
EXHIBIT C
|
|
|
EXHIBIT D
|
|
|
EXHIBIT E
|
|
|
EXHIBIT F
|
|
|
EXHIBIT G
|
|
|
EXHIBIT H
|
|
|
EXHIBIT I
|
|
Level
|
Borrower’s Credit Rating (S&P/Moody’s)
|
Applicable Margin for LIBOR Loans
|
Applicable Margin for Base Rate Loans
|
1
|
A-/A3 (or equivalent) or better
|
1.20%
|
1.20%
|
2
|
BBB+/Baa1 (or equivalent)
|
1.30%
|
1.30%
|
3
|
BBB/Baa2 (or equivalent)
|
1.45%
|
1.45%
|
4
|
BBB-/Baa3 (or equivalent)
|
1.70%
|
1.70%
|
5
|
Lower than BBB-/Baa3 (or equivalent)
|
2.00%
|
2.00%
|
Lender
|
Initial Term Loan Commitment Amount
|
Delayed Draw TL Commitment Amount
|
Aggregate
Commitments
|
Wells Fargo Bank, National Association
|
$33,000,000
|
$22,000,000
|
$55,000,000
|
PNC Bank, National Association
|
$24,000,000
|
$16,000,000
|
$40,000,000
|
Regions Bank
|
$15,000,000
|
$10,000,000
|
$25,000,000
|
SunTrust Bank
|
$15,000,000
|
$10,000,000
|
$25,000,000
|
US Bank National Association
|
$15,000,000
|
$10,000,000
|
$25,000,000
|
The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch
|
$12,000,000
|
$8,000,000
|
$20,000,000
|
Bank of America, N.A.
|
$9,000,000
|
$6,000,000
|
$15,000,000
|
JPMorgan Chase Bank, N.A.
|
$9,000,000
|
$6,000,000
|
$15,000,000
|
Royal Bank of Canada
|
$9,000,000
|
$6,000,000
|
$15,000,000
|
Sumitomo Mitsui Banking Corporation
|
$6,000,000
|
$4,000,000
|
$10,000,000
|
Comerica Bank
|
$3,000,000
|
$2,000,000
|
$5,000,000
|
Total:
|
$150,000,000
|
$100,000,000
|
$250,000,000
|
Regency Centers, L.P.
|
|
Regency Centers Corporation
|
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of Interest
|
% of Ownership
|
|
Regency Centers, L.P.
|
Delaware
|
Regency Centers Corporation
|
General Partner
|
99.00
|
%
|
|
|
Outside Investors
|
Limited Partners
|
1.00
|
%
|
MCW-RD Brentwood Plaza, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCW-RD Bridgeton, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCW-RD Dardenne Crossing, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCW-RD Kirkwood Commons Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCW-RD Kirkwood Commons, LLC
|
Delaware
|
MCW-RD Kirkwood Commons Member, LLC
|
Member
|
100
|
%
|
MCW-RC FL-Anastasia, LLC
|
Delaware
|
Recency Center, L.P.
|
Member
|
100
|
%
|
MCW-RC FL-King’s, LLC (fka MCW-RC Florida, LLC)
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCW-RC FL-Shoppes at 104, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
MCW-RC GA-Howell Mill Village, LLC
|
Delaware
|
Regency Centers, LLC
|
Member
|
100
|
%
|
MCD-RC CA-Amerige, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCD-RC El Cerrito Holdings, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
MCD-RC CA-El Cerrito, LLC
|
Delaware
|
MCD-RC El Cerrito Holdings, LLC
|
Member
|
100
|
%
|
REG8 Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
REG8 Tassajara Crossing, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Plaza Hermosa, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Sequoia Station, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Mockingbird Commons, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Sterling Ridge, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Prestonbrook Crossing, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Wellington, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
REG8 Berkshire Commons, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100
|
%
|
FL-Corkscrew Village Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
FL-Corkscrew Village, LLC
|
Delaware
|
FL-Corkscrew Village Member, LLC
|
Member
|
100
|
%
|
FL-Crossroads Shopping Center Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
FL-Crossroads Shopping Center, LLC
|
Delaware
|
FL-Crossroads Shopping Center Member, LLC
|
Member
|
100
|
%
|
FL-Naples Walk Shopping Center Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
FL-Naples Walk Shopping Center, LLC
|
Delaware
|
FL-Naples Walk Shopping Center Member, LLC
|
Member
|
100
|
%
|
FL-Northgate Square Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
FL-Northgate Square, LLC
|
Delaware
|
FL-Northgate Square Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
4S Regency Partners, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
80
|
%
|
|
|
4S Ranch Company 1700, L.P.
|
Member
|
20
|
%
|
Applegate Ranch, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Belleview Square, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Buckwalter Bluffton, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Clayton Valley Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Colonnade Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Corvallis Market Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Deer Springs Town Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Fairfax Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
Varies
|
|
|
|
J. Donegan Company
|
Member
|
|
|
Fairhope, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Fortuna Regency Phase II, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
FV Commons, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Gateway Azco GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Gateway Azco LP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
AZCO Partners
|
Pennsylvania
|
Gateway Azco Partners GP, LLC
|
General Partner
|
1
|
%
|
|
|
Gateway Azco LP, LLC
|
Limited Partner
|
99
|
%
|
Gateway Azco Manager, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Glen Oak Glenview, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Hasley Canyon Village, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Hibernia North, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Hickory Creek Plaza, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Hoadly Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Indian Springs GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Indio Jackson, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Kent Place Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
Varies
|
|
|
|
Kent Place Investors, LLC
|
Member
|
|
|
Lee Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
The Marketplace at Briargate, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Menifee Marketplace, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Merrimack Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Murfreesboro North, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Murieta Gardens Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
NSHE Winnebago, LLC
|
Arizona
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
NTC-REG, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
New Smyrna Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
New Windsor Marketplace, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Northlake Village Shopping Center, LLC
|
Florida
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Oakshade Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Ocala Corners, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Otay Mesa Crossing, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Parmer Tech Ridge, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Centers Acquisition, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Centers Advisors, LLC
|
Florida
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
RC CA Santa Barbara, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Red Bank Village, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency-Alliance Santa Rosa, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Centers Georgia, L.P.
|
Georgia
|
RC Georgia Holdings, LLC
|
General Partner
|
1
|
%
|
|
|
Regency Centers, L.P.
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
Regency Blue Ash, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Cahan Clovis, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Magi, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Marinta-LaQuinta, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
Interests Vary
|
|
|
|
Marinita Development Co.
|
Member
|
|
|
Regency Opitz, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Regency Petaluma, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Regency Remediation, LLC
|
Florida
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Shops at Saugus, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Signature Plaza, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Spring Hill Town Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
T&M Shiloh Development Company
|
Texas
|
Regency Centers, L.P.
|
General Partner
|
100
|
%
|
|
|
|
|
|
|
T&R New Albany Development Company, LLC
|
Ohio
|
Regency Centers, L.P.
|
Member
|
50
|
%
|
|
|
Topvalco
|
Member
|
50
|
%
|
Twin City Plaza Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Twin City Plaza, LLC
|
Delaware
|
Twin City Plaza Member, LLC
|
Member
|
100
|
%
|
Valleydale, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Vista Village, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Wadsworth, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
DJB No. 23, L.P.
|
Texas
|
Wadsworth, LLC
|
General Partner
|
1
|
%
|
|
|
Regency Centers, L.P.
|
Limited Partner
|
99
|
%
|
WFC-Purnell, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Walton Town Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
Waterside Marketplace, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
RRG Holdings, LLC
|
Florida
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Regency Realty Group, Inc.
|
Florida
|
Regency Centers, L.P.
|
Preferred Stock
|
100
|
%
|
|
|
|
Common Stock
|
7
|
%
|
|
|
RRG Holdings, LLC
|
Common Stock
|
93
|
%
|
|
|
|
|
|
|
1488-2978 SC GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
1488-2978 SC, L.P.
|
Texas
|
1488-2978 SC GP, LLC
|
General Partner
|
1
|
%
|
|
|
Regency Realty Group, Inc.
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
Accokeek Regency South, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
Interests Vary
|
|
|
|
Accokeek South, LLC
|
Member
|
|
|
Alameda Bridgeside Shopping Center, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Amherst Street Shopping Center, LLC
|
Delaware
|
Regency Realty Group
|
Member
|
100
|
%
|
Bordeaux Development, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Caligo Crossing, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Castaic Vine, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Cathedral City Rio Vista Town Centre, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Chestnut Powder, LLC
|
Georgia
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Clarksburg Retail Partners, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
Culpeper Regency, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Dixon, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
East Towne Center, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
Interests Vary
|
|
|
|
Lake McLeod, LLC
|
Member
|
|
|
|
|
|
|
|
|
Edmunson Orange Corp.
|
Tennessee
|
Regency Realty Group, Inc.
|
Common Stock
|
100
|
%
|
|
|
|
|
|
|
Edmunson Orange North Carolina, LLC
|
Delaware
|
Edmunson Orange Corp.
|
Member
|
100
|
%
|
VP101, LLC
|
Delaware
|
Edmunson Orange Corp.
|
Member
|
100
|
%
|
Gateway 101, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Hanover Northampton GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Hanover Northampton LP Holding, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Hanover Northampton Partner, LP
|
Delaware
|
Hanover Northampton LP Holding, LLC
|
General Partner
|
—
|
%
|
|
|
Regency Realty Group, Inc.
|
Limited Partner
|
100
|
%
|
Hanover Northampton Retail, LP
|
Delaware
|
Hanover Northampton GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
Hanover Northampton Partner, LP
|
Limited Partner
|
99.5
|
%
|
Hermitage Development II, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Kulpsville Village Center LP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Kulpsville Village Center, LP
|
Delaware
|
Kulpsville Village Center LP, LLC
|
General Partner
|
0.5
|
%
|
|
|
Regency Realty Group, Inc.
|
Limited Partner
|
99.5
|
%
|
Lonestar Retail, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Loveland Shopping Center, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Lower Nazareth LP Holding, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Lower Nazareth Partner, LP
|
Delaware
|
Regency Realty Group, Inc.
|
Limited Partner
|
100
|
%
|
|
|
Lower Nazareth LP Holding, LLC
|
General Partner
|
—
|
%
|
Lower Nazareth GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Lower Nazareth Commons, LP
|
Delaware
|
Lower Nazareth GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
Lower Nazareth Partner, LP
|
Limited Partner
|
99.5
|
%
|
Lower Nazareth II LP Holding, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Lower Nazareth II Partner, LP
|
Delaware
|
Lower Nazareth II LP Holding, LLC
|
General Partner
|
—
|
%
|
|
|
Regency Realty Group, Inc.
|
Limited Partner
|
100
|
%
|
Lower Nazareth II GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Lower Nazareth Commons II, LP
|
Delaware
|
Lower Nazareth II GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
Lower Nazareth II Partner, LP
|
Limited Partner
|
99.5
|
%
|
Luther Properties, Inc.
|
Tennessee
|
Regency Realty Group, Inc.
|
Common Stock
|
100
|
%
|
|
|
|
|
|
|
Marietta Outparcel, Inc.
|
Georgia
|
Regency Realty Group, Inc.
|
Common Stock
|
100
|
%
|
|
|
|
|
|
|
Middle Creek Commons, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Mitchell Service, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
|
NorthGate Regency, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
Paso Golden Hill, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100
|
%
|
|
|
|
|
|
Note 1: Snowden Leftwich is a Regency employee who is the licensed broker for this entity. Colorado requires that the broker must own a minimum of 20% of the equity in a licensed entity.
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of Interest
|
% of Ownership
|
|
Columbia Cameron Village SPE, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
30
|
%
|
|
|
Columbia Perfco Partners, L.P.
|
Member
|
70
|
%
|
|
|
|
|
|
|
Columbia Cameron Village, LLC
|
Delaware
|
Columbia Cameron Village SPE, LLC
|
Member
|
100
|
%
|
Columbia Regency Retail Partners, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
20
|
%
|
|
|
Columbia Perfco Partners, L.P.
|
Member
|
80
|
%
|
|
|
|
|
|
|
Columbia Retail Baker Hill, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Deer Grove, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Deer Grove Center, LLC
|
Delaware
|
Columbia Retail Deer Grove, LLC
|
Member
|
100
|
%
|
Columbia Retail Dulles, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Geneva Crossing, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Shorewood Crossing, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Special Member (GLP), LLC
|
Delaware
|
Columbia Perfco, L.P.
|
Member
|
80
|
%
|
|
|
Regency Centers, L.P.
|
|
20
|
%
|
Columbia Retail Stearns Crossing, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Texas 3, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Retail Sweetwater Plaza, LP
|
Delaware
|
Columbia Retail Texas 3, LLC
|
General Partner
|
1
|
%
|
|
|
Columbia Regency Retail Partners, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
Columbia Retail Washington 1, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Cascade Plaza, LLC
|
Delaware
|
Columbia Retail Washington 1, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Julington Village, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Palm Valley Marketplace, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Park Plaza Member, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Park Plaza, LLC
|
Delaware
|
Columbia Park Plaza Member, LLC
|
Member
|
100
|
%
|
Columbia Regency Partners II, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
20
|
%
|
|
|
Columbia Perfco Partners, L.P.
|
Member
|
80
|
%
|
Columbia Cochran Commons, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Hollymead Town Center, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia II Hollymead, LLC
|
Delaware
|
Hollymead Town Center, LLC
|
Member
|
100
|
%
|
Columbia II Johns Creek, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Lorton Station Marketplace Member, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Lorton Station Marketplace, LLC
|
Delaware
|
Columbia Lorton Station Marketplace Member, LLC
|
Member
|
100
|
%
|
Columbia Lorton Station Town Center, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia II Marina Shores, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Plantation Plaza Member, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Plantation Plaza, LLC
|
Delaware
|
Columbia Plantation Plaza Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia II Rockridge Center, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Shorewood Crossing Phase 2 Member, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Shorewood Crossing Phase 2, LLC
|
Delaware
|
Columbia Shorewood Crossing Phase 2 Member, LLC
|
Member
|
100
|
%
|
Columbia Shorewood Crossing Phase 3, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Signal Hill Two, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia II Signal Hill, LLC
|
Delaware
|
Signal Hill Two, LLC
|
Member
|
100
|
%
|
Columbia Speedway Plaza Member, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia Speedway Plaza, LLC
|
Delaware
|
Columbia Speedway Plaza Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia Sutton Square, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Columbia II Highland Knolls, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia II Holding, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100
|
%
|
Columbia II Island Crossing, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100
|
%
|
Columbia II King Plaza, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100
|
%
|
Columbia II Lost Mountain, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100
|
%
|
Columbia II Raley’s Center, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100
|
%
|
Columbia II Surfside Beach Commons, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
GRI-Regency, LLC
|
Delaware
|
Global Retail Investors, LLC
|
Member
|
60
|
%
|
|
|
Regency Centers, L.P.
|
Member
|
40
|
%
|
|
|
|
|
|
|
FW PA-Mercer Square, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
FW PA-Newtown Square, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
FW PA-Warwick Plaza, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
MCW-RC SC-Merchant’s, LLC (fka MCW-RC South Carolina, LLC)
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
MCW-RC SC-Merchant’s Village Member, LLC
|
Delaware
|
MCW-RC SC-Merchant’s, LLC
|
Member
|
100
|
%
|
MCW-RC SC-Merchant’s Village, LLC
|
Delaware
|
MCW-RC SC-Merchant’s Village Member, LLC
|
Member
|
100
|
%
|
FW CA-Brea Marketplace Member, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW CA-Brea Marketplace, LLC
|
Delaware
|
FW CA-Brea Marketplace Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
U.S. Retail Partners Holding, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
U.S. Retail Partners Member, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
U.S. Retail Partners, LLC
|
Delaware
|
U.S. Retail Partners Holding, LLC
|
Member
|
1
|
%
|
|
|
U.S. Retail Partners Member, LLC
|
Member
|
99
|
%
|
|
|
|
|
|
|
FW CO-Arapahoe Village, LLC
|
Delaware
|
U.S. Retail Partners, LLC
|
Member
|
100
|
%
|
FW CO-Cherrywood Square, LLC
|
Delaware
|
U.S. Retail Partners, LLC
|
Member
|
100
|
%
|
FW CO-Ralston Square, LLC
|
Delaware
|
U.S. Retail Partners, LLC
|
Member
|
100
|
%
|
FW MN-Colonial Square, LLC
|
Delaware
|
U.S. Retail Partners, LLC
|
Member
|
100
|
%
|
USRP I Holding, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
USRP I Member, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
USRP I, LLC
|
Delaware
|
USRP I Holding, LLC
|
Member
|
1
|
%
|
|
|
USRP I Member, LLC
|
Member
|
99
|
%
|
|
|
|
|
|
|
FW NJ-Plaza Square, LLC
|
Delaware
|
USRP I, LLC
|
Member
|
100
|
%
|
FW VA-Greenbriar Town Center, LLC
|
Delaware
|
USRP I, LLC
|
Member
|
100
|
%
|
FW VA-Festival at Manchester, LLC
|
Delaware
|
USRP I, LLC
|
Member
|
100
|
%
|
FW-Reg II Holdings, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW CA-Auburn Village, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Bay Hill Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Five Points Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Mariposa Gardens Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Navajo Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Point Loma Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Rancho San Diego Village, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Silverado Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Snell & Branham Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Stanford Ranch Village, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Twin Oaks Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CA-Ygnacio Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW CT-Corbins Corner Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW DC-Spring Valley Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW The Oaks Holding, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW IL-The Oaks Shopping Center, LLC
|
Delaware
|
FW The Oaks Holding, LLC
|
Member
|
100
|
%
|
FW IL-Brentwood Commons, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW IL-Riverside/Rivers Edge, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW IL-Riverview Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW IL-Stonebrook Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
USRP Willow East, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
USRP Willow West, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
Parkville Shopping Center, L.L.C.
|
Maryland
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW Parkville Borrower, LLC
|
Delaware
|
Parkville Shopping Center, L.L.C.
|
Member
|
100
|
%
|
FW-Reg II Holding Company Two, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
FW CA-Granada Village, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW CA-Laguna Niguel Plaza, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW CA-Pleasant Hill Shopping Center, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW IL-Civic Center Plaza, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW IL-McHenry Commons Shopping Center, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW NJ-Westmont Shopping Center, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW NC-Shoppes of Kildaire, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW OR-Greenway Town Center, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
FW WI Racine Centre, LLC
|
Delaware
|
FW-Reg II Holding Company Two, LLC
|
Member
|
100
|
%
|
USRP LP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
USRP GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
US Retail Partners Limited Partnership
|
Delaware
|
USRP GP, LLC
|
General Partner
|
1
|
%
|
|
|
USRP LP, LLC
|
Limited Partner
|
99
|
%
|
|
|
Preferred Partners
|
Limited Partners
|
profit sharing
|
|
FW MD Woodmoor Borrower, LLC
|
Delaware
|
US Retail Partners Limited Partnership
|
Member
|
100
|
%
|
Enterprise Associates
|
Maryland
|
USRP GP, LLC
|
General Partner
|
|
|
|
|
US Retail Partners Limited Partnership
|
General Partner
|
|
|
FW Bowie Plaza GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Capitol Place I Investment Limited Partnership
|
Maryland
|
FW Bowie Plaza GP, LLC
|
General Partner
|
1
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Elkridge Corners GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
L and M Development Company Limited Partnership
|
Maryland
|
FW Elkridge Corners GP, LLC
|
General Partner
|
1
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Woodholme GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Woodholme Properties Limited Partnership
|
Maryland
|
FW Woodholm GP, LLC
|
General Partner
|
1
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Woodholme Borrower, LLC
|
Delaware
|
Woodholme Properties Limited Partnership
|
Member
|
100
|
%
|
FW Southside Marketplace GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Southside Marketplace Limited Partnership
|
Maryland
|
FW Southside Marketplace GP, LLC
|
General Partner
|
1
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Valley Centre GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Greenspring Associates Limited Partnership
|
Maryland
|
FW Valley Centre GP, LLC
|
General Partner
|
1
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW MD-Greenspring Borrower, LLC
|
Delaware
|
Greenspring Associates Limited Partnership
|
Member
|
100
|
%
|
Eastern Shopping Centers I, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Cloppers Mill Village Center, LLC
|
Maryland
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
|
|
|
City Line Shopping Center Associates
|
Pennsylvania
|
US Retail Partners Limited Partnership
|
General Partner
|
1
|
%
|
|
|
City Line LP, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
City Line LP, LLC
|
Delaware
|
USRP LP, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW Allenbeth GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
Allenbeth Associates Limited Partnership
|
Maryland
|
FW Allenbeth GP, LLC
|
General Partner
|
1
|
%
|
|
|
Eastern Shopping Centers I, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Memorial GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW TX-Memorial Collection, L.P.
|
Delaware
|
FW Memorial GP, LLC
|
General Partner
|
1
|
%
|
|
|
FW Texas LP, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Weslyan GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW TX-Weslyan Plaza, L.P.
|
Delaware
|
FW Weslyan GP, LLC
|
General Partner
|
1
|
%
|
|
|
FW Texas LP, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW Woodway GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW TX-Woodway Collection, L.P.
|
Delaware
|
FW Woodway GP, LLC
|
General Partner
|
1
|
%
|
|
|
FW Texas LP, LLC
|
Limited Partner
|
99
|
%
|
|
|
|
|
|
|
FW VA-601 Kings Street, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW VA-Ashburn Farm Village Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW VA-Centre Ridge Marketplace, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW VA-Fox Mill Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW VA-Kings Park Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW VA-Saratoga Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW VA-The Village Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW Gayton Crossing Holding, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
FW VA-Gayton Crossing Shopping Center, LLC
|
Delaware
|
FW Gayton Crossing Holding, LLC
|
Member
|
100
|
%
|
FW WA-Aurora Marketplace, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW WA-Eastgate Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW WA-Overlake Fashion Plaza, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
FW WI-Whitnall Square, LLC
|
Delaware
|
FW-Reg II Holdings, LLC
|
Member
|
100
|
%
|
Macquarie CountryWide-Regency III, LLC
|
Delaware
|
Macquarie CountryWide (US) No. 2 LLC
|
Member
|
75
|
%
|
|
|
Macquarie-Regency Management, LLC
|
Member
|
0.01
|
%
|
|
|
Regency Centers, L.P.
|
Member
|
24.99
|
%
|
|
|
|
|
|
|
Macquarie-Regency Management, LLC
|
Delaware
|
Macquarie Real Estate Inc.
|
Member
|
50
|
%
|
|
|
Regency Centers, L.P.
|
Member
|
50
|
%
|
MCW RC III Hilltop Village Member, LLC
|
Delaware
|
Macquarie CountryWide-Regency III, LLC
|
Member
|
100
|
%
|
MCW RC III Hilltop Village, LLC
|
Delaware
|
MCW RC III Hilltop Village Member, LLC
|
Member
|
100
|
%
|
MCW-RC III Kleinwood GP, LLC
|
Delaware
|
Macquarie CountryWide-Regency III, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
MCW-RC III Kleinwood Center, LP
|
Delaware
|
MCW-RC III Kleinwood GP, LLC
|
General Partner
|
0.05
|
%
|
|
|
Macquarie CountryWide-Regency III, LLC
|
Limited Partner
|
99.95
|
%
|
MCW-RC III Murray Landing Member, LLC
|
Delaware
|
Macquarie CountryWide-Regency III, LLC
|
Member
|
100
|
%
|
MCW-RC III Murray Landing, LLC
|
Delaware
|
MCW-RC III Murray Landing Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
MCW-RC III Vineyard Member, LLC
|
Delaware
|
Macquarie CountryWide-Regency III, LLC
|
Member
|
100
|
%
|
MCW-RC III Vineyard Shopping Center, LLC
|
Delaware
|
MCW RC III Vineyard Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
RegCal, LLC
|
Delaware
|
California State Teachers Retirement System
|
Member
|
75
|
%
|
|
|
Regency Centers, L.P.
|
Member
|
25
|
%
|
|
|
|
|
|
|
RegCal Holding, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Apple Valley Square Member, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
CAR Apple Valley Square, LLC
|
Delaware
|
CAR Apple Valley Square Member, LLC
|
Member
|
100
|
%
|
CAR Apple Valley Land, LLC
|
Delaware
|
RegCal, LLC
|
|
|
|
CAR Braemar Village, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Calhoun Commons, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
CAR Corral Hollow, LLC
|
Delaware
|
RegCal Holding, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Five Corners Plaza, LLC
|
Delaware
|
Five Corners Plaza Member, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
Five Corners Plaza Member, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Fuquay Holding, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Fuquay Crossing, LLC
|
Delaware
|
CAR Fuquay Holding, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Fuquay Property, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
CAR Providence Commons, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
CAR Providence Commons Two, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
CAR Shops at the Columbia, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
KF-REG Holding, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
KF-REG Associates, LLC
|
Delaware
|
KF-REG Holding, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
King Farm Center, LLC
|
Delaware
|
KF-REG Associates, LLC
|
Member
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Regency Retail GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100
|
%
|
|
|
|
|
|
|
Regency Retail Partners, LP
|
Delaware
|
Regency Retail GP, LLC
|
General Partner
|
34.12
|
%
|
|
|
Metropolitan Tower Life Insurance Company
|
Limited Partner
|
3.04
|
%
|
|
|
General American Life Insurance Company
|
Limited Partner
|
3.04
|
%
|
|
|
Metropolitan Life Insurance Company
|
Limited Partner
|
6.07
|
%
|
|
|
STRS Ohio Opportunity Real Estate Investments, LLC
|
Limited Partner
|
42.98
|
%
|
|
|
NLI Properties East, Inc. (Nippon Life Insurance Company)
|
Limited Partner
|
10.75
|
%
|
RRP Parent REIT, Inc.
|
Maryland
|
Regency Retail Partners, LP
|
Common Stock
|
100
|
%
|
|
|
|
|
|
|
RRP GIC Feeder, LP
|
Delaware
|
Regency Retail GP, LLC
|
General Partner
|
0.002
|
%
|
|
|
RGNCY Retail Trust
|
Limited Partner
|
99.998
|
%
|
RRP German Feeder, LP
|
Delaware
|
Regency Retail GP, LLC
|
General Partner
|
0.004
|
%
|
|
|
RRP GmbH & Co. KG
|
Limited Partner
|
99.996
|
%
|
RRP Subsidiary REIT, LP
|
Delaware
|
Regency Retail GP, LLC
|
General Partner
|
—
|
%
|
|
|
Regency Retail Partners, LP
|
Limited Partner
|
0.001
|
%
|
|
|
RRP Parent REIT, Inc,
|
Limited Partner
|
41.702
|
%
|
|
|
RRP German Feeder, LP
|
Limited Partner
|
18.89
|
%
|
|
|
RRP GIC Feeder, LP
|
Limited Partner
|
39.407
|
%
|
RRP Operating, LP
|
Delaware
|
Regency Retail GP, LLC
|
General Partner
|
8.8
|
%
|
|
|
RRP Subsidiary REIT, LP
|
Common LP
|
91.2
|
%
|
|
|
|
|
|
|
RRP Falcon Ridge GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
|
|
|
|
|
|
RRP Falcon Ridge Town Center, LP
|
Delaware
|
RRP Falcon Ridge GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
RRP Falcon Ridge Phase II GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
|
|
|
|
|
|
RRP Falcon Ridge Town Center Phase II, LP
|
Delaware
|
RRP Falcon Ridge Phase II GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
Fortuna Regency, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
RRP Fortuna GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
RRP Fortuna, LP
|
Delaware
|
RRP Fortuna GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
Fortuna Regency, LLC
|
Limited Partner
|
99.5
|
%
|
RRP Indian Springs GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
|
|
|
|
|
|
RRP Indian Springs, LP
|
Delaware
|
RRP Indian Springs GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
RRP Orchard Park GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
RRP Orchard Park, LP
|
Delaware
|
RRP Orchard Park GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
RRP Silver Spring GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
Silver Spring Square II, L.P.
|
Delaware
|
RRP Silver Spring GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
RRP Sycamore Plaza GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
RRP Sycamore Plaza, LP
|
Delaware
|
RRP Sycamore Plaza GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
RRP Vista Village Phase I GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
|
|
|
|
|
|
RRP Vista Village Phase I, LP
|
Delaware
|
RRP Vista Village Phase I GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
RRP Vista Village Phase II GP, LLC
|
Delaware
|
RRP Operating, LP
|
Member
|
100
|
%
|
|
|
|
|
|
|
RRP Vista Village Phase II, LP
|
Delaware
|
RRP Vista Village Phase II GP, LLC
|
General Partner
|
0.5
|
%
|
|
|
RRP Operating, LP
|
Limited Partner
|
99.5
|
%
|
US Regency Retail REIT I
|
Texas
|
US Southern Retail, LLC
|
Common Stock
|
57.27
|
%
|
|
|
US Republic Core Fund, L.P.
|
Common Stock
|
23.53
|
%
|
|
|
Regency Centers, L.P.
|
Common Stock
|
19.2
|
%
|
US Regency Retail I, LLC
|
Delaware
|
US Regency Retail REIT I
|
Member
|
99
|
%
|
|
|
Regency Centers, L.P.
|
Member
|
1
|
%
|
Alba Village Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
Varies
|
|
|
|
Northgate Center Phase I, LLC
|
Member
|
|
|
Bammel North Houston Center, Ltd.
|
Texas
|
Regency Centers, L.P.
|
General Partner
|
Varies
|
|
|
|
HEB Grocery Company, LP
|
Limited Partner
|
|
|
Bartram Park Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
Varies
|
|
|
|
Real Sub, LLC
|
Member
|
|
|
Conroe/White Oak Marketplace, Ltd.
|
Texas
|
Regency Centers, L.P.
|
General Partner
|
Varies
|
|
|
|
HEB Grocery Co., L.P.
|
Limited Partner
|
|
|
Indian Springs at Woodlands, Ltd.
|
Texas
|
Indian Springs GP, LLC
|
General Partner
|
0.1
|
%
|
|
|
Regency Woodlands/Kuykendahl Retail, Ltd.
|
Limited Partner
|
99.9
|
%
|
Langston Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
50
|
%
|
Property name
|
Pool Type
|
Development Status (% funded)
|
% Occupied
|
||
Airport Crossing
|
Property
|
|
77.8
|
%
|
|
Anastasia Plaza
|
Property
|
|
95.3
|
%
|
|
Anthem Marketplace
|
Property
|
|
88.1
|
%
|
|
Applegate Ranch Shopping Center
|
Property
|
|
82.4
|
%
|
|
Ashburn Farm Market Center
|
Property
|
|
100.0
|
%
|
|
Ashford Place
|
Property
|
|
98.1
|
%
|
|
Augusta Center
|
Property
|
|
100.0
|
%
|
|
Aventura Shopping Center
|
Property
|
|
87.3
|
%
|
|
Beckett Commons
|
Property
|
|
87.0
|
%
|
|
Beneva Village Shops
|
Property
|
|
88.0
|
%
|
|
Bloomingdale Square
|
Property
|
|
96.3
|
%
|
|
Boulevard Center
|
Property
|
|
90.0
|
%
|
|
Boynton Lakes Plaza
|
Property
|
|
78.4
|
%
|
|
Briarcliff La Vista
|
Property
|
|
100.0
|
%
|
|
Briarcliff Village
|
Property
|
|
93.2
|
%
|
|
Buckhead Court
|
Property
|
|
97.5
|
%
|
|
Buckley Square
|
Property
|
|
95.0
|
%
|
|
Buckwalter Village
|
Property
|
|
97.6
|
%
|
|
Caligo Crossing
|
Property
|
|
100.0
|
%
|
|
Cambridge Square
|
Property
|
|
100.0
|
%
|
|
Carmel Commons
|
Property
|
|
90.5
|
%
|
|
Carriage Gate
|
Property
|
|
86.8
|
%
|
|
Centerplace of Greeley III Phase I
|
Property
|
|
81.5
|
%
|
|
Centerplace of Greeley III Phase II
|
Property
|
|
100.0
|
%
|
|
Chasewood Plaza
|
Property
|
|
95.0
|
%
|
Cherry Grove
|
Property
|
|
97.0
|
%
|
|
Cheshire Station
|
Property
|
|
97.8
|
%
|
|
Clayton Valley Shopping Center
|
Property
|
|
94.2
|
%
|
|
Clovis Commons
|
Property
|
|
99.3
|
%
|
|
Cochran's Crossing
|
Property
|
|
93.4
|
%
|
|
Colonnade Center
|
Property
|
|
85.4
|
%
|
|
Cooper Street
|
Property
|
|
91.4
|
%
|
|
Cornerstone Square
|
Property
|
|
74.4
|
%
|
|
Corvallis Market Center
|
Property
|
|
100.0
|
%
|
|
Costa Verde Center
|
Property
|
|
96.9
|
%
|
|
Courtyard Shopping Center
|
Property
|
|
100.0
|
%
|
|
Culpeper Colonnade
|
Property
|
|
97.1
|
%
|
|
Deer Springs Town Center
|
Property
|
|
89.3
|
%
|
|
Delk Spectrum
|
Property
|
|
77.4
|
%
|
|
Diablo Plaza
|
Property
|
|
98.5
|
%
|
|
Dickson Tn
|
Property
|
|
100.0
|
%
|
|
Dunwoody Village
|
Property
|
|
88.5
|
%
|
|
East Pointe
|
Property
|
|
98.4
|
%
|
|
East Port Plaza
|
Property
|
|
90.4
|
%
|
|
East Towne Center
|
Property
|
|
86.0
|
%
|
|
El Camino Shopping Center
|
Property
|
|
92.4
|
%
|
|
El Norte Pkwy Plaza
|
Property
|
|
91.9
|
%
|
|
Encina Grande
|
Property
|
|
98.3
|
%
|
|
Fairfax Shopping Center
|
Property
|
|
80.0
|
%
|
|
Falcon Marketplace
|
Property
|
|
72.5
|
%
|
|
Fenton Marketplace
|
Property
|
|
34.7
|
%
|
|
First Street Village
|
Property
|
|
94.7
|
%
|
|
Folsom Prairie City Crossing
|
Property
|
|
94.2
|
%
|
|
Frankfort Crossing Shpg Ctr
|
Property
|
|
84.8
|
%
|
|
French Valley Village Center
|
Property
|
|
96.8
|
%
|
|
Garden Square
|
Property
|
|
95.7
|
%
|
|
Garner Towne Square
|
Property
|
|
92.1
|
%
|
|
Gateway 101
|
Property
|
|
100.0
|
%
|
|
Gelson's Westlake Market Plaza
|
Property
|
|
91.7
|
%
|
|
Glenwood Village
|
Property
|
|
96.8
|
%
|
|
Golden Hills Promenade
|
Property
|
|
91.6
|
%
|
|
Grande Oak
|
Property
|
|
94.7
|
%
|
|
Greenwood Springs
|
Property
|
|
70.0
|
%
|
|
Hancock
|
Property
|
|
97.9
|
%
|
|
Harpeth Village Fieldstone
|
Property
|
|
97.7
|
%
|
|
Harris Crossing
|
Property
|
|
91.1
|
%
|
|
Heritage Plaza
|
Property
|
|
97.5
|
%
|
|
Hershey
|
Property
|
|
100.0
|
%
|
|
Hibernia Pavilion
|
Property
|
|
97.4
|
%
|
|
Hibernia Plaza
|
Property
|
|
16.7
|
%
|
|
Hickory Creek Plaza
|
Development
|
98.0
|
%
|
77.6
|
%
|
Hillcrest Village
|
Property
|
|
100.0
|
%
|
Hinsdale
|
Property
|
|
93.8
|
%
|
|
Horton's Corner
|
Property
|
|
100.0
|
%
|
|
Hyde Park
|
Property
|
|
98.4
|
%
|
|
Indio Towne Center
|
Development
|
98.0
|
%
|
74.7
|
%
|
Indio Towne Center Phase II
|
Property
|
|
100.0
|
%
|
|
Inglewood Plaza
|
Property
|
|
100.0
|
%
|
|
Jefferson Square
|
Development
|
97.0
|
%
|
74.7
|
%
|
Keller Town Center
|
Property
|
|
90.8
|
%
|
|
Kings Crossing Sun City
|
Property
|
|
95.5
|
%
|
|
Kulpsville Village Center
|
Property
|
|
100.0
|
%
|
|
Lake Pine Plaza
|
Property
|
|
94.4
|
%
|
|
Lebanon Center
|
Property
|
|
89.0
|
%
|
|
Lebanon/Legacy Center
|
Property
|
|
83.4
|
%
|
|
Littleton Square
|
Property
|
|
73.4
|
%
|
|
Lloyd King Center
|
Property
|
|
91.6
|
%
|
|
Loehmanns Plaza California
|
Property
|
|
94.2
|
%
|
|
Loehmanns Plaza Georgia
|
Property
|
|
93.3
|
%
|
|
Lower Nazareth Commons
|
Property
|
|
98.2
|
%
|
|
Market at Opitz Crossing
|
Property
|
|
79.1
|
%
|
|
Market at Preston Forest
|
Property
|
|
100.0
|
%
|
|
Marketplace at Briargate
|
Property
|
|
94.7
|
%
|
|
Martin Downs Village Center
|
Property
|
|
89.1
|
%
|
|
Martin Downs Village Shoppes
|
Property
|
|
87.9
|
%
|
|
Maxtown Road (Northgate)
|
Property
|
|
98.4
|
%
|
|
Middle Creek Commons
|
Property
|
|
98.4
|
%
|
|
Millhopper Shopping Center
|
Property
|
|
98.1
|
%
|
|
Monument Jackson Creek
|
Property
|
|
100.0
|
%
|
|
Morningside Plaza
|
Property
|
|
93.8
|
%
|
|
Nashboro Village
|
Property
|
|
95.2
|
%
|
|
Newberry Square
|
Property
|
|
94.7
|
%
|
|
Newland Center
|
Property
|
|
98.8
|
%
|
|
Nocatee Town Center
|
Property
|
|
90.8
|
%
|
|
North Hills
|
Property
|
|
94.9
|
%
|
|
Northlake Village
|
Property
|
|
87.6
|
%
|
|
Oakbrook Plaza
|
Property
|
|
90.1
|
%
|
|
Oakleaf Commons
|
Property
|
|
84.8
|
%
|
|
Old St Augustine Plaza
|
Property
|
|
98.3
|
%
|
|
Orangeburg
|
Property
|
|
100.0
|
%
|
|
Orchards Market Center II
|
Property
|
|
89.9
|
%
|
|
Panther Creek
|
Property
|
|
100.0
|
%
|
|
Pike Creek
|
Property
|
|
89.8
|
%
|
|
Pima Crossing
|
Property
|
|
88.9
|
%
|
|
Pine Lake Village
|
Property
|
|
100.0
|
%
|
|
Pine Tree Plaza
|
Property
|
|
96.8
|
%
|
|
Powell Street Plaza
|
Property
|
|
100.0
|
%
|
|
Powers Ferry Square
|
Property
|
|
85.1
|
%
|
|
Powers Ferry Village
|
Property
|
|
82.9
|
%
|
Preston Park
|
Property
|
|
87.7
|
%
|
|
Red Bank Village
|
Property
|
|
97.4
|
%
|
|
Regency Commons
|
Property
|
|
86.2
|
%
|
|
Regency Square
|
Property
|
|
92.0
|
%
|
|
Rio Vista Town Center
|
Property
|
|
83.5
|
%
|
|
Rivermont Station
|
Property
|
|
83.3
|
%
|
|
Rockwall Town Center
|
Property
|
|
93.5
|
%
|
|
Rona Plaza
|
Property
|
|
100.0
|
%
|
|
Russell Ridge
|
Property
|
|
87.3
|
%
|
|
Sammamish-Highlands
|
Property
|
|
95.5
|
%
|
|
San Leandro Plaza
|
Property
|
|
100.0
|
%
|
|
Sherwood Crossroads
|
Property
|
|
92.1
|
%
|
|
Sherwood Market Center
|
Property
|
|
97.8
|
%
|
|
Shoppes @ 104
|
Property
|
|
98.8
|
%
|
|
Shoppes at Fairhope Village
|
Property
|
|
86.2
|
%
|
|
Shoppes at Mason
|
Property
|
|
92.6
|
%
|
|
Shops at Arizona
|
Property
|
|
80.6
|
%
|
|
Shops at County Center
|
Property
|
|
93.4
|
%
|
|
Shops at John's Creek
|
Property
|
|
73.5
|
%
|
|
Shops at Quail Creek
|
Development
|
95.0
|
%
|
79.7
|
%
|
Shops at Saugus
|
Property
|
|
94.6
|
%
|
|
Shops at Stonewall
|
Property
|
|
96.6
|
%
|
|
Shops at Stonewall Phase II
|
Property
|
|
100.0
|
%
|
|
Signature Plaza
|
Property
|
|
80.0
|
%
|
|
South Lowry Square
|
Property
|
|
87.7
|
%
|
|
Southcenter
|
Property
|
|
92.8
|
%
|
|
Southpoint Crossing
|
Property
|
|
88.4
|
%
|
|
Starke
|
Property
|
|
100.0
|
%
|
|
State Street Crossing
|
Property
|
|
60.0
|
%
|
|
Strawflower Village
|
Property
|
|
98.3
|
%
|
|
Stroh Ranch
|
Property
|
|
97.0
|
%
|
|
Suncoast Crossing Phase I
|
Property
|
|
93.5
|
%
|
|
Suncoast Crossing Phase II
|
Development
|
95.0
|
%
|
59.3
|
%
|
Sunnyside 205
|
Property
|
|
89.9
|
%
|
|
Tanasbourne Market
|
Property
|
|
100.0
|
%
|
|
Thomas Lake
|
Property
|
|
89.5
|
%
|
|
Town Center at Martin Downs
|
Property
|
|
100.0
|
%
|
|
Town Square
|
Property
|
|
90.1
|
%
|
|
Trophy Club
|
Property
|
|
90.8
|
%
|
|
Twin Peaks
|
Property
|
|
98.1
|
%
|
|
Valencia Crossroads
|
Property
|
|
98.2
|
%
|
|
Ventura Village
|
Property
|
|
90.7
|
%
|
|
Village at Lee Airpark
|
Property
|
|
100.0
|
%
|
|
Village Center
|
Property
|
|
93.8
|
%
|
|
Vine at Castaic
|
Property
|
|
72.9
|
%
|
|
Vista Village IV
|
Property
|
|
100.0
|
%
|
|
Wadsworth Crossing
|
Property
|
|
96.5
|
%
|
Walker Center
|
Property
|
|
97.4
|
%
|
|
Walton Towne Center
|
Property
|
|
87.9
|
%
|
|
Waterside Marketplace
|
Property
|
|
88.0
|
%
|
|
Welleby Plaza
|
Property
|
|
86.7
|
%
|
|
West Park Plaza
|
Property
|
|
82.7
|
%
|
|
Westbrook Commons
|
Property
|
|
90.2
|
%
|
|
Westchester Plaza
|
Property
|
|
97.0
|
%
|
|
Westlake Village Plaza and Center
|
Property
|
|
90.0
|
%
|
|
Westridge Village
|
Property
|
|
100.0
|
%
|
|
Westwood Village
|
Property
|
|
98.2
|
%
|
|
White Oak - Dover, DE
|
Property
|
|
100.0
|
%
|
|
Windmiller Plaza Phase I
|
Property
|
|
98.5
|
%
|
|
Woodcroft Shopping Center
|
Property
|
|
95.4
|
%
|
|
Woodman Van Nuys
|
Property
|
|
95.9
|
%
|
|
Woodmen Plaza
|
Property
|
|
86.3
|
%
|
|
Woodside Central
|
Property
|
|
95.9
|
%
|
|
Total Pool Value
|
|
|
92.5
|
%
|
Lender
|
Secured Property
|
Rate
|
Maturity
|
10/31/2011
|
|
||
Fixed Rate Secured Loans:
|
|||||||
PNC Bank
|
Gateway Shopping Center
|
7.110
|
%
|
5/1/2013
|
$
|
17,745,753
|
|
TIAA
|
Northgate Square
|
5.640
|
%
|
1/10/2014
|
6,005,454
|
|
|
Northwestern Mutual Life Insurance Co.
|
Belleview Square
|
6.200
|
%
|
7/1/2014
|
7,675,300
|
|
|
Glenview State Bank
|
Glen Oak Plaza
|
5.750
|
%
|
10/1/2014
|
6,085,712
|
|
|
Aid Association of Lutherans
|
Murryhill Marketplace
|
5.220
|
%
|
1/1/2015
|
7,583,591
|
|
|
United of Omaha Life Insurance Co.
|
Fleming Island
|
7.400
|
%
|
2/5/2015
|
1,102,291
|
|
|
Escrow Bank, USA
|
Twin City Plaza
|
5.650
|
%
|
4/6/2015
|
41,965,917
|
|
|
Municipal Tax Bonds Payable
|
Friars Mission Center
|
7.600
|
%
|
9/2/2015
|
609,058
|
|
|
GMAC
|
Naples Walk
|
6.150
|
%
|
8/11/2016
|
16,512,175
|
|
|
Jefferson Pilot
|
Peartree Village
|
8.400
|
%
|
6/1/2017
|
9,141,062
|
|
|
Allianz Life Insurance Company of N. A.
|
4S Commons Town Center
|
6.000
|
%
|
6/10/2017
|
62,500,000
|
|
|
Metropolitan Life Insurance Company
|
Corkscrew Village
|
6.170
|
%
|
8/1/2017
|
8,707,332
|
|
|
TIAA
|
Westchase
|
5.520
|
%
|
7/10/2018
|
8,096,232
|
|
|
Guardian Life Insurance Company
|
Amerige Heights Town Center
|
6.130
|
%
|
12/1/2018
|
17,000,000
|
|
|
Guardian Life Insurance Company
|
El Cerrito Plaza
|
6.380
|
%
|
12/1/2018
|
40,652,462
|
|
|
Allianz Life Insurance Company of N. A.
|
Tassajara Crossing
|
7.750
|
%
|
7/10/2019
|
19,800,000
|
|
|
Allianz Life Insurance Company of N. A.
|
Plaza Hermosa
|
7.750
|
%
|
7/10/2019
|
13,800,000
|
|
|
Allianz Life Insurance Company of N. A.
|
Sequoia Station
|
7.750
|
%
|
7/10/2019
|
21,100,000
|
|
|
Allianz Life Insurance Company of N. A.
|
Mockingbird Common
|
7.750
|
%
|
7/10/2019
|
10,300,000
|
|
2.
|
Assignee[s]: ______________________________
|
3.
|
Borrower(s): Regency Centers, L.P.
|
4.
|
Administrative Agent: Wells Fargo Bank, National Association, as the administrative agent under the Credit Agreement
|
5.
|
Credit Agreement: Term Loan Agreement dated as of November 17, 2011 among Regency Centers, L.P. (the “Borrower”), Regency Centers Corporation, the Lenders parties thereto, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties thereto.
|
6.
|
Assigned Interest[s]:
|
Assignor[s]
5
|
Assignee[s]
6
|
Facility Assigned
7
|
Aggregate Amount of Commitment/Loans for all Lenders
8
|
Amount of Commitment/Loans Assigned
|
Percentage Assigned of Commitment/
Loans 9 |
CUSIP Number
|
|
|
|
$
|
$
|
%
|
|
|
|
|
$
|
$
|
%
|
|
|
|
|
$
|
$
|
%
|
|
1.
|
Pursuant to Section 2.2. of the Credit Agreement, the Borrower hereby requests that the Lenders make the [Initial Term Loans][Delayed Draw Term Loans] to the Borrower in an aggregate principal amount equal to $___________________
1
.
|
2.
|
The Borrower requests that such Loans be made available to the Borrower on ____________, 20__
2
.
|
3.
|
The Borrower hereby requests that such Loans be of the following Type:
|
1.
|
The requested date of such Continuation is ____________, 20__.
|
2.
|
The aggregate principal amount of the Loans subject to the requested Continuation is $________________________ and the portion of such principal amount subject to such Continuation is $__________________________.
|
3.
|
The current Interest Period of the Loans subject to such Continuation ends on ________________, 20__.
|
4.
|
The duration of the Interest Period for the Loans or portion thereof subject to such Continuation is:
|
1.
|
The requested date of such Conversion is ______________, 20__.
|
2.
|
The Type of Loans to be Converted pursuant hereto is currently:
|
|
¨
Base Rate Loan
|
|
¨
LIBOR Loan
|
3.
|
The aggregate principal amount of the Loans subject to the requested Conversion is $_____________________ and the portion of such principal amount subject to such Conversion is $___________________.
|
4.
|
The amount of such Loans to be so Converted is to be converted into Loans of the following Type:
|
|
Name
|
Title
|
Maximum Wire
Amount
1
|
1
|
|
|
|
2
|
|
|
|
3
|
|
|
|
4
|
|
|
|
5
|
|
|
|
Beneficiary Bank and Account Holder Information
|
Transfer Funds to (Receiving Party Account Name):
|
||
Receiving Party Account Number:
|
||
Receiving Bank Name, City and State:
|
Receiving Bank Routing (ABA) Number
|
|
Maximum Transfer Amount:
|
|
|
Further Credit Information/Instructions:
|
Transfer Funds to (Receiving Party Account Name):
|
||
Receiving Party Account Number:
|
||
Receiving Bank Name, City and State:
|
Receiving Bank Routing (ABA) Number
|
|
Maximum Transfer Amount:
|
|
|
Further Credit Information/Instructions:
|
Transfer Funds to (Receiving Party Account Name):
|
||
Receiving Party Account Number:
|
||
Receiving Bank Name, City and State:
|
Receiving Bank Routing (ABA) Number
|
|
Maximum Transfer Amount:
|
|
|
Further Credit Information/Instructions:
|
|
|
Year Ended December 31,
|
|||||||||||||
|
|
2011
|
|
2010
(1)
|
|
2009
(1)
|
|
2008
(1)
|
|
2007
(1)
|
|||||
Fixed Coverage Ratio:
|
|
|
|
|
|
|
|
|
|
|
|||||
Add: pre-tax income from continuing operations before adjustment for income or loss from equity investees and noncontrolling interests in consolidated subsidiaries
|
$
|
42,000
|
|
|
12,743
|
|
|
(10,559
|
)
|
|
114,259
|
|
|
161,929
|
|
Add: fixed charges
|
|
153,648
|
|
|
158,560
|
|
|
157,888
|
|
|
159,192
|
|
|
146,356
|
|
Add: distributed income of equity investees
|
|
43,361
|
|
|
41,054
|
|
|
31,252
|
|
|
30,730
|
|
|
30,547
|
|
Subtract: capitalized interest
|
|
(1,480
|
)
|
|
(5,099
|
)
|
|
(19,062
|
)
|
|
(36,511
|
)
|
|
(35,424
|
)
|
Subtract: preferred stock dividends / preferred unit distributions
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
|
(23,400
|
)
|
Subtract: noncontrolling interest in pre-tax income of subsidiaries that have not incurred fixed charges
|
|
(55
|
)
|
|
(66
|
)
|
|
(59
|
)
|
|
(41
|
)
|
|
(869
|
)
|
Earnings
|
$
|
214,074
|
|
|
183,792
|
|
|
136,060
|
|
|
244,229
|
|
|
279,139
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fixed Charge Data:
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expensed and capitalized
|
$
|
124,707
|
|
|
129,837
|
|
|
128,551
|
|
|
131,009
|
|
|
118,987
|
|
Amortized premiums, discounts and capitalized expenses related to indebtedness
|
|
2,860
|
|
|
2,957
|
|
|
3,517
|
|
|
2,981
|
|
|
1,987
|
|
Estimate of the interest within rental expense
|
|
2,680
|
|
|
2,366
|
|
|
2,420
|
|
|
1,802
|
|
|
1,982
|
|
Preferred stock dividends / preferred unit distributions
|
|
23,400
|
|
|
23,400
|
|
|
23,400
|
|
|
23,400
|
|
|
23,400
|
|
Total fixed charges
|
$
|
153,647
|
|
|
158,560
|
|
|
157,888
|
|
|
159,192
|
|
|
146,356
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Ratio of earnings to fixed charges
(2)
|
|
1.4
|
|
|
1.2
|
|
|
0.9
|
|
(3)
|
1.5
|
|
|
1.9
|
|
REGENCY CENTERS CORPORATION
|
||||
Subsidiaries
|
||||
|
|
|
|
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest
|
% of
Ownership
|
Regency Centers, L.P.
|
Delaware
|
Regency Centers Corporation
Outside Investors
|
General Partner
Limited Partners
|
99.0%
1.0%
|
|
|
|
|
|
MCW-RC FL-Anastasia, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCW-RC FL-King's, LLC (fka MCW-RC Florida, LLC)
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCW-RC FL-Shoppes at 104, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCW-RC GA-Howell Mill Village, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCD-RC CA-Amerige, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCD-RC El Cerrito Holdings, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCD-RC CA-El Cerrito, LLC
|
Delaware
|
MCD-RC El Cerrito Holdings, LLC
|
Member
|
100%
|
REG8 Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
REG8 Tassajara Crossing, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Plaza Hermosa, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Sequoia Station, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Mockingbird Commons, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Sterling Ridge, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Prestonbrook Crossing, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Wellington, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
REG8 Berkshire Commons, LLC
|
Delaware
|
REG8 Member, LLC
|
Member
|
100%
|
FL-Corkscrew Village Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
FL-Corkscrew Village, LLC
|
Delaware
|
FL-Corkscrew Village Member, LLC
|
Member
|
100%
|
FL-Crossroads Shopping Center Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
FL-Crossroads Shopping Center, LLC
|
Delaware
|
FL-Crossroads Shopping Center Member, LLC
|
Member
|
100%
|
FL-Naples Walk Shopping Center Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
FL-Naples Walk Shopping Center, LLC
|
Delaware
|
FL-Naples Walk Shopping Center Member, LLC
|
Member
|
100%
|
FL-Northgate Square Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
FL-Northgate Square, LLC
|
Delaware
|
FL-Northgate Square Member, LLC
|
Member
|
100%
|
|
|
|
|
|
4S Regency Partners, LLC
|
Delaware
|
Regency Centers, L.P.
4S Ranch Company 1700, L.P.
|
Member
Member
|
80%
20%
|
Alba Village Regency, LLC
|
Delaware
|
Regency Centers, L.P.
Northgate Center Phase I, LLC
|
Member
Member
|
Interests Vary
|
REGENCY CENTERS CORPORATION
|
||||
Subsidiaries
|
||||
|
|
|
|
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest
|
% of
Ownership
|
Applegate Ranch, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Belleview Square, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Buckwalter Bluffton, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Clayton Valley Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency NC GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Colonnade Regency, L.P.
|
Delaware
|
Regency NC GP, LLC
Regency Centers, L.P.
|
General Partner
Limited Partner
|
1.00%
99.0%
|
WFC-Purnell, L.P.
|
Delaware
|
Regency NC GP, LLC
Regency Centers, L.P.
|
General Partner
Limited Partner
|
1.00%
99.0%
|
Corvallis Market Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Deer Springs Town Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Fairfax Regency, LLC
|
Delaware
|
Regency Centers, L.P.
J. Donegan Company
|
Member
Member
|
Varies
|
Fairhope, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Fortuna Regency Phase II, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
FV Commons, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Gateway Azco GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Gateway Azco LP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
AZCO Partners
|
Pennsylvania
|
Gateway Azco Partners GP, LLC
Gateway Azco LP, LLC
|
General Partner
Limited Partner
|
1%
99%
|
Gateway Azco Manager, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Glen Oak Glenview, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Hasley Canyon Village, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Hibernia North, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Hickory Creek Plaza, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Hoadly Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Indian Springs GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Indio Jackson, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Kent Place Regency, LLC
|
Delaware
|
Regency Centers, L.P.
Kent Place Investors, LLC
|
Member
Member
|
Interests Vary
|
Lee Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
The Marketplace at Briargate, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Menifee Marketplace, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Merrimack Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Murfreesboro North, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Murieta Gardens Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
NSHE Winnebago, LLC
|
Arizona
|
Regency Centers, L.P.
|
Member
|
100%
|
NTC-REG, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
New Smyrna Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
New Windsor Marketplace, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
REGENCY CENTERS CORPORATION
|
||||
Subsidiaries
|
||||
|
|
|
|
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest
|
% of
Ownership
|
Loveland Shopping Center, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Lower Nazareth LP Holding, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Lower Nazareth Partner, LP
|
Delaware
|
Regency Realty Group, Inc.
Lower Nazareth LP Holding, LLC
|
Limited Partner
General Partner
|
100%
0%
|
Lower Nazareth GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Lower Nazareth Commons, LP
|
Delaware
|
Lower Nazareth GP, LLC
Lower Nazareth Partner, LP
|
General Partner
Limited Partner
|
.5%
99.5%
|
Lower Nazareth II LP Holding, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Lower Nazareth II Partner, LP
|
Delaware
|
Lower Nazareth II LP Holding, LLC
Regency Realty Group, Inc.
|
General Partner
Limited Partner
|
0%
100%
|
Lower Nazareth II GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Lower Nazareth Commons II, LP
|
Delaware
|
Lower Nazareth II GP, LLC
Lower Nazareth II Partner, LP
|
General Partner
Limited Partner
|
.5%
99.5%
|
Luther Properties, Inc.
|
Tennessee
|
Regency Realty Group, Inc.
|
Common Stock
|
100%
|
Marietta Outparcel, Inc.
|
Georgia
|
Regency Realty Group, Inc.
|
Common Stock
|
100%
|
Middle Creek Commons, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Mitchell Service, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
NorthGate Regency, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Paso Golden Hill, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
R2 Media, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100%
|
RB Airport Crossing, LLC
|
Delaware
|
Regency Realty Group, Inc.
Airport 6, LLC
|
Member
Member
|
Interests Vary
|
RB Augusta, LLC
|
Delaware
|
Regency Realty Group, Inc.
P-6, LLC
|
Member
Member
|
Interests Vary
|
RB Schererville Crossings, LLC
|
Delaware
|
Regency Realty Group, Inc.
WH41, LLC
|
Member
Member
|
Interests Vary
|
RB Schererville 101, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
RB Schererville 102, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
RB Schererville 103, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
RB Schererville 104, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
RB Schererville 105, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
RB Schererville 106, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
RRG Net, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Regency/PGM-Burkitt, LLC
|
Delaware
|
Regency Realty Group, Inc.
PGM-Burkitt, LLC
|
Member
Member
|
Interests Vary
|
Regency Realty Colorado, Inc.
|
Florida
|
Regency Realty Group, Inc
Snowden Leftwich
(see Note 1)
|
Common Stock
Common Stock
|
80%
20%
|
Regency Realty Group-NE, Inc.
|
Florida
|
Regency Realty Group, Inc.
|
Common Stock
|
100%
|
Regency Solar, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
SS Harbour GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
REGENCY CENTERS CORPORATION
|
||||
Subsidiaries
|
||||
|
|
|
|
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest
|
% of
Ownership
|
SS Harbour, L.P.
|
Texas
|
SS Harbour GP, LLC
Regency Realty Group, Inc.
|
General Partner
Limited Partner
|
1%
99%
|
Seminole Shoppes, LLC
|
Delaware
|
Regency Reatly Group, Inc.
M&P Shopping Centers
|
Member
Member
|
50%
50%
|
Shops at Highland Village GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Shops at Highland Village Development, Ltd.
|
Texas
|
Shops at Highland Village GP, LLC
Regency Realty Group, Inc.
|
General Partner
Limited Partner
|
1%
99%
|
Shops at Quail Creek, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Slausen Central, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Stanley Bernal, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
State Street Crossing, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Stonewall Regency, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Summerville-Orangeburg, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
RRG Pennsylvania GP, Inc.
|
Florida
|
Regency Realty Group, Inc.
|
Common Stock
|
100%
|
Swatara Marketplace LP
|
Delaware
|
RRG Pennsylvania GP, Inc.
Regency Realty Group, Inc.
|
General Partner
Limited Partner
|
.5%
99.5%
|
West End Properties, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100%
|
1.
|
I have reviewed this
Annual Report on Form 10-K
o
f
Regency Centers Corporation
(“registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Martin E. Stein, Jr.
|
Martin E. Stein, Jr.
|
Chief Executive Officer
|
1.
|
I have reviewed this
Annual Report on Form 10-K
of
Regency Centers Corporation
(“registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Bruce M. Johnson
|
Bruce M. Johnson
|
Chief Financial Officer
|
1.
|
I have reviewed this
Annual Report on Form 10-K
of
Regency Centers, L.P.
(“registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Martin E. Stein, Jr.
|
Martin E. Stein, Jr.
|
Chief Executive Officer of Regency Centers Corporation, general partner of registrant
|
1.
|
I have reviewed this
Annual Report on Form 10-K
of
Regency Centers, L.P.
(“registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Bruce M. Johnson
|
Bruce M. Johnson
|
Chief Financial Officer of Regency Centers Corporation, general partner of registrant
|
/s/ Martin E. Stein, Jr.
|
Martin E. Stein, Jr.
|
Chief Executive Officer
|
/s/ Martin E. Stein, Jr.
|
Martin E. Stein, Jr.
|
Chief Executive Officer of Regency Centers Corporation, general partner of registrant
|
/s/ Bruce M. Johnson
|
Bruce M. Johnson
|
Chief Financial Officer of Regency Centers Corporation, general partner of registrant
|
GRI - Regency, LLC
|
|||||||
Consolidated Balance Sheets
|
|||||||
December 31, 2011 and 2010 (both unaudited)
|
|||||||
(in thousands)
|
|||||||
|
|
|
|
|
|
||
|
|
|
2011
|
|
2010
|
||
|
|
|
(unaudited)
|
|
(unaudited)
|
||
Assets
|
|
|
|
|
|||
Real estate investments, at cost (note 3):
|
|
|
|
|
|||
|
Land
|
$
|
677,753
|
|
|
679,602
|
|
|
Buildings and improvements
|
|
1,609,936
|
|
|
1,598,208
|
|
|
Construction in progress
|
|
20,372
|
|
|
766
|
|
|
|
|
2,308,061
|
|
|
2,278,576
|
|
|
Less: accumulated depreciation
|
|
416,136
|
|
|
349,133
|
|
|
Net real estate investments
|
|
1,891,925
|
|
|
1,929,443
|
|
|
|
|
|
|
|
||
Cash and cash equivalents
|
|
9,167
|
|
|
34,636
|
|
|
Restricted cash
|
|
4,706
|
|
|
4,727
|
|
|
Tenant receivables, less allowance for doubtful accounts of
|
|
|
|
|
|||
$2,177 and $2,647, respectively
|
|
16,472
|
|
|
18,582
|
|
|
Straight line rent receivables, net of reserve of $897
|
|
|
|
|
|||
|
and $634, respectively
|
|
18,703
|
|
|
16,115
|
|
Deferred costs, less accumulated amortization of $17,045 and
|
|
|
|
|
|||
$14,142, respectively
|
|
25,510
|
|
|
17,266
|
|
|
Acquired lease intangible assets, less accumulated amortization
|
|
|
|
|
|||
of $175,005 and $168,720, respectively (note 5)
|
|
23,403
|
|
|
30,916
|
|
|
Other assets
|
|
10,704
|
|
|
12,564
|
|
|
Assets held for sale
|
|
—
|
|
|
12,023
|
|
|
Total assets
|
$
|
2,000,590
|
|
|
2,076,272
|
|
|
|
|
|
|
|
|
||
Liabilities and Members' Capital
|
|
|
|
|
|||
Liabilities:
|
|
|
|
|
|||
|
Mortgages payable (notes 6 and 8)
|
$
|
1,079,954
|
|
|
1,108,005
|
|
|
Accounts payable and other liabilities (note 11)
|
|
44,389
|
|
|
38,451
|
|
|
Acquired lease intangible liabilities, less accumulated accretion
|
|
|
|
|
||
|
of $63,805 and $59,633, respectively (note 5)
|
|
15,312
|
|
|
19,512
|
|
|
Tenants’ security deposits and prepaid rent
|
|
4,697
|
|
|
4,607
|
|
|
Liabilities associated with assets held for sale
|
|
—
|
|
|
10,428
|
|
|
Total liabilities
|
|
1,144,352
|
|
|
1,181,003
|
|
|
|
|
|
|
|
||
Members' capital (note 9):
|
|
|
|
|
|||
Regency Centers, L.P.
|
|
342,495
|
|
|
358,107
|
|
|
Global Retail Investors, LLC
|
|
513,743
|
|
|
537,162
|
|
|
|
Total members' capital
|
|
856,238
|
|
|
895,269
|
|
|
|
|
|
|
|
||
Total liabilities and members' capital
|
$
|
2,000,590
|
|
|
2,076,272
|
|
GRI - Regency, LLC
|
||||||||||
Consolidated Statements of Operations
|
||||||||||
For the years ended December 31, 2011 (unaudited), 2010 (unaudited), and 2009
|
||||||||||
(in thousands)
|
||||||||||
|
|
|
|
|
|
|
|
|||
|
|
|
2011
|
|
2010
|
|
2009
|
|||
|
|
|
(unaudited)
|
|
(unaudited)
|
|
|
|||
Revenues:
|
|
|
|
|
|
|
||||
|
Minimum rent (note 10)
|
$
|
164,122
|
|
|
163,836
|
|
|
165,136
|
|
|
Recoveries from tenants and other income
|
|
51,189
|
|
|
53,217
|
|
|
49,954
|
|
|
Gain on sale of properties and outparcels
|
|
—
|
|
|
2,374
|
|
|
—
|
|
|
Total revenues
|
|
215,311
|
|
|
219,427
|
|
|
215,090
|
|
|
|
|
|
|
|
|
|
|||
Operating expenses:
|
|
|
|
|
|
|
||||
|
Depreciation and amortization
|
|
76,184
|
|
|
77,240
|
|
|
80,048
|
|
|
Operating and maintenance
|
|
24,939
|
|
|
23,761
|
|
|
20,876
|
|
|
General and administrative (note 1)
|
|
2,522
|
|
|
2,820
|
|
|
3,765
|
|
|
Real estate taxes
|
|
26,752
|
|
|
26,989
|
|
|
28,478
|
|
|
Property management fees (note 11)
|
|
8,356
|
|
|
8,166
|
|
|
7,570
|
|
|
Provision for doubtful accounts
|
|
1,959
|
|
|
1,706
|
|
|
4,936
|
|
|
Loss on sale of properties and outparcels
|
|
—
|
|
|
—
|
|
|
329
|
|
|
Provision for impairment
|
|
—
|
|
|
19,145
|
|
|
73,387
|
|
|
Total operating expenses
|
|
140,712
|
|
|
159,827
|
|
|
219,389
|
|
|
|
|
|
|
|
|
|
|||
Other expense:
|
|
|
|
|
|
|
||||
|
Interest expense, net of interest income of $12, $9,
|
|
|
|
|
|
|
|||
|
and $98, respectively
|
|
57,951
|
|
|
65,001
|
|
|
75,307
|
|
|
Early extinguishment of debt
|
|
51
|
|
|
—
|
|
|
78
|
|
|
Total other expense
|
|
58,002
|
|
|
65,001
|
|
|
75,385
|
|
|
|
|
|
|
|
|
|
|||
|
Net income (loss) from continuing operations
|
|
16,597
|
|
|
(5,401
|
)
|
|
(79,684
|
)
|
|
|
|
|
|
|
|
|
|||
Discontinued operations, net (note 4):
|
|
|
|
|
|
|
||||
|
Operating income (loss) from discontinued operations
|
|
172
|
|
|
(15,090
|
)
|
|
(31,335
|
)
|
|
Gain on sale of operating properties
|
|
1,475
|
|
|
5,377
|
|
|
—
|
|
|
Net income (loss) from discontinued operations
|
|
1,647
|
|
|
(9,713
|
)
|
|
(31,335
|
)
|
|
|
|
|
|
|
|
|
|||
|
Net income (loss)
|
$
|
18,244
|
|
|
(15,114
|
)
|
|
(111,019
|
)
|
GRI - Regency, LLC
|
|||||||||||||||
Consolidated Statements of Changes in Members' Capital and Comprehensive Income (Loss)
|
|||||||||||||||
For the years ended December 31, 2011 (unaudited), 2010 (unaudited), and 2009
|
|||||||||||||||
(in thousands)
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
Macquarie CountryWide (US) No. 2, LLC
|
|
Regency Centers, L.P.
|
|
Macquarie - Regency Management, LLC
|
|
Global Retail Investors, LLC
|
|
Total Members' Capital
|
|||||
Balance at December 31, 2008 (audited)
|
$
|
605,410
|
|
|
200,996
|
|
|
807
|
|
|
—
|
|
|
807,213
|
|
Members' ownership change
|
|
(294,357
|
)
|
|
654
|
|
|
(654
|
)
|
|
294,357
|
|
|
—
|
|
Comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|||||
Net (loss) income
|
|
(85,571
|
)
|
|
(26,932
|
)
|
|
4,814
|
|
|
(3,330
|
)
|
|
(111,019
|
)
|
Change in fair value of derivative instruments
|
|
797
|
|
|
320
|
|
|
1
|
|
|
163
|
|
|
1,281
|
|
Total comprehensive loss
|
|
|
|
|
|
|
|
|
|
(109,738
|
)
|
||||
Contribution of real estate, net of liabilities
|
|
|
|
|
|
|
|
|
|
|
|||||
assumed, at fair value
|
|
(2,775
|
)
|
|
(922
|
)
|
|
(4
|
)
|
|
—
|
|
|
(3,701
|
)
|
Cash distribution from debt re-financing
|
|
(3,212
|
)
|
|
(1,066
|
)
|
|
(4
|
)
|
|
—
|
|
|
(4,282
|
)
|
Cash distributions from operations
|
|
(37,354
|
)
|
|
(15,349
|
)
|
|
(42
|
)
|
|
(8,818
|
)
|
|
(61,563
|
)
|
Preferred return cash distribution
|
|
5,441
|
|
|
(719
|
)
|
|
(4,918
|
)
|
|
196
|
|
|
—
|
|
Balance at December 31, 2009
|
|
188,379
|
|
|
156,982
|
|
|
—
|
|
|
282,568
|
|
|
627,929
|
|
Members' ownership change
|
|
(183,986
|
)
|
|
94,204
|
|
|
—
|
|
|
89,782
|
|
|
—
|
|
December 2009 income adjustment
|
|
15
|
|
|
(15
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Net loss
|
|
(1,561
|
)
|
|
(5,100
|
)
|
|
—
|
|
|
(8,453
|
)
|
|
(15,114
|
)
|
Cash contributions
|
|
—
|
|
|
228,450
|
|
|
—
|
|
|
342,675
|
|
|
571,125
|
|
Cash distributions from operations
|
|
(2,847
|
)
|
|
(27,730
|
)
|
|
—
|
|
|
(38,748
|
)
|
|
(69,325
|
)
|
Cash distribution from debt financing
|
|
—
|
|
|
(79,600
|
)
|
|
—
|
|
|
(119,401
|
)
|
|
(199,001
|
)
|
Cash distributions from sale of real estate
|
|
—
|
|
|
(8,138
|
)
|
|
—
|
|
|
(12,207
|
)
|
|
(20,345
|
)
|
Preferred return cash distribution
|
|
—
|
|
|
(946
|
)
|
|
—
|
|
|
946
|
|
|
—
|
|
Balance at December 31, 2010 (unaudited)
|
|
—
|
|
|
358,107
|
|
|
—
|
|
|
537,162
|
|
|
895,269
|
|
Net income
|
|
—
|
|
|
8,524
|
|
|
—
|
|
|
9,720
|
|
|
18,244
|
|
Cash contributions
|
|
—
|
|
|
182,660
|
|
|
—
|
|
|
273,991
|
|
|
456,651
|
|
Cash distributions from operations
|
|
—
|
|
|
(29,680
|
)
|
|
—
|
|
|
(44,520
|
)
|
|
(74,200
|
)
|
Cash distribution from debt financing
|
|
—
|
|
|
(163,032
|
)
|
|
—
|
|
|
(244,549
|
)
|
|
(407,581
|
)
|
Cash distributions from sale of real estate
|
|
—
|
|
|
(12,858
|
)
|
|
—
|
|
|
(19,287
|
)
|
|
(32,145
|
)
|
Preferred return cash distribution
|
|
—
|
|
|
(1,226
|
)
|
|
—
|
|
|
1,226
|
|
|
—
|
|
Balance at December 31, 2011 (unaudited)
|
$
|
—
|
|
|
342,495
|
|
|
—
|
|
|
513,743
|
|
|
856,238
|
|
GRI - Regency, LLC
|
||||||||||||
Consolidated Statements of Cash Flows
|
||||||||||||
For the years ended December 31, 2011 (unaudited), 2010 (unaudited), and 2009
|
||||||||||||
(in thousands)
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
|
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
|
|||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|||
Net income (loss)
|
|
|
|
$
|
18,244
|
|
|
(15,114
|
)
|
|
(111,019
|
)
|
Adjustments to reconcile net income (loss) to net
|
|
|
|
|
|
|
|
|
|
|||
cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
|
|
|
76,320
|
|
|
80,003
|
|
|
84,126
|
|
Net amortization and accretion of above and below market lease intangibles
|
|
|
|
|
(2,330
|
)
|
|
(2,958
|
)
|
|
(4,458
|
)
|
Amortization of rent inducements
|
|
|
|
|
16
|
|
|
8
|
|
|
—
|
|
Amortization of deferred loan costs and debt premium
|
|
|
|
|
834
|
|
|
881
|
|
|
1,097
|
|
Net gain on sale of real estate investments
|
|
|
|
|
(1,475
|
)
|
|
(5,377
|
)
|
|
—
|
|
Net (gain) loss on sale of outparcels
|
|
|
|
|
—
|
|
|
(2,374
|
)
|
|
329
|
|
Provision for doubtful accounts
|
|
|
|
|
1,911
|
|
|
1,914
|
|
|
5,599
|
|
Provision for impairment
|
|
|
|
|
—
|
|
|
36,250
|
|
|
104,416
|
|
Dead deal costs
|
|
|
|
|
—
|
|
|
—
|
|
|
1,333
|
|
Early extinguishment of debt
|
|
|
|
|
28
|
|
|
—
|
|
|
(35
|
)
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|||
Tenant receivables, net
|
|
|
|
|
(2,016
|
)
|
|
(758
|
)
|
|
(5,337
|
)
|
Accounts payable and other liabilities
|
|
|
|
|
5,979
|
|
|
(6,384
|
)
|
|
(719
|
)
|
Other assets
|
|
|
|
|
1,856
|
|
|
(9,241
|
)
|
|
(848
|
)
|
Net cash provided by operating activities
|
|
|
|
|
99,367
|
|
|
76,850
|
|
|
74,484
|
|
|
|
|
|
|
|
|
|
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|||
Restricted cash
|
|
|
|
|
(3
|
)
|
|
(2,897
|
)
|
|
6
|
|
Deferred leasing costs
|
|
|
|
|
(9,102
|
)
|
|
(3,354
|
)
|
|
(5,256
|
)
|
Proceeds from sale of real estate investments
|
|
|
|
|
7,175
|
|
|
60,071
|
|
|
982
|
|
Capital improvements
|
|
|
|
|
(33,564
|
)
|
|
(12,696
|
)
|
|
(9,022
|
)
|
Net cash (used in) provided by investing activities
|
|
|
|
|
(35,494
|
)
|
|
41,124
|
|
|
(13,290
|
)
|
|
|
|
|
|
|
|
|
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|||
Cash contributions from members
|
|
|
|
|
456,651
|
|
|
571,125
|
|
|
—
|
|
Cash distributions to members
|
|
|
|
|
(513,926
|
)
|
|
(288,671
|
)
|
|
(65,845
|
)
|
Proceeds from mortgage payables
|
|
|
|
|
404,750
|
|
|
202,000
|
|
|
7,500
|
|
Repayments on mortgage payables
|
|
|
|
|
(430,382
|
)
|
|
(576,310
|
)
|
|
(3,500
|
)
|
Scheduled principal payments on mortgage payables
|
|
|
|
|
(2,363
|
)
|
|
(701
|
)
|
|
(97
|
)
|
Deferred loan costs
|
|
|
|
|
(4,199
|
)
|
|
(3,576
|
)
|
|
(217
|
)
|
Security deposits and prepaid rent
|
|
|
|
|
127
|
|
|
65
|
|
|
(111
|
)
|
Net cash used in financing activities
|
|
|
|
|
(89,342
|
)
|
|
(96,068
|
)
|
|
(62,270
|
)
|
|
|
|
|
|
|
|
|
|
|
|||
Net (decrease) increase in cash and cash equivalents
|
|
|
|
|
(25,469
|
)
|
|
21,906
|
|
|
(1,076
|
)
|
|
|
|
|
|
|
|
|
|
|
|||
Cash and cash equivalents at beginning of the year
|
|
|
|
|
34,636
|
|
|
12,730
|
|
|
13,806
|
|
|
|
|
|
|
|
|
|
|
|
|||
Cash and cash equivalents at end of the year
|
|
|
|
$
|
9,167
|
|
|
34,636
|
|
|
12,730
|
|
GRI - Regency, LLC
|
||||||||||||
Consolidated Statements of Cash Flows
|
||||||||||||
For the years ended December 31, 2011 (unaudited), 2010 (unaudited), and 2009
|
||||||||||||
(in thousands)
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
|
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
|
|||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest
|
|
|
|
$
|
56,427
|
|
|
66,119
|
|
|
76,999
|
|
|
|
|
|
|
|
|
|
|
|
|||
Supplemental disclosure of non-cash transactions:
|
|
|
|
|
|
|
|
|
|
|||
Liabilities contributed, net of real estate (note 3)
|
|
|
|
$
|
—
|
|
|
—
|
|
|
(3,701
|
)
|
|
|
|
|
|
|
|
|
|
|
|||
Mortgage loan transferred in sale of real estate
|
|
|
|
$
|
8,445
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|||
Change in fair value of derivative instrument
|
|
|
|
$
|
—
|
|
|
—
|
|
|
1,281
|
|
|
|
|
|
|
|
|
|
|
|
|||
Accrued PP & E
|
|
|
|
$
|
12
|
|
|
475
|
|
|
678
|
|
1.
|
Summary of Significant Accounting Policies
|
(a)
|
Organization and Principles of Consolidation
|
(b)
|
Revenues
|
|
|
2011
|
|
2010
|
||
Tenant receivables
|
$
|
3,085
|
|
$
|
12,370
|
|
CAM and tax reimbursements
|
|
14,620
|
|
|
7,693
|
|
Other receivables
|
|
944
|
|
|
1,166
|
|
Less: Allowance for doubtful accounts
|
|
2,177
|
|
|
2,647
|
|
Total
|
$
|
16,472
|
|
$
|
18,582
|
|
(c)
|
Real Estate Investments
|
(d)
|
Cash and Cash Equivalents
|
(e)
|
Restricted Cash
|
(f)
|
Deferred Costs
|
(g)
|
Derivative Financial Instruments
|
(h)
|
Asset Retirement Obligations
|
(i)
|
Income Taxes
|
(j)
|
Assets and Liabilities Measured at Fair Value
|
•
|
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.
|
•
|
Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.
|
•
|
Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.
|
(a)
|
Recent Accounting Pronouncements
|
(b)
|
Reclassifications
|
2.
|
Concentration of Risk
|
3.
|
Real Estate Investments
|
Land
|
$
|
1,787
|
|
Buildings and improvements, net
|
|
4,931
|
|
Straight-line rent
|
|
44
|
|
Deferred leasing costs, net
|
|
66
|
|
Deferred loan costs, net
|
|
1
|
|
Total assets contributed
|
|
6,829
|
|
|
|
|
|
Liabilities contributed
|
|
10,530
|
|
Net liabilities contributed
|
$
|
3,701
|
|
|
|
2011
|
|
2010
|
|
2009
|
|||
|
|
(unaudited)
|
|
(unaudited)
|
|
|
|||
Revenues
|
$
|
1,049
|
|
$
|
10,488
|
|
$
|
12,637
|
|
Expenses
|
|
(877
|
)
|
|
(25,578
|
)
|
|
(43,972
|
)
|
Operating income (loss) from discontinued operations
|
|
172
|
|
|
(15,090
|
)
|
|
(31,335
|
)
|
Gain on sale of properties
|
|
1,475
|
|
|
5,377
|
|
|
—
|
|
Net income (loss) from discontinued operations
|
$
|
1,647
|
|
$
|
(9,713
|
)
|
$
|
(31,335
|
)
|
5.
|
Acquired Lease Intangibles
|
Year Ending December 31,
|
|
Amortization
Expense
|
|
Net Accretion
|
||
2012
|
$
|
6,051
|
|
$
|
3,417
|
|
2013
|
|
4,690
|
|
|
3,088
|
|
2014
|
|
3,371
|
|
|
2,672
|
|
2015
|
|
2,470
|
|
|
2,122
|
|
2016
|
|
1,349
|
|
|
1,535
|
|
Thereafter
|
|
5,472
|
|
|
2,478
|
|
Total
|
$
|
23,403
|
|
$
|
15,312
|
|
|
|
|
2011
|
|
2010
|
||
Mortgages payable:
|
|
|
|
|
|
||
Fixed rate mortgage loans
|
|
$
|
1,079,710
|
|
|
1,107,662
|
|
Unamortized debt market premiums
|
|
|
244
|
|
|
343
|
|
Total
|
|
$
|
1,079,954
|
|
|
1,108,005
|
|
Schedule Principal Payments by Year:
|
Scheduled Principal Payments
|
|
Mortgage Loan Maturities
|
|
Total
|
|||||
|
2012
|
$
|
8,462
|
|
|
229,237
|
|
|
237,699
|
|
|
2013
|
|
11,997
|
|
|
20,695
|
|
|
32,692
|
|
|
2014
|
|
12,673
|
|
|
9,800
|
|
|
22,473
|
|
|
2015
|
|
13,024
|
|
|
35,598
|
|
|
48,622
|
|
|
2016
|
|
11,103
|
|
|
158,460
|
|
|
169,563
|
|
|
Beyond 5 Years
|
|
59,215
|
|
|
509,446
|
|
|
568,661
|
|
|
Unamortized debt market premiums
|
|
244
|
|
|
—
|
|
|
244
|
|
|
Total
|
$
|
116,718
|
|
|
963,236
|
|
|
1,079,954
|
|
Year Ending December 31,
|
|
Amount
|
|
2012
|
$
|
153,206
|
|
2013
|
|
139,396
|
|
2014
|
|
118,639
|
|
2015
|
|
98,466
|
|
2016
|
|
77,056
|
|
Thereafter
|
|
316,877
|
|
Total
|
$
|
903,640
|
|
Year Ending December 31,
|
|
Amount
|
|
2012
|
$
|
292
|
|
2013
|
|
292
|
|
2014
|
|
292
|
|
2015
|
|
292
|
|
2016
|
|
292
|
|
Thereafter
|
|
6,959
|
|
|
|
8,419
|
|
Less: amount representing interest
|
|
(4,713
|
)
|
Total
|
$
|
3,706
|
|
•
|
On January 17, 2012, the Company acquired one operating property in Lake Grove, NY, Lake Grove Commons, for a purchase price of $72.5 million, including the assumption of approximately $34.3 million of debt.
|