|
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.)
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|
|
|
|
One Independent Drive, Suite 114
Jacksonville, Florida 32202
|
(904) 598-7000
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|
(Address of principal executive offices) (zip code)
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(Registrant's telephone number, including area code)
|
Title of each class
|
|
Name of each exchange on which registered
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Common Stock, $.01 par value
|
|
New York Stock Exchange
|
6.625% Series 6 Cumulative Redeemable Preferred Stock, $.01 par value
|
|
New York Stock Exchange
|
6.000% Series 7 Cumulative Redeemable Preferred Stock, $.01 par value
|
|
New York Stock Exchange
|
|
|
|
|
|
|
Title of each class
|
|
Name of each exchange on which registered
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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;
|
•
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Eliminates duplicative disclosure and provides a more streamlined and readable presentation; and
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•
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Creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
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•
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First-rate performance of our exceptionally merchandised and located national portfolio;
|
•
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Value-enhancing services from an accomplished team of professionals in the business; and
|
•
|
Creation of superior growth in shareholder value.
|
•
|
Sustain average annual 3% same property NOI growth from a high-quality, growing portfolio of thriving community and neighborhood shopping centers;
|
•
|
Develop new, and redevelop existing, high quality shopping centers at attractive returns on investment from a disciplined development program;
|
•
|
Maintain our balance sheet to provide financial flexibility, to cost effectively fund uses of capital, and to weather economic downturns; and
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•
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Engage a talented and dedicated team with high standards of integrity that operates efficiently and is recognized as a leader in the real estate industry.
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•
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Own and develop centers that are located at key corners in our nation’s most attractive metro areas;
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•
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Target trade areas characterized by their strong demographics and consumer buying power, and draw shoppers to our centers with highly productive anchor tenants;
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•
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Attract the best national, regional and local retailers and restaurants;
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•
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Pursue initiatives that reinforce the underlying quality of our portfolio and maximize long-term growth such as “Fresh Look®,” an operating philosophy that guides our merchandising and place-making programs;
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•
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Fortify future NOI growth by rigorously reviewing our portfolio to identify and sell operating properties that no longer meet our investment standards; and
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•
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Opportunistically upgrade our portfolio by acquiring high quality shopping centers with meaningful upside in NOI growth funded from the sale of operating properties that no longer meet our investment standards.
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•
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Maintain and grow our existing presence in our key markets with in-house expertise and anchor relationships;
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•
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Develop shopping centers located in desirable infill markets for long-term ownership;
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•
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Anchor developments with dominant, national and regional chains and high volume specialty grocers;
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•
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Create additional value through redevelopment of existing centers; and
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•
|
Fund our development program primarily from the sale of operating properties that no longer meet our investment criteria.
|
•
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Prudently access our multiple sources of debt and equity through the capital markets and co-investment partnerships;
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•
|
Fund development and acquisitions from free cash flows, selling operating properties that no longer meet our investment standards, and accessing favorably priced equity;
|
•
|
Further reduce leverage through organic growth in earnings and, when appropriate, accessing the capital markets;
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•
|
Rigorously manage our line of credit and maintain substantial uncommitted capacity;
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•
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Maintain a large pool of unencumbered assets and excellent relationships with mortgage lenders; and
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•
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Maintain a well laddered debt maturity profile.
|
•
|
Reflect our values by executing and successfully meeting our commitments to our people and our communities, a tradition we have embraced for over 50 years;
|
•
|
Foster a values-based culture, offering a comprehensive benefits package and an engaging workplace environment;
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•
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Uphold unwavering standards of honesty and integrity and build our reputation by maintaining the highest ethical principles;
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•
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Offer a challenging, safe and dynamic work environment and support the professional development and personal life of each employee;
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•
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Encourage employees to achieve their personal health goals through a robust wellness program focused on education, awareness and prevention; and
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•
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Contribute to the betterment of our communities by supporting philanthropic programs with employee contribution matching and paid volunteer time.
|
•
|
our locations within our market areas;
|
•
|
the design and high quality of our shopping centers;
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•
|
the strong demographics surrounding our shopping centers;
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•
|
our relationships with our anchor tenants and our side-shop and out-parcel retailers;
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•
|
our practice of maintaining and renovating our shopping centers; and
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•
|
our ability to source and develop new shopping centers.
|
Name
|
Age
|
Title
|
Executive Officer in Position Shown Since
|
Martin E. Stein, Jr.
|
64
|
Chairman and Chief Executive Officer
|
1993
|
Lisa Palmer
|
49
|
President and Chief Financial Officer
|
2016
(1)
|
Dan M. Chandler, III
|
49
|
Executive Vice President of Development
|
2016
(2)
|
James D. Thompson
|
61
|
Executive Vice President of Operations
|
2016
(3)
|
•
|
Same Property
information is provided for operating properties that were owned and operated for the entirety of both calendar year periods being compared and excludes Non-Same Properties and Properties in Development.
|
•
|
A Non-Same Property
is a property acquired, sold, or a development completion during either calendar year period being compared. Corporate activities, including the captive insurance company, are part of Non-Same Property.
|
•
|
Property In Development
includes land or properties in various stages of development and redevelopment including active pre-development activities.
|
•
|
Development Completion
is a project in development that is deemed complete upon the earliest of: (i) 90% of total estimated net development costs have been incurred and percent leased equals or exceeds 95%, or (ii) the project features at least two years of anchor operations, or (iii) three years have passed since the start of construction. Once deemed complete, the property is termed an Operating Property.
|
•
|
Pro-Rata
information includes 100% of our consolidated properties plus our ownership interest in our unconsolidated real estate investment partnerships.
|
•
|
The amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting or allocating noncontrolling interests, and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses; and
|
•
|
Other companies in our industry may calculate their pro-rata interest differently, limiting the usefulness as a comparative measure.
|
•
|
Core EBITDA
is defined as earnings before interest, taxes, depreciation and amortization, real estate gains and losses, and development and acquisition pursuit costs.
|
•
|
Fixed Charge Coverage Ratio
is defined as Core EBITDA divided by the sum of the gross interest and scheduled mortgage principal paid to our lenders plus dividends paid to our preferred stockholders.
|
•
|
Net Operating Income ("NOI")
is the sum of minimum rent, percentage rent and recoveries from tenants and other income, less operating and maintenance, real estate taxes, and provision for doubtful accounts. NOI excludes straight-
|
•
|
NAREIT Funds from Operations ("NAREIT FFO")
is a commonly used measure of REIT performance, which the National Association of Real Estate Investment Trusts ("NAREIT") defines as net income, computed in accordance with GAAP, excluding gains and losses from sales of depreciable property, net of tax, excluding operating real estate impairments, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. We compute NAREIT FFO for all periods presented in accordance with NAREIT's definition. Many companies use different depreciable lives and methods, and real estate values historically fluctuate with market conditions. Since NAREIT FFO excludes depreciation and amortization and gains and losses from depreciable property dispositions, and impairments, it provides a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition and development activities, and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Thus, NAREIT FFO is a supplemental non-GAAP financial measure of our operating performance, which does not represent cash generated from operating activities in accordance with GAAP; and, therefore, should not be considered a substitute measure of cash flows from operations.
|
•
|
Core FFO
is an additional performance measure used by Regency as the computation of NAREIT FFO includes certain non-cash and non-comparable items that affect the Company's period-over-period performance. Core FFO excludes from NAREIT FFO, but is not limited to: (a) transaction related gains, income or expense; (b) impairments on land; (c) gains or losses from the early extinguishment of debt; and (d) other non-core amounts as they occur. The Company provides a reconciliation of NAREIT FFO to Core FFO.
|
•
|
changes in the respective businesses, operations, assets, liabilities and prospects of either company;
|
•
|
market assessments of the likelihood that the merger will be completed;
|
•
|
interest rates, general market and economic conditions and other factors generally affecting the price of our common stock and Equity One common stock;
|
•
|
federal, state and local legislation, governmental regulation and legal developments in the businesses in which we and Equity One operate; and
|
•
|
other factors beyond the control of Regency Centers or Equity One, including those described under this “Risk Factors” heading.
|
•
|
upon termination of the merger agreement under specified circumstances, Equity One may be required to pay Regency Centers a termination fee of $150 million and we may be required to pay Equity One a termination fee of $240 million;
|
•
|
we are paying substantial costs relating to the merger, such as legal, accounting, financial advisor, filing, printing and mailing fees and integration preparation costs that have already been incurred or will continue to be incurred until the closing of the merger;
|
•
|
our management focusing on the merger instead of on pursuing other opportunities that could be beneficial to Regency Centers without realizing any of the benefits of having the merger completed; and
|
•
|
reputational harm due to the adverse perception of any failure to successfully complete the merger.
|
•
|
the inability to successfully combine the businesses of Regency Centers and Equity One in a manner that permits Regency Centers to achieve the cost savings anticipated to result from the merger, which would result in some anticipated benefits of the merger not being realized in the time frame currently anticipated, or at all;
|
•
|
the inability to successfully realize the anticipated value from some of Equity One’s assets, particularly from the redevelopment projects;
|
•
|
lost sales and tenants as a result of certain tenants of either of Regency Centers or Equity One deciding not to continue to do business with Regency Centers;
|
•
|
the complexities associated with integrating personnel from the two companies;
|
•
|
the additional complexities of combining two companies with different histories, cultures, markets, strategies and customer bases;
|
•
|
the failure by Regency Centers to retain key employees of either of the two companies;
|
•
|
potential unknown liabilities and unforeseen increased expenses, delays or regulatory conditions associated with the merger; and
|
•
|
performance shortfalls at one or both of the two companies as a result of the diversion of management’s attention caused by completing the merger and integrating the companies’ operations.
|
•
|
requiring Regency Centers to use a substantial portion of our cash flow from operations to service our indebtedness, which would reduce the available cash flow to fund working capital, capital expenditures, development projects, and other general corporate purposes and reduce cash for distributions;
|
•
|
limiting our ability to obtain additional financing to fund our working capital needs, acquisitions, capital expenditures, or other debt service requirements or for other purposes;
|
•
|
increasing our costs of incurring additional debt;
|
•
|
increasing our exposure to floating interest rates;
|
•
|
limiting our ability to compete with other companies that are not as highly leveraged, as we may be less capable of responding to adverse economic and industry conditions;
|
•
|
restricting Regency Centers from making strategic acquisitions, developing properties, or exploiting business opportunities;
|
•
|
restricting the way in which we conduct our business because of financial and operating covenants in the agreements governing our existing and future indebtedness;
|
•
|
exposing Regency Centers to potential events of default (if not cured or waived) under covenants contained in our debt instruments that could have a material adverse effect on our business, financial condition, and operating results;
|
•
|
increasing our vulnerability to a downturn in general economic conditions; and
|
•
|
limiting our ability to react to changing market conditions in its industry.
|
•
|
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;
|
•
|
adverse financial conditions for grocery and retail anchors;
|
•
|
continued consolidation in the retail sector;
|
•
|
excess amount of retail space in our markets;
|
•
|
reduction in the demand by tenants to occupy our shopping centers as a result of reduced consumer demand for certain retail categories;
|
•
|
the growth of super-centers and warehouse club retailers, such as those operated by Wal-Mart and Costco, and their adverse effect on traditional grocery chains;
|
•
|
the impact of changing energy costs on consumers and its consequential effect on retail spending; and
|
•
|
consequences of any armed conflict involving, or terrorist attack against, the United States.
|
•
|
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.
|
•
|
the risk that we may be unable to lease 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;
|
•
|
the risk that development costs of a project may exceed original estimates, possibly making the project unprofitable;
|
•
|
the risk that delays in the development and construction process could increase costs;
|
•
|
the risk that we may abandon development opportunities and lose our investment in such opportunities;
|
•
|
the risk that the size of our development pipeline will strain our capacity to complete the developments within the targeted timelines and at the expected returns on invested capital;
|
•
|
changes in the level of future development and redevelopment activity could have an adverse impact on operating results by reducing the amount of capitalizable internal costs for development projects; and
|
•
|
the lack of cash flow during the construction period.
|
•
|
properties we acquire may fail to achieve the occupancy or rental rates we project, within the time frames we estimate, 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;
|
•
|
our investigation of a company, property or building prior to our acquisition, and any representations we may receive from such seller, may fail to reveal various liabilities, which could reduce the cash flow from the acquisition or increase our acquisition costs;
|
•
|
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, either of which could result in the property failing to achieve the returns we have projected, either temporarily or for a longer time;
|
•
|
we may not recover our costs from an unsuccessful acquisition;
|
•
|
our acquisition activities may distract our management and generate significant costs; and
|
•
|
we may not be able to integrate an acquisition into our existing operations successfully.
|
•
|
reduce the number of properties available for acquisition or development;
|
•
|
increase the cost of properties available for acquisition or development;
|
•
|
hinder our ability to attract and retain tenants, leading to increased vacancy rates and/or reduced rents; and
|
•
|
adversely affect our ability to minimize our expenses of operation.
|
•
|
actual or anticipated variations in our operating results;
|
•
|
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;
|
•
|
changes in our dividend payments;
|
•
|
potential tax law changes on REITs;
|
•
|
speculation in the press or investment community; and
|
•
|
general market and economic conditions.
|
•
|
our financial condition and results of future operations;
|
•
|
the terms of our loan covenants; and
|
•
|
our ability to acquire, finance, develop or redevelop and lease additional properties at attractive rates.
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
Location
|
|
Number of Properties
|
|
GLA (in thousands)
|
|
Percent of Total
GLA |
|
Percent Leased
|
|
Number of Properties
|
|
GLA (in thousands)
|
|
Percent of Total
GLA |
|
Percent Leased
|
||||||||
California
|
|
43
|
|
|
5,734
|
|
|
24.0
|
%
|
|
97.7
|
%
|
|
42
|
|
|
5,619
|
|
|
24.1
|
%
|
|
95.6
|
%
|
Florida
|
|
37
|
|
|
4,167
|
|
|
17.4
|
%
|
|
93.6
|
%
|
|
39
|
|
|
4,214
|
|
|
18.1
|
%
|
|
94.7
|
%
|
Texas
|
|
23
|
|
|
3,014
|
|
|
12.6
|
%
|
|
96.0
|
%
|
|
22
|
|
|
2,716
|
|
|
11.7
|
%
|
|
97.6
|
%
|
Georgia
|
|
15
|
|
|
1,395
|
|
|
5.8
|
%
|
|
93.8
|
%
|
|
15
|
|
|
1,392
|
|
|
6.0
|
%
|
|
92.9
|
%
|
Colorado
|
|
14
|
|
|
1,146
|
|
|
4.8
|
%
|
|
93.8
|
%
|
|
15
|
|
|
1,266
|
|
|
5.4
|
%
|
|
91.3
|
%
|
North Carolina
|
|
10
|
|
|
895
|
|
|
3.8
|
%
|
|
96.2
|
%
|
|
10
|
|
|
895
|
|
|
3.8
|
%
|
|
95.8
|
%
|
Ohio
|
|
8
|
|
|
1,184
|
|
|
4.9
|
%
|
|
98.4
|
%
|
|
8
|
|
|
1,164
|
|
|
5.0
|
%
|
|
98.6
|
%
|
Virginia
|
|
7
|
|
|
1,233
|
|
|
5.2
|
%
|
|
87.5
|
%
|
|
6
|
|
|
841
|
|
|
3.6
|
%
|
|
96.2
|
%
|
Oregon
|
|
7
|
|
|
741
|
|
|
3.1
|
%
|
|
93.3
|
%
|
|
7
|
|
|
742
|
|
|
3.2
|
%
|
|
87.9
|
%
|
Washington
|
|
6
|
|
|
672
|
|
|
2.8
|
%
|
|
99.3
|
%
|
|
5
|
|
|
606
|
|
|
2.6
|
%
|
|
98.7
|
%
|
Illinois
|
|
5
|
|
|
817
|
|
|
3.4
|
%
|
|
98.7
|
%
|
|
5
|
|
|
817
|
|
|
3.5
|
%
|
|
98.2
|
%
|
Missouri
|
|
4
|
|
|
408
|
|
|
1.7
|
%
|
|
99.5
|
%
|
|
4
|
|
|
408
|
|
|
1.8
|
%
|
|
100.0
|
%
|
Massachusetts
|
|
3
|
|
|
516
|
|
|
2.2
|
%
|
|
95.5
|
%
|
|
3
|
|
|
516
|
|
|
2.2
|
%
|
|
96.1
|
%
|
Tennessee
|
|
3
|
|
|
317
|
|
|
1.3
|
%
|
|
96.3
|
%
|
|
3
|
|
|
317
|
|
|
1.4
|
%
|
|
96.1
|
%
|
Connecticut
|
|
3
|
|
|
316
|
|
|
1.3
|
%
|
|
94.7
|
%
|
|
3
|
|
|
315
|
|
|
1.4
|
%
|
|
96.3
|
%
|
Pennsylvania
|
|
3
|
|
|
317
|
|
|
1.3
|
%
|
|
94.7
|
%
|
|
3
|
|
|
311
|
|
|
1.3
|
%
|
|
98.4
|
%
|
Indiana
|
|
1
|
|
|
254
|
|
|
1.1
|
%
|
|
97.9
|
%
|
|
3
|
|
|
281
|
|
|
1.2
|
%
|
|
93.8
|
%
|
Arizona
|
|
1
|
|
|
36
|
|
|
0.1
|
%
|
|
60.4
|
%
|
|
2
|
|
|
274
|
|
|
1.2
|
%
|
|
92.7
|
%
|
Delaware
|
|
1
|
|
|
232
|
|
|
1.0
|
%
|
|
93.6
|
%
|
|
1
|
|
|
232
|
|
|
1.0
|
%
|
|
90.1
|
%
|
Maryland
|
|
1
|
|
|
117
|
|
|
0.5
|
%
|
|
97.9
|
%
|
|
1
|
|
|
113
|
|
|
0.5
|
%
|
|
96.1
|
%
|
Michigan
|
|
1
|
|
|
97
|
|
|
0.4
|
%
|
|
97.1
|
%
|
|
1
|
|
|
97
|
|
|
0.4
|
%
|
|
95.7
|
%
|
New York
|
|
1
|
|
|
105
|
|
|
0.4
|
%
|
|
—%
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
—%
|
|
New Jersey
|
|
1
|
|
|
218
|
|
|
0.9
|
%
|
|
65.9
|
%
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
—%
|
|
Alabama
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
—%
|
|
|
1
|
|
|
85
|
|
|
0.4
|
%
|
|
95.0
|
%
|
South Carolina
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
—%
|
|
|
1
|
|
|
59
|
|
|
0.2
|
%
|
|
100.0
|
%
|
Total
|
|
198
|
|
23,931
|
|
100.0%
|
|
94.8%
|
|
200
|
|
23,280
|
|
100.0%
|
|
95.4%
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||
Location
|
|
Number of Properties
|
|
GLA (in thousands)
|
|
Percent of Total
GLA |
|
Percent Leased
|
|
Number of Properties
|
|
GLA (in thousands)
|
|
Percent of Total
GLA |
|
Percent Leased
|
California
|
|
20
|
|
2,652
|
|
19.1%
|
|
97.5%
|
|
20
|
|
2,652
|
|
18.0%
|
|
98.7%
|
Virginia
|
|
18
|
|
2,551
|
|
18.3%
|
|
95.1%
|
|
19
|
|
2,645
|
|
17.9%
|
|
96.9%
|
Maryland
|
|
11
|
|
1,182
|
|
8.5%
|
|
96.1%
|
|
13
|
|
1,491
|
|
10.1%
|
|
92.5%
|
North Carolina
|
|
8
|
|
1,275
|
|
9.2%
|
|
95.3%
|
|
8
|
|
1,275
|
|
8.6%
|
|
97.6%
|
Florida
|
|
7
|
|
729
|
|
5.2%
|
|
98.4%
|
|
8
|
|
682
|
|
4.6%
|
|
97.4%
|
Texas
|
|
7
|
|
932
|
|
6.7%
|
|
98.4%
|
|
7
|
|
932
|
|
6.3%
|
|
99.3%
|
Pennsylvania
|
|
6
|
|
664
|
|
4.8%
|
|
91.7%
|
|
6
|
|
664
|
|
4.5%
|
|
88.7%
|
Colorado
|
|
5
|
|
853
|
|
6.1%
|
|
95.1%
|
|
5
|
|
862
|
|
5.8%
|
|
92.9%
|
Minnesota
|
|
5
|
|
674
|
|
4.8%
|
|
98.6%
|
|
5
|
|
674
|
|
4.6%
|
|
98.3%
|
Washington
|
|
5
|
|
621
|
|
4.6%
|
|
95.2%
|
|
5
|
|
621
|
|
4.2%
|
|
97.0%
|
Illinois
|
|
4
|
|
671
|
|
4.8%
|
|
95.7%
|
|
7
|
|
944
|
|
6.4%
|
|
94.6%
|
New Jersey
|
|
2
|
|
158
|
|
1.1%
|
|
100.0%
|
|
2
|
|
158
|
|
1.1%
|
|
95.7%
|
Indiana
|
|
2
|
|
139
|
|
1.0%
|
|
100.0%
|
|
2
|
|
139
|
|
0.9%
|
|
100.0%
|
District of Columbia
|
|
2
|
|
40
|
|
0.3%
|
|
100.0%
|
|
2
|
|
40
|
|
0.3%
|
|
100.0%
|
Connecticut
|
|
1
|
|
186
|
|
1.3%
|
|
94.8%
|
|
1
|
|
186
|
|
1.3%
|
|
98.8%
|
South Carolina
|
|
1
|
|
80
|
|
0.6%
|
|
100.0%
|
|
2
|
|
162
|
|
1.1%
|
|
100.0%
|
New York
|
|
1
|
|
141
|
|
1.0%
|
|
100.0%
|
|
1
|
|
141
|
|
1.0%
|
|
100.0%
|
Arizona
|
|
1
|
|
108
|
|
0.8%
|
|
89.7%
|
|
1
|
|
108
|
|
0.7%
|
|
87.4%
|
Oregon
|
|
1
|
|
93
|
|
0.7%
|
|
94.7%
|
|
1
|
|
93
|
|
0.6%
|
|
98.1%
|
Georgia
|
|
1
|
|
86
|
|
0.6%
|
|
98.5%
|
|
1
|
|
86
|
|
0.6%
|
|
100.0%
|
Delaware
|
|
1
|
|
64
|
|
0.5%
|
|
92.6%
|
|
1
|
|
67
|
|
0.5%
|
|
91.0%
|
Wisconsin
|
|
—
|
|
—
|
|
—%
|
|
—%
|
|
1
|
|
133
|
|
0.9%
|
|
92.8%
|
Total
|
|
109
|
|
13,899
|
|
100.0%
|
|
96.3%
|
|
118
|
|
14,755
|
|
100.0%
|
|
96.3%
|
Tenant
|
|
GLA
|
|
Percent of Company Owned GLA
|
|
Annualized Base Rent
|
|
Percent of Annualized Base Rent
|
|
Number of Leased Stores
|
|
Anchor Owned Stores
(1)
|
|
Kroger
|
|
2,686
|
|
9.3%
|
$
|
26,288
|
|
|
4.7%
|
|
54
|
|
5
|
Publix
|
|
1,641
|
|
5.7%
|
|
17,617
|
|
|
3.1%
|
|
40
|
|
1
|
Albertsons/Safeway
|
|
1,361
|
|
4.7%
|
|
15,178
|
|
|
2.7%
|
|
41
|
|
7
|
Whole Foods
|
|
713
|
|
2.5%
|
|
13,895
|
|
|
2.5%
|
|
21
|
|
—
|
TJX Companies
|
|
807
|
|
2.8%
|
|
10,895
|
|
|
1.9%
|
|
38
|
|
—
|
CVS
|
|
498
|
|
1.7%
|
|
8,644
|
|
|
1.5%
|
|
45
|
|
—
|
PETCO
|
|
324
|
|
1.1%
|
|
7,218
|
|
|
1.3%
|
|
41
|
|
—
|
Ahold/Delhaize
|
|
460
|
|
1.6%
|
|
6,301
|
|
|
1.1%
|
|
14
|
|
—
|
H.E.B.
|
|
344
|
|
1.2%
|
|
5,762
|
|
|
1.0%
|
|
5
|
|
—
|
Trader Joe's
|
|
179
|
|
0.6%
|
|
4,995
|
|
|
0.9%
|
|
19
|
|
—
|
Ross Dress For Less
|
|
306
|
|
1.1%
|
|
4,982
|
|
|
0.9%
|
|
16
|
|
—
|
Nordstrom Rack
|
|
174
|
|
0.6%
|
|
4,937
|
|
|
0.9%
|
|
5
|
|
—
|
Bank of America
|
|
88
|
|
0.3%
|
|
4,580
|
|
|
0.8%
|
|
31
|
|
—
|
Target
|
|
410
|
|
1.4%
|
|
4,441
|
|
|
0.8%
|
|
5
|
|
13
|
Starbucks
|
|
106
|
|
0.4%
|
|
4,424
|
|
|
0.8%
|
|
81
|
|
—
|
Wells Fargo Bank
|
|
85
|
|
0.3%
|
|
4,416
|
|
|
0.8%
|
|
41
|
|
—
|
JPMorgan Chase Bank
|
|
64
|
|
0.2%
|
|
3,995
|
|
|
0.7%
|
|
25
|
|
—
|
Kohl's
|
|
289
|
|
1.0%
|
|
3,950
|
|
|
0.7%
|
|
4
|
|
—
|
Dick's Sporting Goods
|
|
267
|
|
0.9%
|
|
3,441
|
|
|
0.6%
|
|
5
|
|
—
|
Panera Bread
|
|
97
|
|
0.3%
|
|
3,359
|
|
|
0.6%
|
|
27
|
|
—
|
Sears Holdings
|
|
376
|
|
1.3%
|
|
3,090
|
|
|
0.6%
|
|
5
|
|
1
|
Bed Bath & Beyond
|
|
175
|
|
0.6%
|
|
2,940
|
|
|
0.5%
|
|
6
|
|
—
|
Subway
|
|
85
|
|
0.3%
|
|
2,927
|
|
|
0.5%
|
|
91
|
|
—
|
Massage Envy
|
|
89
|
|
0.3%
|
|
2,808
|
|
|
0.5%
|
|
33
|
|
—
|
Rite Aid
|
|
171
|
|
0.6%
|
|
2,807
|
|
|
0.5%
|
|
19
|
|
—
|
Lease Expiration Year
|
|
Number of Tenants with Expiring Leases
|
|
Pro-rata Expiring GLA
|
|
Percent of Total Company GLA
|
|
In Place Minimum Rent Expiring Under Leases
(2)
|
|
Percent of Minimum Rent
(2)
|
|
Pro-rata Expiring ABR
|
||||||||
(1)
|
|
200
|
|
|
158
|
|
|
0.6
|
%
|
|
$
|
3,699
|
|
|
0.7
|
%
|
|
$
|
23.41
|
|
2017
|
|
887
|
|
|
2,219
|
|
|
8.2
|
%
|
|
48,215
|
|
|
8.9
|
%
|
|
21.73
|
|
||
2018
|
|
975
|
|
|
2,783
|
|
|
10.3
|
%
|
|
59,549
|
|
|
11.0
|
%
|
|
21.40
|
|
||
2019
|
|
911
|
|
|
3,229
|
|
|
12.0
|
%
|
|
64,178
|
|
|
11.9
|
%
|
|
19.88
|
|
||
2020
|
|
934
|
|
|
3,094
|
|
|
11.5
|
%
|
|
65,686
|
|
|
12.1
|
%
|
|
21.23
|
|
||
2021
|
|
911
|
|
|
3,324
|
|
|
12.3
|
%
|
|
68,210
|
|
|
12.6
|
%
|
|
20.52
|
|
||
2022
|
|
494
|
|
|
2,645
|
|
|
9.8
|
%
|
|
50,047
|
|
|
9.3
|
%
|
|
18.92
|
|
||
2023
|
|
240
|
|
|
1,153
|
|
|
4.3
|
%
|
|
25,352
|
|
|
4.7
|
%
|
|
21.99
|
|
||
2024
|
|
253
|
|
|
1,513
|
|
|
5.6
|
%
|
|
30,311
|
|
|
5.6
|
%
|
|
20.03
|
|
||
2025
|
|
236
|
|
|
1,191
|
|
|
4.4
|
%
|
|
28,304
|
|
|
5.2
|
%
|
|
23.76
|
|
||
2026
|
|
216
|
|
|
1,176
|
|
|
4.4
|
%
|
|
28,639
|
|
|
5.3
|
%
|
|
24.35
|
|
||
Thereafter
|
|
441
|
|
|
4,466
|
|
|
16.6
|
%
|
|
68,781
|
|
|
12.7
|
%
|
|
15.40
|
|
||
Total
|
|
6,698
|
|
|
26,951
|
|
|
100.0
|
%
|
|
$
|
540,971
|
|
|
100.0
|
%
|
|
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Palm Valley Marketplace
|
|
Phoenix-Mesa-Scottsdale
|
|
AZ
|
|
20%
|
|
2001
|
|
1999
|
|
$—
|
|
108
|
|
89.7%
|
|
$14.51
|
|
Safeway
|
Shops at Arizona
|
|
Phoenix-Mesa-Scottsdale
|
|
AZ
|
|
|
|
2003
|
|
2000
|
|
—
|
|
36
|
|
60.4%
|
|
9.91
|
|
--
|
4S Commons Town Center
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
85%
|
|
2004
|
|
2004
|
|
62,500
|
|
240
|
|
100.0%
|
|
31.93
|
|
Ralphs, Jimbo's...Naturally!
|
Amerige Heights Town Center
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
2000
|
|
2000
|
|
16,106
|
|
89
|
|
100.0%
|
|
28.79
|
|
Albertsons, (Target)
|
Balboa Mesa Shopping Center
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
|
|
2012
|
|
1969
|
|
—
|
|
207
|
|
100.0%
|
|
25.07
|
|
Von's Food & Drug, Kohl's
|
Bayhill Shopping Center
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
40%
|
|
2005
|
|
1990
|
|
20,838
|
|
122
|
|
97.3%
|
|
23.67
|
|
Mollie Stone's Market
|
Blossom Valley
|
|
San Jose-Sunnyvale-Santa Clara
|
|
CA
|
|
20%
|
|
1999
|
|
1990
|
|
—
|
|
93
|
|
98.9%
|
|
25.32
|
|
Safeway
|
Brea Marketplace
(6)
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
40%
|
|
2005
|
|
1987
|
|
47,167
|
|
352
|
|
99.0%
|
|
17.83
|
|
Sprout's Markets, Target
|
Clayton Valley Shopping Center
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
2003
|
|
2004
|
|
—
|
|
260
|
|
94.7%
|
|
22.03
|
|
Grocery Outlet, Orchard Supply Hardware
|
Corral Hollow
|
|
Stockton
|
|
CA
|
|
25%
|
|
2000
|
|
2000
|
|
—
|
|
167
|
|
100.0%
|
|
16.74
|
|
Safeway, Orchard Supply & Hardware
|
Costa Verde Center
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
|
|
1999
|
|
1988
|
|
—
|
|
179
|
|
90.1%
|
|
35.41
|
|
Bristol Farms
|
Diablo Plaza
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1982
|
|
—
|
|
63
|
|
100.0%
|
|
38.08
|
|
(Safeway)
|
East Washington Place
|
|
Santa Rosa-Petaluma
|
|
CA
|
|
|
|
2011
|
|
2011
|
|
—
|
|
203
|
|
100.0%
|
|
24.04
|
|
(Target), Dick's Sporting Goods, TJ Maxx
|
El Camino Shopping Center
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1995
|
|
—
|
|
136
|
|
98.4%
|
|
35.14
|
|
Bristol Farms
|
El Cerrito Plaza
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
2000
|
|
2000
|
|
37,237
|
|
256
|
|
97.2%
|
|
28.01
|
|
(Lucky's), Trader Joe's
|
El Norte Pkwy Plaza
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
|
|
1999
|
|
1984
|
|
—
|
|
91
|
|
94.5%
|
|
17.81
|
|
Von's Food & Drug
|
Encina Grande
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1965
|
|
—
|
|
106
|
|
100.0%
|
|
30.42
|
|
Whole Foods
|
Five Points Shopping Center
|
|
Santa Barbara-Santa Maria-Goleta
|
|
CA
|
|
40%
|
|
2005
|
|
1960
|
|
26,604
|
|
145
|
|
98.7%
|
|
27.70
|
|
Smart & Final
|
Folsom Prairie City Crossing
|
|
Sacramento--Arden-Arcade--Roseville
|
|
CA
|
|
|
|
1999
|
|
1999
|
|
—
|
|
90
|
|
98.7%
|
|
20.49
|
|
Safeway
|
French Valley Village Center
|
|
Riverside-San Bernardino-Ontario
|
|
CA
|
|
|
|
2004
|
|
2004
|
|
—
|
|
99
|
|
100.0%
|
|
25.49
|
|
Stater Bros.
|
Friars Mission Center
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
|
|
1999
|
|
1989
|
|
—
|
|
147
|
|
100.0%
|
|
32.87
|
|
Ralphs
|
Gateway 101
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
2008
|
|
2008
|
|
—
|
|
92
|
|
100.0%
|
|
32.05
|
|
(Home Depot), (Best Buy), Target, Nordstrom Rack
|
Gelson's Westlake Market Plaza
|
|
Oxnard-Thousand Oaks-Ventura
|
|
CA
|
|
|
|
2002
|
|
2002
|
|
—
|
|
85
|
|
100.0%
|
|
23.77
|
|
Gelson's Markets
|
Golden Hills Promenade
|
|
San Luis Obispo-Paso Robles
|
|
CA
|
|
|
|
2006
|
|
2006
|
|
—
|
|
244
|
|
98.9%
|
|
7.56
|
|
Lowe's
|
Granada Village
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
40%
|
|
2005
|
|
1965
|
|
50,000
|
|
226
|
|
100.0%
|
|
22.57
|
|
Sprout's Markets
|
Hasley Canyon Village
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
20%
|
|
2003
|
|
2003
|
|
—
|
|
66
|
|
100.0%
|
|
25.03
|
|
Ralphs
|
Heritage Plaza
(6)
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1981
|
|
—
|
|
230
|
|
98.6%
|
|
34.76
|
|
Ralphs
|
Indio Towne Center
|
|
Riverside-San Bernardino-Ontario
|
|
CA
|
|
|
|
2006
|
|
2010
|
|
—
|
|
180
|
|
92.4%
|
|
17.94
|
|
(Home Depot), (WinCo), Toys R Us
|
Jefferson Square
|
|
Riverside-San Bernardino-Ontario
|
|
CA
|
|
|
|
2007
|
|
2007
|
|
—
|
|
38
|
|
49.3%
|
|
15.80
|
|
--
|
Laguna Niguel Plaza
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
40%
|
|
2005
|
|
1985
|
|
—
|
|
42
|
|
100.0%
|
|
27.35
|
|
(Albertsons)
|
Marina Shores
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
20%
|
|
2008
|
|
2001
|
|
10,897
|
|
68
|
|
100.0%
|
|
34.82
|
|
Whole Foods
|
Mariposa Shopping Center
|
|
San Jose-Sunnyvale-Santa Clara
|
|
CA
|
|
40%
|
|
2005
|
|
1957
|
|
20,140
|
|
127
|
|
100.0%
|
|
19.33
|
|
Safeway
|
Morningside Plaza
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1996
|
|
—
|
|
91
|
|
98.8%
|
|
22.31
|
|
Stater Bros.
|
Navajo Shopping Center
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
40%
|
|
2005
|
|
1964
|
|
8,215
|
|
102
|
|
98.0%
|
|
13.76
|
|
Albertsons
|
Newland Center
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1985
|
|
—
|
|
152
|
|
99.1%
|
|
22.93
|
|
Albertsons
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Oak Shade Town Center
|
|
Sacramento--Arden-Arcade--Roseville
|
|
CA
|
|
|
|
2011
|
|
1998
|
|
8,695
|
|
104
|
|
99.4%
|
|
20.03
|
|
Safeway
|
Oakbrook Plaza
|
|
Oxnard-Thousand Oaks-Ventura
|
|
CA
|
|
|
|
1999
|
|
1982
|
|
—
|
|
83
|
|
95.4%
|
|
18.21
|
|
Gelson's Markets
|
Persimmon Place
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
2014
|
|
2014
|
|
—
|
|
153
|
|
100.0%
|
|
34.28
|
|
Whole Foods, Nordstrom Rack
|
Plaza Hermosa
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1984
|
|
13,800
|
|
95
|
|
100.0%
|
|
25.62
|
|
Von's Food & Drug
|
Pleasant Hill Shopping Center
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
40%
|
|
2005
|
|
1970
|
|
50,000
|
|
232
|
|
100.0%
|
|
24.57
|
|
Target, Toys "R" Us
|
Point Loma Plaza
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
40%
|
|
2005
|
|
1987
|
|
25,984
|
|
213
|
|
82.9%
|
|
21.40
|
|
Von's Food & Drug
|
Powell Street Plaza
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
2001
|
|
1987
|
|
—
|
|
166
|
|
100.0%
|
|
32.87
|
|
Trader Joe's
|
Raley's Supermarket
|
|
Sacramento--Arden-Arcade--Roseville
|
|
CA
|
|
20%
|
|
2007
|
|
1964
|
|
—
|
|
63
|
|
100.0%
|
|
12.50
|
|
Raley's
|
Rancho San Diego Village
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
40%
|
|
2005
|
|
1981
|
|
22,393
|
|
153
|
|
93.1%
|
|
21.02
|
|
Smart & Final
|
Rona Plaza
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1989
|
|
—
|
|
52
|
|
100.0%
|
|
20.31
|
|
Superior Super Warehouse
|
San Leandro Plaza
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1982
|
|
—
|
|
50
|
|
100.0%
|
|
34.45
|
|
(Safeway)
|
Seal Beach
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
20%
|
|
2002
|
|
1966
|
|
2,200
|
|
97
|
|
97.8%
|
|
23.47
|
|
Von's Food & Drug
|
Sequoia Station
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1996
|
|
21,100
|
|
103
|
|
100.0%
|
|
39.17
|
|
(Safeway)
|
Shoppes at Homestead (fka Loehmanns Plaza California)
|
|
San Jose-Sunnyvale-Santa Clara
|
|
CA
|
|
|
|
1999
|
|
1983
|
|
—
|
|
113
|
|
100.0%
|
|
22.28
|
|
(Safeway)
|
Silverado Plaza
|
|
Napa
|
|
CA
|
|
40%
|
|
2005
|
|
1974
|
|
10,058
|
|
85
|
|
98.4%
|
|
16.60
|
|
Nob Hill
|
Snell & Branham Plaza
|
|
San Jose-Sunnyvale-Santa Clara
|
|
CA
|
|
40%
|
|
2005
|
|
1988
|
|
13,427
|
|
92
|
|
100.0%
|
|
18.26
|
|
Safeway
|
South Bay Village
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
2012
|
|
2012
|
|
—
|
|
108
|
|
100.0%
|
|
19.11
|
|
Wal-Mart, Orchard Supply Hardware
|
Strawflower Village
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1985
|
|
—
|
|
79
|
|
94.6%
|
|
19.76
|
|
Safeway
|
Tassajara Crossing
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1990
|
|
19,800
|
|
146
|
|
95.9%
|
|
23.63
|
|
Safeway
|
The Hub Hillcrest Market (fka Uptown District)
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
|
|
2012
|
|
1990
|
|
—
|
|
149
|
|
97.6%
|
|
37.72
|
|
Ralphs, Trader Joe's
|
Tustin Legacy
(7)
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
2016
|
|
2016
|
|
—
|
|
112
|
|
82.3%
|
|
28.57
|
|
Stater Bros.
|
Twin Oaks Shopping Center
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
40%
|
|
2005
|
|
1978
|
|
9,924
|
|
98
|
|
96.9%
|
|
18.26
|
|
Ralphs
|
Twin Peaks
|
|
San Diego-Carlsbad-San Marcos
|
|
CA
|
|
|
|
1999
|
|
1988
|
|
—
|
|
208
|
|
96.9%
|
|
19.74
|
|
Target
|
Valencia Crossroads
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
2002
|
|
2003
|
|
—
|
|
173
|
|
100.0%
|
|
26.03
|
|
Whole Foods, Kohl's
|
Village at La Floresta
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
2014
|
|
2014
|
|
—
|
|
87
|
|
100.0%
|
|
32.70
|
|
Whole Foods
|
West Park Plaza
|
|
San Jose-Sunnyvale-Santa Clara
|
|
CA
|
|
|
|
1999
|
|
1996
|
|
—
|
|
88
|
|
100.0%
|
|
17.71
|
|
Safeway
|
Westlake Village Plaza and Center
|
|
Oxnard-Thousand Oaks-Ventura
|
|
CA
|
|
|
|
1999
|
|
1975
|
|
—
|
|
197
|
|
100.0%
|
|
36.97
|
|
Von's Food & Drug and Sprouts
|
Woodman Van Nuys
|
|
Los Angeles-Long Beach-Santa Ana
|
|
CA
|
|
|
|
1999
|
|
1992
|
|
—
|
|
108
|
|
100.0%
|
|
15.33
|
|
El Super
|
Woodside Central
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
|
|
1999
|
|
1993
|
|
—
|
|
81
|
|
100.0%
|
|
23.98
|
|
(Target)
|
Ygnacio Plaza
|
|
San Francisco-Oakland-Fremont
|
|
CA
|
|
40%
|
|
2005
|
|
1968
|
|
27,326
|
|
110
|
|
100.0%
|
|
35.45
|
|
Sports Basement
|
Applewood Shopping Center
|
|
Denver-Aurora
|
|
CO
|
|
40%
|
|
2005
|
|
1956
|
|
—
|
|
372
|
|
91.5%
|
|
12.02
|
|
King Soopers, Wal-Mart
|
Arapahoe Village
|
|
Boulder
|
|
CO
|
|
40%
|
|
2005
|
|
1957
|
|
13,936
|
|
159
|
|
95.2%
|
|
17.48
|
|
Safeway
|
Belleview Square
|
|
Denver-Aurora
|
|
CO
|
|
|
|
2004
|
|
1978
|
|
—
|
|
117
|
|
100.0%
|
|
18.02
|
|
King Soopers
|
Boulevard Center
|
|
Denver-Aurora
|
|
CO
|
|
|
|
1999
|
|
1986
|
|
—
|
|
79
|
|
94.1%
|
|
28.32
|
|
(Safeway)
|
Buckley Square
|
|
Denver-Aurora
|
|
CO
|
|
|
|
1999
|
|
1978
|
|
—
|
|
116
|
|
100.0%
|
|
11.05
|
|
King Soopers
|
Centerplace of Greeley III Phase I
|
|
Greeley
|
|
CO
|
|
|
|
2007
|
|
2007
|
|
—
|
|
119
|
|
64.7%
|
|
13.70
|
|
--
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Cherrywood Square
|
|
Denver-Aurora
|
|
CO
|
|
40%
|
|
2005
|
|
1978
|
|
4,302
|
|
97
|
|
97.8%
|
|
9.88
|
|
King Soopers
|
Crossroads Commons
|
|
Boulder
|
|
CO
|
|
20%
|
|
2001
|
|
1986
|
|
16,501
|
|
143
|
|
100.0%
|
|
26.95
|
|
Whole Foods
|
Falcon Marketplace
|
|
Colorado Springs
|
|
CO
|
|
|
|
2005
|
|
2005
|
|
—
|
|
22
|
|
93.8%
|
|
21.83
|
|
(Wal-Mart)
|
Hilltop Village
|
|
Denver-Aurora
|
|
CO
|
|
|
|
2002
|
|
2003
|
|
—
|
|
100
|
|
91.1%
|
|
9.38
|
|
King Soopers
|
Kent Place
|
|
Denver-Aurora
|
|
CO
|
|
50%
|
|
2011
|
|
2011
|
|
8,250
|
|
48
|
|
100.0%
|
|
19.49
|
|
King Soopers
|
Littleton Square
|
|
Denver-Aurora
|
|
CO
|
|
|
|
1999
|
|
1997
|
|
—
|
|
99
|
|
100.0%
|
|
10.46
|
|
King Soopers
|
Lloyd King Center
|
|
Denver-Aurora
|
|
CO
|
|
|
|
1998
|
|
1998
|
|
—
|
|
83
|
|
96.9%
|
|
11.83
|
|
King Soopers
|
Marketplace at Briargate
|
|
Colorado Springs
|
|
CO
|
|
|
|
2006
|
|
2006
|
|
—
|
|
29
|
|
91.8%
|
|
30.11
|
|
(King Soopers)
|
Monument Jackson Creek
|
|
Colorado Springs
|
|
CO
|
|
|
|
1998
|
|
1999
|
|
—
|
|
85
|
|
100.0%
|
|
11.73
|
|
King Soopers
|
Ralston Square Shopping Center
|
|
Denver-Aurora
|
|
CO
|
|
40%
|
|
2005
|
|
1977
|
|
4,302
|
|
83
|
|
100.0%
|
|
11.01
|
|
King Soopers
|
Shops at Quail Creek
|
|
Denver-Aurora
|
|
CO
|
|
|
|
2008
|
|
2008
|
|
—
|
|
38
|
|
96.5%
|
|
28.01
|
|
(King Soopers)
|
Stroh Ranch
|
|
Denver-Aurora
|
|
CO
|
|
|
|
1998
|
|
1998
|
|
—
|
|
93
|
|
98.5%
|
|
12.71
|
|
King Soopers
|
Woodmen Plaza
|
|
Colorado Springs
|
|
CO
|
|
|
|
1998
|
|
1998
|
|
—
|
|
116
|
|
94.1%
|
|
13.05
|
|
King Soopers
|
Black Rock
|
|
Bridgeport-Stamford-Norwalk
|
|
CT
|
|
80%
|
|
2014
|
|
1996
|
|
20,000
|
|
98
|
|
97.8%
|
|
32.14
|
|
--
|
Brick Walk
(6)
|
|
Bridgeport-Stamford-Norwalk
|
|
CT
|
|
80%
|
|
2014
|
|
2007
|
|
33,000
|
|
124
|
|
90.5%
|
|
44.57
|
|
--
|
Corbin's Corner
|
|
Hartford-West Hartford-East Hartford
|
|
CT
|
|
40%
|
|
2005
|
|
1962
|
|
39,532
|
|
186
|
|
94.8%
|
|
26.39
|
|
Trader Joe's, Toys "R" Us, Best Buy
|
Fairfield Center
(6)
|
|
Bridgeport-Stamford-Norwalk
|
|
CT
|
|
80%
|
|
2014
|
|
2000
|
|
—
|
|
94
|
|
97.0%
|
|
33.94
|
|
--
|
Shops at The Columbia
|
|
Washington-Arlington-Alexandria
|
|
DC
|
|
25%
|
|
2006
|
|
2006
|
|
—
|
|
23
|
|
100.0%
|
|
40.51
|
|
Trader Joe's
|
Spring Valley Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
DC
|
|
40%
|
|
2005
|
|
1930
|
|
12,530
|
|
17
|
|
100.0%
|
|
91.76
|
|
--
|
Pike Creek
|
|
Philadelphia-Camden-Wilmington
|
|
DE
|
|
|
|
1998
|
|
1981
|
|
—
|
|
232
|
|
93.6%
|
|
14.20
|
|
Acme Markets, K-Mart
|
Shoppes of Graylyn
|
|
Philadelphia-Camden-Wilmington
|
|
DE
|
|
40%
|
|
2005
|
|
1971
|
|
—
|
|
64
|
|
92.6%
|
|
23.46
|
|
--
|
Anastasia Plaza
|
|
Jacksonville
|
|
FL
|
|
|
|
1993
|
|
1988
|
|
—
|
|
102
|
|
98.4%
|
|
13.06
|
|
Publix
|
Aventura Shopping Center
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1994
|
|
1974
|
|
—
|
|
95
|
|
84.8%
|
|
32.49
|
|
Publix
|
Berkshire Commons
|
|
Naples-Marco Island
|
|
FL
|
|
|
|
1994
|
|
1992
|
|
7,500
|
|
110
|
|
96.9%
|
|
13.76
|
|
Publix
|
Bloomingdale Square
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
1998
|
|
1987
|
|
—
|
|
268
|
|
64.5%
|
|
12.78
|
|
Publix, Bealls
|
Boynton Lakes Plaza
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1997
|
|
1993
|
|
—
|
|
110
|
|
94.9%
|
|
15.89
|
|
Publix
|
Brooklyn Station on Riverside (fka Shoppes on Riverside)
|
|
Jacksonville
|
|
FL
|
|
|
|
2013
|
|
2013
|
|
—
|
|
50
|
|
97.2%
|
|
25.52
|
|
The Fresh Market
|
Caligo Crossing
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
2007
|
|
2007
|
|
—
|
|
11
|
|
100.0%
|
|
46.84
|
|
(Kohl's)
|
Carriage Gate
|
|
Tallahassee
|
|
FL
|
|
|
|
1994
|
|
1978
|
|
—
|
|
74
|
|
86.6%
|
|
21.40
|
|
Trader Joe's
|
Chasewood Plaza
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1993
|
|
1986
|
|
—
|
|
151
|
|
100.0%
|
|
24.76
|
|
Publix
|
Corkscrew Village
|
|
Cape Coral-Fort Myers
|
|
FL
|
|
|
|
2007
|
|
1997
|
|
7,343
|
|
82
|
|
97.0%
|
|
13.55
|
|
Publix
|
Courtyard Shopping Center
|
|
Jacksonville
|
|
FL
|
|
|
|
1993
|
|
1987
|
|
—
|
|
137
|
|
100.0%
|
|
3.50
|
|
(Publix), Target
|
Fleming Island
|
|
Jacksonville
|
|
FL
|
|
|
|
1998
|
|
2000
|
|
—
|
|
132
|
|
99.3%
|
|
15.09
|
|
Publix, (Target)
|
Fountain Square
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
2013
|
|
2013
|
|
—
|
|
177
|
|
96.4%
|
|
25.55
|
|
Publix, (Target)
|
Garden Square
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1997
|
|
1991
|
|
—
|
|
90
|
|
100.0%
|
|
16.72
|
|
Publix
|
Grande Oak
|
|
Cape Coral-Fort Myers
|
|
FL
|
|
|
|
2000
|
|
2000
|
|
—
|
|
79
|
|
98.2%
|
|
15.29
|
|
Publix
|
Hibernia Pavilion
|
|
Jacksonville
|
|
FL
|
|
|
|
2006
|
|
2006
|
|
—
|
|
51
|
|
89.6%
|
|
15.81
|
|
Publix
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
John's Creek Center
|
|
Jacksonville
|
|
FL
|
|
20%
|
|
2003
|
|
2004
|
|
9,000
|
|
75
|
|
100.0%
|
|
14.63
|
|
Publix
|
Julington Village
|
|
Jacksonville
|
|
FL
|
|
20%
|
|
1999
|
|
1999
|
|
9,500
|
|
82
|
|
98.0%
|
|
15.35
|
|
Publix
|
Marketplace Shopping Center
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
1995
|
|
1983
|
|
—
|
|
90
|
|
88.8%
|
|
19.53
|
|
LA Fitness
|
Millhopper Shopping Center
|
|
Gainesville
|
|
FL
|
|
|
|
1993
|
|
1974
|
|
—
|
|
76
|
|
100.0%
|
|
16.47
|
|
Publix
|
Naples Walk Shopping Center
|
|
Naples-Marco Island
|
|
FL
|
|
|
|
2007
|
|
1999
|
|
—
|
|
125
|
|
93.9%
|
|
15.90
|
|
Publix
|
Newberry Square
|
|
Gainesville
|
|
FL
|
|
|
|
1994
|
|
1986
|
|
—
|
|
181
|
|
83.3%
|
|
7.12
|
|
Publix, K-Mart
|
Nocatee Town Center
|
|
Jacksonville
|
|
FL
|
|
|
|
2007
|
|
2007
|
|
—
|
|
107
|
|
89.6%
|
|
17.80
|
|
Publix
|
Northgate Square
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
2007
|
|
1995
|
|
—
|
|
75
|
|
98.2%
|
|
14.14
|
|
Publix
|
Oakleaf Commons
|
|
Jacksonville
|
|
FL
|
|
|
|
2006
|
|
2006
|
|
—
|
|
74
|
|
90.5%
|
|
14.14
|
|
Publix
|
Ocala Corners
(6)
|
|
Tallahassee
|
|
FL
|
|
|
|
2000
|
|
2000
|
|
4,615
|
|
87
|
|
100.0%
|
|
13.74
|
|
Publix
|
Old St Augustine Plaza
|
|
Jacksonville
|
|
FL
|
|
|
|
1996
|
|
1990
|
|
—
|
|
256
|
|
100.0%
|
|
9.77
|
|
Publix, Burlington Coat Factory, Hobby Lobby
|
Pebblebrook Plaza
|
|
Naples-Marco Island
|
|
FL
|
|
50%
|
|
2000
|
|
2000
|
|
—
|
|
77
|
|
100.0%
|
|
14.58
|
|
Publix
|
Pine Tree Plaza
|
|
Jacksonville
|
|
FL
|
|
|
|
1997
|
|
1999
|
|
—
|
|
63
|
|
90.7%
|
|
13.58
|
|
Publix
|
Plaza Venezia
|
|
Orlando
|
|
FL
|
|
20%
|
|
2016
|
|
2000
|
|
36,500
|
|
202
|
|
95.1%
|
|
25.61
|
|
Publix
|
Regency Square
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
1993
|
|
1986
|
|
—
|
|
352
|
|
95.9%
|
|
16.74
|
|
AMC Theater, Michaels, (Best Buy), (Macdill)
|
Seminole Shoppes
|
|
Jacksonville
|
|
FL
|
|
50%
|
|
2009
|
|
2009
|
|
9,430
|
|
77
|
|
100.0%
|
|
22.04
|
|
Publix
|
Shoppes @ 104
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1998
|
|
1990
|
|
—
|
|
108
|
|
97.4%
|
|
16.98
|
|
Winn-Dixie
|
Shoppes at Bartram Park
|
|
Jacksonville
|
|
FL
|
|
50%
|
|
2005
|
|
2004
|
|
—
|
|
126
|
|
100.0%
|
|
19.13
|
|
Publix, (Kohl's)
|
Shops at John's Creek
|
|
Jacksonville
|
|
FL
|
|
|
|
2003
|
|
2004
|
|
—
|
|
15
|
|
100.0%
|
|
20.78
|
|
--
|
Starke
(6)
|
|
Other
|
|
FL
|
|
|
|
2000
|
|
2000
|
|
—
|
|
13
|
|
100.0%
|
|
25.56
|
|
--
|
Suncoast Crossing
(6)
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
2007
|
|
2007
|
|
—
|
|
118
|
|
92.0%
|
|
6.14
|
|
Kohl's, (Target)
|
Town Square
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
1997
|
|
1999
|
|
—
|
|
44
|
|
100.0%
|
|
29.32
|
|
--
|
University Commons
(6)
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
2015
|
|
2001
|
|
37,532
|
|
180
|
|
100.0%
|
|
31.11
|
|
Whole Foods, Nordstrom Rack
|
Village Center
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
1995
|
|
1993
|
|
—
|
|
187
|
|
99.9%
|
|
19.24
|
|
Publix
|
Welleby Plaza
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1996
|
|
1982
|
|
—
|
|
110
|
|
91.0%
|
|
12.54
|
|
Publix
|
Wellington Town Square
|
|
Miami-Fort Lauderdale-Miami Beach
|
|
FL
|
|
|
|
1996
|
|
1982
|
|
12,800
|
|
107
|
|
94.0%
|
|
21.84
|
|
Publix
|
Westchase
|
|
Tampa-St. Petersburg-Clearwater
|
|
FL
|
|
|
|
2007
|
|
1998
|
|
6,623
|
|
79
|
|
98.5%
|
|
15.49
|
|
Publix
|
Willa Springs
|
|
Orlando
|
|
FL
|
|
20%
|
|
2000
|
|
2000
|
|
—
|
|
90
|
|
100.0%
|
|
19.99
|
|
Publix
|
Ashford Place
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1993
|
|
—
|
|
53
|
|
100.0%
|
|
20.87
|
|
--
|
Briarcliff La Vista
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1962
|
|
—
|
|
39
|
|
100.0%
|
|
20.17
|
|
--
|
Briarcliff Village
(6)
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1990
|
|
—
|
|
190
|
|
98.4%
|
|
16.01
|
|
Publix
|
Brighten Park (fka Loehmanns Plaza Georgia)
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1986
|
|
—
|
|
138
|
|
97.8%
|
|
24.54
|
|
The Fresh Market
|
Buckhead Court
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1984
|
|
—
|
|
48
|
|
100.0%
|
|
21.67
|
|
--
|
Cambridge Square
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1996
|
|
1979
|
|
—
|
|
71
|
|
100.0%
|
|
14.97
|
|
Kroger
|
Cornerstone Square
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1990
|
|
—
|
|
80
|
|
87.6%
|
|
16.56
|
|
Aldi
|
Delk Spectrum
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1998
|
|
1991
|
|
—
|
|
99
|
|
93.8%
|
|
14.89
|
|
Publix
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Dunwoody Hall
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
20%
|
|
1997
|
|
1986
|
|
—
|
|
86
|
|
98.5%
|
|
17.60
|
|
Publix
|
Dunwoody Village
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1975
|
|
—
|
|
121
|
|
94.4%
|
|
18.78
|
|
The Fresh Market
|
Howell Mill Village
(6)
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
2004
|
|
1984
|
|
—
|
|
92
|
|
98.6%
|
|
21.69
|
|
Publix
|
Paces Ferry Plaza
(6)
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1987
|
|
—
|
|
65
|
|
75.7%
|
|
31.82
|
|
--
|
Powers Ferry Square
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1987
|
|
—
|
|
101
|
|
74.3%
|
|
32.97
|
|
--
|
Powers Ferry Village
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1997
|
|
1994
|
|
—
|
|
79
|
|
100.0%
|
|
13.58
|
|
Publix
|
Russell Ridge
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
1994
|
|
1995
|
|
—
|
|
101
|
|
98.6%
|
|
12.82
|
|
Kroger
|
Sandy Springs
|
|
Atlanta-Sandy Springs-Marietta
|
|
GA
|
|
|
|
2012
|
|
2006
|
|
—
|
|
116
|
|
88.6%
|
|
21.56
|
|
Trader Joe's
|
Civic Center Plaza
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
40%
|
|
2005
|
|
1989
|
|
22,000
|
|
265
|
|
98.1%
|
|
11.25
|
|
Super H Mart, Home Depot
|
Clybourn Commons
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
|
|
2014
|
|
1999
|
|
—
|
|
32
|
|
100.0%
|
|
36.95
|
|
--
|
Glen Oak Plaza
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
|
|
2010
|
|
1967
|
|
—
|
|
63
|
|
95.2%
|
|
23.19
|
|
Trader Joe's
|
Hinsdale
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
|
|
1998
|
|
1986
|
|
—
|
|
179
|
|
97.8%
|
|
15.10
|
|
Whole Foods
|
Riverside Sq & River's Edge
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
40%
|
|
2005
|
|
1986
|
|
14,998
|
|
169
|
|
91.1%
|
|
16.04
|
|
Mariano's Fresh Market
|
Roscoe Square
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
40%
|
|
2005
|
|
1981
|
|
11,322
|
|
140
|
|
100.0%
|
|
20.49
|
|
Mariano's Fresh Market
|
Stonebrook Plaza Shopping Center
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
40%
|
|
2005
|
|
1984
|
|
8,006
|
|
96
|
|
90.8%
|
|
12.09
|
|
Jewel-Osco
|
Westchester Commons (fka Westbrook Commons)
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
|
|
2001
|
|
1984
|
|
—
|
|
139
|
|
97.6%
|
|
17.73
|
|
Mariano's Fresh Market
|
Willow Festival
(6)
|
|
Chicago-Naperville-Joliet
|
|
IL
|
|
|
|
2010
|
|
2007
|
|
39,505
|
|
404
|
|
100.0%
|
|
16.94
|
|
Whole Foods, Lowe's
|
Shops on Main
|
|
Chicago-Naperville-Joliet
|
|
IN
|
|
92%
|
|
2013
|
|
2013
|
|
—
|
|
254
|
|
97.9%
|
|
15.33
|
|
Whole Foods, Gordmans
|
Willow Lake Shopping Center
|
|
Indianapolis
|
|
IN
|
|
40%
|
|
2005
|
|
1987
|
|
—
|
|
86
|
|
100.0%
|
|
16.72
|
|
(Kroger)
|
Willow Lake West Shopping Center
|
|
Indianapolis
|
|
IN
|
|
40%
|
|
2005
|
|
2001
|
|
10,000
|
|
53
|
|
100.0%
|
|
24.94
|
|
Trader Joe's
|
Fellsway Plaza
(6)
|
|
Boston-Cambridge-Quincy
|
|
MA
|
|
75%
|
|
2013
|
|
1959
|
|
34,600
|
|
155
|
|
100.0%
|
|
22.69
|
|
Stop & Shop
|
Shops at Saugus
|
|
Boston-Cambridge-Quincy
|
|
MA
|
|
|
|
2006
|
|
2006
|
|
—
|
|
87
|
|
94.4%
|
|
28.86
|
|
Trader Joe's
|
Twin City Plaza
|
|
Boston-Cambridge-Quincy
|
|
MA
|
|
|
|
2006
|
|
2004
|
|
—
|
|
274
|
|
93.2%
|
|
18.16
|
|
Shaw's, Marshall's
|
Burnt Mills
(6)
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
20%
|
|
2013
|
|
2004
|
|
7,000
|
|
31
|
|
100.0%
|
|
38.25
|
|
Trader Joe's
|
Cloppers Mill Village
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
40%
|
|
2005
|
|
1995
|
|
—
|
|
137
|
|
92.5%
|
|
17.34
|
|
Shoppers Food Warehouse
|
Festival at Woodholme
|
|
Baltimore-Towson
|
|
MD
|
|
40%
|
|
2005
|
|
1986
|
|
20,838
|
|
81
|
|
95.4%
|
|
38.09
|
|
Trader Joe's
|
Firstfield Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
40%
|
|
2005
|
|
1978
|
|
—
|
|
22
|
|
95.5%
|
|
37.89
|
|
--
|
King Farm Village Center
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
25%
|
|
2004
|
|
2001
|
|
27,500
|
|
118
|
|
95.3%
|
|
26.04
|
|
Safeway
|
Parkville Shopping Center
|
|
Baltimore-Towson
|
|
MD
|
|
40%
|
|
2005
|
|
1961
|
|
11,559
|
|
163
|
|
92.5%
|
|
15.88
|
|
Giant Food
|
Southside Marketplace
|
|
Baltimore-Towson
|
|
MD
|
|
40%
|
|
2005
|
|
1990
|
|
14,366
|
|
125
|
|
96.0%
|
|
19.34
|
|
Shoppers Food Warehouse
|
Takoma Park
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
40%
|
|
2005
|
|
1960
|
|
—
|
|
104
|
|
100.0%
|
|
13.02
|
|
Shoppers Food Warehouse
|
Valley Centre
|
|
Baltimore-Towson
|
|
MD
|
|
40%
|
|
2005
|
|
1987
|
|
18,706
|
|
220
|
|
97.0%
|
|
15.77
|
|
Aldi, TJ Maxx
|
Village at Lee Airpark
(6)
|
|
Baltimore-Towson
|
|
MD
|
|
|
|
2005
|
|
2005
|
|
—
|
|
117
|
|
97.9%
|
|
28.13
|
|
Giant Food, (Sunrise)
|
Watkins Park Plaza
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
40%
|
|
2005
|
|
1985
|
|
—
|
|
111
|
|
100.0%
|
|
25.45
|
|
LA Fitness
|
Woodmoor Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
MD
|
|
40%
|
|
2005
|
|
1954
|
|
6,391
|
|
69
|
|
98.1%
|
|
29.71
|
|
--
|
Fenton Marketplace
|
|
Flint
|
|
MI
|
|
|
|
1999
|
|
1999
|
|
—
|
|
97
|
|
97.1%
|
|
7.88
|
|
Family Farm & Home
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Apple Valley Square
|
|
Minneapolis-St. Paul-Bloomington
|
|
MN
|
|
25%
|
|
2006
|
|
1998
|
|
—
|
|
185
|
|
99.0%
|
|
12.63
|
|
Rainbow Foods, Jo-Ann Fabrics, (Burlington Coat Factory)
|
Calhoun Commons
|
|
Minneapolis-St. Paul-Bloomington
|
|
MN
|
|
25%
|
|
2011
|
|
1999
|
|
2,282
|
|
66
|
|
100.0%
|
|
24.34
|
|
Whole Foods
|
Colonial Square
|
|
Minneapolis-St. Paul-Bloomington
|
|
MN
|
|
40%
|
|
2005
|
|
1959
|
|
9,633
|
|
93
|
|
97.4%
|
|
22.38
|
|
Lund's
|
Rockford Road Plaza
|
|
Minneapolis-St. Paul-Bloomington
|
|
MN
|
|
40%
|
|
2005
|
|
1991
|
|
20,000
|
|
204
|
|
100.0%
|
|
12.38
|
|
Kohl's
|
Rockridge Center
|
|
Minneapolis-St. Paul-Bloomington
|
|
MN
|
|
20%
|
|
2011
|
|
2006
|
|
14,500
|
|
125
|
|
96.0%
|
|
13.15
|
|
Cub Foods
|
Brentwood Plaza
|
|
St. Louis
|
|
MO
|
|
|
|
2007
|
|
2002
|
|
—
|
|
60
|
|
100.0%
|
|
10.48
|
|
Schnucks
|
Bridgeton
|
|
St. Louis
|
|
MO
|
|
|
|
2007
|
|
2005
|
|
—
|
|
71
|
|
97.3%
|
|
11.93
|
|
Schnucks, (Home Depot)
|
Dardenne Crossing
|
|
St. Louis
|
|
MO
|
|
|
|
2007
|
|
1996
|
|
—
|
|
67
|
|
100.0%
|
|
10.85
|
|
Schnucks
|
Kirkwood Commons
|
|
St. Louis
|
|
MO
|
|
|
|
2007
|
|
2000
|
|
9,978
|
|
210
|
|
100.0%
|
|
9.97
|
|
Wal-Mart, (Target), (Lowe's)
|
Cameron Village
|
|
Raleigh-Cary
|
|
NC
|
|
30%
|
|
2004
|
|
1949
|
|
60,000
|
|
558
|
|
91.6%
|
|
21.75
|
|
Harris Teeter, The Fresh Market
|
Carmel Commons
|
|
Charlotte-Gastonia-Concord
|
|
NC
|
|
|
|
1997
|
|
1979
|
|
—
|
|
133
|
|
99.2%
|
|
19.72
|
|
The Fresh Market
|
Cochran Commons
|
|
Charlotte-Gastonia-Concord
|
|
NC
|
|
20%
|
|
2007
|
|
2003
|
|
5,250
|
|
66
|
|
98.2%
|
|
16.26
|
|
Harris Teeter
|
Colonnade Center
|
|
Raleigh-Cary
|
|
NC
|
|
|
|
2009
|
|
2009
|
|
—
|
|
58
|
|
100.0%
|
|
27.19
|
|
Whole Foods
|
Glenwood Village
|
|
Raleigh-Cary
|
|
NC
|
|
|
|
1997
|
|
1983
|
|
—
|
|
43
|
|
100.0%
|
|
15.34
|
|
Harris Teeter
|
Harris Crossing
|
|
Raleigh-Cary
|
|
NC
|
|
|
|
2007
|
|
2007
|
|
—
|
|
65
|
|
92.9%
|
|
8.54
|
|
Harris Teeter
|
Holly Park
|
|
Raleigh-Cary
|
|
NC
|
|
99%
|
|
2013
|
|
1969
|
|
—
|
|
160
|
|
93.3%
|
|
15.32
|
|
Trader Joe's
|
Lake Pine Plaza
|
|
Raleigh-Cary
|
|
NC
|
|
|
|
1998
|
|
1997
|
|
—
|
|
88
|
|
100.0%
|
|
12.35
|
|
Kroger
|
Maynard Crossing
|
|
Raleigh-Cary
|
|
NC
|
|
20%
|
|
1998
|
|
1997
|
|
—
|
|
123
|
|
98.9%
|
|
15.32
|
|
Kroger
|
Phillips Place
|
|
Charlotte-Gastonia-Concord
|
|
NC
|
|
50%
|
|
2012
|
|
2005
|
|
40,000
|
|
133
|
|
96.9%
|
|
32.29
|
|
Dean & Deluca
|
Providence Commons
|
|
Charlotte-Gastonia-Concord
|
|
NC
|
|
25%
|
|
2010
|
|
1994
|
|
—
|
|
74
|
|
100.0%
|
|
18.20
|
|
Harris Teeter
|
Shoppes of Kildaire
|
|
Raleigh-Cary
|
|
NC
|
|
40%
|
|
2005
|
|
1986
|
|
20,000
|
|
145
|
|
98.6%
|
|
17.91
|
|
Trader Joe's
|
Shops at Erwin Mill (fka Erwin Square)
|
|
Durham-Chapel Hill
|
|
NC
|
|
55%
|
|
2012
|
|
2012
|
|
10,000
|
|
87
|
|
97.2%
|
|
16.97
|
|
Harris Teeter
|
Southpoint Crossing
|
|
Durham-Chapel Hill
|
|
NC
|
|
|
|
1998
|
|
1998
|
|
—
|
|
103
|
|
93.9%
|
|
15.52
|
|
Kroger
|
Sutton Square
|
|
Raleigh-Cary
|
|
NC
|
|
20%
|
|
2006
|
|
1985
|
|
—
|
|
101
|
|
98.7%
|
|
18.79
|
|
The Fresh Market
|
Village Plaza
|
|
Durham-Chapel Hill
|
|
NC
|
|
20%
|
|
2012
|
|
1975
|
|
8,000
|
|
75
|
|
96.8%
|
|
16.89
|
|
Whole Foods
|
Willow Oaks
(7)
|
|
Charlotte-Gastonia-Concord
|
|
NC
|
|
|
|
2014
|
|
2014
|
|
—
|
|
69
|
|
92.9%
|
|
16.68
|
|
Publix
|
Woodcroft Shopping Center
|
|
Durham-Chapel Hill
|
|
NC
|
|
|
|
1996
|
|
1984
|
|
—
|
|
90
|
|
95.7%
|
|
12.67
|
|
Food Lion
|
Chimney Rock Crossing
(7)
|
|
New York-Northern New Jersey-Long Island
|
|
NJ
|
|
|
|
2016
|
|
2016
|
|
—
|
|
218
|
|
65.9%
|
|
29.73
|
|
Whole Foods, Nordstrom Rack
|
Haddon Commons
|
|
Philadelphia-Camden-Wilmington
|
|
NJ
|
|
40%
|
|
2005
|
|
1985
|
|
—
|
|
54
|
|
100.0%
|
|
13.67
|
|
Acme Markets
|
Plaza Square
|
|
New York-Northern New Jersey-Long Island
|
|
NJ
|
|
40%
|
|
2005
|
|
1990
|
|
13,375
|
|
104
|
|
100.0%
|
|
22.45
|
|
Shop Rite
|
Garden City Park
|
|
New York-Northern New Jersey-Long Island
|
|
NY
|
|
|
|
2016
|
|
1965
|
|
—
|
|
105
|
|
96.4%
|
|
19.55
|
|
King Kullen
|
Lake Grove Commons
|
|
New York-Northern New Jersey-Long Island
|
|
NY
|
|
40%
|
|
2012
|
|
2008
|
|
31,294
|
|
141
|
|
100.0%
|
|
32.78
|
|
Whole Foods, LA Fitness
|
Cherry Grove
|
|
Cincinnati-Middletown
|
|
OH
|
|
|
|
1998
|
|
1997
|
|
—
|
|
196
|
|
92.3%
|
|
11.88
|
|
Kroger
|
East Pointe
|
|
Columbus
|
|
OH
|
|
|
|
1998
|
|
1993
|
|
—
|
|
107
|
|
98.7%
|
|
9.82
|
|
Kroger
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Hyde Park
|
|
Cincinnati-Middletown
|
|
OH
|
|
|
|
1997
|
|
1995
|
|
—
|
|
397
|
|
99.3%
|
|
15.63
|
|
Kroger, Remke Markets
|
Kroger New Albany Center
|
|
Columbus
|
|
OH
|
|
50%
|
|
1999
|
|
1999
|
|
—
|
|
93
|
|
100.0%
|
|
11.98
|
|
Kroger
|
Maxtown Road (Northgate)
|
|
Columbus
|
|
OH
|
|
|
|
1998
|
|
1996
|
|
—
|
|
105
|
|
100.0%
|
|
12.62
|
|
Kroger, (Home Depot)
|
Red Bank Village
|
|
Cincinnati-Middletown
|
|
OH
|
|
|
|
2006
|
|
2006
|
|
—
|
|
164
|
|
100.0%
|
|
6.53
|
|
Wal-Mart
|
Regency Commons
|
|
Cincinnati-Middletown
|
|
OH
|
|
|
|
2004
|
|
2004
|
|
—
|
|
34
|
|
100.0%
|
|
22.83
|
|
--
|
Westchester Plaza
|
|
Cincinnati-Middletown
|
|
OH
|
|
|
|
1998
|
|
1988
|
|
—
|
|
88
|
|
100.0%
|
|
9.68
|
|
Kroger
|
Corvallis Market Center
|
|
Corvallis
|
|
OR
|
|
|
|
2006
|
|
2006
|
|
—
|
|
85
|
|
100.0%
|
|
20.08
|
|
Trader Joe's
|
Greenway Town Center
|
|
Portland-Vancouver-Beaverton
|
|
OR
|
|
40%
|
|
2005
|
|
1979
|
|
—
|
|
93
|
|
94.7%
|
|
13.62
|
|
Whole Foods
|
Murrayhill Marketplace
|
|
Portland-Vancouver-Beaverton
|
|
OR
|
|
|
|
1999
|
|
1988
|
|
—
|
|
150
|
|
85.9%
|
|
16.03
|
|
Safeway
|
Northgate Marketplace
|
|
Medford
|
|
OR
|
|
|
|
2011
|
|
2011
|
|
—
|
|
81
|
|
100.0%
|
|
21.68
|
|
Trader Joe's
|
Northgate Marketplace Ph II
(7)
|
|
Medford
|
|
OR
|
|
|
|
2015
|
|
2015
|
|
—
|
|
177
|
|
90.9%
|
|
14.68
|
|
Dick's Sporting Goods
|
Sherwood Crossroads
|
|
Portland-Vancouver-Beaverton
|
|
OR
|
|
|
|
1999
|
|
1999
|
|
—
|
|
88
|
|
93.8%
|
|
10.86
|
|
Safeway
|
Tanasbourne Market
(6)
|
|
Portland-Vancouver-Beaverton
|
|
OR
|
|
|
|
2006
|
|
2006
|
|
—
|
|
71
|
|
100.0%
|
|
27.53
|
|
Whole Foods
|
Walker Center
|
|
Portland-Vancouver-Beaverton
|
|
OR
|
|
|
|
1999
|
|
1987
|
|
—
|
|
90
|
|
92.4%
|
|
20.32
|
|
Bed Bath and Beyond
|
Allen Street Shopping Center
|
|
Allentown-Bethlehem-Easton
|
|
PA
|
|
40%
|
|
2005
|
|
1958
|
|
—
|
|
46
|
|
100.0%
|
|
14.44
|
|
Ahart's Market
|
City Avenue Shopping Center
|
|
Philadelphia-Camden-Wilmington
|
|
PA
|
|
40%
|
|
2005
|
|
1960
|
|
—
|
|
162
|
|
89.6%
|
|
19.23
|
|
Ross Dress for Less
|
Gateway Shopping Center
|
|
Philadelphia-Camden-Wilmington
|
|
PA
|
|
|
|
2004
|
|
1960
|
|
—
|
|
221
|
|
94.8%
|
|
29.40
|
|
Trader Joe's
|
Hershey
(6)
|
|
Harrisburg-Carlisle
|
|
PA
|
|
|
|
2000
|
|
2000
|
|
—
|
|
6
|
|
100.0%
|
|
28.00
|
|
--
|
Lower Nazareth Commons
|
|
Allentown-Bethlehem-Easton
|
|
PA
|
|
|
|
2007
|
|
2007
|
|
—
|
|
90
|
|
94.2%
|
|
24.31
|
|
(Wegmans), (Target)
|
Mercer Square Shopping Center
|
|
Philadelphia-Camden-Wilmington
|
|
PA
|
|
40%
|
|
2005
|
|
1988
|
|
10,849
|
|
91
|
|
95.9%
|
|
22.60
|
|
Weis Markets
|
Newtown Square Shopping Center
|
|
Philadelphia-Camden-Wilmington
|
|
PA
|
|
40%
|
|
2005
|
|
1970
|
|
10,662
|
|
143
|
|
84.3%
|
|
17.80
|
|
Acme Markets
|
Stefko Boulevard Shopping Center
|
|
Allentown-Bethlehem-Easton
|
|
PA
|
|
40%
|
|
2005
|
|
1976
|
|
—
|
|
134
|
|
93.9%
|
|
7.89
|
|
Valley Farm Market
|
Warwick Square Shopping Center
|
|
Philadelphia-Camden-Wilmington
|
|
PA
|
|
40%
|
|
2005
|
|
1999
|
|
9,540
|
|
90
|
|
95.1%
|
|
20.56
|
|
Giant Food
|
Merchants Village
|
|
Charleston-North Charleston
|
|
SC
|
|
40%
|
|
1997
|
|
1997
|
|
9,000
|
|
80
|
|
100.0%
|
|
15.70
|
|
Publix
|
Harpeth Village Fieldstone
|
|
Nashville-Davidson--Murfreesboro
|
|
TN
|
|
|
|
1997
|
|
1998
|
|
—
|
|
70
|
|
100.0%
|
|
14.65
|
|
Publix
|
Northlake Village
|
|
Nashville-Davidson--Murfreesboro
|
|
TN
|
|
|
|
2000
|
|
1988
|
|
—
|
|
138
|
|
91.5%
|
|
13.23
|
|
Kroger
|
Peartree Village
|
|
Nashville-Davidson--Murfreesboro
|
|
TN
|
|
|
|
1997
|
|
1997
|
|
6,153
|
|
110
|
|
100.0%
|
|
18.32
|
|
Harris Teeter
|
Alden Bridge
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
20%
|
|
2002
|
|
1998
|
|
—
|
|
139
|
|
100.0%
|
|
19.70
|
|
Kroger
|
Bethany Park Place
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
20%
|
|
1998
|
|
1998
|
|
—
|
|
99
|
|
100.0%
|
|
11.63
|
|
Kroger
|
CityLine Market
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
2014
|
|
2014
|
|
—
|
|
81
|
|
100.0%
|
|
26.57
|
|
Whole Foods
|
CityLine Market Phase II
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
2014
|
|
2015
|
|
—
|
|
22
|
|
100.0%
|
|
25.88
|
|
--
|
Cochran's Crossing
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2002
|
|
1994
|
|
—
|
|
138
|
|
94.1%
|
|
17.77
|
|
Kroger
|
Hancock
|
|
Austin-Round Rock
|
|
TX
|
|
|
|
1999
|
|
1998
|
|
—
|
|
410
|
|
98.0%
|
|
14.86
|
|
H.E.B., Sears
|
Hickory Creek Plaza
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
2006
|
|
2006
|
|
—
|
|
28
|
|
100.0%
|
|
25.51
|
|
(Kroger)
|
Hillcrest Village
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
1999
|
|
1991
|
|
—
|
|
15
|
|
100.0%
|
|
45.81
|
|
--
|
Indian Springs Center
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2002
|
|
2003
|
|
—
|
|
137
|
|
100.0%
|
|
23.76
|
|
H.E.B.
|
Keller Town Center
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
1999
|
|
1999
|
|
—
|
|
120
|
|
96.9%
|
|
15.31
|
|
Tom Thumb
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Lebanon/Legacy Center
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
2000
|
|
2002
|
|
—
|
|
56
|
|
100.0%
|
|
24.01
|
|
(Wal-Mart)
|
Market at Preston Forest
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
1999
|
|
1990
|
|
—
|
|
96
|
|
100.0%
|
|
20.35
|
|
Tom Thumb
|
Market at Round Rock
|
|
Austin-Round Rock
|
|
TX
|
|
|
|
1999
|
|
1987
|
|
—
|
|
123
|
|
100.0%
|
|
17.31
|
|
Sprout's Markets
|
Market at Springwoods Village
(7)
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
53%
|
|
2016
|
|
2016
|
|
—
|
|
167
|
|
81.5%
|
|
11.81
|
|
Kroger
|
Mockingbird Common
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
1999
|
|
1987
|
|
10,300
|
|
120
|
|
95.0%
|
|
16.86
|
|
Tom Thumb
|
North Hills
|
|
Austin-Round Rock
|
|
TX
|
|
|
|
1999
|
|
1995
|
|
—
|
|
144
|
|
98.7%
|
|
22.16
|
|
H.E.B.
|
Panther Creek
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2002
|
|
1994
|
|
—
|
|
166
|
|
100.0%
|
|
19.31
|
|
Randall's Food
|
Preston Oaks
(6)
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
2013
|
|
1991
|
|
—
|
|
104
|
|
94.8%
|
|
31.28
|
|
H.E.B. Central Market
|
Prestonbrook
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
|
|
1998
|
|
1998
|
|
6,800
|
|
92
|
|
100.0%
|
|
14.04
|
|
Kroger
|
Shiloh Springs
|
|
Dallas-Fort Worth-Arlington
|
|
TX
|
|
20%
|
|
1998
|
|
1998
|
|
—
|
|
110
|
|
92.4%
|
|
14.21
|
|
Kroger
|
Shops at Mira Vista
|
|
Austin-Round Rock
|
|
TX
|
|
|
|
2014
|
|
2002
|
|
242
|
|
68
|
|
100.0%
|
|
21.58
|
|
Trader Joe's
|
Southpark at Cinco Ranch
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2012
|
|
2012
|
|
—
|
|
265
|
|
99.2%
|
|
13.04
|
|
Kroger, Academy Sports
|
Sterling Ridge
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2002
|
|
2000
|
|
13,900
|
|
129
|
|
100.0%
|
|
20.38
|
|
Kroger
|
Sweetwater Plaza
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
20%
|
|
2001
|
|
2000
|
|
10,897
|
|
135
|
|
97.5%
|
|
16.88
|
|
Kroger
|
Tech Ridge Center
|
|
Austin-Round Rock
|
|
TX
|
|
|
|
2011
|
|
2001
|
|
7,784
|
|
185
|
|
98.8%
|
|
23.05
|
|
H.E.B.
|
The Village at Riverstone
(7)
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2016
|
|
2016
|
|
—
|
|
165
|
|
72.3%
|
|
9.97
|
|
Kroger
|
Weslayan Plaza East
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
40%
|
|
2005
|
|
1969
|
|
—
|
|
168
|
|
100.0%
|
|
19.44
|
|
Berings
|
Weslayan Plaza West
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
40%
|
|
2005
|
|
1969
|
|
37,865
|
|
186
|
|
98.9%
|
|
19.25
|
|
Randall's Food
|
Westwood Village
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
|
|
2006
|
|
2006
|
|
—
|
|
184
|
|
96.7%
|
|
18.42
|
|
(Target)
|
Woodway Collection
|
|
Houston-Baytown-Sugar Land
|
|
TX
|
|
40%
|
|
2005
|
|
1974
|
|
8,683
|
|
97
|
|
98.8%
|
|
27.53
|
|
Whole Foods
|
Ashburn Farm Market Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
|
|
2000
|
|
2000
|
|
—
|
|
92
|
|
98.8%
|
|
25.31
|
|
Giant Food
|
Ashburn Farm Village Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1996
|
|
—
|
|
89
|
|
97.3%
|
|
13.99
|
|
Shoppers Food Warehouse
|
Belmont Chase
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
|
|
2014
|
|
2014
|
|
—
|
|
91
|
|
100.0%
|
|
30.32
|
|
Whole Foods
|
Braemar Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
25%
|
|
2004
|
|
2004
|
|
11,231
|
|
96
|
|
97.9%
|
|
21.63
|
|
Safeway
|
Centre Ridge Marketplace
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1996
|
|
13,284
|
|
104
|
|
95.7%
|
|
17.86
|
|
Shoppers Food Warehouse
|
Culpeper Colonnade
|
|
Culpeper
|
|
VA
|
|
|
|
2006
|
|
2006
|
|
—
|
|
171
|
|
98.8%
|
|
15.13
|
|
Martin's, Dick's Sporting Goods, (Target)
|
Fairfax Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
|
|
2007
|
|
1955
|
|
—
|
|
68
|
|
58.7%
|
|
6.69
|
|
--
|
Festival at Manchester Lakes
(6)
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1990
|
|
22,915
|
|
169
|
|
100.0%
|
|
26.44
|
|
Shoppers Food Warehouse
|
Fox Mill Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1977
|
|
15,955
|
|
103
|
|
100.0%
|
|
24.04
|
|
Giant Food
|
Gayton Crossing
|
|
Richmond
|
|
VA
|
|
40%
|
|
2005
|
|
1983
|
|
—
|
|
158
|
|
87.1%
|
|
15.11
|
|
Martin's, (Kroger)
|
Greenbriar Town Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1972
|
|
49,664
|
|
340
|
|
97.7%
|
|
24.76
|
|
Giant Food
|
Hanover Village Shopping Center
|
|
Richmond
|
|
VA
|
|
40%
|
|
2005
|
|
1971
|
|
—
|
|
90
|
|
98.4%
|
|
9.00
|
|
Aldi
|
Hollymead Town Center
|
|
Charlottesville
|
|
VA
|
|
20%
|
|
2003
|
|
2004
|
|
25,000
|
|
154
|
|
93.8%
|
|
22.74
|
|
Harris Teeter, (Target)
|
Kamp Washington Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1960
|
|
—
|
|
72
|
|
95.0%
|
|
38.11
|
|
Earth Fare
|
Kings Park Shopping Center
(6)
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1966
|
|
13,482
|
|
93
|
|
100.0%
|
|
28.03
|
|
Giant Food
|
Lorton Station Marketplace
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
20%
|
|
2006
|
|
2005
|
|
9,875
|
|
132
|
|
90.5%
|
|
23.00
|
|
Shoppers Food Warehouse
|
Market Common Clarendon
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
|
|
2016
|
|
2001
|
|
—
|
|
393
|
|
71.5%
|
|
31.09
|
|
Whole Foods, Crate & Barrel
|
|
||||||||||||||||||||
Property Name
|
|
(1)
CBSA
|
|
State
|
|
(2)
Owner-ship Interest
|
|
Year Acquired
|
|
Year Constructed or Last Major Renovation
|
|
Mortgages or Encumbrances (in 000's)
|
|
Gross Leasable Area
(GLA) (in 000's)
|
|
(3)
Percent Leased
|
|
(4)
Average Base Rent (Per Sq Ft)
|
|
(5)
Grocer(s) & Major Tenant(s) >35,000 SFT
|
Saratoga Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1977
|
|
10,943
|
|
114
|
|
96.5%
|
|
19.35
|
|
Giant Food
|
Shops at County Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
|
|
2005
|
|
2005
|
|
—
|
|
97
|
|
91.6%
|
|
20.15
|
|
Harris Teeter
|
Shops at Stonewall
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
|
|
2007
|
|
2011
|
|
—
|
|
321
|
|
99.1%
|
|
17.12
|
|
Wegmans, Dick's Sporting Goods
|
Town Center at Sterling Shopping Center
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1980
|
|
—
|
|
187
|
|
90.2%
|
|
19.49
|
|
Giant Food
|
Village Center at Dulles
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
20%
|
|
2002
|
|
1991
|
|
40,812
|
|
298
|
|
93.3%
|
|
25.72
|
|
Shoppers Food Warehouse, Gold's Gym
|
Village Shopping Center
|
|
Richmond
|
|
VA
|
|
40%
|
|
2005
|
|
1948
|
|
15,713
|
|
111
|
|
98.2%
|
|
23.04
|
|
Martin's
|
Willston Centre I
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1952
|
|
—
|
|
105
|
|
89.1%
|
|
25.98
|
|
--
|
Willston Centre II
|
|
Washington-Arlington-Alexandria
|
|
VA
|
|
40%
|
|
2005
|
|
1986
|
|
27,000
|
|
136
|
|
96.1%
|
|
24.71
|
|
Safeway, (Target)
|
Aurora Marketplace
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
40%
|
|
2005
|
|
1991
|
|
11,395
|
|
107
|
|
92.3%
|
|
16.06
|
|
Safeway
|
Broadway Market
(6)
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
20%
|
|
2014
|
|
1988
|
|
21,500
|
|
140
|
|
96.0%
|
|
24.43
|
|
Quality Food Centers
|
Cascade Plaza
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
20%
|
|
1999
|
|
1999
|
|
14,181
|
|
215
|
|
92.6%
|
|
11.68
|
|
Safeway
|
Eastgate Plaza
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
40%
|
|
2005
|
|
1956
|
|
10,101
|
|
78
|
|
100.0%
|
|
24.24
|
|
Albertsons
|
Grand Ridge
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
|
|
2012
|
|
2012
|
|
10,931
|
|
326
|
|
100.0%
|
|
22.65
|
|
Safeway, Regal Cinemas
|
Inglewood Plaza
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
|
|
1999
|
|
1985
|
|
—
|
|
17
|
|
100.0%
|
|
37.39
|
|
--
|
Klahanie Shopping Center
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
|
|
2016
|
|
1998
|
|
—
|
|
67
|
|
93.3%
|
|
30.52
|
|
(QFC)
|
Overlake Fashion Plaza
(6)
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
40%
|
|
2005
|
|
1987
|
|
11,850
|
|
81
|
|
100.0%
|
|
24.93
|
|
(Sears)
|
Pine Lake Village
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
|
|
1999
|
|
1989
|
|
—
|
|
103
|
|
100.0%
|
|
23.29
|
|
Quality Food Centers
|
Sammamish-Highlands
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
|
|
1999
|
|
1992
|
|
—
|
|
101
|
|
100.0%
|
|
31.00
|
|
(Safeway)
|
Southcenter
|
|
Seattle-Tacoma-Bellevue
|
|
WA
|
|
|
|
1999
|
|
1990
|
|
—
|
|
58
|
|
100.0%
|
|
28.66
|
|
(Target)
|
Regency Centers Total
|
|
`
|
|
|
|
|
|
|
|
|
|
$1,787,217
|
|
37,831
|
|
95.4%
|
|
|
|
|
Item 5.
|
Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities
|
|
|
2016
|
|
2015
|
||||||||||||||||
Quarter Ended
|
|
High Price
|
|
Low Price
|
|
Cash Dividends Declared
|
|
High Price
|
|
Low Price
|
|
Cash Dividends Declared
|
||||||||
March 31
|
|
$
|
77.17
|
|
|
66.05
|
|
|
0.5000
|
|
|
$
|
70.80
|
|
|
63.38
|
|
|
0.4850
|
|
June 30
|
|
83.73
|
|
|
72.35
|
|
|
0.5000
|
|
|
69.45
|
|
|
58.81
|
|
|
0.4850
|
|
||
September 30
|
|
85.35
|
|
|
75.76
|
|
|
0.5000
|
|
|
64.79
|
|
|
55.79
|
|
|
0.4850
|
|
||
December 31
|
|
77.25
|
|
|
65.16
|
|
|
0.5000
|
|
|
69.45
|
|
|
61.71
|
|
|
0.4850
|
|
|
|
Total Distribution per Share
|
|
Ordinary Dividends
|
|
Total Capital Gain Distributions
|
|
Nontaxable Distributions
|
|
Qualified Dividends (included in Ordinary Dividends)
|
Unrecapt Sec 1250 Gain
|
|||||||
2016
|
|
$
|
2.0000
|
|
|
1.0600
|
|
|
0.1600
|
|
|
0.7800
|
|
|
—
|
|
0.1600
|
|
2015
|
|
1.9400
|
|
|
1.4744
|
|
|
0.0970
|
|
|
0.3686
|
|
|
0.0970
|
|
0.0388
|
|
|
|
12/11
|
12/12
|
12/13
|
12/14
|
12/15
|
12/16
|
|||||||
|
|
|
|
|
|
|
|
|||||||
Regency Centers Corporation
|
|
$
|
100.00
|
|
130.37
|
|
132.73
|
|
189.19
|
|
208.15
|
|
216.42
|
|
S&P 500
|
|
100.00
|
|
116.00
|
|
153.58
|
|
174.60
|
|
177.01
|
|
198.18
|
|
|
FTSE NAREIT Equity REITs
|
|
100.00
|
|
118.06
|
|
120.97
|
|
157.43
|
|
162.46
|
|
176.30
|
|
|
FTSE NAREIT Equity Shopping Centers
|
|
100.00
|
|
125.02
|
|
131.26
|
|
170.59
|
|
178.64
|
|
185.21
|
|
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||
Operating data:
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenues
|
|
$
|
614,371
|
|
|
569,763
|
|
|
537,898
|
|
|
489,007
|
|
|
473,929
|
|
Operating expenses
|
|
403,152
|
|
|
365,098
|
|
|
353,348
|
|
|
324,687
|
|
|
307,493
|
|
|
Total other expense (income)
|
|
148,066
|
|
(1)
|
110,236
|
|
|
83,046
|
|
(2)
|
111,741
|
|
|
131,240
|
|
|
Income from operations before equity in income of investments in real estate partnerships
|
|
63,153
|
|
|
94,429
|
|
|
101,504
|
|
|
52,579
|
|
|
35,196
|
|
|
Equity in income of investments in real estate partnerships
|
|
56,518
|
|
|
22,508
|
|
|
31,270
|
|
|
31,718
|
|
|
23,807
|
|
|
Income tax (benefit) expense of taxable REIT subsidiary
|
|
—
|
|
|
—
|
|
|
(996
|
)
|
|
—
|
|
|
13,224
|
|
|
Income from continuing operations
|
|
119,671
|
|
|
116,937
|
|
|
133,770
|
|
|
84,297
|
|
|
45,779
|
|
|
Income (loss) from discontinued operations
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
65,285
|
|
|
(21,728
|
)
|
|
Gain on sale of real estate, net of tax
|
|
47,321
|
|
|
35,606
|
|
|
55,077
|
|
|
1,703
|
|
|
2,158
|
|
|
Net income
|
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
|
151,285
|
|
|
26,209
|
|
|
Income attributable to noncontrolling interests
|
|
(2,070
|
)
|
|
(2,487
|
)
|
|
(1,457
|
)
|
|
(1,481
|
)
|
|
(342
|
)
|
|
Net income attributable to the Company
|
|
164,922
|
|
|
150,056
|
|
|
187,390
|
|
|
149,804
|
|
|
25,867
|
|
|
Preferred stock dividends
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(32,531
|
)
|
|
Net income (loss) attributable to common stockholders
|
|
$
|
143,860
|
|
|
128,994
|
|
|
166,328
|
|
|
128,742
|
|
|
(6,664
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||
NAREIT FFO
(4)
|
|
277,301
|
|
|
276,515
|
|
|
269,149
|
|
|
240,621
|
|
|
222,100
|
|
|
Core FFO
(4)
|
|
333,957
|
|
|
288,872
|
|
|
261,506
|
|
|
241,619
|
|
|
230,937
|
|
|
Income per common share - diluted (note 12):
|
|
|
|
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
0.69
|
|
|
0.16
|
|
Discontinued operations
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.71
|
|
|
(0.24
|
)
|
|
Net income attributable to common stockholders
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
1.40
|
|
|
(0.08
|
)
|
Other information:
|
|
|
|
|
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
|
$
|
289,376
|
|
|
275,637
|
|
|
277,742
|
|
|
250,731
|
|
|
257,215
|
|
Net cash (used in) provided by investing activities
|
|
(409,671
|
)
|
|
(139,346
|
)
|
|
(210,290
|
)
|
|
(9,817
|
)
|
|
3,623
|
|
|
Net cash provided by (used in) financing activities
|
|
96,695
|
|
|
(213,211
|
)
|
|
(34,360
|
)
|
|
(182,579
|
)
|
|
(249,891
|
)
|
|
Dividends paid to common stockholders
|
|
201,336
|
|
|
181,691
|
|
|
172,900
|
|
|
168,095
|
|
|
164,747
|
|
|
Common dividends declared per share
|
|
2.00
|
|
|
1.94
|
|
|
1.88
|
|
|
1.85
|
|
|
1.85
|
|
|
Common stock outstanding including exchangeable operating partnership units
|
|
104,651
|
|
|
97,367
|
|
|
94,262
|
|
|
92,499
|
|
|
90,572
|
|
|
Ratio of earnings to fixed charges
(5)
|
|
2.6
|
|
|
2.5
|
|
|
2.6
|
|
|
1.8
|
|
|
1.6
|
|
|
Ratio of earnings to combined fixed charges and preference dividends
(5)
|
|
2.1
|
|
|
2.1
|
|
|
2.2
|
|
|
1.5
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance sheet data:
|
|
|
|
|
|
|
|
|
|
|
||||||
Real estate investments before accumulated depreciation
|
|
$
|
5,230,198
|
|
|
4,852,106
|
|
|
4,743,053
|
|
|
4,385,380
|
|
|
4,352,839
|
|
Total assets
|
|
4,488,906
|
|
|
4,182,881
|
|
|
4,197,170
|
|
|
3,913,516
|
|
|
3,853,458
|
|
|
Total debt
|
|
1,642,420
|
|
|
1,864,285
|
|
|
2,021,357
|
|
|
1,854,697
|
|
|
1,941,891
|
|
|
Total liabilities
|
|
1,864,404
|
|
|
2,100,261
|
|
|
2,260,688
|
|
|
2,052,382
|
|
|
2,107,547
|
|
|
Total stockholders’ equity
|
|
2,591,301
|
|
|
2,054,109
|
|
|
1,906,592
|
|
|
1,843,354
|
|
|
1,730,765
|
|
|
Total noncontrolling interests
|
|
33,201
|
|
|
28,511
|
|
|
29,890
|
|
|
17,780
|
|
|
15,146
|
|
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||
Operating data:
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenues
|
|
$
|
614,371
|
|
|
569,763
|
|
|
537,898
|
|
|
489,007
|
|
|
473,929
|
|
Operating expenses
|
|
403,152
|
|
|
365,098
|
|
|
353,348
|
|
|
324,687
|
|
|
307,493
|
|
|
Total other expense (income)
|
|
148,066
|
|
(1)
|
110,236
|
|
|
83,046
|
|
(2)
|
111,741
|
|
|
131,240
|
|
|
Income from operations before equity in income of investments in real estate partnerships
|
|
63,153
|
|
|
94,429
|
|
|
101,504
|
|
|
52,579
|
|
|
35,196
|
|
|
Equity in income of investments in real estate partnerships
|
|
56,518
|
|
|
22,508
|
|
|
31,270
|
|
|
31,718
|
|
|
23,807
|
|
|
Income tax (benefit) expense of taxable REIT subsidiary
|
|
—
|
|
|
—
|
|
|
(996
|
)
|
|
—
|
|
|
13,224
|
|
|
Income from continuing operations
|
|
119,671
|
|
|
116,937
|
|
|
133,770
|
|
|
84,297
|
|
|
45,779
|
|
|
Income (loss) from discontinued operations
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
65,285
|
|
|
(21,728
|
)
|
|
Gain on sale of real estate, net of tax
|
|
47,321
|
|
|
35,606
|
|
|
55,077
|
|
|
1,703
|
|
|
2,158
|
|
|
Net income
|
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
|
151,285
|
|
|
26,209
|
|
|
Income attributable to noncontrolling interests
|
|
(1,813
|
)
|
|
(2,247
|
)
|
|
(1,138
|
)
|
|
(1,205
|
)
|
|
(865
|
)
|
|
Net income attributable to the Partnership
|
|
165,179
|
|
|
150,296
|
|
|
187,709
|
|
|
150,080
|
|
|
25,344
|
|
|
Preferred unit distributions
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(31,902
|
)
|
|
Net income (loss) attributable to common unit holders
|
|
$
|
144,117
|
|
|
129,234
|
|
|
166,647
|
|
|
129,018
|
|
|
(6,558
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||
NAREIT FFO
(4)
|
|
277,301
|
|
|
276,515
|
|
|
269,149
|
|
|
240,621
|
|
|
222,100
|
|
|
Core FFO
(4)
|
|
333,957
|
|
|
288,872
|
|
|
261,506
|
|
|
241,619
|
|
|
230,937
|
|
|
Income per common unit - diluted (note 12):
|
|
|
|
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
0.69
|
|
|
0.16
|
|
Discontinued operations
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.71
|
|
|
(0.24
|
)
|
|
Net income (loss) attributable to common unit holders
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
1.40
|
|
|
(0.08
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other information:
|
|
|
|
|
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
|
$
|
289,376
|
|
|
275,637
|
|
|
277,742
|
|
|
250,731
|
|
|
257,215
|
|
Net cash (used in) provided by investing activities
|
|
(409,671
|
)
|
|
(139,346
|
)
|
|
(210,290
|
)
|
|
(9,817
|
)
|
|
3,623
|
|
|
Net cash provided by (used in) financing activities
|
|
96,695
|
|
|
(213,211
|
)
|
|
(34,360
|
)
|
|
(182,579
|
)
|
|
(249,891
|
)
|
|
Distributions paid on common units
|
|
201,336
|
|
|
181,691
|
|
|
172,900
|
|
|
168,095
|
|
|
164,747
|
|
|
Ratio of earnings to fixed charges
(5)
|
|
2.6
|
|
|
2.5
|
|
|
2.6
|
|
|
1.8
|
|
|
1.6
|
|
|
Ratio of combined fixed charges and preference dividends to earnings
(5)
|
|
2.1
|
|
|
2.1
|
|
|
2.2
|
|
|
1.5
|
|
|
1.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance sheet data:
|
|
|
|
|
|
|
|
|
|
|
||||||
Real estate investments before accumulated depreciation
|
|
$
|
5,230,198
|
|
|
4,852,106
|
|
|
4,743,053
|
|
|
4,385,380
|
|
|
4,352,839
|
|
Total assets
|
|
4,488,906
|
|
|
4,182,881
|
|
|
4,197,170
|
|
|
3,913,516
|
|
|
3,853,458
|
|
|
Total debt
|
|
1,642,420
|
|
|
1,864,285
|
|
|
2,021,357
|
|
|
1,854,697
|
|
|
1,941,891
|
|
|
Total liabilities
|
|
1,864,404
|
|
|
2,100,261
|
|
|
2,260,688
|
|
|
2,052,382
|
|
|
2,107,547
|
|
|
Total partners’ capital
|
|
2,589,334
|
|
|
2,052,134
|
|
|
1,904,678
|
|
|
1,841,928
|
|
|
1,729,612
|
|
|
Total noncontrolling interests
|
|
35,168
|
|
|
30,486
|
|
|
31,804
|
|
|
19,206
|
|
|
16,299
|
|
•
|
We achieved pro-rata same property NOI growth, excluding termination fees, of
3.5%
.
|
•
|
Pro-rata same property percent leased remained high at 96.2% at
December 31, 2016
.
|
•
|
We grew rental rates 11.3% on comparable spaces for new and renewal leases.
|
•
|
We acquired
three
operating properties for a gross purchase price of
$333.8 million
.
|
•
|
During
2016
, we started $221.4 million of development and redevelopment projects, net of partner funding requirements, with a weighted average projected return of 7.8% upon completion.
|
•
|
At
December 31, 2016
, we have
six
ground-up developments in process, with total expected net development costs of $209.3 million, net of partner funding requirements, and have $97.7 million of net costs to complete. These developments are projected to return 7.4% on capital upon completion and are currently 78.6% leased.
|
•
|
We also have 15 redevelopments of existing centers in process with total expected net redevelopment costs of $88.4 million, with $59.3 million of costs to complete, and projected incremental returns ranging from 7.0% - 10.0% upon completion.
|
•
|
At
December 31, 2016
, our net debt-to-core EBITDA ratio on a pro-rata basis for the trailing twelve months was 4.4x versus 5.2x at
December 31, 2015
. We had
$13.3 million
of cash and
$779.2 million
available on our line of credit.
|
•
|
In June 2016, we settled
1.85 million
of the 3.1 million shares of the forward equity offering resulting in net proceeds of
$137.5 million
, which were used to partially repay the line of credit balance.
|
•
|
In July 2016, we amended our existing Term Loan, which increased the facility size by $100.0 million to
$265.0 million
, extended the maturity date to
January 5, 2022
and fixed the interest rate at
2.0%
.
|
•
|
In July 2016, we issued 5.0 million shares of common stock resulting in net proceeds of $400.1 million, used to (i) repay in full our
$300.0 million
5.875% Senior Unsecured Notes due June 2017 ("$300 million note"), including a make-whole payment, (ii) settle the forward interest rate swaps, and (iii) fund investment activities and general corporate purposes.
|
•
|
In January 2017, we completed a combined $650 million public offering of two tranches of senior unsecured notes:
|
•
|
$350.0 million
of
3.6%
notes due
February 1, 2027
, which priced at
99.741%
. The Company intends to use the net proceeds in connection with the consummation of the previously announced pending merger with Equity One, Inc., including (i) to repay approximately
$285.0 million
in aggregate principal amount of debt of Equity One, and any related interest, fees and expenses and (ii) to pay transaction expenses related to the pending merger with Equity One. In the event that the merger agreement is not consummated, we will be required to redeem these notes then outstanding at a redemption price equal to 101% of the principal amount to be redeemed plus accrued and unpaid interest, if any.
|
•
|
$300.0 million
of
4.4%
notes due
February 1, 2047
, which priced at
99.110%
. The Company used a portion of the net proceeds to redeem all of the outstanding shares of its
6.625%
Series 6 preferred shares on February 16, 2017 and intends to use the balance to fund investment activities and for general corporate purposes.
|
|
|
December 31, 2016
|
|
December 31, 2015
|
% Leased – Operating
(1)
|
|
96.0%
|
|
95.9%
|
Anchor space
|
|
97.8%
|
|
98.5%
|
Shop space
|
|
93.1%
|
|
91.7%
|
Year ended December 31, 2016
|
||||||||||||||||
|
|
Leasing Transactions
(1)
|
|
SF (in thousands)
|
|
Base Rent PSF
(2)
|
|
Tenant Improvements PSF
(2)
|
|
Leasing Commissions PSF
(2)
|
||||||
Anchor Leases
|
|
|
|
|
|
|
|
|
|
|
||||||
New
|
|
22
|
|
729
|
|
$
|
16.99
|
|
|
$
|
7.95
|
|
|
$
|
2.42
|
|
Renewal
|
|
84
|
|
1,610
|
|
$
|
14.00
|
|
|
$
|
0.50
|
|
|
$
|
0.54
|
|
Total Anchor Leases
(1)
|
|
106
|
|
2,339
|
|
$
|
14.94
|
|
|
$
|
2.83
|
|
|
$
|
1.13
|
|
Shop Space
|
|
|
|
|
|
|
|
|
|
|
||||||
New
|
|
443
|
|
774
|
|
$
|
30.56
|
|
|
$
|
12.29
|
|
|
$
|
14.01
|
|
Renewal
|
|
987
|
|
1,502
|
|
$
|
31.16
|
|
|
$
|
1.26
|
|
|
$
|
3.87
|
|
Total Shop Space Leases
(1)
|
|
1,430
|
|
2,276
|
|
$
|
30.95
|
|
|
$
|
5.01
|
|
|
$
|
7.32
|
|
Total Leases
|
|
1,536
|
|
4,615
|
|
$
|
22.84
|
|
|
$
|
3.90
|
|
|
$
|
4.18
|
|
Year ended December 31, 2015
|
||||||||||||||||
|
|
Leasing Transactions
(1)
|
|
SF (in thousands)
|
|
Base Rent PSF
(2)
|
|
Tenant Improvements PSF
(2)
|
|
Leasing Commissions PSF
(2)
|
||||||
Anchor Leases
|
|
|
|
|
|
|
|
|
|
|
||||||
New
|
|
15
|
|
295
|
|
$
|
13.81
|
|
|
$
|
5.28
|
|
|
$
|
5.14
|
|
Renewal
|
|
48
|
|
972
|
|
$
|
11.96
|
|
|
$
|
0.01
|
|
|
$
|
1.08
|
|
Total Anchor Leases
(1)
|
|
63
|
|
1,267
|
|
$
|
12.39
|
|
|
$
|
1.24
|
|
|
$
|
2.03
|
|
Shop Space
|
|
|
|
|
|
|
|
|
|
|
||||||
New
|
|
445
|
|
724
|
|
$
|
30.67
|
|
|
$
|
10.35
|
|
|
$
|
13.53
|
|
Renewal
|
|
950
|
|
1,497
|
|
$
|
30.33
|
|
|
$
|
0.64
|
|
|
$
|
3.92
|
|
Total Shop Space Leases
(1)
|
|
1,395
|
|
2,221
|
|
$
|
30.44
|
|
|
$
|
3.81
|
|
|
$
|
7.06
|
|
Total Leases
|
|
1,458
|
|
3,488
|
|
$
|
23.88
|
|
|
$
|
2.87
|
|
|
$
|
5.23
|
|
|
|
December 31, 2016
|
||||
Grocery Anchor
|
|
Number of
Stores
(1)
|
|
Percentage of
Company-
owned GLA
(2)
|
|
Percentage of
Annualized
Base Rent
(2)
|
Kroger
|
|
59
|
|
9.3%
|
|
4.7%
|
Publix
|
|
41
|
|
5.7%
|
|
3.1%
|
Albertsons/Safeway
|
|
48
|
|
4.7%
|
|
2.7%
|
Whole Foods
|
|
21
|
|
2.5%
|
|
2.5%
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Minimum rent
|
|
$
|
444,305
|
|
|
415,155
|
|
|
29,150
|
|
Percentage rent
|
|
4,128
|
|
|
3,750
|
|
|
378
|
|
|
Recoveries from tenants
|
|
127,677
|
|
|
116,120
|
|
|
11,557
|
|
|
Other income
|
|
12,934
|
|
|
9,175
|
|
|
3,759
|
|
|
Management, transaction, and other fees
|
|
25,327
|
|
|
25,563
|
|
|
(236
|
)
|
|
Total revenues
|
|
$
|
614,371
|
|
|
569,763
|
|
|
44,608
|
|
•
|
$11.9 million increase from rent commencing at development properties;
|
•
|
$15.3 million increase from new acquisitions of operating properties; and
|
•
|
$7.9 million increase at same properties, reflecting a $9.7 million increase from redevelopments and rental rate growth on new and renewal leases, offset by a $1.8 million charge to straight line rent primarily attributable to expected early terminations;
|
•
|
reduced by $5.9 million from the sale of operating properties.
|
•
|
$3.9 million increase from rent commencing at development properties;
|
•
|
$4.2 million increase from new acquisitions of operating properties; and
|
•
|
$5.6 million increase from same properties associated with higher recoverable costs;
|
•
|
reduced by $2.1 million from the sale of operating properties.
|
•
|
$2.3 million in same properties primarily as a result of lease termination and easement fees; and
|
•
|
$1.5 million in parking income related to the acquisition of Market Common Clarendon.
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Depreciation and amortization
|
|
$
|
162,327
|
|
|
146,829
|
|
|
15,498
|
|
Operating and maintenance
|
|
95,022
|
|
|
82,978
|
|
|
12,044
|
|
|
General and administrative
|
|
65,327
|
|
|
65,600
|
|
|
(273
|
)
|
|
Real estate taxes
|
|
66,395
|
|
|
61,855
|
|
|
4,540
|
|
|
Other operating expenses
|
|
14,081
|
|
|
7,836
|
|
|
6,245
|
|
|
Total operating expenses
|
|
$
|
403,152
|
|
|
365,098
|
|
|
38,054
|
|
•
|
$4.8 million increase as we began depreciating costs at development properties where tenant spaces were completed and became available for occupancy;
|
•
|
$8.8 million increase from new acquisitions of operating properties; and
|
•
|
$5.8 million increase at same properties, attributable to recent capital improvements and redevelopments;
|
•
|
reduced by $3.9 million from the sale of operating properties and other corporate asset disposals.
|
•
|
$2.6 million increase from operations commencing at development properties;
|
•
|
$6.2 million increase from new acquisitions of operating properties; and
|
•
|
$4.8 million increase at same properties primarily attributable to recoverable costs;
|
•
|
reduced by $1.6 million from the sale of operating properties.
|
•
|
$1.6 million increase from development properties where capitalization ceased as tenant spaces became available for occupancy;
|
•
|
$2.8 million increase from new acquisitions of operating properties; and
|
•
|
$1.4 million increase at same properties from increased tax assessments;
|
•
|
reduced by $1.3 million from sold properties.
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Interest expense, net
|
|
|
|
|
|
|
||||
Interest on notes payable
|
|
$
|
81,330
|
|
|
98,485
|
|
|
(17,155
|
)
|
Interest on unsecured credit facilities
|
|
5,635
|
|
|
3,566
|
|
|
2,069
|
|
|
Capitalized interest
|
|
(3,481
|
)
|
|
(6,739
|
)
|
|
3,258
|
|
|
Hedge expense
|
|
8,408
|
|
|
8,900
|
|
|
(492
|
)
|
|
Interest income
|
|
(1,180
|
)
|
|
(1,590
|
)
|
|
410
|
|
|
Interest expense, net
|
|
90,712
|
|
|
102,622
|
|
|
(11,910
|
)
|
|
Provision for impairment
|
|
4,200
|
|
|
—
|
|
|
4,200
|
|
|
Early extinguishment of debt
|
|
14,240
|
|
|
8,239
|
|
|
6,001
|
|
|
Net investment income
|
|
(1,672
|
)
|
|
(625
|
)
|
|
(1,047
|
)
|
|
Loss on derivative instruments
|
|
40,586
|
|
|
—
|
|
|
40,586
|
|
|
Total other expense (income)
|
|
$
|
148,066
|
|
|
110,236
|
|
|
37,830
|
|
•
|
$17.2 million
decrease in interest on notes payable due to lower interest rates from refinancing and deleveraging activities during 2016 and the early redemption of our $300 million notes in August 2016; offset by
|
•
|
$2.1 million
increase in interest on unsecured credit facilities related to higher average balances on our Line and a $100 million increase on our Term Loan during 2016; and
|
•
|
$3.3 million
increase due to lower interest capitalization on our development and redevelopment projects based on the status and cumulative spend on the projects in process.
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Income from operations
|
|
$
|
119,671
|
|
|
116,937
|
|
|
2,734
|
|
Gain on sale of real estate, net of tax
|
|
47,321
|
|
|
35,606
|
|
|
11,715
|
|
|
Income attributable to noncontrolling interests
|
|
(2,070
|
)
|
|
(2,487
|
)
|
|
417
|
|
|
Preferred stock dividends
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
—
|
|
|
Net income attributable to common stockholders
|
|
$
|
143,860
|
|
|
128,994
|
|
|
14,866
|
|
Net income attributable to exchangeable operating partnership units
|
257
|
|
|
240
|
|
|
17
|
|
||
Net income attributable to common unit holders
|
|
$
|
144,117
|
|
|
129,234
|
|
|
14,883
|
|
(in thousands)
|
|
2015
|
|
2014
|
|
Change
|
||||
Minimum rent
|
|
$
|
415,155
|
|
|
390,697
|
|
|
24,458
|
|
Percentage rent
|
|
3,750
|
|
|
3,488
|
|
|
262
|
|
|
Recoveries from tenants
|
|
116,120
|
|
|
108,434
|
|
|
7,686
|
|
|
Other income
|
|
9,175
|
|
|
11,184
|
|
|
(2,009
|
)
|
|
Management, transaction, and other fees
|
|
25,563
|
|
|
24,095
|
|
|
1,468
|
|
|
Total revenues
|
|
$
|
569,763
|
|
|
537,898
|
|
|
31,865
|
|
•
|
$5.0 million increase from new acquisitions of operating properties;
|
•
|
$9.8 million increase from rent commencing at development properties; and
|
•
|
$15.7 million increase at same properties, with $6.7 million relating to redevelopment properties, and $9.0 million relating to higher rental rates and rent paying occupancy growth;
|
•
|
reduced by $6.0 million from the sale of operating properties.
|
•
|
$1.2 million increase from new acquisitions of operating properties;
|
•
|
$1.5 million increase from rent commencing at development properties; and,
|
•
|
$5.9 million increase from same properties associated with rent paying occupancy improvements and higher recoverable costs;
|
•
|
reduced by $890,000 from the sale of operating properties.
|
(in thousands)
|
|
2015
|
|
2014
|
|
Change
|
||||
Asset management fees
|
|
$
|
6,416
|
|
|
6,013
|
|
|
403
|
|
Property management fees
|
|
13,123
|
|
|
13,020
|
|
|
103
|
|
|
Leasing commissions and other fees
|
|
6,024
|
|
|
5,062
|
|
|
962
|
|
|
Total management, transaction, and other fees
|
|
$
|
25,563
|
|
|
24,095
|
|
|
1,468
|
|
(in thousands)
|
|
2015
|
|
2014
|
|
Change
|
||||
Depreciation and amortization
|
|
$
|
146,829
|
|
|
147,791
|
|
|
(962
|
)
|
Operating and maintenance
|
|
82,978
|
|
|
77,788
|
|
|
5,190
|
|
|
General and administrative
|
|
65,600
|
|
|
60,242
|
|
|
5,358
|
|
|
Real estate taxes
|
|
61,855
|
|
|
59,031
|
|
|
2,824
|
|
|
Other operating expenses
|
|
7,836
|
|
|
8,496
|
|
|
(660
|
)
|
|
Total operating expenses
|
|
$
|
365,098
|
|
|
353,348
|
|
|
11,750
|
|
•
|
$2.9 million decrease from the sale of operating properties;
|
•
|
$1.9 million increase primarily from operations beginning at development properties and the acquisition of operating properties.
|
•
|
$1.6 million increase from operations commencing at development properties;
|
•
|
$2.1 million increase from new acquisitions of operating properties;
|
•
|
$2.9 million increase at same properties attributable to an increase in recoverable costs;
|
•
|
reduced by $1.4 million from the sale of operating properties.
|
•
|
$3.9 million of higher compensation costs primarily related to executive management changes during 2015;
|
•
|
$2.3 million of lower development overhead capitalization based on fewer new development and redevelopment projects started in 2015;
|
•
|
reduced by
$1.1
million from the decrease in the value of participant obligations within the deferred compensation plan.
|
•
|
$690,000 increase from new acquisitions of operating properties;
|
•
|
$510,000 increase from development properties where capitalization ceased as tenant spaces became available for occupancy; and,
|
•
|
$2.0 million increase at same properties from increased tax assessments;
|
•
|
reduced by approximately $360,000 from the sale of operating properties.
|
(in thousands)
|
|
2015
|
|
2014
|
|
Change
|
||||
Interest expense, net
|
|
|
|
|
|
|
||||
Interest on notes payable
|
|
98,485
|
|
|
104,938
|
|
|
(6,453
|
)
|
|
Interest on unsecured credit facilities
|
|
3,566
|
|
|
3,539
|
|
|
27
|
|
|
Capitalized interest
|
|
(6,739
|
)
|
|
(7,142
|
)
|
|
403
|
|
|
Hedge expense
|
|
8,900
|
|
|
9,366
|
|
|
(466
|
)
|
|
Interest income
|
|
(1,590
|
)
|
|
(1,210
|
)
|
|
(380
|
)
|
|
Interest expense, net
|
|
102,622
|
|
|
109,491
|
|
|
(6,869
|
)
|
|
Provision for impairment
|
|
—
|
|
|
1,257
|
|
|
(1,257
|
)
|
|
Early extinguishment of debt
|
|
8,239
|
|
|
18
|
|
|
8,221
|
|
|
Net investment income
|
|
(625
|
)
|
|
(9,449
|
)
|
|
8,824
|
|
|
Gain on remeasurement of investment in real estate partnership
|
|
—
|
|
|
(18,271
|
)
|
|
18,271
|
|
|
Total other expense (income)
|
|
$
|
110,236
|
|
|
83,046
|
|
|
27,190
|
|
(in thousands)
|
|
Regency's Ownership
|
|
2015
|
|
2014
|
|
Change
|
||||
GRI - Regency, LLC (GRIR)
|
|
40.00%
|
|
$
|
18,148
|
|
|
13,727
|
|
|
4,421
|
|
Columbia Regency Retail Partners, LLC (Columbia I)
|
|
20.00%
|
|
(278
|
)
|
|
1,431
|
|
|
(1,709
|
)
|
|
Columbia Regency Partners II, LLC (Columbia II)
|
|
20.00%
|
|
755
|
|
|
233
|
|
|
522
|
|
|
Cameron Village, LLC (Cameron)
|
|
30.00%
|
|
643
|
|
|
1,008
|
|
|
(365
|
)
|
|
RegCal, LLC (RegCal)
|
|
25.00%
|
|
576
|
|
|
966
|
|
|
(390
|
)
|
|
US Regency Retail I, LLC (USAA)
|
|
20.01%
|
|
807
|
|
|
567
|
|
|
240
|
|
|
Other investments in real estate partnerships
|
|
50.00%
|
|
1,857
|
|
|
13,338
|
|
|
(11,481
|
)
|
|
Total equity in income of investments in real estate partnerships
|
|
|
|
$
|
22,508
|
|
|
31,270
|
|
|
(8,762
|
)
|
•
|
$1.3 million increase in base rent from occupancy and rental rate growth,
|
•
|
$1.8 million decrease in depreciation due to higher depreciation expense in 2014 relating to redevelopment activity,
|
•
|
Reduced interest expense approximately $800,000 by paying off or refinancing property debt at better rates in 2014 and 2015.
|
(in thousands)
|
|
2015
|
|
2014
|
|
Change
|
||||
Income from operations
|
|
$
|
116,937
|
|
|
132,774
|
|
|
(15,837
|
)
|
Income tax (benefit) of taxable REIT subsidiary
|
|
—
|
|
|
(996
|
)
|
|
996
|
|
|
Gain on sale of real estate, net of tax
|
|
35,606
|
|
|
55,077
|
|
|
(19,471
|
)
|
|
Income attributable to noncontrolling interests
|
|
(2,487
|
)
|
|
(1,457
|
)
|
|
(1,030
|
)
|
|
Preferred stock dividends
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
—
|
|
|
Net income attributable to common stockholders
|
|
$
|
128,994
|
|
|
166,328
|
|
|
(37,334
|
)
|
Net income attributable to exchangeable operating partnership units
|
240
|
|
|
319
|
|
|
(79
|
)
|
||
Net income attributable to common unit holders
|
|
$
|
129,234
|
|
|
166,647
|
|
|
(37,413
|
)
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Base rent
|
|
$
|
486,776
|
|
|
473,468
|
|
|
13,308
|
|
Percentage rent
|
|
5,213
|
|
|
4,943
|
|
|
270
|
|
|
Recovery revenue
|
|
144,383
|
|
|
142,189
|
|
|
2,194
|
|
|
Other income
|
|
11,243
|
|
|
7,758
|
|
|
3,485
|
|
|
Operating expenses
|
|
178,117
|
|
|
176,326
|
|
|
1,791
|
|
|
Pro-rata same property NOI
(1)
|
|
$
|
469,498
|
|
|
452,032
|
|
|
17,466
|
|
Less: Termination fees
|
|
1,224
|
|
|
(319
|
)
|
|
1,543
|
|
|
Pro-rata same property NOI excluding termination fees
|
|
$
|
468,274
|
|
|
452,351
|
|
|
15,923
|
|
Same property NOI growth
|
|
|
|
|
|
3.5
|
%
|
|
2016
|
|
2015
|
||||||
(GLA in thousands)
|
Property Count
|
GLA
|
|
Property Count
|
GLA
|
||||
Beginning same property count
|
300
|
|
26,508
|
|
|
298
|
|
25,526
|
|
Acquired properties owned for entirety of comparable periods
|
6
|
|
443
|
|
|
4
|
|
427
|
|
Developments that reached completion by beginning of earliest comparable period presented
|
2
|
|
342
|
|
|
3
|
|
790
|
|
Disposed properties
|
(19
|
)
|
(933
|
)
|
|
(5
|
)
|
(260
|
)
|
SF adjustments
(1)
|
—
|
|
32
|
|
|
—
|
|
25
|
|
Ending same property count
|
289
|
|
26,392
|
|
|
300
|
|
26,508
|
|
(in thousands, except share information)
|
|
2016
|
|
2015
|
||
Reconciliation of Net income to NAREIT FFO
|
|
|
|
|
||
Net income attributable to common stockholders
|
$
|
143,860
|
|
|
128,994
|
|
Adjustments to reconcile to NAREIT FFO:
(1)
|
|
|
|
|
||
Depreciation and amortization (excluding FF&E)
|
|
193,451
|
|
|
182,103
|
|
Provision for impairment to operating properties
|
|
3,159
|
|
|
1,820
|
|
Gain on sale of operating properties, net of tax
|
|
(63,426
|
)
|
|
(36,642
|
)
|
Exchangeable partnership units
|
|
257
|
|
|
240
|
|
NAREIT FFO attributable to common stock and unit holders
|
$
|
277,301
|
|
|
276,515
|
|
Reconciliation of NAREIT FFO to Core FFO
|
|
|
|
|
||
NAREIT FFO attributable to common stock and unit holders
|
$
|
277,301
|
|
|
276,515
|
|
Adjustments to reconcile to Core FFO:
(1)
|
|
|
|
|
||
Acquisition pursuit and closing costs
|
|
2,007
|
|
|
1,734
|
|
Development pursuit costs
|
|
1,503
|
|
|
675
|
|
Merger related costs
|
|
6,539
|
|
|
—
|
|
Gain on sale of land
|
|
(8,769
|
)
|
|
(73
|
)
|
Provision for impairment to land
|
|
580
|
|
|
—
|
|
Loss on derivative instruments and hedge ineffectiveness
|
|
40,589
|
|
|
5
|
|
Early extinguishment of debt
|
|
14,207
|
|
|
8,239
|
|
Change in executive management
|
|
—
|
|
|
2,193
|
|
Dividends from investments
|
|
—
|
|
|
(416
|
)
|
Core FFO attributable to common stockholders
|
$
|
333,957
|
|
|
288,872
|
|
|
|
2016
|
|
2015
|
|||||||||||||||
(in thousands)
|
|
Same Property
|
|
Other
(1)
|
|
Total
|
|
Same Property
|
|
Other
(1)
|
|
Total
|
|||||||
Income from operations
|
|
$
|
271,588
|
|
|
(151,917
|
)
|
|
119,671
|
|
|
235,125
|
|
|
(118,188
|
)
|
|
116,937
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Management, transaction, and other fees
|
|
—
|
|
|
25,327
|
|
|
25,327
|
|
|
—
|
|
|
25,563
|
|
|
25,563
|
|
|
Other
(2)
|
|
5,130
|
|
|
11,014
|
|
|
16,144
|
|
|
8,063
|
|
|
8,126
|
|
|
16,189
|
|
|
Plus:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Depreciation and amortization
|
|
140,848
|
|
|
21,479
|
|
|
162,327
|
|
|
135,075
|
|
|
11,754
|
|
|
146,829
|
|
|
General and administrative
|
|
—
|
|
|
65,327
|
|
|
65,327
|
|
|
—
|
|
|
65,600
|
|
|
65,600
|
|
|
Other operating expense, excluding provision for doubtful accounts
|
|
1,395
|
|
|
10,981
|
|
|
12,376
|
|
|
597
|
|
|
4,875
|
|
|
5,472
|
|
|
Other expense (income)
|
|
29,560
|
|
|
118,506
|
|
|
148,066
|
|
|
28,424
|
|
|
81,812
|
|
|
110,236
|
|
|
Equity in income (loss) of investments in real estate excluded from NOI
(3)
|
|
31,237
|
|
|
2,715
|
|
|
33,952
|
|
|
60,874
|
|
|
6,298
|
|
|
67,172
|
|
|
Pro-rata NOI
|
|
$
|
469,498
|
|
|
30,750
|
|
|
500,248
|
|
|
452,032
|
|
|
18,462
|
|
|
470,494
|
|
•
|
$350.0 million
of
3.6%
notes due
February 1, 2027
, which priced at
99.741%
. The Company intends to use the net proceeds in connection with the consummation of the previously announced pending merger with Equity One, Inc., including (i) to repay approximately
$285.0 million
in aggregate principal amount of debt of Equity One, and any related interest, fees and expenses and (ii) to pay transaction expenses related to the pending merger with Equity One. In the event that the merger agreement is not consummated, we will be required to redeem these notes then outstanding at a redemption price equal to 101% of the principal amount to be redeemed plus accrued and unpaid interest, if any.
|
•
|
$300.0 million
of
4.4%
notes due
February 1, 2047
, which priced at
99.110%
. The Company used a portion of the net proceeds to redeem all of the outstanding shares of its
6.625%
Series 6 preferred shares on February 16, 2017 and intends to use the balance to fund investment activities and for general corporate purposes.
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Net cash provided by operating activities
|
|
$
|
289,376
|
|
|
275,637
|
|
|
13,739
|
|
Net cash used in investing activities
|
|
(409,671
|
)
|
|
(139,346
|
)
|
|
(270,325
|
)
|
|
Net cash provided by (used in) financing activities
|
|
96,695
|
|
|
(213,211
|
)
|
|
309,906
|
|
|
Net decrease in cash and cash equivalents
|
|
(23,600
|
)
|
|
(76,920
|
)
|
|
53,320
|
|
|
Total cash and cash equivalents
|
|
$
|
13,256
|
|
|
36,856
|
|
|
(23,600
|
)
|
•
|
$32.4 million
increase in cash from operating income;
|
•
|
$3.7 million
increase in operating cash flow distributions received from our unconsolidated real estate partnerships as several redevelopment projects were completed and began generating operating cash flows; and,
|
•
|
$11.0 million
net increase in cash due to timing of cash receipts and payments related to operating activities; offset by
|
•
|
$40.6 million and
$7.3 million
paid during 2016 and 2015, respectively, to settle forward starting interest rate swaps put in place to hedge changes in interest rates on expected issuance of ten year fixed rate debt. The $40.6 million paid in 2016 was recognized through net income since the previously forecasted debt transaction was probable to no longer occur. The $7.3 million paid in 2015 was recognized in Other comprehensive income and is being reclassified to earnings over the period of the ten year debt issued in 2015.
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||
Acquisition of operating real estate
|
|
$
|
(333,220
|
)
|
|
(42,983
|
)
|
|
(290,237
|
)
|
Advance deposits paid on acquisition of operating real estate
|
|
(750
|
)
|
|
(2,250
|
)
|
|
1,500
|
|
|
Real estate development and capital improvements
|
|
(234,598
|
)
|
|
(205,103
|
)
|
|
(29,495
|
)
|
|
Proceeds from sale of real estate investments
|
|
135,269
|
|
|
108,822
|
|
|
26,447
|
|
|
Collection of notes receivable
|
|
—
|
|
|
1,719
|
|
|
(1,719
|
)
|
|
Investments in real estate partnerships
|
|
(37,879
|
)
|
|
(20,054
|
)
|
|
(17,825
|
)
|
|
Distributions received from investments in real estate partnerships
|
|
58,810
|
|
|
23,801
|
|
|
35,009
|
|
|
Dividends on investment securities
|
|
330
|
|
|
243
|
|
|
87
|
|
|
Acquisition of securities
|
|
(55,223
|
)
|
|
(31,941
|
)
|
|
(23,282
|
)
|
|
Proceeds from sale of securities
|
|
57,590
|
|
|
28,400
|
|
|
29,190
|
|
|
Net cash used in investing activities
|
|
$
|
(409,671
|
)
|
|
(139,346
|
)
|
|
(270,325
|
)
|
•
|
We acquired three shopping centers, with
569,000
SF of GLA in
2016
, compared to one shopping center with
180,000
SF of GLA during
2015
.
|
•
|
We invested
$29.5 million
more in 2016 than 2015 on real estate development and capital improvements, as further detailed in a table below.
|
•
|
We received proceeds of
$135.3 million
from the sale of
eleven
shopping centers and
sixteen
land parcels in
2016
, compared to
$108.8 million
for
five
shopping centers and
two
land parcels in
2015
.
|
•
|
We invested
$17.8 million
more in our unconsolidated partnerships during
2016
than
2015
due to the acquisition of an operating property in
2016
. Contributions were made each year to fund our share of maturing mortgage debt and redevelopment activities.
|
•
|
Distributions received from our unconsolidated partnerships include return of capital from sales or financing proceeds. The
$58.8 million
received in
2016
includes proceeds from the sales of ten shopping centers with co-investment partners. Distributions in
2015
include $12.8 million of proceeds from the sale of one shopping center with a co-investment partner and $11.0 million of financing proceeds.
|
•
|
Acquisition of securities and proceeds from sale of securities pertain to equity and debt securities held by our captive insurance company and our deferred compensation plan. The majority of our investing activity during 2016 relates to reallocation of plan assets. During 2015, we invested $7.9 million of funds held in our captive insurance subsidiary in available-for-sale marketable securities. Our insurance subsidiary is required to maintain statutory minimum capital and surplus, and therefore, access to these securities may be limited.
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Capital expenditures:
|
|
|
|
|
|
|
||||
Land acquisitions for development / redevelopment
|
|
$
|
26,938
|
|
|
5,135
|
|
|
21,803
|
|
Building and tenant improvements
|
|
32,941
|
|
|
30,103
|
|
|
2,838
|
|
|
Redevelopment costs
|
|
51,226
|
|
|
50,933
|
|
|
293
|
|
|
Development costs
|
|
107,300
|
|
|
100,111
|
|
|
7,189
|
|
|
Capitalized interest
|
|
3,482
|
|
|
6,740
|
|
|
(3,258
|
)
|
|
Capitalized direct compensation
|
|
12,711
|
|
|
12,081
|
|
|
630
|
|
|
Real estate development and capital improvements
|
|
$
|
234,598
|
|
|
205,103
|
|
|
29,495
|
|
•
|
During
2016
we acquired
four
land parcels for new development projects as compared to two in
2015
.
|
•
|
Building and tenant improvements increased
$2.8 million
during the
year ended December 31, 2016
primarily related to timing of capital projects.
|
•
|
Redevelopment expenditures were slightly higher during
2016
due to the timing, magnitude, and number of projects currently in process. We intend to continuously improve our portfolio of shopping centers through redevelopment which can include adjacent land acquisition, existing building expansion, new out-parcel
|
•
|
The
$7.2 million
increase in our development project expenditures was due to the size of and progress on developments. See the table below for a detail of current and recently completed development projects.
|
•
|
Interest is capitalized on our development and redevelopment projects and is based on cumulative actual
|
•
|
We have a staff of employees who directly support our development and redevelopment program. Internal
|
December 31, 2016
|
||||||||||||||||||||||
(in thousands, except cost PSF)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Property Name
|
|
Market
|
|
Start Date
|
|
Estimated/Actual Anchor Opens
|
|
Estimated Net Development Costs
(1)
|
|
% of Costs Incurred
(1)
|
|
GLA
|
|
Cost PSF GLA
(1)
|
|
|
||||||
Willow Oaks Crossing
|
|
Charlotte, NC
|
|
Q2-14
|
|
Dec-15
|
|
$
|
13,996
|
|
|
99
|
%
|
|
69
|
|
|
203
|
|
|
|
|
Northgate Marketplace Ph II
|
|
Medford, OR
|
|
Q4-15
|
|
Oct-16
|
|
40,700
|
|
|
91
|
%
|
|
177
|
|
|
230
|
|
|
|
||
Market at Springwoods Village
(2)
|
|
Houston, TX
|
|
Q1-16
|
|
May-17
|
|
28,192
|
|
|
50
|
%
|
|
89
|
|
|
317
|
|
|
|
||
The Village at Tustin Legacy
|
|
Los Angeles, CA
|
|
Q3-16
|
|
Oct-17
|
|
37,822
|
|
|
50
|
%
|
|
112
|
|
|
338
|
|
|
|
||
Chimney Rock Crossing
|
|
New York, NY
|
|
Q4-16
|
|
May-18
|
|
71,175
|
|
|
27
|
%
|
|
218
|
|
|
326
|
|
|
|
||
The Village at Riverstone
|
|
Houston, TX
|
|
Q4-16
|
|
Aug-18
|
|
30,638
|
|
|
42
|
%
|
|
165
|
|
|
186
|
|
|
|
||
|
|
|
|
|
|
|
|
$
|
222,523
|
|
|
52
|
%
|
|
830
|
|
|
$
|
268
|
|
|
|
(in thousands)
|
|
2016
|
|
2015
|
|
Change
|
||||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||
Equity issuances
|
|
$
|
548,920
|
|
|
198,494
|
|
|
350,426
|
|
Distributions to limited partners in consolidated partnerships, net
|
|
(4,213
|
)
|
|
(5,341
|
)
|
|
1,128
|
|
|
Dividend payments
|
|
(222,398
|
)
|
|
(202,753
|
)
|
|
(19,645
|
)
|
|
Unsecured credit facilities
|
|
115,000
|
|
|
90,000
|
|
|
25,000
|
|
|
Proceeds from debt issuance
|
|
53,446
|
|
|
252,476
|
|
|
(199,030
|
)
|
|
Debt repayment
|
|
(392,755
|
)
|
|
(540,089
|
)
|
|
147,334
|
|
|
Payment of loan costs
|
|
(2,233
|
)
|
|
(5,998
|
)
|
|
3,765
|
|
|
Proceeds from sale of treasury stock, net
|
|
928
|
|
|
—
|
|
|
928
|
|
|
Net cash provided by (used in) financing activities
|
|
$
|
96,695
|
|
|
(213,211
|
)
|
|
309,906
|
|
•
|
We raised
$548.9 million
during 2016 through equity issuances:
|
◦
|
we issued
182,787
shares of common stock through our ATM program at an average price of
$68.85
per share resulting in net proceeds of
$12.3 million
,
|
◦
|
we settled
1.85 million
shares under our forward equity offering at an average price of $74.32 per share resulting in proceeds of
$137.5 million
, and
|
◦
|
we issued
5.0 million
shares of common stock at
$79.78
per share resulting in net proceeds of
$400.1 million
.
|
•
|
The change in distributions paid to limited partners in consolidated partnerships, net, primarily relates to the buyout of a limited partner's interest during 2015.
|
•
|
During 2016, our dividend payments increased as a result of the greater number of common shares outstanding and an increase in our dividend rate.
|
•
|
We received proceeds of $100.0 million upon expanding our Term Loan during 2016 which were used to partially fund the acquisition of Market Common Clarendon, and repay $15.0 million, net on the Line as compared to
$90.0 million
borrowed on from our Term Loan during 2015.
|
•
|
We received
$53.4 million
of mortgage proceeds in 2016 upon the encumbrance of two operating properties. During 2015, we issued $250.0 million of new fixed rate ten-year unsecured public debt.
|
•
|
During 2016, we used
$392.8 million
to repay debt, including:
|
◦
|
$300.0 million
for the early redemption of our $300 million notes due 2017,
|
◦
|
$14.1 million
paid for debt extinguishment costs, including a make-whole premium to redeem the $300 million notes, and
|
◦
|
$78.7 million
for scheduled principal payments and four mortgage repayments.
|
◦
|
$350.0 million to redeem our notes that matured in 2015 and $108.0 million, including an $8.0 million make-whole premium, to redeem a portion of our notes due 2017, and
|
◦
|
$82.0 million
for scheduled principal payments and three mortgage repayments.
|
•
|
We paid
$2.2 million
in loan closing costs during 2016, primarily to amend the Term Loan, while we paid
$6.0 million
during 2015 for the new fixed rate unsecured public debt and the modification to our Line.
|
•
|
Recorded debt premiums or discounts that are not obligations;
|
•
|
Obligations related to construction or development contracts, since payments are only due upon satisfactory performance under the contracts;
|
•
|
Letters of credit of
$5.8 million
issued to cover our captive insurance program and performance obligations on certain development projects, which the latter will be satisfied upon completion of the development projects; and
|
•
|
Obligations for retirement savings plans due to uncertainty around timing of participant withdrawals, which are solely within the control of the participant, and are further discussed in note 11 to the Consolidated Financial Statements.
|
|
|
Payments Due by Period
|
|
|
|||||||||||||||||||
(in thousands)
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Beyond 5 Years
|
|
Total
|
|||||||||
Notes payable:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Regency
(1)
|
|
$
|
161,440
|
|
|
127,262
|
|
|
184,022
|
|
|
286,971
|
|
|
323,262
|
|
|
904,803
|
|
|
$
|
1,987,760
|
|
Regency's share of joint ventures
(1) (2)
|
|
32,550
|
|
|
48,851
|
|
|
41,381
|
|
|
102,286
|
|
|
94,726
|
|
|
270,555
|
|
|
590,349
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Operating leases:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Regency - office leases
|
|
4,017
|
|
|
3,518
|
|
|
3,482
|
|
|
3,314
|
|
|
2,992
|
|
|
9,410
|
|
|
26,733
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Subleases:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Regency - office leases
|
|
(46
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(46
|
)
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Ground leases:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Regency
|
|
5,769
|
|
|
7,946
|
|
|
8,649
|
|
|
8,392
|
|
|
8,298
|
|
|
433,066
|
|
|
472,120
|
|
||
Regency's share of joint ventures
|
|
385
|
|
|
385
|
|
|
391
|
|
|
392
|
|
|
392
|
|
|
18,713
|
|
|
20,658
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total
|
|
$
|
204,115
|
|
|
187,962
|
|
|
237,925
|
|
|
401,355
|
|
|
429,670
|
|
|
1,636,547
|
|
|
$
|
3,097,574
|
|
•
|
Pre-development costs are incurred prior to land acquisition during the due diligence phase and include contract deposits, legal, engineering, and other professional fees related to evaluating the feasibility of developing a shopping center. If we determine it is probable that a specific project undergoing due diligence will not be developed, we immediately expense all related capitalized pre-development costs not considered recoverable.
|
•
|
Interest costs are capitalized to each development project based on applying our weighted average borrowing rate to that portion of the actual development costs expended. We cease interest cost capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would we capitalize interest on the project beyond 12 months after the anchor opens for business. During the years ended
December 31, 2016
,
2015
, and
2014
, we capitalized interest of
$3.5 million
,
$6.7 million
, and
$7.1 million
, respectively, on our development projects.
|
•
|
Real estate taxes are capitalized to each development project over the same period as we capitalize interest.
|
•
|
We have a staff of employees who directly support our development program. All direct internal costs attributable to these development activities are capitalized as part of each development project. The capitalization of costs is directly
|
•
|
We have a Line commitment, as further described in Note 6 to the Consolidated Financial Statements, which has a variable interest rate that is based upon an annual rate of
LIBOR plus 0.925%
. LIBOR rates charged on our Line change monthly. The spread on the Line is dependent upon maintaining specific credit ratings. If our credit ratings are downgraded, the spread on the Line would increase, resulting in higher interest costs. The interest rate spread based on our credit rating ranges from LIBOR plus 0.875% to LIBOR plus 1.550%.
|
•
|
We are also exposed to changes in interest rates when we refinance our existing long-term fixed rate debt. The objective of our interest rate risk management program is to limit the impact of interest rate changes on earnings and cash flows. To achieve these objectives, we borrow primarily at fixed interest rates and may enter into derivative financial instruments such as interest rate swaps, caps, or treasury locks in order to mitigate our interest rate risk on a related financial instrument. We do not enter into derivative or interest rate transactions for speculative purposes. Our interest rate swaps are structured solely for the purpose of interest rate protection.
|
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
|
Fair Value
|
|||||||||
Fixed rate debt
|
|
$
|
91,618
|
|
|
62,186
|
|
|
110,205
|
|
|
239,047
|
|
|
288,970
|
|
|
840,066
|
|
|
1,632,092
|
|
|
1,699,730
|
|
Average interest rate for all fixed rate debt
(1)
|
|
4.34
|
%
|
|
4.27
|
%
|
|
3.99
|
%
|
|
3.67
|
%
|
|
3.25
|
%
|
|
3.78
|
%
|
|
|
|
|
|||
Variable rate LIBOR debt
|
|
$
|
—
|
|
|
—
|
|
|
15,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,000
|
|
|
14,970
|
|
Average interest rate for all variable rate debt
(1)
|
|
—
|
%
|
|
—
|
%
|
|
1.41
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
|
|
|
|
|
Regency Centers Corporation:
|
|
|
|
Regency Centers, L.P.:
|
|
|
|
|
|
Financial Statement Schedule
|
|
|
|
2016
|
|
2015
|
|||
Assets
|
|
|
|
|
|||
Real estate investments at cost (notes 1, 2 and 3):
|
|
|
|
|
|||
Land
|
|
$
|
1,660,424
|
|
|
1,479,814
|
|
Buildings and improvements
|
|
3,092,197
|
|
|
2,896,396
|
|
|
Properties in development
|
|
180,878
|
|
|
169,690
|
|
|
|
|
4,933,499
|
|
|
4,545,900
|
|
|
Less: accumulated depreciation
|
|
1,124,391
|
|
|
1,043,787
|
|
|
|
|
3,809,108
|
|
|
3,502,113
|
|
|
Investments in real estate partnerships (note 4)
|
|
296,699
|
|
|
306,206
|
|
|
Net real estate investments
|
|
4,105,807
|
|
|
3,808,319
|
|
|
Cash and cash equivalents
|
|
13,256
|
|
|
36,856
|
|
|
Restricted cash
|
|
4,623
|
|
|
3,767
|
|
|
Tenant and other receivables, net (note 1):
|
|
111,722
|
|
|
106,164
|
|
|
Deferred leasing costs, less accumulated amortization of $83,529 and $76,823 at December 31, 2016 and 2015, respectively
|
|
69,000
|
|
|
66,367
|
|
|
Acquired lease intangible assets, less accumulated amortization of $56,695 and $45,639 at December 31, 2016 and 2015, respectively (note 5)
|
|
118,831
|
|
|
105,380
|
|
|
Trading securities held in trust, at fair value (note 11)
|
|
28,588
|
|
|
29,093
|
|
|
Other assets
|
|
37,079
|
|
|
26,935
|
|
|
Total assets
|
|
$
|
4,488,906
|
|
|
4,182,881
|
|
Liabilities and Equity
|
|
|
|
|
|||
Liabilities:
|
|
|
|
|
|||
Notes payable (note 6)
|
|
$
|
1,363,925
|
|
|
1,699,771
|
|
Unsecured credit facilities (note 6)
|
|
278,495
|
|
|
164,514
|
|
|
Accounts payable and other liabilities
|
|
138,936
|
|
|
164,515
|
|
|
Acquired lease intangible liabilities, less accumulated amortization of $23,538 and $17,555 at December 31, 2016 and 2015, respectively (note 5)
|
|
54,180
|
|
|
42,034
|
|
|
Tenants’ security and escrow deposits and prepaid rent
|
|
28,868
|
|
|
29,427
|
|
|
Total liabilities
|
|
1,864,404
|
|
|
2,100,261
|
|
|
Commitments and contingencies (notes 13 and 14)
|
|
—
|
|
|
—
|
|
|
Equity:
|
|
|
|
|
|||
Stockholders’ equity (note 9):
|
|
|
|
|
|||
Preferred stock, $0.01 par value per share, 30,000,000 shares authorized; 13,000,000 Series 6 and 7 shares issued and outstanding at December 31, 2016 and 2015, with liquidation preferences of $25 per share
|
|
325,000
|
|
|
325,000
|
|
|
Common stock $0.01 par value per share,150,000,000 shares authorized; 104,497,286 and 97,212,638 shares issued at December 31, 2016 and 2015, respectively
|
|
1,045
|
|
|
972
|
|
|
Treasury stock at cost, 347,903 and 417,862 shares held at December 31, 2016 and 2015, respectively
|
|
(17,062
|
)
|
|
(19,658
|
)
|
|
Additional paid in capital
|
|
3,294,923
|
|
|
2,742,508
|
|
|
Accumulated other comprehensive loss
|
|
(18,346
|
)
|
|
(58,693
|
)
|
|
Distributions in excess of net income
|
|
(994,259
|
)
|
|
(936,020
|
)
|
|
Total stockholders’ equity
|
|
2,591,301
|
|
|
2,054,109
|
|
|
Noncontrolling interests (note 9):
|
|
|
|
|
|||
Exchangeable operating partnership units, aggregate redemption value of $10,630 and $10,502 at December 31, 2016 and 2015, respectively
|
|
(1,967
|
)
|
|
(1,975
|
)
|
|
Limited partners’ interests in consolidated partnerships
|
|
35,168
|
|
|
30,486
|
|
|
Total noncontrolling interests
|
|
33,201
|
|
|
28,511
|
|
|
Total equity
|
|
2,624,502
|
|
|
2,082,620
|
|
|
Total liabilities and equity
|
|
$
|
4,488,906
|
|
|
4,182,881
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||
Revenues:
|
|
|
|
|
|
|
||||
Minimum rent
|
|
$
|
444,305
|
|
|
415,155
|
|
|
390,697
|
|
Percentage rent
|
|
4,128
|
|
|
3,750
|
|
|
3,488
|
|
|
Recoveries from tenants and other income
|
|
140,611
|
|
|
125,295
|
|
|
119,618
|
|
|
Management, transaction, and other fees
|
|
25,327
|
|
|
25,563
|
|
|
24,095
|
|
|
Total revenues
|
|
614,371
|
|
|
569,763
|
|
|
537,898
|
|
|
Operating expenses:
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
|
162,327
|
|
|
146,829
|
|
|
147,791
|
|
|
Operating and maintenance
|
|
95,022
|
|
|
82,978
|
|
|
77,788
|
|
|
General and administrative
|
|
65,327
|
|
|
65,600
|
|
|
60,242
|
|
|
Real estate taxes
|
|
66,395
|
|
|
61,855
|
|
|
59,031
|
|
|
Other operating expenses
|
|
14,081
|
|
|
7,836
|
|
|
8,496
|
|
|
Total operating expenses
|
|
403,152
|
|
|
365,098
|
|
|
353,348
|
|
|
Other expense (income):
|
|
|
|
|
|
|
||||
Interest expense, net of interest income of $1,180 , $1,590, and $1,210 in 2016, 2015, and 2014, respectively
|
|
90,712
|
|
|
102,622
|
|
|
109,491
|
|
|
Provision for impairment
|
|
4,200
|
|
|
—
|
|
|
1,257
|
|
|
Early extinguishment of debt
|
|
14,240
|
|
|
8,239
|
|
|
18
|
|
|
Net investment income, including unrealized (gains) losses of ($773), $1,734, and $1,058 in 2016, 2015, and 2014, respectively (notes 11)
|
|
(1,672
|
)
|
|
(625
|
)
|
|
(9,449
|
)
|
|
Gain on remeasurement of investment in real estate partnership
|
|
—
|
|
|
—
|
|
|
(18,271
|
)
|
|
Loss on derivative instruments
|
|
40,586
|
|
|
—
|
|
|
—
|
|
|
Total other expense (income)
|
|
148,066
|
|
|
110,236
|
|
|
83,046
|
|
|
Income from operations before equity in income of investments in real estate partnerships
|
|
63,153
|
|
|
94,429
|
|
|
101,504
|
|
|
Equity in income of investments in real estate partnerships (note 4)
|
|
56,518
|
|
|
22,508
|
|
|
31,270
|
|
|
Income tax (benefit) of taxable REIT subsidiary
|
|
—
|
|
|
—
|
|
|
(996
|
)
|
|
Income from operations
|
|
119,671
|
|
|
116,937
|
|
|
133,770
|
|
|
Gain on sale of real estate, net of tax
|
|
47,321
|
|
|
35,606
|
|
|
55,077
|
|
|
Net income
|
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
|
Noncontrolling interests:
|
|
|
|
|
|
|
||||
Exchangeable operating partnership units
|
|
(257
|
)
|
|
(240
|
)
|
|
(319
|
)
|
|
Limited partners’ interests in consolidated partnerships
|
|
(1,813
|
)
|
|
(2,247
|
)
|
|
(1,138
|
)
|
|
Income attributable to noncontrolling interests
|
|
(2,070
|
)
|
|
(2,487
|
)
|
|
(1,457
|
)
|
|
Net income attributable to the Company
|
|
164,922
|
|
|
150,056
|
|
|
187,390
|
|
|
Preferred stock dividends
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
Net income attributable to common stockholders
|
|
$
|
143,860
|
|
|
128,994
|
|
|
166,328
|
|
|
|
|
|
|
|
|
||||
Income per common share - basic (note 12):
|
|
$
|
1.43
|
|
|
1.37
|
|
|
1.80
|
|
Income per common share - diluted (note 12):
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||
Net income
|
|
$
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
||||
Effective portion of change in fair value of derivative instruments:
|
|
|
|
|
|
|
||||
Effective portion of change in fair value of derivative instruments
|
|
(10,332
|
)
|
|
(10,089
|
)
|
|
(49,968
|
)
|
|
Reclassification adjustment of derivative instruments included in net income
|
|
51,139
|
|
|
9,152
|
|
|
9,353
|
|
|
Unrealized gain (loss) on available-for-sale securities
|
|
24
|
|
|
(43
|
)
|
|
7,765
|
|
|
Less: realized gains on sale of available-for-sale securities recognized in net income
|
|
—
|
|
|
—
|
|
|
(7,765
|
)
|
|
Other comprehensive income (loss)
|
|
40,831
|
|
|
(980
|
)
|
|
(40,615
|
)
|
|
Comprehensive income
|
|
207,823
|
|
|
151,563
|
|
|
148,232
|
|
|
Less: comprehensive income (loss) attributable to noncontrolling interests:
|
|
|
|
|
|
|
||||
Net income attributable to noncontrolling interests
|
|
2,070
|
|
|
2,487
|
|
|
1,457
|
|
|
Other comprehensive income (loss) attributable to noncontrolling interests
|
|
484
|
|
|
(35
|
)
|
|
(271
|
)
|
|
Comprehensive income attributable to noncontrolling interests
|
|
2,554
|
|
|
2,452
|
|
|
1,186
|
|
|
Comprehensive income attributable to the Company
|
|
$
|
205,269
|
|
|
149,111
|
|
|
147,046
|
|
REGENCY CENTERS CORPORATION
Consolidated Statements of Equity
For the
years
ended
December 31, 2016
,
2015
, and
2014
(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 |
|
Exchangeable
Operating Partnership Units |
|
Limited
Partners’ Interest in Consolidated Partnerships |
|
Total
Noncontrolling Interests |
|
Total
Equity |
|||||||||||
Balance at December 31, 2013
|
$
|
325,000
|
|
|
923
|
|
|
(16,726
|
)
|
|
2,426,477
|
|
|
(17,404
|
)
|
|
(874,916
|
)
|
|
1,843,354
|
|
|
(1,426
|
)
|
|
19,206
|
|
|
17,780
|
|
|
1,861,134
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
187,390
|
|
|
187,390
|
|
|
319
|
|
|
1,138
|
|
|
1,457
|
|
|
188,847
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(40,344
|
)
|
|
—
|
|
|
(40,344
|
)
|
|
(70
|
)
|
|
(201
|
)
|
|
(271
|
)
|
|
(40,615
|
)
|
Deferred compensation plan, net
|
|
—
|
|
|
—
|
|
|
(2,656
|
)
|
|
2,656
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Amortization of restricted stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,161
|
|
|
—
|
|
|
—
|
|
|
12,161
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,161
|
|
Common stock redeemed for taxes withheld for stock based compensation, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,493
|
)
|
|
—
|
|
|
—
|
|
|
(3,493
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,493
|
)
|
Common stock issued for dividend reinvestment plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,184
|
|
|
—
|
|
|
—
|
|
|
1,184
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,184
|
|
Common stock issued for stock offerings, net of issuance costs
|
|
—
|
|
|
18
|
|
|
—
|
|
|
102,435
|
|
|
—
|
|
|
—
|
|
|
102,453
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,453
|
|
Redemption of preferred units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(300
|
)
|
|
—
|
|
|
(300
|
)
|
|
(300
|
)
|
Common stock issued for partnership units exchanged
|
|
—
|
|
|
—
|
|
|
—
|
|
|
137
|
|
|
—
|
|
|
—
|
|
|
137
|
|
|
(137
|
)
|
|
—
|
|
|
(137
|
)
|
|
—
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,204
|
|
|
16,204
|
|
|
16,204
|
|
Distributions to partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,404
|
)
|
|
—
|
|
|
—
|
|
|
(1,404
|
)
|
|
—
|
|
|
(4,543
|
)
|
|
(4,543
|
)
|
|
(5,947
|
)
|
Cash dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Preferred stock/unit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
Common stock/unit ($1.88 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(173,784
|
)
|
|
(173,784
|
)
|
|
(300
|
)
|
|
—
|
|
|
(300
|
)
|
|
(174,084
|
)
|
Balance at December 31, 2014
|
$
|
325,000
|
|
|
941
|
|
|
(19,382
|
)
|
|
2,540,153
|
|
|
(57,748
|
)
|
|
(882,372
|
)
|
|
1,906,592
|
|
|
(1,914
|
)
|
|
31,804
|
|
|
29,890
|
|
|
1,936,482
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
150,056
|
|
|
150,056
|
|
|
240
|
|
|
2,247
|
|
|
2,487
|
|
|
152,543
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(945
|
)
|
|
—
|
|
|
(945
|
)
|
|
(2
|
)
|
|
(33
|
)
|
|
(35
|
)
|
|
(980
|
)
|
Deferred compensation plan, net
|
|
—
|
|
|
—
|
|
|
(276
|
)
|
|
276
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Amortization of restricted stock issued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,869
|
|
|
—
|
|
|
—
|
|
|
13,869
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,869
|
|
Common stock redeemed for taxes withheld for stock based compensation, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,706
|
)
|
|
—
|
|
|
—
|
|
|
(9,706
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,706
|
)
|
Common stock issued for dividend reinvestment plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,250
|
|
|
—
|
|
|
—
|
|
|
1,250
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,250
|
|
Common stock issued for stock offerings, net of issuance costs
|
|
—
|
|
|
31
|
|
|
—
|
|
|
198,463
|
|
|
—
|
|
|
—
|
|
|
198,494
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
198,494
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
717
|
|
|
717
|
|
|
717
|
|
REGENCY CENTERS CORPORATION
Consolidated Statements of Equity
For the
years
ended
December 31, 2016
,
2015
, and
2014
(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 |
|
Exchangeable
Operating Partnership Units |
|
Limited
Partners’ Interest in Consolidated Partnerships |
|
Total
Noncontrolling Interests |
|
Total
Equity |
|||||||||||
Distributions to partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,797
|
)
|
|
—
|
|
|
—
|
|
|
(1,797
|
)
|
|
—
|
|
|
(4,249
|
)
|
|
(4,249
|
)
|
|
(6,046
|
)
|
Cash dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Preferred stock/unit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
Common stock/unit ($1.94 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(182,642
|
)
|
|
(182,642
|
)
|
|
(299
|
)
|
|
—
|
|
|
(299
|
)
|
|
(182,941
|
)
|
Balance at December 31, 2015
|
$
|
325,000
|
|
|
972
|
|
|
(19,658
|
)
|
|
2,742,508
|
|
|
(58,693
|
)
|
|
(936,020
|
)
|
|
2,054,109
|
|
|
(1,975
|
)
|
|
30,486
|
|
|
28,511
|
|
|
2,082,620
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
164,922
|
|
|
164,922
|
|
|
257
|
|
|
1,813
|
|
|
2,070
|
|
|
166,992
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40,347
|
|
|
—
|
|
|
40,347
|
|
|
58
|
|
|
426
|
|
|
484
|
|
|
40,831
|
|
Deferred compensation plan, net
|
|
—
|
|
|
—
|
|
|
2,596
|
|
|
(2,596
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Amortization of restricted stock issued
|
|
—
|
|
|
2
|
|
|
—
|
|
|
13,419
|
|
|
—
|
|
|
—
|
|
|
13,421
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,421
|
|
Common stock redeemed for taxes withheld for stock based compensation, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,789
|
)
|
|
—
|
|
|
—
|
|
|
(7,789
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,789
|
)
|
Common stock issued for dividend reinvestment plan
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,070
|
|
|
—
|
|
|
—
|
|
|
1,070
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,070
|
|
Common stock issued for stock offerings, net of issuance costs
|
|
—
|
|
|
71
|
|
|
—
|
|
|
548,849
|
|
|
—
|
|
|
—
|
|
|
548,920
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
548,920
|
|
Reallocation of limited partners' interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(538
|
)
|
|
—
|
|
|
—
|
|
|
(538
|
)
|
|
—
|
|
|
538
|
|
|
538
|
|
|
—
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,760
|
|
|
8,760
|
|
|
8,760
|
|
Distributions to partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,855
|
)
|
|
(6,855
|
)
|
|
(6,855
|
)
|
Cash dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Preferred stock/unit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
Common stock/unit ($2.00 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(202,099
|
)
|
|
(202,099
|
)
|
|
(307
|
)
|
|
—
|
|
|
(307
|
)
|
|
(202,406
|
)
|
Balance at December 31, 2016
|
$
|
325,000
|
|
|
1,045
|
|
|
(17,062
|
)
|
|
3,294,923
|
|
|
(18,346
|
)
|
|
(994,259
|
)
|
|
2,591,301
|
|
|
(1,967
|
)
|
|
35,168
|
|
|
33,201
|
|
|
2,624,502
|
|
REGENCY CENTERS CORPORATION
Consolidated Statements of Cash Flows
For the years ended December 31, 2016, 2015, and 2014
(in thousands)
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||
Net income
|
|
$
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
|
162,327
|
|
|
146,829
|
|
|
147,791
|
|
|
Amortization of deferred loan cost and debt premium
|
|
9,762
|
|
|
9,677
|
|
|
10,521
|
|
|
Amortization and (accretion) of above and below market lease intangibles, net
|
|
(3,879
|
)
|
|
(1,598
|
)
|
|
(3,101
|
)
|
|
Stock-based compensation, net of capitalization
|
|
10,652
|
|
|
11,081
|
|
|
9,662
|
|
|
Equity in income of investments in real estate partnerships
|
|
(56,518
|
)
|
|
(22,508
|
)
|
|
(31,270
|
)
|
|
Gain on remeasurement of investment in real estate partnership
|
|
—
|
|
|
—
|
|
|
(18,271
|
)
|
|
Gain on sale of real estate, net of tax
|
|
(47,321
|
)
|
|
(35,606
|
)
|
|
(55,077
|
)
|
|
Provision for impairment
|
|
4,200
|
|
|
—
|
|
|
1,257
|
|
|
Early extinguishment of debt
|
|
14,240
|
|
|
8,239
|
|
|
18
|
|
|
Distribution of earnings from operations of investments in real estate partnerships
|
|
50,361
|
|
|
46,646
|
|
|
42,767
|
|
|
Settlement of derivative instruments
|
|
—
|
|
|
(7,267
|
)
|
|
4,648
|
|
|
Gain on derivative instruments
|
|
—
|
|
|
—
|
|
|
(13
|
)
|
|
Deferred compensation expense
|
|
1,655
|
|
|
207
|
|
|
1,386
|
|
|
Realized and unrealized gain on investments (note 11)
|
|
(1,673
|
)
|
|
(626
|
)
|
|
(9,158
|
)
|
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
||||
Restricted cash
|
|
59
|
|
|
1,926
|
|
|
848
|
|
|
Accounts receivable, net
|
|
(9,565
|
)
|
|
(11,965
|
)
|
|
(6,225
|
)
|
|
Straight-line rent receivable, net
|
|
(7,219
|
)
|
|
(8,231
|
)
|
|
(6,544
|
)
|
|
Deferred leasing costs
|
|
(10,349
|
)
|
|
(12,949
|
)
|
|
(8,252
|
)
|
|
Other assets
|
|
673
|
|
|
(496
|
)
|
|
89
|
|
|
Accounts payable and other liabilities
|
|
5,543
|
|
|
(3,810
|
)
|
|
6,201
|
|
|
Tenants’ security and escrow deposits and prepaid rent
|
|
(564
|
)
|
|
3,545
|
|
|
1,618
|
|
|
Net cash provided by operating activities
|
|
289,376
|
|
|
275,637
|
|
|
277,742
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
||||
Acquisition of operating real estate
|
|
(333,220
|
)
|
|
(42,983
|
)
|
|
(112,120
|
)
|
|
Advance deposits paid on acquisition of operating real estate
|
|
(750
|
)
|
|
(2,250
|
)
|
|
—
|
|
|
Real estate development and capital improvements
|
|
(234,598
|
)
|
|
(205,103
|
)
|
|
(238,237
|
)
|
|
Proceeds from sale of real estate investments
|
|
135,269
|
|
|
108,822
|
|
|
118,787
|
|
|
Collection of notes receivable
|
|
—
|
|
|
1,719
|
|
|
—
|
|
|
Investments in real estate partnerships
|
|
(37,879
|
)
|
|
(20,054
|
)
|
|
(23,577
|
)
|
|
Distributions received from investments in real estate partnerships
|
|
58,810
|
|
|
23,801
|
|
|
37,152
|
|
|
Dividends on investment securities
|
|
330
|
|
|
243
|
|
|
243
|
|
|
Acquisition of securities
|
|
(55,223
|
)
|
|
(31,941
|
)
|
|
(23,760
|
)
|
|
Proceeds from sale of securities
|
|
57,590
|
|
|
28,400
|
|
|
31,222
|
|
|
Net cash used in investing activities
|
|
(409,671
|
)
|
|
(139,346
|
)
|
|
(210,290
|
)
|
REGENCY CENTERS CORPORATION
Consolidated Statements of Cash Flows
For the years ended December 31, 2016, 2015, and 2014
(in thousands)
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||
Net proceeds from common stock issuance
|
|
548,920
|
|
|
198,494
|
|
|
102,453
|
|
|
Proceeds from sale of treasury stock
|
|
957
|
|
|
—
|
|
|
—
|
|
|
Acquisition of treasury stock
|
|
(29
|
)
|
|
—
|
|
|
—
|
|
|
Redemption of preferred stock and partnership units
|
|
—
|
|
|
—
|
|
|
(300
|
)
|
|
Distributions to limited partners in consolidated partnerships, net
|
|
(4,213
|
)
|
|
(5,341
|
)
|
|
(5,303
|
)
|
|
Distributions to exchangeable operating partnership unit holders
|
|
(307
|
)
|
|
(299
|
)
|
|
(300
|
)
|
|
Dividends paid to common stockholders
|
|
(201,029
|
)
|
|
(181,392
|
)
|
|
(172,600
|
)
|
|
Dividends paid to preferred stockholders
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
Repayment of fixed rate unsecured notes
|
|
(300,000
|
)
|
|
(450,000
|
)
|
|
(150,000
|
)
|
|
Proceeds from issuance of fixed rate unsecured notes, net
|
|
—
|
|
|
248,160
|
|
|
248,705
|
|
|
Proceeds from unsecured credit facilities
|
|
460,000
|
|
|
445,000
|
|
|
255,000
|
|
|
Repayment of unsecured credit facilities
|
|
(345,000
|
)
|
|
(355,000
|
)
|
|
(255,000
|
)
|
|
Proceeds from notes payable
|
|
53,446
|
|
|
4,316
|
|
|
12,739
|
|
|
Repayment of notes payable
|
|
(72,803
|
)
|
|
(76,168
|
)
|
|
(38,717
|
)
|
|
Scheduled principal payments
|
|
(5,860
|
)
|
|
(5,878
|
)
|
|
(6,909
|
)
|
|
Payment of loan costs
|
|
(2,233
|
)
|
|
(5,998
|
)
|
|
(3,066
|
)
|
|
Early redemption costs
|
|
(14,092
|
)
|
|
(8,043
|
)
|
|
—
|
|
|
Net cash provided by (used in) financing activities
|
|
96,695
|
|
|
(213,211
|
)
|
|
(34,360
|
)
|
|
Net decrease in cash and cash equivalents
|
|
(23,600
|
)
|
|
(76,920
|
)
|
|
33,092
|
|
|
Cash and cash equivalents at beginning of the year
|
|
36,856
|
|
|
113,776
|
|
|
80,684
|
|
|
Cash and cash equivalents at end of the year
|
|
$
|
13,256
|
|
|
36,856
|
|
|
113,776
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
||||
Cash paid for interest (net of capitalized interest of $3,482, $6,740, and $7,142 in 2016, 2015, and 2014, respectively)
|
|
$
|
82,950
|
|
|
101,527
|
|
|
109,425
|
|
Cash paid for income taxes
|
|
$
|
—
|
|
|
1,015
|
|
|
2,169
|
|
Supplemental disclosure of non-cash transactions:
|
|
|
|
|
|
|
||||
Common stock issued for partnership units exchanged
|
|
$
|
—
|
|
|
—
|
|
|
137
|
|
Mortgage loans assumed for the acquisition of real estate
|
|
$
|
—
|
|
|
42,799
|
|
|
103,187
|
|
Change in fair value of securities available-for-sale
|
|
$
|
24
|
|
|
(43
|
)
|
|
—
|
|
Initial fair value of non-controlling interest recorded at acquisition
|
|
$
|
—
|
|
|
—
|
|
|
15,385
|
|
Acquisition of previously unconsolidated real estate investments
|
|
$
|
—
|
|
|
—
|
|
|
16,182
|
|
Change in fair value of derivative instruments
|
|
$
|
(10,332
|
)
|
|
(9,012
|
)
|
|
(49,968
|
)
|
Common stock issued for dividend reinvestment plan
|
|
$
|
1,070
|
|
|
1,250
|
|
|
1,184
|
|
Stock-based compensation capitalized
|
|
$
|
2,963
|
|
|
2,988
|
|
|
2,707
|
|
Contributions from limited partners in consolidated partnerships, net
|
|
$
|
8,755
|
|
|
13
|
|
|
1,579
|
|
Common stock issued for dividend reinvestment in trust
|
|
$
|
728
|
|
|
833
|
|
|
779
|
|
Contribution of stock awards into trust
|
|
$
|
1,538
|
|
|
1,651
|
|
|
1,881
|
|
Distribution of stock held in trust
|
|
$
|
4,114
|
|
|
1,898
|
|
|
4
|
|
Deconsolidation of previously consolidated partnership:
|
|
|
|
|
|
|
||||
Real estate, net
|
|
$
|
14,144
|
|
|
—
|
|
|
—
|
|
Investments in real estate partnerships
|
|
$
|
(3,355
|
)
|
|
—
|
|
|
—
|
|
Notes payable
|
|
$
|
(9,415
|
)
|
|
—
|
|
|
—
|
|
Other assets and liabilities
|
|
$
|
571
|
|
|
—
|
|
|
—
|
|
Limited partners' interest in consolidated partnerships
|
|
$
|
(2,099
|
)
|
|
—
|
|
|
—
|
|
|
|
2016
|
|
2015
|
|||
Assets
|
|
|
|
|
|||
Real estate investments at cost (notes 1, 2 and 3):
|
|
|
|
|
|||
Land
|
|
$
|
1,660,424
|
|
|
1,479,814
|
|
Buildings and improvements
|
|
3,092,197
|
|
|
2,896,396
|
|
|
Properties in development
|
|
180,878
|
|
|
169,690
|
|
|
|
|
4,933,499
|
|
|
4,545,900
|
|
|
Less: accumulated depreciation
|
|
1,124,391
|
|
|
1,043,787
|
|
|
|
|
3,809,108
|
|
|
3,502,113
|
|
|
Investments in real estate partnerships (note 4)
|
|
296,699
|
|
|
306,206
|
|
|
Net real estate investments
|
|
4,105,807
|
|
|
3,808,319
|
|
|
Cash and cash equivalents
|
|
13,256
|
|
|
36,856
|
|
|
Restricted cash
|
|
4,623
|
|
|
3,767
|
|
|
Tenant and other receivables, net (note 1):
|
|
111,722
|
|
|
106,164
|
|
|
Deferred leasing costs, less accumulated amortization of $83,529 and $76,823 at December 31, 2016 and 2015, respectively
|
|
69,000
|
|
|
66,367
|
|
|
Acquired lease intangible assets, less accumulated amortization of $56,695 and $45,639 at December 31, 2016 and 2015, respectively (note 5)
|
|
118,831
|
|
|
105,380
|
|
|
Trading securities held in trust, at fair value (note 11)
|
|
28,588
|
|
|
29,093
|
|
|
Other assets
|
|
37,079
|
|
|
26,935
|
|
|
Total assets
|
|
$
|
4,488,906
|
|
|
4,182,881
|
|
Liabilities and Capital
|
|
|
|
|
|||
Liabilities:
|
|
|
|
|
|||
Notes payable (note 6)
|
|
$
|
1,363,925
|
|
|
1,699,771
|
|
Unsecured credit facilities (note 6)
|
|
278,495
|
|
|
164,514
|
|
|
Accounts payable and other liabilities
|
|
138,936
|
|
|
164,515
|
|
|
Acquired lease intangible liabilities, less accumulated amortization of $23,538 and $17,555 at December 31, 2016 and 2015, respectively (note 5)
|
|
54,180
|
|
|
42,034
|
|
|
Tenants’ security and escrow deposits and prepaid rent
|
|
28,868
|
|
|
29,427
|
|
|
Total liabilities
|
|
1,864,404
|
|
|
2,100,261
|
|
|
Commitments and contingencies (notes 13 and 14)
|
|
—
|
|
|
—
|
|
|
Capital:
|
|
|
|
|
|||
Partners’ capital (note 9):
|
|
|
|
|
|||
Preferred units of general partner, $0.01 par value per unit, 13,000,000 units issued and outstanding at December 31, 2016 and 2015, respectively, liquidation preference of $25 per unit
|
|
325,000
|
|
|
325,000
|
|
|
General partner; 104,497,286 and 97,212,638 units outstanding at December 31, 2016 and 2015, respectively
|
|
2,284,647
|
|
|
1,787,802
|
|
|
Limited partners; 154,170 units outstanding at December 31, 2016 and 2015
|
|
(1,967
|
)
|
|
(1,975
|
)
|
|
Accumulated other comprehensive loss
|
|
(18,346
|
)
|
|
(58,693
|
)
|
|
Total partners’ capital
|
|
2,589,334
|
|
|
2,052,134
|
|
|
Noncontrolling interests (note 9):
|
|
|
|
|
|||
Limited partners’ interests in consolidated partnerships
|
|
35,168
|
|
|
30,486
|
|
|
Total noncontrolling interests
|
|
35,168
|
|
|
30,486
|
|
|
Total capital
|
|
2,624,502
|
|
|
2,082,620
|
|
|
Total liabilities and capital
|
|
$
|
4,488,906
|
|
|
4,182,881
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||
Revenues:
|
|
|
|
|
|
|
||||
Minimum rent
|
|
$
|
444,305
|
|
|
415,155
|
|
|
390,697
|
|
Percentage rent
|
|
4,128
|
|
|
3,750
|
|
|
3,488
|
|
|
Recoveries from tenants and other income
|
|
140,611
|
|
|
125,295
|
|
|
119,618
|
|
|
Management, transaction, and other fees
|
|
25,327
|
|
|
25,563
|
|
|
24,095
|
|
|
Total revenues
|
|
614,371
|
|
|
569,763
|
|
|
537,898
|
|
|
Operating expenses:
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
|
162,327
|
|
|
146,829
|
|
|
147,791
|
|
|
Operating and maintenance
|
|
95,022
|
|
|
82,978
|
|
|
77,788
|
|
|
General and administrative
|
|
65,327
|
|
|
65,600
|
|
|
60,242
|
|
|
Real estate taxes
|
|
66,395
|
|
|
61,855
|
|
|
59,031
|
|
|
Other operating expenses
|
|
14,081
|
|
|
7,836
|
|
|
8,496
|
|
|
Total operating expenses
|
|
403,152
|
|
|
365,098
|
|
|
353,348
|
|
|
Other expense (income):
|
|
|
|
|
|
|
||||
Interest expense, net of interest income of $1,180 , $1,590, and $1,210 in 2016, 2015, and 2014, respectively
|
|
90,712
|
|
|
102,622
|
|
|
109,491
|
|
|
Provision for impairment
|
|
4,200
|
|
|
—
|
|
|
1,257
|
|
|
Early extinguishment of debt
|
|
14,240
|
|
|
8,239
|
|
|
18
|
|
|
Net investment income, including unrealized (gains) losses of ($773), $1,734, and $1,058 in 2016, 2015, and 2014, respectively (notes 11)
|
|
(1,672
|
)
|
|
(625
|
)
|
|
(9,449
|
)
|
|
Gain on remeasurement of investment in real estate partnership
|
|
—
|
|
|
—
|
|
|
(18,271
|
)
|
|
Loss on derivative instruments
|
|
40,586
|
|
|
—
|
|
|
—
|
|
|
Total other expense (income)
|
|
148,066
|
|
|
110,236
|
|
|
83,046
|
|
|
Income from operations before equity in income of investments in real estate partnerships
|
|
63,153
|
|
|
94,429
|
|
|
101,504
|
|
|
Equity in income of investments in real estate partnerships (note 4)
|
|
56,518
|
|
|
22,508
|
|
|
31,270
|
|
|
Income tax (benefit) of taxable REIT subsidiary
|
|
—
|
|
|
—
|
|
|
(996
|
)
|
|
Income from operations
|
|
119,671
|
|
|
116,937
|
|
|
133,770
|
|
|
Gain on sale of real estate, net of tax
|
|
47,321
|
|
|
35,606
|
|
|
55,077
|
|
|
Net income
|
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
|
Limited partners’ interests in consolidated partnerships
|
|
(1,813
|
)
|
|
(2,247
|
)
|
|
(1,138
|
)
|
|
Net income attributable to the Partnership
|
|
165,179
|
|
|
150,296
|
|
|
187,709
|
|
|
Preferred unit distributions
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
Net income attributable to common unit holders
|
|
$
|
144,117
|
|
|
129,234
|
|
|
166,647
|
|
|
|
|
|
|
|
|
||||
Income per common unit - basic (note 12):
|
|
$
|
1.43
|
|
|
1.37
|
|
|
1.80
|
|
Income per common unit - diluted (note 12):
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||
Net income
|
|
$
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
||||
Effective portion of change in fair value of derivative instruments:
|
|
|
|
|
|
|
||||
Effective portion of change in fair value of derivative instruments
|
|
(10,332
|
)
|
|
(10,089
|
)
|
|
(49,968
|
)
|
|
Reclassification adjustment of derivative instruments included in net income
|
|
51,139
|
|
|
9,152
|
|
|
9,353
|
|
|
Unrealized gain (loss) on available-for-sale securities
|
|
24
|
|
|
(43
|
)
|
|
7,765
|
|
|
Less: realized gains on sale of available-for-sale securities recognized in net income
|
|
—
|
|
|
—
|
|
|
(7,765
|
)
|
|
Other comprehensive income (loss)
|
|
40,831
|
|
|
(980
|
)
|
|
(40,615
|
)
|
|
Comprehensive income
|
|
207,823
|
|
|
151,563
|
|
|
148,232
|
|
|
Less: comprehensive income (loss) attributable to noncontrolling interests:
|
|
|
|
|
|
|
||||
Net income attributable to noncontrolling interests
|
|
1,813
|
|
|
2,247
|
|
|
1,138
|
|
|
Other comprehensive income (loss) attributable to noncontrolling interests
|
|
426
|
|
|
(33
|
)
|
|
(201
|
)
|
|
Comprehensive income attributable to noncontrolling interests
|
|
2,239
|
|
|
2,214
|
|
|
937
|
|
|
Comprehensive income attributable to the Partnership
|
|
$
|
205,584
|
|
|
149,349
|
|
|
147,295
|
|
REGENCY CENTERS, L.P.
Consolidated Statements of Capital
For the
years
ended
December 31, 2016
,
2015
, and
2014
(in thousands)
|
||||||||||||||||||
|
|
General Partner
Preferred and Common Units |
|
Limited
Partners |
|
Accumulated
Other Comprehensive Loss |
|
Total
Partners’ Capital |
|
Noncontrolling
Interests in Limited Partners’ Interest in Consolidated Partnerships |
|
Total
Capital |
||||||
Balance at December 31, 2013
|
$
|
1,860,758
|
|
|
(1,426
|
)
|
|
(17,404
|
)
|
|
1,841,928
|
|
|
19,206
|
|
|
1,861,134
|
|
Net income
|
|
187,390
|
|
|
319
|
|
|
—
|
|
|
187,709
|
|
|
1,138
|
|
|
188,847
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
(70
|
)
|
|
(40,344
|
)
|
|
(40,414
|
)
|
|
(201
|
)
|
|
(40,615
|
)
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,204
|
|
|
16,204
|
|
Distributions to partners
|
|
(175,188
|
)
|
|
(300
|
)
|
|
—
|
|
|
(175,488
|
)
|
|
(4,543
|
)
|
|
(180,031
|
)
|
Redemption of preferred units
|
|
—
|
|
|
(300
|
)
|
|
—
|
|
|
(300
|
)
|
|
—
|
|
|
(300
|
)
|
Preferred unit distributions
|
|
(21,062
|
)
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
|
—
|
|
|
(21,062
|
)
|
Restricted units issued as a result of amortization of restricted stock issued by Parent Company
|
|
12,161
|
|
|
—
|
|
|
—
|
|
|
12,161
|
|
|
—
|
|
|
12,161
|
|
Common units exchanged for common stock of the Parent Company
|
|
137
|
|
|
(137
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Common units issued as a result of common stock issued by Parent Company, net of repurchases
|
|
100,144
|
|
|
—
|
|
|
—
|
|
|
100,144
|
|
|
—
|
|
|
100,144
|
|
Balance at December 31, 2014
|
$
|
1,964,340
|
|
|
(1,914
|
)
|
|
(57,748
|
)
|
|
1,904,678
|
|
|
31,804
|
|
|
1,936,482
|
|
Net income
|
|
150,056
|
|
|
240
|
|
|
—
|
|
|
150,296
|
|
|
2,247
|
|
|
152,543
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
(2
|
)
|
|
(945
|
)
|
|
(947
|
)
|
|
(33
|
)
|
|
(980
|
)
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
717
|
|
|
717
|
|
Distributions to partners
|
|
(184,439
|
)
|
|
(299
|
)
|
|
—
|
|
|
(184,738
|
)
|
|
(4,249
|
)
|
|
(188,987
|
)
|
Preferred unit distributions
|
|
(21,062
|
)
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
|
—
|
|
|
(21,062
|
)
|
Restricted units issued as a result of amortization of restricted stock issued by Parent Company
|
|
13,869
|
|
|
—
|
|
|
—
|
|
|
13,869
|
|
|
—
|
|
|
13,869
|
|
Common units issued as a result of common stock issued by Parent Company, net of repurchases
|
|
190,038
|
|
|
—
|
|
|
—
|
|
|
190,038
|
|
|
—
|
|
|
190,038
|
|
Balance at December 31, 2015
|
$
|
2,112,802
|
|
|
(1,975
|
)
|
|
(58,693
|
)
|
|
2,052,134
|
|
|
30,486
|
|
|
2,082,620
|
|
Net income
|
|
164,922
|
|
|
257
|
|
|
—
|
|
|
165,179
|
|
|
1,813
|
|
|
166,992
|
|
Other comprehensive income (loss)
|
|
—
|
|
|
58
|
|
|
40,347
|
|
|
40,405
|
|
|
426
|
|
|
40,831
|
|
Contributions from partners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,760
|
|
|
8,760
|
|
Distributions to partners
|
|
(202,099
|
)
|
|
(307
|
)
|
|
—
|
|
|
(202,406
|
)
|
|
(6,855
|
)
|
|
(209,261
|
)
|
Reallocation of limited partners' interest
|
|
(538
|
)
|
|
—
|
|
|
—
|
|
|
(538
|
)
|
|
538
|
|
|
—
|
|
REGENCY CENTERS, L.P.
Consolidated Statements of Capital
For the
years
ended
December 31, 2016
,
2015
, and
2014
(in thousands)
|
||||||||||||||||||
|
|
General Partner
Preferred and Common Units |
|
Limited
Partners |
|
Accumulated
Other Comprehensive Loss |
|
Total
Partners’ Capital |
|
Noncontrolling
Interests in Limited Partners’ Interest in Consolidated Partnerships |
|
Total
Capital |
||||||
Redemption of preferred units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Preferred unit distributions
|
|
(21,062
|
)
|
|
—
|
|
|
—
|
|
|
(21,062
|
)
|
|
—
|
|
|
(21,062
|
)
|
Restricted units issued as a result of amortization of restricted stock issued by Parent Company
|
|
13,421
|
|
|
—
|
|
|
—
|
|
|
13,421
|
|
|
—
|
|
|
13,421
|
|
Common units issued as a result of common stock issued by Parent Company, net of repurchases
|
|
542,201
|
|
|
—
|
|
|
—
|
|
|
542,201
|
|
|
—
|
|
|
542,201
|
|
Balance at December 31, 2016
|
$
|
2,609,647
|
|
|
(1,967
|
)
|
|
(18,346
|
)
|
|
2,589,334
|
|
|
35,168
|
|
|
2,624,502
|
|
REGENCY CENTERS, L.P.
Consolidated Statements of Cash Flows
For the years ended December 31, 2016, 2015, and 2014
(in thousands)
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||
Net income
|
|
$
|
166,992
|
|
|
152,543
|
|
|
188,847
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
|
162,327
|
|
|
146,829
|
|
|
147,791
|
|
|
Amortization of deferred loan cost and debt premium
|
|
9,762
|
|
|
9,677
|
|
|
10,521
|
|
|
Amortization and (accretion) of above and below market lease intangibles, net
|
|
(3,879
|
)
|
|
(1,598
|
)
|
|
(3,101
|
)
|
|
Stock-based compensation, net of capitalization
|
|
10,652
|
|
|
11,081
|
|
|
9,662
|
|
|
Equity in income of investments in real estate partnerships
|
|
(56,518
|
)
|
|
(22,508
|
)
|
|
(31,270
|
)
|
|
Gain on remeasurement of investment in real estate partnership
|
|
—
|
|
|
—
|
|
|
(18,271
|
)
|
|
Gain on sale of real estate, net of tax
|
|
(47,321
|
)
|
|
(35,606
|
)
|
|
(55,077
|
)
|
|
Provision for impairment
|
|
4,200
|
|
|
—
|
|
|
1,257
|
|
|
Early extinguishment of debt
|
|
14,240
|
|
|
8,239
|
|
|
18
|
|
|
Deferred income tax expense of taxable REIT subsidiary
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Distribution of earnings from operations of investments in real estate partnerships
|
|
50,361
|
|
|
46,646
|
|
|
42,767
|
|
|
Settlement of derivative instruments
|
|
—
|
|
|
(7,267
|
)
|
|
4,648
|
|
|
Gain on derivative instruments
|
|
—
|
|
|
—
|
|
|
(13
|
)
|
|
Deferred compensation expense
|
|
1,655
|
|
|
207
|
|
|
1,386
|
|
|
Realized and unrealized gain on investments (note 11)
|
|
(1,673
|
)
|
|
(626
|
)
|
|
(9,158
|
)
|
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
||||
Restricted cash
|
|
59
|
|
|
1,926
|
|
|
848
|
|
|
Accounts receivable, net
|
|
(9,565
|
)
|
|
(11,965
|
)
|
|
(6,225
|
)
|
|
Straight-line rent receivable, net
|
|
(7,219
|
)
|
|
(8,231
|
)
|
|
(6,544
|
)
|
|
Deferred leasing costs
|
|
(10,349
|
)
|
|
(12,949
|
)
|
|
(8,252
|
)
|
|
Other assets
|
|
673
|
|
|
(496
|
)
|
|
89
|
|
|
Accounts payable and other liabilities
|
|
5,543
|
|
|
(3,810
|
)
|
|
6,201
|
|
|
Tenants’ security and escrow deposits and prepaid rent
|
|
(564
|
)
|
|
3,545
|
|
|
1,618
|
|
|
Net cash provided by operating activities
|
|
289,376
|
|
|
275,637
|
|
|
277,742
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
||||
Acquisition of operating real estate
|
|
(333,220
|
)
|
|
(42,983
|
)
|
|
(112,120
|
)
|
|
Advance deposits paid on acquisition of operating real estate
|
|
(750
|
)
|
|
(2,250
|
)
|
|
—
|
|
|
Real estate development and capital improvements
|
|
(234,598
|
)
|
|
(205,103
|
)
|
|
(238,237
|
)
|
|
Proceeds from sale of real estate investments
|
|
135,269
|
|
|
108,822
|
|
|
118,787
|
|
|
Collection of notes receivable
|
|
—
|
|
|
1,719
|
|
|
—
|
|
|
Investments in real estate partnerships
|
|
(37,879
|
)
|
|
(20,054
|
)
|
|
(23,577
|
)
|
|
Distributions received from investments in real estate partnerships
|
|
58,810
|
|
|
23,801
|
|
|
37,152
|
|
|
Dividends on investment securities
|
|
330
|
|
|
243
|
|
|
243
|
|
|
Acquisition of securities
|
|
(55,223
|
)
|
|
(31,941
|
)
|
|
(23,760
|
)
|
|
Proceeds from sale of securities
|
|
57,590
|
|
|
28,400
|
|
|
31,222
|
|
|
Net cash used in investing activities
|
|
(409,671
|
)
|
|
(139,346
|
)
|
|
(210,290
|
)
|
REGENCY CENTERS, L.P.
Consolidated Statements of Cash Flows
For the years ended December 31, 2016, 2015, and 2014
(in thousands)
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||
Net proceeds from common units issued as a result of common stock issued by Parent Company
|
|
548,920
|
|
|
198,494
|
|
|
102,453
|
|
|
Proceeds from treasury units issued as a result of treasury stock sold by Parent Company
|
|
957
|
|
|
—
|
|
|
—
|
|
|
Acquisition of treasury units as a result of treasury stock acquired by Parent Company
|
|
(29
|
)
|
|
—
|
|
|
—
|
|
|
Redemption of preferred partnership units
|
|
—
|
|
|
—
|
|
|
(300
|
)
|
|
Distributions to limited partners in consolidated partnerships, net
|
|
(4,213
|
)
|
|
(5,341
|
)
|
|
(5,303
|
)
|
|
Distributions to partners
|
|
(201,336
|
)
|
|
(181,691
|
)
|
|
(172,900
|
)
|
|
Distributions to preferred unit holders
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
Repayment of fixed rate unsecured notes
|
|
(300,000
|
)
|
|
(450,000
|
)
|
|
(150,000
|
)
|
|
Proceeds from issuance of fixed rate unsecured notes, net
|
|
—
|
|
|
248,160
|
|
|
248,705
|
|
|
Proceeds from unsecured credit facilities
|
|
460,000
|
|
|
445,000
|
|
|
255,000
|
|
|
Repayment of unsecured credit facilities
|
|
(345,000
|
)
|
|
(355,000
|
)
|
|
(255,000
|
)
|
|
Proceeds from notes payable
|
|
53,446
|
|
|
4,316
|
|
|
12,739
|
|
|
Repayment of notes payable
|
|
(72,803
|
)
|
|
(76,168
|
)
|
|
(38,717
|
)
|
|
Scheduled principal payments
|
|
(5,860
|
)
|
|
(5,878
|
)
|
|
(6,909
|
)
|
|
Payment of loan costs
|
|
(2,233
|
)
|
|
(5,998
|
)
|
|
(3,066
|
)
|
|
Early redemption costs
|
|
(14,092
|
)
|
|
(8,043
|
)
|
|
—
|
|
|
Net cash provided by (used in) financing activities
|
|
96,695
|
|
|
(213,211
|
)
|
|
(34,360
|
)
|
|
Net decrease in cash and cash equivalents
|
|
(23,600
|
)
|
|
(76,920
|
)
|
|
33,092
|
|
|
Cash and cash equivalents at beginning of the year
|
|
36,856
|
|
|
113,776
|
|
|
80,684
|
|
|
Cash and cash equivalents at end of the year
|
|
$
|
13,256
|
|
|
36,856
|
|
|
113,776
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
||||
Cash paid for interest (net of capitalized interest of $3,482, $6,740, and $7,142 in 2016, 2015, and 2014, respectively)
|
|
$
|
82,950
|
|
|
101,527
|
|
|
109,425
|
|
Cash paid for income taxes
|
|
$
|
—
|
|
|
1,015
|
|
|
2,169
|
|
Supplemental disclosure of non-cash transactions:
|
|
|
|
|
|
|
||||
Common stock issued by Parent Company for partnership units exchanged
|
|
$
|
—
|
|
|
—
|
|
|
137
|
|
Mortgage loans assumed for the acquisition of real estate
|
|
$
|
—
|
|
|
42,799
|
|
|
103,187
|
|
Change in fair value of securities available-for-sale
|
|
$
|
24
|
|
|
(43
|
)
|
|
—
|
|
Initial fair value of non-controlling interest recorded at acquisition
|
|
$
|
—
|
|
|
—
|
|
|
15,385
|
|
Acquisition of previously unconsolidated real estate investments
|
|
$
|
—
|
|
|
—
|
|
|
16,182
|
|
Change in fair value of derivative instruments
|
|
$
|
(10,332
|
)
|
|
(9,012
|
)
|
|
(49,968
|
)
|
Common stock issued by Parent Company for dividend reinvestment plan
|
|
$
|
1,070
|
|
|
1,250
|
|
|
1,184
|
|
Stock-based compensation capitalized
|
|
$
|
2,963
|
|
|
2,988
|
|
|
2,707
|
|
Contributions from limited partners in consolidated partnerships, net
|
|
$
|
8,755
|
|
|
13
|
|
|
1,579
|
|
Common stock issued for dividend reinvestment in trust
|
|
$
|
728
|
|
|
833
|
|
|
779
|
|
Contribution of stock awards into trust
|
|
$
|
1,538
|
|
|
1,651
|
|
|
1,881
|
|
Distribution of stock held in trust
|
|
$
|
4,114
|
|
|
1,898
|
|
|
4
|
|
Deconsolidation of previously consolidated partnership:
|
|
|
|
|
|
|
||||
Real estate, net
|
|
$
|
14,144
|
|
|
—
|
|
|
—
|
|
Investments in real estate partnerships
|
|
$
|
(3,355
|
)
|
|
—
|
|
|
—
|
|
Notes payable
|
|
$
|
(9,415
|
)
|
|
—
|
|
|
—
|
|
Other assets and liabilities
|
|
$
|
571
|
|
|
—
|
|
|
—
|
|
Limited partners' interest in consolidated partnerships
|
|
$
|
(2,099
|
)
|
|
—
|
|
|
—
|
|
1.
|
Summary of Significant Accounting Policies
|
•
|
Those partnerships for which the Partners only have protective rights are considered VIEs under ASC 810, Consolidation. Regency is the primary beneficiary of these VIEs as Regency has power over these partnerships and they operate primarily for the benefit of Regency. As such, Regency consolidates these entities and reports the limited partners’ interest as noncontrolling interests.
|
•
|
Those partnerships for which the Partners are involved in the day to day decisions and do not have any other aspects that would cause them to be considered VIEs, are evaluated for consolidation using the voting interest model.
|
◦
|
Those partnerships in which Regency has a controlling financial interest are consolidated and the limited partners’ ownership interest and share of net income is recorded as noncontrolling interest.
|
◦
|
Those partnerships in which Regency does not have a controlling financial interest are accounted for using the equity method and its ownership interest is recognized through single-line presentation as Investments in Real Estate Partnerships, in the Consolidated Balance Sheet, and Equity in Income of Investments in Real Estate Partnerships, in the Consolidated Statements of Operations. Cash distributions of earnings from operations from investments in real estate partnerships are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in investments in real estate partnerships are presented in cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows. The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is either accreted to income and recorded in equity in income of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range in lives from
10
to
40
years, or recognized at liquidation if the joint venture agreement includes a unilateral right to elect to dissolve the real estate partnership and, upon such an election, receive a distribution in-kind.
|
(in thousands)
|
December 31, 2016
|
December 31, 2015
|
|||
Assets
|
|
|
|||
Real estate assets, net
|
$
|
86,440
|
|
81,424
|
|
Cash and cash equivalents
|
3,444
|
|
790
|
|
|
Liabilities
|
|
|
|||
Notes payable
|
8,175
|
|
17,948
|
|
|
Equity
|
|
|
|||
Limited partners’ interests in consolidated partnerships
|
17,565
|
|
11,058
|
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
2016
|
|
2015
|
|
2014
|
||||
Gross provision for doubtful accounts
|
$
|
1,705
|
|
|
2,364
|
|
|
2,192
|
|
Provision for straight line rent reserve
|
$
|
2,271
|
|
|
714
|
|
|
107
|
|
|
December 31,
|
|||||
(in thousands)
|
2016
|
|
2015
|
|||
Billed tenant receivables
|
$
|
15,599
|
|
|
14,521
|
|
Accrued CAM, insurance and tax reimbursements
|
9,221
|
|
|
12,358
|
|
|
Other receivables
|
12,058
|
|
|
10,708
|
|
|
Straight-line rent receivables
|
73,384
|
|
|
64,757
|
|
|
Notes receivable
|
10,481
|
|
|
10,480
|
|
|
Less: allowance for doubtful accounts
|
(5,460
|
)
|
|
(5,295
|
)
|
|
Less: straight-line rent reserves
|
(3,561
|
)
|
|
(1,365
|
)
|
|
Total tenant and other receivables, net
|
$
|
111,722
|
|
|
106,164
|
|
•
|
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.
|
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on the financial statements or other significant matters
|
Recently adopted:
|
|
|
|
|
|
|
ASU 2015-02,
February 2015
, Consolidation (Topic 810): Amendments to the Consolidation Analysis
|
|
ASU 2015-02 affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. ASU 2015-02 modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership, and affects the consolidation analysis of reporting entities that are involved with VIEs.
|
|
January 2016
|
|
The adoption of this standard resulted in five additional investment partnerships being considered variable interest entities due to the limited partners' lack of substantive participation in the partnerships. This did not result in any impact to the Company's Consolidated Balance Sheets, Statements of Operations, or Cash Flows, but did result in additional disclosures about its relationships with and exposure to variable interest entities.
|
|
|
|
|
|
|
|
ASU 2015-03, April 2015,
Interest - Imputation of Interest
(Subtopic 835-30):
Simplifying the Presentation of Debt Issuance Costs
|
|
ASU 2015-03 simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts.
|
|
January 2016
|
|
The adoption and implementation of this standard has resulted in the retrospective presentation of debt issuance costs associated with the Company's notes payable and term loans as a direct deduction from the carrying amount of the related debt instruments (previously, included in deferred costs in the consolidated balance sheets).
Unamortized debt issuance costs of $8.2 million has been reclassified to offset the related debt as of December 31, 2015.
|
|
|
|
|
|
|
|
ASU 2015-15, August 2015,
Interest—Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements
|
|
ASU 2015-15 clarifies that debt issuance costs related to line-of-credit arrangements may be deferred and presented as an asset, amortized over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings.
|
|
January 2016
|
|
The adoption of this standard resulted in the continued presentation of debt issuance costs related to the Line of credit ("Line") as an asset in the Consolidated Balance Sheets, previously within deferred costs, and now presented within other assets.
|
|
|
|
|
|
|
|
ASU 2014-15, August 2014,
Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern
|
|
The standard requires management to evaluate whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern, and to provide certain disclosures when it is probable that the entity will be unable to meet its obligations as they become due within one year after the date that the financial statements are issued.
|
|
December 2016
|
|
The adoption of this standard did not have an impact on the Company's Consolidated Balance Sheets, Statements of Operations, or Cash Flows but did result in more disclosure surrounding the Company's plans for addressing significant upcoming debt maturities.
|
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on the financial statements or other significant matters
|
Not yet adopted:
|
|
|
|
|
|
|
ASU 2016-09, March 2016,
Compensation-Stock Compensation (Topic 718):
Improvements to Employee Share-Based Payment Accounting
|
|
This ASU affects entities that issue share-based payment awards to their employees. The ASU is designed to simplify several aspects of accounting for share-based payment award transactions including income tax consequences, classification of awards as either equity or liabilities, an option to recognize stock compensation forfeitures as they occur, and changes to classification on the statement of cash flows.
|
|
January 2017
|
|
The Company does not expect the adoption of this standard to have an impact on its financial statements and related disclosures.
|
|
|
|
|
|
|
|
ASU 2016-01, January 2016,
Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities
|
|
The standard amends the guidance to classify equity securities with readily-determinable fair values into different categories and requires equity securities to be measured at fair value with changes in the fair value recognized through net income. Equity investments accounted for under the equity method are not included in the scope of this amendment. Early adoption of this amendment is not permitted.
|
|
January 2018
|
|
The Company does not expect the adoption and implementation of this standard to have a material impact on its results of operations, financial
condition or cash flows.
|
|
|
|
|
|
|
|
ASU 2016-15, August 2016,
Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments
|
|
The standard makes eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. Early adoption is permitted on a retrospective basis.
|
|
January 2018
|
|
The ASU is consistent with the Company's current treatment and the Company does not expect the adoption and implementation of this standard to have an impact on its cash flow statement.
|
|
|
|
|
|
|
|
ASU 2016-18, November 2016,
Statement of Cash Flows (Topic 230): Restricted Cash
|
|
This ASU requires entities to show the changes in the total of cash, cash equivalents, restricted cash, and restricted cash equivalents in the statement of cash flows. Early adoption is permitted on a retrospective basis.
|
|
January 2018
|
|
The Company is currently evaluating the alternative methods of adoption and does not expect the adoption to have a material impact on its Statements of Cash Flows.
|
|
|
|
|
|
|
|
ASU 2017-01
January 2017
, Business Combinations (Topic 805): Clarifying the Definition of a Business
|
|
The amendments in this update provide a screen to determine when an integrated set of assets and activities, collectively referred to as a "set", is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated.
If the screen is not met, the amendments in this update (1) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) remove the evaluation of whether a market participant could replace missing elements. The amendments provide a framework to assist entities in evaluating whether both an input and a substantive process are present. Early adoption is permitted.
|
|
January 2018
|
|
The Company is currently evaluating the amendments from this Update, but expects it to change the treatment of individual operating properties from being considered a business to being considered an asset.
This change will result in acquisition costs being capitalized as part of the asset acquisition, whereas current treatment has them recognized in earnings in the period incurred.
Additional changes from the Update are still being evaluated to identify their impact to the Company's financial statements and related disclosures.
|
|
|
|
|
|
|
|
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on the financial statements or other significant matters
|
Revenue from Contracts with Customers (Topic 606):
ASU 2014-09, May 2014,
Revenue from Contracts with Customers (Topic 606)
ASU 2016-08, March 2016,
Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations
ASU 2016-10, April 2016,
Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing
ASU 2016-12, May 2016,
Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients
ASU 2016-19, December 2016,
Technical Corrections and Improvements
ASU 2016-20, December 2016,
Technical Corrections and Improvements to Topic 606 Revenue From Contracts With Customers
ASU 2017-05, February 2017, Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinanial Assets
|
|
The standard will replace existing revenue recognition standards and significantly expand the disclosure requirements for revenue arrangements. It may be adopted either retrospectively or on a modified retrospective basis to new contracts and existing contracts with remaining performance obligations as of the effective date.
|
|
January 2018
|
|
The Company is completing its evaluation of the new ASU's as applied to its revenue streams and contracts within the scope of Topic 606. The Company currently does not expect the adoption of these new ASU's to result in a material change to its revenue recognition policies or practices, including timing or presentation.
The Company is still evaluating the adoption method, which is dependent on final determination of the nature of any changes resulting from the new standard.
|
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on the financial statements or other significant matters
|
|
|
|
|
|
|
|
ASU 2016-02, February 2016,
Leases (Topic 842)
|
|
The standard amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets. It also makes targeted changes to lessor accounting, including a change to the treatment of initial direct leasing costs, which no longer considers fixed internal leasing salaries as capitalizable costs.
Early adoption of this standard is permitted to coincide with adoption of ASU 2014-09. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief.
|
|
January 2019
|
|
The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures.
|
|
|
|
|
|
|
|
ASU 2016-13, June 2016
, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
|
|
The amendments in this update replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.
This ASU applies to how the Company determines its allowance for doubtful accounts on tenant receivables.
|
|
January 2020
|
|
The Company is currently evaluating the alternative methods of adoption and the impact the ASU will have on its financial statements and related disclosures.
|
|
|
|
|
|
|
|
2.
|
Real Estate Investments
|
(in thousands)
|
|
Year ended December 31, 2016
|
|||||||||||||||||
Date Purchased
|
|
Property Name
|
|
City/State
|
|
Property Type
|
|
Purchase Price
|
|
Debt Assumed, Net of Premiums
|
|
Intangible Assets
|
|
Intangible Liabilities
|
|||||
2/22/2016
|
|
Garden City Park
|
|
Garden City Park, NY
|
|
Operating
|
|
$
|
17,300
|
|
|
—
|
|
|
10,171
|
|
|
2,940
|
|
3/4/2016
|
|
The Market at Springwoods Village
(1)
|
|
Houston, TX
|
|
Development
|
|
17,994
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5/16/2016
|
|
Market Common Clarendon
|
|
Arlington, VA
|
|
Operating
|
|
280,500
|
|
|
—
|
|
|
15,428
|
|
|
15,662
|
|
|
7/15/2016
|
|
Klahanie Shopping Center
|
|
Sammamish, WA
|
|
Operating
|
|
35,988
|
|
|
—
|
|
|
2,264
|
|
|
539
|
|
|
8/4/2016
|
|
The Village at Tustin Legacy
|
|
Tustin, CA
|
|
Development
|
|
18,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10/26/2016
|
|
Nocatee Phase III
|
|
Jacksonville, FL
|
|
Development
|
|
240
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10/30/2016
|
|
Brooklyn Station Phase II
|
|
Jacksonville, FL
|
|
Development
|
|
50
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12/6/2016
|
|
The Village at Riverstone
|
|
Houston, TX
|
|
Development
|
|
16,656
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total property acquisitions
|
|
$
|
387,528
|
|
|
—
|
|
|
27,863
|
|
|
19,141
|
|
||||||
(1)
Regency acquired a 53% controlling interest in the Market at Springwoods Village partnership to develop a shopping center on land contributed by the partner. As a result of consolidation, the Company recorded the partner's non-controlling interest of $8.4 million in Limited partners' interests in consolidated partnerships in the accompanying Consolidated Balance Sheets.
|
(in thousands)
|
|
Year ended December 31, 2016
|
||
Increase in total revenues
|
|
$
|
11,427
|
|
Increase in net income attributable to common stockholders
(1)
|
|
798
|
|
|
|
Weighted Average
|
|
|
Amortization Period
|
Assets:
|
|
(in years)
|
In-place leases
|
|
7.4
|
Liabilities:
|
|
|
Acquired lease intangible liabilities
|
|
7.9
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
2016
|
|
2015
|
|
2014
|
||||
Net proceeds from sale of real estate investments
|
$
|
137,479
|
|
(1)
|
108,822
|
|
|
118,787
|
|
Gain on sale of real estate, net of tax
|
$
|
47,321
|
|
|
35,606
|
|
|
55,077
|
|
Provision for impairment of real estate sold
|
$
|
1,700
|
|
|
—
|
|
|
1,257
|
|
Number of operating properties sold
|
11
|
|
|
5
|
|
|
11
|
|
|
Number of land out-parcels sold
|
16
|
|
|
2
|
|
|
6
|
|
4.
|
Investments in Real Estate Partnerships
|
|
December 31, 2016
|
|||||||||||||||
(in thousands)
|
Regency's Ownership
|
|
Number of Properties
|
|
Total Investment
|
|
Total Assets of the Partnership
|
|
Net Income of the Partnership
|
|
The Company's Share of Net Income of the Partnership
|
|||||
GRI - Regency, LLC (GRIR)
(1)
|
40.00%
|
|
70
|
|
$
|
201,240
|
|
|
1,676,134
|
|
|
74,758
|
|
|
29,791
|
|
Columbia Regency Retail Partners, LLC (Columbia I)
(1)
|
20.00%
|
|
7
|
|
9,687
|
|
|
145,192
|
|
|
21,024
|
|
|
4,180
|
|
|
Columbia Regency Partners II, LLC (Columbia II)
(1)
|
20.00%
|
|
12
|
|
14,750
|
|
|
338,307
|
|
|
16,765
|
|
|
3,240
|
|
|
Cameron Village, LLC (Cameron)
|
30.00%
|
|
1
|
|
11,877
|
|
|
99,967
|
|
|
2,326
|
|
|
695
|
|
|
RegCal, LLC (RegCal)
(1)
|
25.00%
|
|
7
|
|
21,516
|
|
|
141,827
|
|
|
4,358
|
|
|
1,080
|
|
|
US Regency Retail I, LLC (USAA)
(1)
|
20.01%
|
|
8
|
|
13,176
|
|
|
109,665
|
|
|
5,901
|
|
|
1,180
|
|
|
Other investments in real estate partnerships
|
50.00%
|
|
4
|
|
24,453
|
|
|
97,650
|
|
|
35,915
|
|
|
16,352
|
|
|
Total investments in real estate partnerships
|
|
|
109
|
|
$
|
296,699
|
|
|
2,608,742
|
|
|
161,047
|
|
|
56,518
|
|
|
December 31, 2015
|
|||||||||||||||
(in thousands)
|
Regency's Ownership
|
|
Number of Properties
|
|
Total Investment
|
|
Total Assets of the Partnership
|
|
Net Income of the Partnership
|
|
The Company's Share of Net Income of the Partnership
|
|||||
GRI - Regency, LLC (GRIR)
(1)
|
40.00%
|
|
73
|
|
$
|
220,099
|
|
|
1,744,017
|
|
|
45,761
|
|
|
18,148
|
|
Columbia Regency Retail Partners, LLC (Columbia I)
(1)
|
20.00%
|
|
9
|
|
15,255
|
|
|
175,044
|
|
|
(1,396
|
)
|
|
(278
|
)
|
|
Columbia Regency Partners II, LLC (Columbia II)
(1)
|
20.00%
|
|
14
|
|
8,496
|
|
|
290,064
|
|
|
3,794
|
|
|
755
|
|
|
Cameron Village, LLC (Cameron)
|
30.00%
|
|
1
|
|
11,857
|
|
|
100,124
|
|
|
2,195
|
|
|
643
|
|
|
RegCal, LLC (RegCal)
(1)
|
25.00%
|
|
7
|
|
17,967
|
|
|
145,213
|
|
|
2,316
|
|
|
576
|
|
|
US Regency Retail I, LLC (USAA)
(1)
|
20.01%
|
|
8
|
|
161
|
|
|
112,225
|
|
|
4,011
|
|
|
807
|
|
|
Other investments in real estate partnerships
|
50.00%
|
|
6
|
|
32,371
|
|
|
108,698
|
|
|
4,067
|
|
|
1,857
|
|
|
Total investments in real estate partnerships
|
|
|
118
|
|
$
|
306,206
|
|
|
2,675,385
|
|
|
60,748
|
|
|
22,508
|
|
|
|
December 31,
|
|||||
(in thousands)
|
|
2016
|
|
2015
|
|||
Investments in real estate, net
|
|
$
|
2,439,110
|
|
|
2,497,770
|
|
Acquired lease intangible assets, net
|
|
42,974
|
|
|
43,469
|
|
|
Other assets
|
|
126,658
|
|
|
134,146
|
|
|
Total assets
|
|
$
|
2,608,742
|
|
|
2,675,385
|
|
|
|
|
|
|
|||
Notes payable
|
|
$
|
1,309,931
|
|
|
1,401,977
|
|
Acquired lease intangible liabilities, net
|
|
29,678
|
|
|
23,826
|
|
|
Other liabilities
|
|
64,979
|
|
|
66,061
|
|
|
Capital - Regency
|
|
405,722
|
|
|
414,681
|
|
|
Capital - Third parties
|
|
798,432
|
|
|
768,840
|
|
|
Total liabilities and capital
|
|
$
|
2,608,742
|
|
|
2,675,385
|
|
|
|
December 31,
|
|||||
(in thousands)
|
|
2016
|
|
2015
|
|||
Capital - Regency
|
|
$
|
405,722
|
|
|
414,681
|
|
less: Impairment of investment in real estate partnerships
|
|
(1,300
|
)
|
|
(1,300
|
)
|
|
less: Ownership percentage or Restricted Gain Method deferral
|
|
(29,520
|
)
|
|
(28,972
|
)
|
|
less: Net book equity in excess of purchase price
|
|
(78,203
|
)
|
|
(78,203
|
)
|
|
Investments in real estate partnerships
|
|
$
|
296,699
|
|
|
306,206
|
|
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
|
2016
|
|
2015
|
|
2014
|
||||
Total revenues
|
|
$
|
364,087
|
|
|
363,745
|
|
|
361,103
|
|
Operating expenses:
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
|
99,252
|
|
|
111,648
|
|
|
117,780
|
|
|
Operating and maintenance
|
|
52,725
|
|
|
51,970
|
|
|
55,216
|
|
|
General and administrative
|
|
5,342
|
|
|
5,292
|
|
|
5,503
|
|
|
Real estate taxes
|
|
42,813
|
|
|
43,769
|
|
|
42,380
|
|
|
Other operating expenses
|
|
2,356
|
|
|
2,989
|
|
|
2,234
|
|
|
Total operating expenses
|
|
202,488
|
|
|
215,668
|
|
|
223,113
|
|
|
Other expense (income):
|
|
|
|
|
|
|
||||
Interest expense, net
|
|
69,193
|
|
|
79,477
|
|
|
84,155
|
|
|
Gain on sale of real estate
|
|
(70,907
|
)
|
|
(2,766
|
)
|
|
(28,856
|
)
|
|
Provision for impairment
|
|
—
|
|
|
9,102
|
|
|
2,123
|
|
|
Early extinguishment of debt
|
|
69
|
|
|
—
|
|
|
114
|
|
|
Other expense (income)
|
|
2,197
|
|
|
1,516
|
|
|
988
|
|
|
Total other expense (income)
|
|
552
|
|
|
87,329
|
|
|
58,524
|
|
|
Net income of the Partnerships
|
|
$
|
161,047
|
|
|
60,748
|
|
|
79,466
|
|
The Company's share of net income of the Partnerships
|
|
$
|
56,518
|
|
|
22,508
|
|
|
31,270
|
|
(in thousands)
|
|
Year ended December 31, 2016
|
|||||||||||||||||||||
Date Purchased
|
|
Property Name
|
|
City/State
|
|
Property Type
|
|
Co-investment Partner
|
|
Ownership %
|
|
Purchase Price
|
|
Debt Assumed, Net of Premiums
|
|
Intangible Assets
|
|
Intangible Liabilities
|
|||||
3/24/2016
|
|
Applewood Village Shops
|
|
Denver, CO
|
|
Operating
(1)
|
|
GRIR
|
|
40.00%
|
|
$
|
200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
12/20/2016
|
|
Plaza Venezia
|
|
Orlando, FL
|
|
Operating
|
|
Columbia II
|
|
20.00%
|
|
92,350
|
|
|
35,076
|
|
|
6,899
|
|
|
11,548
|
|
|
Total property acquisitions
|
|
$
|
92,550
|
|
|
35,076
|
|
|
6,899
|
|
|
11,548
|
|
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
|
2016
|
|
2015
|
|
2014
|
||||
Proceeds from sale of real estate investments
|
|
$
|
174,090
|
|
|
39,459
|
|
|
88,106
|
|
Gain on sale of real estate
|
|
$
|
70,907
|
|
|
2,766
|
|
|
28,856
|
|
The Company's share of gain on sale of real estate
|
|
$
|
25,003
|
|
|
1,108
|
|
|
13,615
|
|
Number of operating properties sold
|
|
10
|
|
|
2
|
|
|
6
|
|
|
Number of land out-parcels sold
|
|
1
|
|
|
—
|
|
|
2
|
|
Scheduled Principal Payments and Maturities by Year:
|
|
Scheduled
Principal Payments |
|
Mortgage Loan
Maturities |
|
Unsecured
Maturities |
|
Total
|
|
Regency’s
Pro-Rata Share |
||||||
2017
|
|
$
|
17,795
|
|
|
—
|
|
|
19,635
|
|
|
37,430
|
|
|
10,505
|
|
2018
|
|
18,983
|
|
|
67,022
|
|
|
—
|
|
|
86,005
|
|
|
27,799
|
|
|
2019
|
|
18,231
|
|
|
65,939
|
|
|
—
|
|
|
84,170
|
|
|
21,766
|
|
|
2020
|
|
15,133
|
|
|
222,199
|
|
|
—
|
|
|
237,332
|
|
|
85,660
|
|
|
2021
|
|
10,674
|
|
|
211,432
|
|
|
—
|
|
|
222,106
|
|
|
82,806
|
|
|
Beyond 5 Years
|
|
10,580
|
|
|
642,500
|
|
|
—
|
|
|
653,080
|
|
|
243,982
|
|
|
Net unamortized loan costs, debt premium / (discount)
|
|
—
|
|
|
(10,192
|
)
|
|
—
|
|
|
(10,192
|
)
|
|
(3,488
|
)
|
|
Total notes payable
|
|
$
|
91,396
|
|
|
1,198,900
|
|
|
19,635
|
|
|
1,309,931
|
|
|
469,030
|
|
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
|
2016
|
|
2015
|
|
2014
|
||||
Asset management, property management, leasing, and investment and financing services
|
|
$
|
24,595
|
|
|
24,519
|
|
|
22,983
|
|
5.
|
Acquired Lease Intangibles
|
|
December 31,
|
|||||
(in thousands)
|
2016
|
|
2015
|
|||
In-place leases
|
$
|
96,178
|
|
|
77,691
|
|
Above-market leases
|
14,684
|
|
|
14,841
|
|
|
Below-market ground leases
|
64,664
|
|
|
58,487
|
|
|
Total intangible assets
|
$
|
175,526
|
|
|
151,019
|
|
Accumulated amortization
|
(56,695
|
)
|
|
(45,639
|
)
|
|
Acquired lease intangible assets, net
|
$
|
118,831
|
|
|
105,380
|
|
|
|
|
|
|||
Below-market leases
|
$
|
71,996
|
|
|
53,868
|
|
Above-market ground leases
|
5,722
|
|
|
5,722
|
|
|
Accumulated amortization
|
(23,538
|
)
|
|
(17,555
|
)
|
|
Acquired lease intangible liabilities, net
|
$
|
54,180
|
|
|
42,034
|
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
2016
|
|
2015
|
|
2014
|
||||
In-place lease amortization
|
$
|
11,533
|
|
|
9,141
|
|
|
10,365
|
|
Above-market lease amortization
(1)
|
1,742
|
|
|
1,950
|
|
|
1,795
|
|
|
Below-market ground lease amortization
(3)
|
1,111
|
|
|
351
|
|
|
23
|
|
|
Acquired lease intangible asset amortization
|
$
|
14,386
|
|
|
11,442
|
|
|
12,183
|
|
|
|
|
|
|
|
||||
Below-market lease amortization
(2)
|
$
|
6,827
|
|
|
3,940
|
|
|
4,437
|
|
Above-market ground lease amortization
(3)
|
$
|
167
|
|
|
215
|
|
|
153
|
|
Acquired lease intangible liability amortization
|
$
|
6,994
|
|
|
4,155
|
|
|
4,590
|
|
|
December 31,
|
|||||
(in thousands)
|
2016
|
|
2015
|
|||
Notes payable:
|
|
|
|
|||
Fixed rate mortgage loans
|
$
|
384,786
|
|
|
475,214
|
|
Variable rate mortgage loans
|
86,969
|
|
(1)
|
34,154
|
|
|
Fixed rate unsecured public debt
|
892,170
|
|
|
1,190,403
|
|
|
Total notes payable
|
1,363,925
|
|
|
1,699,771
|
|
|
Unsecured credit facilities:
|
|
|
|
|||
Line
|
15,000
|
|
|
—
|
|
|
Term Loan
|
263,495
|
|
|
164,514
|
|
|
Total unsecured credit facilities
|
278,495
|
|
|
164,514
|
|
|
Total debt outstanding
|
$
|
1,642,420
|
|
|
1,864,285
|
|
|
|
|
|
Interest Rates
|
|
|
|
|
||
|
|
Maturing Through
|
|
Minimum
|
|
Maximum
|
|
Weighted Average Effective Rate
|
|
Weighted Average Contractual Rate
|
Mortgage loans
|
|
2032
|
|
3.30%
|
|
8.40%
|
|
6.00%
|
|
5.80%
|
Fixed rate unsecured public debt
|
|
2025
|
|
3.75%
|
|
6.00%
|
|
5.30%
|
|
4.50%
|
|
December 31, 2016
|
|
|
|
|||||||||||||||||
(in thousands)
|
Total Capacity
|
|
Remaining Capacity
|
|
Maturing Through
|
|
Variable Interest Rate
(5)
|
|
Fee
|
|
Weighted Average Effective Rate
|
|
Weighted Average Contractual Rate
|
||||||||
Line
(8)
|
$
|
800,000
|
|
(1)
|
$
|
779,200
|
|
(2)
|
5/13/2019
|
(3)
|
LIBOR plus 0.925%
|
|
0.15%
|
(4)
|
1.70
|
%
|
|
1.40
|
%
|
||
Term Loan
(9)
|
$
|
265,000
|
|
|
—
|
|
|
1/5/2022
|
|
LIBOR plus 0.95%
|
(6)
|
$
|
35
|
|
(7)
|
2.10
|
%
|
|
2.00
|
%
|
(in thousands)
|
December 31, 2016
|
|||||||||||
Scheduled Principal Payments and Maturities by Year:
|
Scheduled
Principal Payments |
|
Mortgage Loan
Maturities |
|
Unsecured
Maturities
(1)
|
|
Total
|
|||||
2017
|
$
|
5,279
|
|
|
86,339
|
|
|
—
|
|
|
91,618
|
|
2018
|
4,829
|
|
|
57,358
|
|
|
—
|
|
|
62,187
|
|
|
2019
|
4,205
|
|
|
106,000
|
|
|
15,000
|
|
|
125,205
|
|
|
2020
|
4,636
|
|
|
84,411
|
|
|
150,000
|
|
|
239,047
|
|
|
2021
|
3,780
|
|
|
35,190
|
|
|
250,000
|
|
|
288,970
|
|
|
Beyond 5 Years
|
9,888
|
|
|
65,179
|
|
|
765,000
|
|
|
840,067
|
|
|
Unamortized debt premium/(discount) and issuance costs
|
—
|
|
|
4,662
|
|
|
(9,336
|
)
|
|
(4,674
|
)
|
|
Total notes payable
|
$
|
32,617
|
|
|
439,139
|
|
|
1,170,664
|
|
|
1,642,420
|
|
•
|
$350.0 million
of
3.6%
notes due
February 1, 2027
, which priced at
99.741%
. The Company intends to use the net proceeds in connection with the consummation of the previously announced pending merger with Equity One, Inc., including (i) to repay approximately
$285.0 million
in aggregate principal amount of debt of Equity One, and any related interest, fees and expenses and (ii) to pay transaction expenses related to the pending merger with Equity One. In the event that the merger agreement is not consummated, the Company will be required to redeem these notes then outstanding at a redemption price equal to 101% of the principal amount to be redeemed plus accrued and unpaid interest, if any.
|
•
|
$300.0 million
of
4.4%
notes due
February 1, 2047
, which priced at
99.110%
. The Company used a portion of the net proceeds to redeem all of the outstanding shares of its
6.625%
Series 6 preferred shares on February 16, 2017 and intends to use the balance to fund investment activities and for general corporate purposes.
|
Derivatives in FASB
ASC Topic 815 Cash Flow Hedging Relationships: |
Amount of Gain (Loss)
Recognized in OCI on Derivative (Effective Portion) |
|
Location and Amount of Gain (Loss)
Reclassified from Accumulated OCI into Income (Effective Portion) |
|
Location and Amount of Gain or
(Loss) Recognized in Income on Derivative (Ineffective Portion and Missed Forecast) |
||||||||||||||||||||||||||||
|
Year ended December 31,
|
|
|
|
Year ended December 31,
|
|
|
|
Year ended December 31,
|
||||||||||||||||||||||||
(in thousands)
|
2016
|
|
2015
|
|
2014
|
|
|
|
2016
|
|
2015
|
|
2014
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Interest rate swaps
|
$
|
(10,332
|
)
|
|
(10,089
|
)
|
|
(49,968
|
)
|
|
Interest expense
|
|
$
|
(51,139
|
)
|
|
(9,152
|
)
|
|
(9,353
|
)
|
|
Loss on derivative instruments
|
|
$
|
(40,586
|
)
|
|
—
|
|
|
—
|
|
|
December 31,
|
||||||||||||
|
2016
|
|
2015
|
||||||||||
(in thousands)
|
Carrying Amount
|
|
Fair Value
|
|
Carrying Amount
|
|
Fair Value
|
||||||
Financial assets:
|
|
|
|
|
|
|
|
||||||
Notes receivable
|
$
|
10,481
|
|
|
10,380
|
|
|
$
|
10,480
|
|
|
10,620
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
||||||
Notes payable
|
$
|
1,363,925
|
|
|
1,435,000
|
|
|
$
|
1,699,771
|
|
|
1,793,200
|
|
Unsecured credit facilities
|
$
|
278,495
|
|
|
279,700
|
|
|
$
|
164,514
|
|
|
165,300
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
|
|
Low
|
|
High
|
|
Low
|
|
High
|
Notes receivable
|
|
7.2%
|
|
7.2%
|
|
6.3%
|
|
6.3%
|
Notes payable
|
|
2.9%
|
|
3.9%
|
|
2.8%
|
|
4.2%
|
Unsecured credit facilities
|
|
1.5%
|
|
1.6%
|
|
1.1%
|
|
1.1%
|
|
Fair Value Measurements as of December 31, 2016
|
|||||||||||
|
|
|
Quoted Prices in Active Markets for Identical Assets
|
|
Significant Other Observable Inputs
|
|
Significant Unobservable Inputs
|
|||||
(in thousands)
|
Balance
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|||||
Assets:
|
|
|
|
|
|
|
|
|||||
Trading securities held in trust
|
$
|
28,588
|
|
|
28,588
|
|
|
—
|
|
|
—
|
|
Available-for-sale securities
|
7,420
|
|
|
—
|
|
|
7,420
|
|
|
—
|
|
|
Interest rate derivatives
|
11,622
|
|
|
—
|
|
|
11,622
|
|
|
—
|
|
|
Total
|
$
|
47,630
|
|
|
28,588
|
|
|
19,042
|
|
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|||||
Interest rate derivatives
|
$
|
(580
|
)
|
|
—
|
|
|
(580
|
)
|
|
—
|
|
|
Fair Value Measurements as of December 31, 2015
|
|||||||||||
|
|
|
Quoted Prices in Active Markets for Identical Assets
|
|
Significant Other Observable Inputs
|
|
Significant Unobservable Inputs
|
|||||
(in thousands)
|
Balance
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|||||
Assets:
|
|
|
|
|
|
|
|
|||||
Trading securities held in trust
|
$
|
29,093
|
|
|
29,093
|
|
|
—
|
|
|
—
|
|
Available-for-sale securities
|
7,922
|
|
|
—
|
|
|
7,922
|
|
|
—
|
|
|
Total
|
$
|
37,015
|
|
|
29,093
|
|
|
7,922
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|||||
Liabilities:
|
|
|
|
|
|
|
|
|||||
Interest rate derivatives
|
$
|
(20,539
|
)
|
|
—
|
|
|
(20,539
|
)
|
|
—
|
|
|
|
Preferred Stock Outstanding as of December 31, 2016 and 2015
|
|||||||||||
|
|
Date of Issuance
|
|
Shares Issued and Outstanding
|
|
Liquidation Preference
|
|
Distribution Rate
|
|
Callable By Company
|
|||
Series 6
|
|
2/16/2012
|
|
10,000,000
|
|
|
$
|
250,000,000
|
|
|
6.625%
|
|
2/16/2017
|
Series 7
|
|
8/23/2012
|
|
3,000,000
|
|
|
75,000,000
|
|
|
6.000%
|
|
8/23/2017
|
|
|
|
|
|
13,000,000
|
|
|
$
|
325,000,000
|
|
|
|
|
|
|
Year ended December 31,
|
||||
|
2016
|
|
2015
|
|
2014
|
Dividend per share
|
$2.00
|
|
1.94
|
|
1.88
|
Ordinary income
|
53%
|
|
71%
|
|
70%
|
Capital gain
|
8%
|
|
5%
|
|
16%
|
Return of capital
|
39%
|
|
19%
|
|
14%
|
Qualified dividend income
|
—%
|
|
5%
|
|
—%
|
|
|
December 31,
|
||||
(in thousands)
|
|
2016
|
|
2015
|
||
Partnership units owned by the general partner
|
|
104,497
|
|
|
97,213
|
|
Partnership units owned by the limited partners
|
|
154
|
|
|
154
|
|
Total partnership units outstanding
|
|
104,651
|
|
|
97,367
|
|
Percentage of partnership units owned by the general partner
|
|
99.9%
|
|
99.8%
|
|
Controlling Interest
|
|
Noncontrolling Interest
|
|
Total
|
||||||||||||||||
(in thousands)
|
Cash Flow Hedges
|
|
Unrealized gain (loss) on Available-For-Sale Securities
|
|
AOCI
|
|
Cash Flow Hedges
|
|
Unrealized gain (loss) on Available-For-Sale Securities
|
|
AOCI
|
|
AOCI
|
||||||||
Balance as of December 31, 2013
|
$
|
(17,404
|
)
|
|
—
|
|
|
(17,404
|
)
|
|
(479
|
)
|
|
—
|
|
|
(479
|
)
|
|
(17,883
|
)
|
Other comprehensive income before reclassifications
|
(49,524
|
)
|
|
7,752
|
|
|
(41,772
|
)
|
|
(444
|
)
|
|
13
|
|
|
(431
|
)
|
|
(42,203
|
)
|
|
Amounts reclassified from accumulated other comprehensive income
|
9,180
|
|
|
(7,752
|
)
|
|
1,428
|
|
|
173
|
|
|
(13
|
)
|
|
160
|
|
|
1,588
|
|
|
Current period other comprehensive income, net
|
(40,344
|
)
|
|
—
|
|
|
(40,344
|
)
|
|
(271
|
)
|
|
—
|
|
|
(271
|
)
|
|
(40,615
|
)
|
|
Balance as of December 31, 2014
|
$
|
(57,748
|
)
|
|
—
|
|
|
(57,748
|
)
|
|
(750
|
)
|
|
—
|
|
|
(750
|
)
|
|
(58,498
|
)
|
Other comprehensive income before reclassifications
|
(9,897
|
)
|
|
(43
|
)
|
|
(9,940
|
)
|
|
(192
|
)
|
|
—
|
|
|
(192
|
)
|
|
(10,132
|
)
|
|
Amounts reclassified from accumulated other comprehensive income
|
8,995
|
|
|
—
|
|
|
8,995
|
|
|
157
|
|
|
—
|
|
|
157
|
|
|
9,152
|
|
|
Current period other comprehensive income, net
|
(902
|
)
|
|
(43
|
)
|
|
(945
|
)
|
|
(35
|
)
|
|
—
|
|
|
(35
|
)
|
|
(980
|
)
|
|
Balance as of December 31, 2015
|
$
|
(58,650
|
)
|
|
(43
|
)
|
|
(58,693
|
)
|
|
(785
|
)
|
|
—
|
|
|
(785
|
)
|
|
(59,478
|
)
|
Other comprehensive income before reclassifications
|
(10,587
|
)
|
|
24
|
|
|
(10,563
|
)
|
|
255
|
|
|
—
|
|
|
255
|
|
|
(10,308
|
)
|
|
Amounts reclassified from accumulated other comprehensive income
|
50,910
|
|
|
—
|
|
|
50,910
|
|
|
229
|
|
|
—
|
|
|
229
|
|
|
51,139
|
|
|
Current period other comprehensive income, net
|
40,323
|
|
|
24
|
|
|
40,347
|
|
|
484
|
|
|
—
|
|
|
484
|
|
|
40,831
|
|
|
Balance as of December 31, 2016
|
$
|
(18,327
|
)
|
|
(19
|
)
|
|
(18,346
|
)
|
|
(301
|
)
|
|
—
|
|
|
(301
|
)
|
|
(18,647
|
)
|
AOCI Component
|
Amount Reclassified from AOCI into Income
|
|
Affected Line Item (s) Where Net Income is Presented
|
||||||||
|
Year ended December 31,
|
|
|
||||||||
(in thousands)
|
2016
|
|
2015
|
|
2014
|
|
|
||||
Interest rate swaps
|
$
|
51,139
|
|
|
9,152
|
|
|
9,353
|
|
|
Interest expense and Loss on derivative instruments
|
Realized gains on sale of available-for-sale securities
|
—
|
|
|
—
|
|
|
(7,765
|
)
|
|
Net investment (income) loss
|
|
Year ended December 31,
|
||||||||
(in thousands)
|
2016
|
|
2015
|
|
2014
|
||||
Restricted stock
(1)
|
$
|
13,422
|
|
|
13,869
|
|
|
12,161
|
|
Directors' fees paid in common stock
(1)
|
193
|
|
|
200
|
|
|
208
|
|
|
Capitalized stock-based compensation
(2)
|
(2,963
|
)
|
|
(2,988
|
)
|
|
(2,707
|
)
|
|
Stock-based compensation, net of capitalization
|
$
|
10,652
|
|
|
11,081
|
|
|
9,662
|
|
|
|
Year ended December 31, 2016
|
|||||||||||
|
|
Number of Options
|
|
Weighted Average Exercise Price
|
|
Weighted Average Remaining Contractual Term (in years)
|
|
Aggregate Intrinsic Value (in thousands)
|
|||||
Outstanding as of December 31, 2015
|
|
8,741
|
|
|
$
|
88.45
|
|
|
1.1
|
|
$
|
(178
|
)
|
Outstanding as of December 31, 2016
|
|
8,741
|
|
|
$
|
88.45
|
|
|
0.1
|
|
$
|
(170
|
)
|
Vested as of December 31, 2016
|
|
8,741
|
|
|
$
|
88.45
|
|
|
0.1
|
|
$
|
(170
|
)
|
Exercisable as of December 31, 2016
(1)
|
|
8,741
|
|
|
$
|
88.45
|
|
|
0.1
|
|
$
|
(170
|
)
|
|
|
Year ended December 31, 2016
|
|||||
|
|
Number of Shares
|
|
Intrinsic Value
(in thousands) |
|
Weighted Average Grant Price
|
|
Non-vested as of December 31, 2015
|
|
615,420
|
|
|
|
|
|
Add: Time-based awards granted
(1) (4)
|
|
117,275
|
|
|
|
|
$73.22
|
Add: Performance-based awards granted
(2) (4)
|
|
6,521
|
|
|
|
|
$73.22
|
Add: Market-based awards granted
(3) (4)
|
|
67,332
|
|
|
|
|
$90.49
|
Less: Vested and Distributed
(5)
|
|
222,915
|
|
|
|
|
$70.27
|
Less: Forfeited
|
|
22,372
|
|
|
|
|
$60.53
|
Non-vested as of December 31, 2016
(6)
|
|
561,261
|
|
|
$39,699
|
|
|
|
|
Year ended December 31,
|
||||
|
|
2016
|
|
2015
|
|
2014
|
Volatility
|
|
18.50%
|
|
17.10%
|
|
24.60%
|
Risk free interest rate
|
|
0.88%
|
|
0.78%
|
|
0.64%
|
Non Qualified Deferred Compensation Plan Component
(1)
|
Year ended December 31,
|
|||||
(in thousands)
|
2016
|
|
2015
|
|||
Assets:
|
|
|
|
|||
Trading securities held in trust
|
$
|
28,588
|
|
|
29,093
|
|
Liabilities:
|
|
|
|
|||
Accounts payable and other liabilities
|
$
|
28,214
|
|
|
28,632
|
|
|
|
Year ended December 31,
|
||||||||
(in thousands, except per share data)
|
|
2016
|
|
2015
|
|
2014
|
||||
Numerator:
|
|
|
|
|
|
|
||||
Income from operations attributable to common stockholders - basic
|
|
$
|
143,860
|
|
|
128,994
|
|
|
165,875
|
|
Income from operations attributable to common stockholders - diluted
|
|
$
|
143,860
|
|
|
128,994
|
|
|
165,938
|
|
Denominator:
|
|
|
|
|
|
|
||||
Weighted average common shares outstanding for basic EPS
|
|
100,863
|
|
|
94,391
|
|
|
92,370
|
|
|
Weighted average common shares outstanding for diluted EPS
(1)
|
|
101,285
|
|
|
94,856
|
|
|
92,404
|
|
|
|
|
|
|
|
|
|
||||
Income per common share – basic
|
|
$
|
1.43
|
|
|
1.37
|
|
|
1.80
|
|
Income per common share – diluted
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
|
|
Year ended December 31,
|
||||||||
(in thousands, except per share data)
|
|
2016
|
|
2015
|
|
2014
|
||||
Numerator:
|
|
|
|
|
|
|
||||
Income from operations attributable to common unit holders - basic
|
|
$
|
144,117
|
|
|
129,234
|
|
|
166,194
|
|
Income from operations attributable to common unit holders - diluted
|
|
$
|
144,117
|
|
|
129,234
|
|
|
166,257
|
|
Denominator:
|
|
|
|
|
|
|
||||
Weighted average common units outstanding for basic EPU
|
|
101,017
|
|
|
94,546
|
|
|
92,528
|
|
|
Weighted average common units outstanding for diluted EPU
(1)
|
|
101,439
|
|
|
95,011
|
|
|
92,562
|
|
|
|
|
|
|
|
|
|
||||
Income per common unit – basic
|
|
$
|
1.43
|
|
|
1.37
|
|
|
1.80
|
|
Income per common unit – diluted
|
|
$
|
1.42
|
|
|
1.36
|
|
|
1.80
|
|
In Process Year Ending December 31,
|
|
Future Minimum Rents (in thousands)
|
||
2017
|
|
$
|
434,070
|
|
2018
|
|
390,872
|
|
|
2019
|
|
346,356
|
|
|
2020
|
|
295,289
|
|
|
2021
|
|
241,549
|
|
|
Thereafter
|
|
990,609
|
|
|
Total
|
|
$
|
2,698,745
|
|
In Process Year Ending December 31,
|
|
Future Obligations (in thousands)
|
||
2017
|
|
$
|
9,740
|
|
2018
|
|
11,464
|
|
|
2019
|
|
12,131
|
|
|
2020
|
|
11,706
|
|
|
2021
|
|
11,290
|
|
|
Thereafter
|
|
442,476
|
|
|
Total
|
|
$
|
498,807
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
4S Commons Town Center
|
|
$
|
30,760
|
|
|
35,830
|
|
|
942
|
|
|
30,812
|
|
|
36,720
|
|
|
67,532
|
|
|
20,997
|
|
|
46,535
|
|
|
62,500
|
|
Amerige Heights Town Center
|
|
10,109
|
|
|
11,288
|
|
|
486
|
|
|
10,109
|
|
|
11,774
|
|
|
21,883
|
|
|
3,833
|
|
|
18,050
|
|
|
16,105
|
|
|
Anastasia Plaza
|
|
9,065
|
|
|
—
|
|
|
615
|
|
|
3,338
|
|
|
6,342
|
|
|
9,680
|
|
|
1,993
|
|
|
7,687
|
|
|
—
|
|
|
Ashburn Farm Market Center
|
|
9,835
|
|
|
4,812
|
|
|
244
|
|
|
9,835
|
|
|
5,056
|
|
|
14,891
|
|
|
4,084
|
|
|
10,807
|
|
|
—
|
|
|
Ashford Perimeter
|
|
2,584
|
|
|
9,865
|
|
|
1,062
|
|
|
2,584
|
|
|
10,927
|
|
|
13,511
|
|
|
6,829
|
|
|
6,682
|
|
|
—
|
|
|
Aventura Shopping Center
|
|
2,751
|
|
|
10,459
|
|
|
(10,367
|
)
|
|
2,751
|
|
|
92
|
|
|
2,843
|
|
|
52
|
|
|
2,791
|
|
|
—
|
|
|
Balboa Mesa Shopping Center
|
|
23,074
|
|
|
33,838
|
|
|
13,985
|
|
|
27,769
|
|
|
43,128
|
|
|
70,897
|
|
|
7,663
|
|
|
63,234
|
|
|
—
|
|
|
Belleview Square
|
|
8,132
|
|
|
9,756
|
|
|
2,649
|
|
|
8,323
|
|
|
12,214
|
|
|
20,537
|
|
|
6,709
|
|
|
13,828
|
|
|
—
|
|
|
Belmont Chase
|
|
13,881
|
|
|
15,407
|
|
|
—
|
|
|
13,881
|
|
|
15,407
|
|
|
29,288
|
|
|
1,415
|
|
|
27,873
|
|
|
—
|
|
|
Berkshire Commons
|
|
2,295
|
|
|
9,551
|
|
|
2,278
|
|
|
2,965
|
|
|
11,159
|
|
|
14,124
|
|
|
7,199
|
|
|
6,925
|
|
|
7,500
|
|
|
Black Rock
|
|
22,251
|
|
|
20,815
|
|
|
196
|
|
|
22,250
|
|
|
21,011
|
|
|
43,261
|
|
|
2,668
|
|
|
40,593
|
|
|
20,000
|
|
|
Bloomingdale Square
|
|
3,940
|
|
|
14,912
|
|
|
2,595
|
|
|
3,940
|
|
|
17,507
|
|
|
21,447
|
|
|
8,588
|
|
|
12,859
|
|
|
—
|
|
|
Boulevard Center
|
|
3,659
|
|
|
10,787
|
|
|
1,341
|
|
|
3,659
|
|
|
12,128
|
|
|
15,787
|
|
|
6,287
|
|
|
9,500
|
|
|
—
|
|
|
Boynton Lakes Plaza
|
|
2,628
|
|
|
11,236
|
|
|
4,699
|
|
|
3,606
|
|
|
14,957
|
|
|
18,563
|
|
|
6,246
|
|
|
12,317
|
|
|
—
|
|
|
Brentwood Plaza
|
|
2,788
|
|
|
3,473
|
|
|
286
|
|
|
2,788
|
|
|
3,759
|
|
|
6,547
|
|
|
1,042
|
|
|
5,505
|
|
|
—
|
|
|
Briarcliff La Vista
|
|
694
|
|
|
3,292
|
|
|
473
|
|
|
694
|
|
|
3,765
|
|
|
4,459
|
|
|
2,601
|
|
|
1,858
|
|
|
—
|
|
|
Briarcliff Village
|
|
4,597
|
|
|
24,836
|
|
|
1,380
|
|
|
4,597
|
|
|
26,216
|
|
|
30,813
|
|
|
16,579
|
|
|
14,234
|
|
|
—
|
|
|
Brick Walk
|
|
25,299
|
|
|
41,995
|
|
|
352
|
|
|
25,299
|
|
|
42,347
|
|
|
67,646
|
|
|
4,039
|
|
|
63,607
|
|
|
33,000
|
|
|
Bridgeton
|
|
3,033
|
|
|
8,137
|
|
|
415
|
|
|
3,067
|
|
|
8,518
|
|
|
11,585
|
|
|
1,863
|
|
|
9,722
|
|
|
—
|
|
|
Brighten Park
|
|
3,983
|
|
|
18,687
|
|
|
10,852
|
|
|
4,234
|
|
|
29,288
|
|
|
33,522
|
|
|
12,472
|
|
|
21,050
|
|
|
—
|
|
|
Brooklyn Station on Riverside
|
|
7,019
|
|
|
8,688
|
|
|
—
|
|
|
7,019
|
|
|
8,688
|
|
|
15,707
|
|
|
741
|
|
|
14,966
|
|
|
—
|
|
|
Buckhead Court
|
|
1,417
|
|
|
7,432
|
|
|
2,573
|
|
|
1,417
|
|
|
10,005
|
|
|
11,422
|
|
|
5,661
|
|
|
5,761
|
|
|
—
|
|
|
Buckley Square
|
|
2,970
|
|
|
5,978
|
|
|
1,131
|
|
|
2,970
|
|
|
7,109
|
|
|
10,079
|
|
|
3,773
|
|
|
6,306
|
|
|
—
|
|
|
Caligo Crossing
|
|
2,459
|
|
|
4,897
|
|
|
144
|
|
|
2,546
|
|
|
4,954
|
|
|
7,500
|
|
|
2,353
|
|
|
5,147
|
|
|
—
|
|
|
Cambridge Square
|
|
774
|
|
|
4,347
|
|
|
761
|
|
|
774
|
|
|
5,108
|
|
|
5,882
|
|
|
2,950
|
|
|
2,932
|
|
|
—
|
|
|
Carmel Commons
|
|
2,466
|
|
|
12,548
|
|
|
5,014
|
|
|
3,422
|
|
|
16,606
|
|
|
20,028
|
|
|
8,297
|
|
|
11,731
|
|
|
—
|
|
|
Carriage Gate
|
|
833
|
|
|
4,974
|
|
|
2,830
|
|
|
1,302
|
|
|
7,335
|
|
|
8,637
|
|
|
5,171
|
|
|
3,466
|
|
|
—
|
|
|
Centerplace of Greeley III
|
|
6,661
|
|
|
11,502
|
|
|
515
|
|
|
5,694
|
|
|
12,984
|
|
|
18,678
|
|
|
3,912
|
|
|
14,766
|
|
|
—
|
|
|
Chasewood Plaza
|
|
4,612
|
|
|
20,829
|
|
|
5,051
|
|
|
6,518
|
|
|
23,974
|
|
|
30,492
|
|
|
14,640
|
|
|
15,852
|
|
|
—
|
|
|
Cherry Grove
|
|
3,533
|
|
|
15,862
|
|
|
2,567
|
|
|
3,533
|
|
|
18,429
|
|
|
21,962
|
|
|
8,766
|
|
|
13,196
|
|
|
—
|
|
|
CityLine Market
|
|
12,208
|
|
|
15,839
|
|
|
—
|
|
|
12,208
|
|
|
15,839
|
|
|
28,047
|
|
|
563
|
|
|
27,484
|
|
|
—
|
|
|
CityLine Market Ph II
|
|
2,611
|
|
|
3,051
|
|
|
—
|
|
|
2,611
|
|
|
3,051
|
|
|
5,662
|
|
|
42
|
|
|
5,620
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
Clayton Valley Shopping Center
|
|
24,189
|
|
|
35,422
|
|
|
2,535
|
|
|
24,538
|
|
|
37,608
|
|
|
62,146
|
|
|
20,655
|
|
|
41,491
|
|
|
—
|
|
|
Clybourn Commons
|
|
15,056
|
|
|
5,594
|
|
|
308
|
|
|
15,056
|
|
|
5,902
|
|
|
20,958
|
|
|
714
|
|
|
20,244
|
|
|
—
|
|
|
Cochran's Crossing
|
|
13,154
|
|
|
12,315
|
|
|
995
|
|
|
13,154
|
|
|
13,310
|
|
|
26,464
|
|
|
8,881
|
|
|
17,583
|
|
|
—
|
|
|
Corkscrew Village
|
|
8,407
|
|
|
8,004
|
|
|
567
|
|
|
8,407
|
|
|
8,571
|
|
|
16,978
|
|
|
2,998
|
|
|
13,980
|
|
|
7,343
|
|
|
Cornerstone Square
|
|
1,772
|
|
|
6,944
|
|
|
1,151
|
|
|
1,772
|
|
|
8,095
|
|
|
9,867
|
|
|
4,897
|
|
|
4,970
|
|
|
—
|
|
|
Corvallis Market Center
|
|
6,674
|
|
|
12,244
|
|
|
387
|
|
|
6,696
|
|
|
12,609
|
|
|
19,305
|
|
|
4,687
|
|
|
14,618
|
|
|
—
|
|
|
Costa Verde Center
|
|
12,740
|
|
|
26,868
|
|
|
1,555
|
|
|
12,798
|
|
|
28,365
|
|
|
41,163
|
|
|
14,597
|
|
|
26,566
|
|
|
—
|
|
|
Courtyard Landcom
|
|
5,867
|
|
|
4
|
|
|
3
|
|
|
5,867
|
|
|
7
|
|
|
5,874
|
|
|
2
|
|
|
5,872
|
|
|
—
|
|
|
Culpeper Colonnade
|
|
15,944
|
|
|
10,601
|
|
|
4,876
|
|
|
16,258
|
|
|
15,163
|
|
|
31,421
|
|
|
7,971
|
|
|
23,450
|
|
|
—
|
|
|
Dardenne Crossing
|
|
4,194
|
|
|
4,005
|
|
|
328
|
|
|
4,343
|
|
|
4,184
|
|
|
8,527
|
|
|
1,301
|
|
|
7,226
|
|
|
—
|
|
|
Delk Spectrum
|
|
2,985
|
|
|
12,001
|
|
|
2,711
|
|
|
3,271
|
|
|
14,426
|
|
|
17,697
|
|
|
6,935
|
|
|
10,762
|
|
|
—
|
|
|
Diablo Plaza
|
|
5,300
|
|
|
8,181
|
|
|
1,317
|
|
|
5,300
|
|
|
9,498
|
|
|
14,798
|
|
|
4,571
|
|
|
10,227
|
|
|
—
|
|
|
Dunwoody Village
|
|
3,342
|
|
|
15,934
|
|
|
3,541
|
|
|
3,342
|
|
|
19,475
|
|
|
22,817
|
|
|
12,283
|
|
|
10,534
|
|
|
—
|
|
|
East Pointe
|
|
1,730
|
|
|
7,189
|
|
|
1,993
|
|
|
1,944
|
|
|
8,968
|
|
|
10,912
|
|
|
4,744
|
|
|
6,168
|
|
|
—
|
|
|
East Washington Place
|
|
15,993
|
|
|
40,180
|
|
|
1,588
|
|
|
15,509
|
|
|
42,252
|
|
|
57,761
|
|
|
7,066
|
|
|
50,695
|
|
|
—
|
|
|
El Camino Shopping Center
|
|
7,600
|
|
|
11,538
|
|
|
1,248
|
|
|
7,600
|
|
|
12,786
|
|
|
20,386
|
|
|
5,790
|
|
|
14,596
|
|
|
—
|
|
|
El Cerrito Plaza
|
|
11,025
|
|
|
27,371
|
|
|
1,079
|
|
|
11,025
|
|
|
28,450
|
|
|
39,475
|
|
|
8,369
|
|
|
31,106
|
|
|
37,237
|
|
|
El Norte Parkway Plaza
|
|
2,834
|
|
|
7,370
|
|
|
3,266
|
|
|
3,263
|
|
|
10,207
|
|
|
13,470
|
|
|
4,539
|
|
|
8,931
|
|
|
—
|
|
|
Encina Grande
|
|
5,040
|
|
|
11,572
|
|
|
18,923
|
|
|
10,205
|
|
|
25,330
|
|
|
35,535
|
|
|
8,619
|
|
|
26,916
|
|
|
—
|
|
|
Fairfax Shopping Center
|
|
15,239
|
|
|
11,367
|
|
|
(8,763
|
)
|
|
10,826
|
|
|
7,017
|
|
|
17,843
|
|
|
2,942
|
|
|
14,901
|
|
|
—
|
|
|
Fairfield
|
|
6,731
|
|
|
29,420
|
|
|
456
|
|
|
6,731
|
|
|
29,876
|
|
|
36,607
|
|
|
2,759
|
|
|
33,848
|
|
|
—
|
|
|
Falcon
|
|
1,340
|
|
|
4,168
|
|
|
294
|
|
|
1,340
|
|
|
4,462
|
|
|
5,802
|
|
|
1,836
|
|
|
3,966
|
|
|
—
|
|
|
Fellsway Plaza
|
|
30,712
|
|
|
7,327
|
|
|
10,022
|
|
|
34,923
|
|
|
13,138
|
|
|
48,061
|
|
|
2,762
|
|
|
45,299
|
|
|
34,600
|
|
|
Fenton Marketplace
|
|
2,298
|
|
|
8,510
|
|
|
(8,305
|
)
|
|
512
|
|
|
1,991
|
|
|
2,503
|
|
|
558
|
|
|
1,945
|
|
|
—
|
|
|
Fleming Island
|
|
3,077
|
|
|
11,587
|
|
|
2,958
|
|
|
3,111
|
|
|
14,511
|
|
|
17,622
|
|
|
6,620
|
|
|
11,002
|
|
|
—
|
|
|
Fountain Square
|
|
29,650
|
|
|
28,393
|
|
|
2
|
|
|
29,290
|
|
|
28,755
|
|
|
58,045
|
|
|
3,205
|
|
|
54,840
|
|
|
—
|
|
|
French Valley Village Center
|
|
11,924
|
|
|
16,856
|
|
|
175
|
|
|
11,822
|
|
|
17,133
|
|
|
28,955
|
|
|
10,237
|
|
|
18,718
|
|
|
—
|
|
|
Friars Mission Center
|
|
6,660
|
|
|
28,021
|
|
|
1,418
|
|
|
6,660
|
|
|
29,439
|
|
|
36,099
|
|
|
13,281
|
|
|
22,818
|
|
|
—
|
|
|
Garden City
|
|
741
|
|
|
9,764
|
|
|
6
|
|
|
741
|
|
|
9,770
|
|
|
10,511
|
|
|
349
|
|
|
10,162
|
|
|
—
|
|
|
Gardens Square
|
|
2,136
|
|
|
8,273
|
|
|
502
|
|
|
2,136
|
|
|
8,775
|
|
|
10,911
|
|
|
4,488
|
|
|
6,423
|
|
|
—
|
|
|
Gateway 101
|
|
24,971
|
|
|
9,113
|
|
|
(1,435
|
)
|
|
24,971
|
|
|
7,678
|
|
|
32,649
|
|
|
2,539
|
|
|
30,110
|
|
|
—
|
|
|
Gateway Shopping Center
|
|
52,665
|
|
|
7,134
|
|
|
8,651
|
|
|
55,296
|
|
|
13,154
|
|
|
68,450
|
|
|
12,045
|
|
|
56,405
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
Gelson's Westlake Market Plaza
|
|
3,157
|
|
|
11,153
|
|
|
5,462
|
|
|
4,648
|
|
|
15,124
|
|
|
19,772
|
|
|
5,358
|
|
|
14,414
|
|
|
—
|
|
|
Glen Oak Plaza
|
|
4,103
|
|
|
12,951
|
|
|
554
|
|
|
4,103
|
|
|
13,505
|
|
|
17,608
|
|
|
2,977
|
|
|
14,631
|
|
|
—
|
|
|
Glenwood Village
|
|
1,194
|
|
|
5,381
|
|
|
297
|
|
|
1,194
|
|
|
5,678
|
|
|
6,872
|
|
|
3,905
|
|
|
2,967
|
|
|
—
|
|
|
Golden Hills Plaza
|
|
12,699
|
|
|
18,482
|
|
|
2,160
|
|
|
11,397
|
|
|
21,944
|
|
|
33,341
|
|
|
6,792
|
|
|
26,549
|
|
|
—
|
|
|
Grand Ridge Plaza
|
|
24,208
|
|
|
61,033
|
|
|
2,872
|
|
|
24,879
|
|
|
63,234
|
|
|
88,113
|
|
|
10,786
|
|
|
77,327
|
|
|
10,931
|
|
|
Hancock
|
|
8,232
|
|
|
28,260
|
|
|
1,597
|
|
|
8,232
|
|
|
29,857
|
|
|
38,089
|
|
|
14,654
|
|
|
23,435
|
|
|
—
|
|
|
Harpeth Village Fieldstone
|
|
2,284
|
|
|
9,443
|
|
|
521
|
|
|
2,284
|
|
|
9,964
|
|
|
12,248
|
|
|
4,702
|
|
|
7,546
|
|
|
—
|
|
|
Harris Crossing
|
|
7,199
|
|
|
3,687
|
|
|
(720
|
)
|
|
6,443
|
|
|
3,723
|
|
|
10,166
|
|
|
2,011
|
|
|
8,155
|
|
|
—
|
|
|
Heritage Land
|
|
12,390
|
|
|
—
|
|
|
(453
|
)
|
|
11,937
|
|
|
—
|
|
|
11,937
|
|
|
—
|
|
|
11,937
|
|
|
—
|
|
|
Heritage Plaza
|
|
—
|
|
|
26,097
|
|
|
14,278
|
|
|
278
|
|
|
40,097
|
|
|
40,375
|
|
|
15,259
|
|
|
25,116
|
|
|
—
|
|
|
Hershey
|
|
7
|
|
|
808
|
|
|
8
|
|
|
7
|
|
|
816
|
|
|
823
|
|
|
361
|
|
|
462
|
|
|
—
|
|
|
Hibernia Pavilion
|
|
4,929
|
|
|
5,065
|
|
|
75
|
|
|
4,929
|
|
|
5,140
|
|
|
10,069
|
|
|
2,376
|
|
|
7,693
|
|
|
—
|
|
|
Hickory Creek Plaza
|
|
5,629
|
|
|
4,564
|
|
|
319
|
|
|
5,629
|
|
|
4,883
|
|
|
10,512
|
|
|
3,425
|
|
|
7,087
|
|
|
—
|
|
|
Hillcrest Village
|
|
1,600
|
|
|
1,909
|
|
|
51
|
|
|
1,600
|
|
|
1,960
|
|
|
3,560
|
|
|
897
|
|
|
2,663
|
|
|
—
|
|
|
Hilltop Village
|
|
2,995
|
|
|
4,581
|
|
|
2,124
|
|
|
3,097
|
|
|
6,603
|
|
|
9,700
|
|
|
1,278
|
|
|
8,422
|
|
|
—
|
|
|
Hinsdale
|
|
5,734
|
|
|
16,709
|
|
|
11,561
|
|
|
8,279
|
|
|
25,725
|
|
|
34,004
|
|
|
10,145
|
|
|
23,859
|
|
|
—
|
|
|
Holly Park
|
|
8,975
|
|
|
23,799
|
|
|
(211
|
)
|
|
8,828
|
|
|
23,735
|
|
|
32,563
|
|
|
2,688
|
|
|
29,875
|
|
|
—
|
|
|
Howell Mill Village
|
|
5,157
|
|
|
14,279
|
|
|
2,255
|
|
|
5,157
|
|
|
16,534
|
|
|
21,691
|
|
|
4,850
|
|
|
16,841
|
|
|
—
|
|
|
Hyde Park
|
|
9,809
|
|
|
39,905
|
|
|
2,661
|
|
|
9,809
|
|
|
42,566
|
|
|
52,375
|
|
|
22,453
|
|
|
29,922
|
|
|
—
|
|
|
Indian Springs
|
|
24,974
|
|
|
25,903
|
|
|
(43
|
)
|
|
25,034
|
|
|
25,800
|
|
|
50,834
|
|
|
2,010
|
|
|
48,824
|
|
|
—
|
|
|
Indio Towne Center
|
|
17,946
|
|
|
32,617
|
|
|
5,206
|
|
|
23,092
|
|
|
32,677
|
|
|
55,769
|
|
|
13,037
|
|
|
42,732
|
|
|
—
|
|
|
Inglewood Plaza
|
|
1,300
|
|
|
2,159
|
|
|
619
|
|
|
1,300
|
|
|
2,778
|
|
|
4,078
|
|
|
1,239
|
|
|
2,839
|
|
|
—
|
|
|
Jefferson Square
|
|
5,167
|
|
|
6,445
|
|
|
(7,220
|
)
|
|
1,894
|
|
|
2,498
|
|
|
4,392
|
|
|
508
|
|
|
3,884
|
|
|
—
|
|
|
Keller Town Center
|
|
2,294
|
|
|
12,841
|
|
|
685
|
|
|
2,404
|
|
|
13,416
|
|
|
15,820
|
|
|
6,073
|
|
|
9,747
|
|
|
—
|
|
|
Kent Place
|
|
4,855
|
|
|
3,586
|
|
|
785
|
|
|
5,269
|
|
|
3,957
|
|
|
9,226
|
|
|
620
|
|
|
8,606
|
|
|
8,250
|
|
|
Kirkwood Commons
|
|
6,772
|
|
|
16,224
|
|
|
478
|
|
|
6,802
|
|
|
16,672
|
|
|
23,474
|
|
|
3,410
|
|
|
20,064
|
|
|
9,978
|
|
|
Klahanie Shopping Center
|
|
14,451
|
|
|
20,089
|
|
|
40
|
|
|
14,451
|
|
|
20,129
|
|
|
34,580
|
|
|
358
|
|
|
34,222
|
|
|
—
|
|
|
Kroger New Albany Center
|
|
3,844
|
|
|
6,599
|
|
|
636
|
|
|
3,844
|
|
|
7,235
|
|
|
11,079
|
|
|
4,988
|
|
|
6,091
|
|
|
—
|
|
|
Lake Pine Plaza
|
|
2,008
|
|
|
7,632
|
|
|
594
|
|
|
2,029
|
|
|
8,205
|
|
|
10,234
|
|
|
3,986
|
|
|
6,248
|
|
|
—
|
|
|
Lebanon/Legacy Center
|
|
3,913
|
|
|
7,874
|
|
|
99
|
|
|
3,913
|
|
|
7,973
|
|
|
11,886
|
|
|
5,344
|
|
|
6,542
|
|
|
—
|
|
|
Littleton Square
|
|
2,030
|
|
|
8,859
|
|
|
(3,887
|
)
|
|
2,409
|
|
|
4,593
|
|
|
7,002
|
|
|
1,689
|
|
|
5,313
|
|
|
—
|
|
|
Lloyd King
|
|
1,779
|
|
|
10,060
|
|
|
1,168
|
|
|
1,779
|
|
|
11,228
|
|
|
13,007
|
|
|
5,551
|
|
|
7,456
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
Loehmanns Plaza California
|
|
5,420
|
|
|
9,450
|
|
|
1,149
|
|
|
5,420
|
|
|
10,599
|
|
|
16,019
|
|
|
5,095
|
|
|
10,924
|
|
|
—
|
|
|
Lower Nazareth Commons
|
|
15,992
|
|
|
12,964
|
|
|
1,985
|
|
|
16,343
|
|
|
14,598
|
|
|
30,941
|
|
|
6,446
|
|
|
24,495
|
|
|
—
|
|
|
Market at Colonnade Center
|
|
6,455
|
|
|
9,839
|
|
|
69
|
|
|
6,160
|
|
|
10,203
|
|
|
16,363
|
|
|
2,853
|
|
|
13,510
|
|
|
—
|
|
|
Market at Preston Forest
|
|
4,400
|
|
|
11,445
|
|
|
1,179
|
|
|
4,400
|
|
|
12,624
|
|
|
17,024
|
|
|
6,044
|
|
|
10,980
|
|
|
—
|
|
|
Market at Round Rock
|
|
2,000
|
|
|
9,676
|
|
|
6,402
|
|
|
2,000
|
|
|
16,078
|
|
|
18,078
|
|
|
7,910
|
|
|
10,168
|
|
|
—
|
|
|
Market Common Clarendon
|
|
154,932
|
|
|
126,328
|
|
|
—
|
|
|
154,932
|
|
|
126,328
|
|
|
281,260
|
|
|
3,098
|
|
|
278,162
|
|
|
—
|
|
|
Marketplace Shopping Center
|
|
1,287
|
|
|
5,509
|
|
|
5,469
|
|
|
1,330
|
|
|
10,935
|
|
|
12,265
|
|
|
5,695
|
|
|
6,570
|
|
|
—
|
|
|
Marketplace at Briargate
|
|
1,706
|
|
|
4,885
|
|
|
62
|
|
|
1,727
|
|
|
4,926
|
|
|
6,653
|
|
|
2,303
|
|
|
4,350
|
|
|
—
|
|
|
Millhopper Shopping Center
|
|
1,073
|
|
|
5,358
|
|
|
5,136
|
|
|
1,796
|
|
|
9,771
|
|
|
11,567
|
|
|
6,302
|
|
|
5,265
|
|
|
—
|
|
|
Mockingbird Commons
|
|
3,000
|
|
|
10,728
|
|
|
972
|
|
|
3,000
|
|
|
11,700
|
|
|
14,700
|
|
|
5,643
|
|
|
9,057
|
|
|
10,300
|
|
|
Monument Jackson Creek
|
|
2,999
|
|
|
6,765
|
|
|
679
|
|
|
2,999
|
|
|
7,444
|
|
|
10,443
|
|
|
5,202
|
|
|
5,241
|
|
|
—
|
|
|
Morningside Plaza
|
|
4,300
|
|
|
13,951
|
|
|
725
|
|
|
4,300
|
|
|
14,676
|
|
|
18,976
|
|
|
7,004
|
|
|
11,972
|
|
|
—
|
|
|
Murryhill Marketplace
|
|
2,670
|
|
|
18,401
|
|
|
12,441
|
|
|
2,858
|
|
|
30,654
|
|
|
33,512
|
|
|
9,908
|
|
|
23,604
|
|
|
—
|
|
|
Naples Walk
|
|
18,173
|
|
|
13,554
|
|
|
696
|
|
|
18,173
|
|
|
14,250
|
|
|
32,423
|
|
|
5,059
|
|
|
27,364
|
|
|
—
|
|
|
Newberry Square
|
|
2,412
|
|
|
10,150
|
|
|
516
|
|
|
2,412
|
|
|
10,666
|
|
|
13,078
|
|
|
7,594
|
|
|
5,484
|
|
|
—
|
|
|
Newland Center
|
|
12,500
|
|
|
10,697
|
|
|
7,738
|
|
|
15,777
|
|
|
15,158
|
|
|
30,935
|
|
|
6,169
|
|
|
24,766
|
|
|
—
|
|
|
Nocatee Town Center
|
|
10,124
|
|
|
8,691
|
|
|
670
|
|
|
8,695
|
|
|
10,790
|
|
|
19,485
|
|
|
3,489
|
|
|
15,996
|
|
|
—
|
|
|
North Hills
|
|
4,900
|
|
|
19,774
|
|
|
1,146
|
|
|
4,900
|
|
|
20,920
|
|
|
25,820
|
|
|
10,006
|
|
|
15,814
|
|
|
—
|
|
|
Northgate Marketplace
|
|
5,668
|
|
|
13,727
|
|
|
(101
|
)
|
|
4,995
|
|
|
14,299
|
|
|
19,294
|
|
|
3,337
|
|
|
15,957
|
|
|
—
|
|
|
Northgate Plaza (Maxtown Road)
|
|
1,769
|
|
|
6,652
|
|
|
266
|
|
|
1,769
|
|
|
6,918
|
|
|
8,687
|
|
|
3,873
|
|
|
4,814
|
|
|
—
|
|
|
Northgate Square
|
|
5,011
|
|
|
8,692
|
|
|
908
|
|
|
5,011
|
|
|
9,600
|
|
|
14,611
|
|
|
3,278
|
|
|
11,333
|
|
|
—
|
|
|
Northlake Village
|
|
2,662
|
|
|
11,284
|
|
|
1,411
|
|
|
2,686
|
|
|
12,671
|
|
|
15,357
|
|
|
5,792
|
|
|
9,565
|
|
|
—
|
|
|
Oak Shade Town Center
|
|
6,591
|
|
|
28,966
|
|
|
554
|
|
|
6,591
|
|
|
29,520
|
|
|
36,111
|
|
|
5,798
|
|
|
30,313
|
|
|
8,695
|
|
|
Oakbrook Plaza
|
|
4,000
|
|
|
6,668
|
|
|
415
|
|
|
4,000
|
|
|
7,083
|
|
|
11,083
|
|
|
3,419
|
|
|
7,664
|
|
|
—
|
|
|
Oakleaf Commons
|
|
3,503
|
|
|
11,671
|
|
|
3,048
|
|
|
6,242
|
|
|
11,980
|
|
|
18,222
|
|
|
4,916
|
|
|
13,306
|
|
|
—
|
|
|
Ocala Corners
|
|
1,816
|
|
|
10,515
|
|
|
456
|
|
|
1,816
|
|
|
10,971
|
|
|
12,787
|
|
|
2,717
|
|
|
10,070
|
|
|
4,615
|
|
|
Old St Augustine Plaza
|
|
2,368
|
|
|
11,405
|
|
|
(529
|
)
|
|
2,368
|
|
|
10,876
|
|
|
13,244
|
|
|
5,853
|
|
|
7,391
|
|
|
—
|
|
|
Paces Ferry Plaza
|
|
2,812
|
|
|
12,639
|
|
|
1,316
|
|
|
2,812
|
|
|
13,955
|
|
|
16,767
|
|
|
8,469
|
|
|
8,298
|
|
|
—
|
|
|
Panther Creek
|
|
14,414
|
|
|
14,748
|
|
|
3,368
|
|
|
15,212
|
|
|
17,318
|
|
|
32,530
|
|
|
11,184
|
|
|
21,346
|
|
|
—
|
|
|
Peartree Village
|
|
5,197
|
|
|
19,746
|
|
|
863
|
|
|
5,197
|
|
|
20,609
|
|
|
25,806
|
|
|
11,052
|
|
|
14,754
|
|
|
6,153
|
|
|
Persimmons Place
|
|
25,975
|
|
|
37,965
|
|
|
—
|
|
|
26,619
|
|
|
37,321
|
|
|
63,940
|
|
|
3,234
|
|
|
60,706
|
|
|
—
|
|
|
Pike Creek
|
|
5,153
|
|
|
20,652
|
|
|
1,632
|
|
|
5,251
|
|
|
22,186
|
|
|
27,437
|
|
|
11,095
|
|
|
16,342
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
Pine Lake Village
|
|
6,300
|
|
|
10,991
|
|
|
871
|
|
|
6,300
|
|
|
11,862
|
|
|
18,162
|
|
|
5,798
|
|
|
12,364
|
|
|
—
|
|
|
Pine Tree Plaza
|
|
668
|
|
|
6,220
|
|
|
590
|
|
|
668
|
|
|
6,810
|
|
|
7,478
|
|
|
3,247
|
|
|
4,231
|
|
|
—
|
|
|
Plaza Hermosa
|
|
4,200
|
|
|
10,109
|
|
|
3,159
|
|
|
4,202
|
|
|
13,266
|
|
|
17,468
|
|
|
5,516
|
|
|
11,952
|
|
|
13,800
|
|
|
Powell Street Plaza
|
|
8,248
|
|
|
30,716
|
|
|
2,532
|
|
|
8,248
|
|
|
33,248
|
|
|
41,496
|
|
|
13,533
|
|
|
27,963
|
|
|
—
|
|
|
Powers Ferry Square
|
|
3,687
|
|
|
17,965
|
|
|
6,503
|
|
|
5,345
|
|
|
22,810
|
|
|
28,155
|
|
|
13,538
|
|
|
14,617
|
|
|
—
|
|
|
Powers Ferry Village
|
|
1,191
|
|
|
4,672
|
|
|
518
|
|
|
1,191
|
|
|
5,190
|
|
|
6,381
|
|
|
3,407
|
|
|
2,974
|
|
|
—
|
|
|
Prairie City Crossing
|
|
4,164
|
|
|
13,032
|
|
|
493
|
|
|
4,164
|
|
|
13,525
|
|
|
17,689
|
|
|
5,518
|
|
|
12,171
|
|
|
—
|
|
|
Prestonbrook
|
|
7,069
|
|
|
8,622
|
|
|
568
|
|
|
7,069
|
|
|
9,190
|
|
|
16,259
|
|
|
6,247
|
|
|
10,012
|
|
|
6,800
|
|
|
Preston Oaks
|
|
763
|
|
|
30,438
|
|
|
443
|
|
|
763
|
|
|
30,881
|
|
|
31,644
|
|
|
3,404
|
|
|
28,240
|
|
|
—
|
|
|
Red Bank
|
|
10,336
|
|
|
9,505
|
|
|
(89
|
)
|
|
10,110
|
|
|
9,642
|
|
|
19,752
|
|
|
2,274
|
|
|
17,478
|
|
|
—
|
|
|
Regency Commons
|
|
3,917
|
|
|
3,616
|
|
|
236
|
|
|
3,917
|
|
|
3,852
|
|
|
7,769
|
|
|
2,173
|
|
|
5,596
|
|
|
—
|
|
|
Regency Square
|
|
4,770
|
|
|
25,191
|
|
|
5,200
|
|
|
5,060
|
|
|
30,101
|
|
|
35,161
|
|
|
21,946
|
|
|
13,215
|
|
|
—
|
|
|
Rona Plaza
|
|
1,500
|
|
|
4,917
|
|
|
225
|
|
|
1,500
|
|
|
5,142
|
|
|
6,642
|
|
|
2,731
|
|
|
3,911
|
|
|
—
|
|
|
Russell Ridge
|
|
2,234
|
|
|
6,903
|
|
|
1,396
|
|
|
2,234
|
|
|
8,299
|
|
|
10,533
|
|
|
4,534
|
|
|
5,999
|
|
|
—
|
|
|
Sammamish-Highlands
|
|
9,300
|
|
|
8,075
|
|
|
8,000
|
|
|
9,592
|
|
|
15,783
|
|
|
25,375
|
|
|
6,352
|
|
|
19,023
|
|
|
—
|
|
|
San Leandro Plaza
|
|
1,300
|
|
|
8,226
|
|
|
558
|
|
|
1,300
|
|
|
8,784
|
|
|
10,084
|
|
|
4,065
|
|
|
6,019
|
|
|
—
|
|
|
Sandy Springs
|
|
6,889
|
|
|
28,056
|
|
|
2,195
|
|
|
6,889
|
|
|
30,251
|
|
|
37,140
|
|
|
4,213
|
|
|
32,927
|
|
|
—
|
|
|
Saugus
|
|
19,201
|
|
|
17,984
|
|
|
(342
|
)
|
|
18,811
|
|
|
18,032
|
|
|
36,843
|
|
|
7,373
|
|
|
29,470
|
|
|
—
|
|
|
Sequoia Station
|
|
9,100
|
|
|
18,356
|
|
|
1,632
|
|
|
9,100
|
|
|
19,988
|
|
|
29,088
|
|
|
9,166
|
|
|
19,922
|
|
|
21,100
|
|
|
Sherwood II
|
|
2,731
|
|
|
6,360
|
|
|
646
|
|
|
2,731
|
|
|
7,006
|
|
|
9,737
|
|
|
2,668
|
|
|
7,069
|
|
|
—
|
|
|
Shoppes @ 104
|
|
11,193
|
|
|
—
|
|
|
850
|
|
|
6,652
|
|
|
5,391
|
|
|
12,043
|
|
|
1,888
|
|
|
10,155
|
|
|
—
|
|
|
Shoppes of Grande Oak
|
|
5,091
|
|
|
5,985
|
|
|
276
|
|
|
5,091
|
|
|
6,261
|
|
|
11,352
|
|
|
4,606
|
|
|
6,746
|
|
|
—
|
|
|
Shops at Arizona
|
|
3,063
|
|
|
3,243
|
|
|
(4,276
|
)
|
|
881
|
|
|
1,149
|
|
|
2,030
|
|
|
168
|
|
|
1,862
|
|
|
—
|
|
|
Shops at County Center
|
|
9,957
|
|
|
11,296
|
|
|
914
|
|
|
10,254
|
|
|
11,913
|
|
|
22,167
|
|
|
7,090
|
|
|
15,077
|
|
|
—
|
|
|
Shops at Erwin Mill
|
|
9,082
|
|
|
6,124
|
|
|
(7
|
)
|
|
9,082
|
|
|
6,117
|
|
|
15,199
|
|
|
1,250
|
|
|
13,949
|
|
|
10,000
|
|
|
Shops at Johns Creek
|
|
1,863
|
|
|
2,014
|
|
|
(342
|
)
|
|
1,501
|
|
|
2,034
|
|
|
3,535
|
|
|
1,141
|
|
|
2,394
|
|
|
—
|
|
|
Shops at Mira Vista
|
|
11,691
|
|
|
9,026
|
|
|
52
|
|
|
11,691
|
|
|
9,078
|
|
|
20,769
|
|
|
1,065
|
|
|
19,704
|
|
|
242
|
|
|
Shops at Quail Creek
|
|
1,487
|
|
|
7,717
|
|
|
449
|
|
|
1,458
|
|
|
8,195
|
|
|
9,653
|
|
|
2,821
|
|
|
6,832
|
|
|
—
|
|
|
Shops on Main
|
|
17,020
|
|
|
27,055
|
|
|
31
|
|
|
17,064
|
|
|
27,042
|
|
|
44,106
|
|
|
4,031
|
|
|
40,075
|
|
|
—
|
|
|
South Bay Village
|
|
11,714
|
|
|
15,580
|
|
|
1,382
|
|
|
11,776
|
|
|
16,900
|
|
|
28,676
|
|
|
2,750
|
|
|
25,926
|
|
|
—
|
|
|
Southcenter
|
|
1,300
|
|
|
12,750
|
|
|
1,427
|
|
|
1,300
|
|
|
14,177
|
|
|
15,477
|
|
|
6,503
|
|
|
8,974
|
|
|
—
|
|
|
Southpark at Cinco Ranch
|
|
18,395
|
|
|
11,306
|
|
|
5,867
|
|
|
21,146
|
|
|
14,422
|
|
|
35,568
|
|
|
3,045
|
|
|
32,523
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
SouthPoint Crossing
|
|
4,412
|
|
|
12,235
|
|
|
720
|
|
|
4,382
|
|
|
12,985
|
|
|
17,367
|
|
|
5,910
|
|
|
11,457
|
|
|
—
|
|
|
Starke
|
|
71
|
|
|
1,683
|
|
|
5
|
|
|
71
|
|
|
1,688
|
|
|
1,759
|
|
|
685
|
|
|
1,074
|
|
|
—
|
|
|
Sterling Ridge
|
|
12,846
|
|
|
12,162
|
|
|
645
|
|
|
12,846
|
|
|
12,807
|
|
|
25,653
|
|
|
8,697
|
|
|
16,956
|
|
|
13,900
|
|
|
Stonewall
|
|
27,511
|
|
|
22,123
|
|
|
7,212
|
|
|
28,429
|
|
|
28,417
|
|
|
56,846
|
|
|
13,637
|
|
|
43,209
|
|
|
—
|
|
|
Strawflower Village
|
|
4,060
|
|
|
8,084
|
|
|
579
|
|
|
4,060
|
|
|
8,663
|
|
|
12,723
|
|
|
4,345
|
|
|
8,378
|
|
|
—
|
|
|
Stroh Ranch
|
|
4,280
|
|
|
8,189
|
|
|
451
|
|
|
4,280
|
|
|
8,640
|
|
|
12,920
|
|
|
5,732
|
|
|
7,188
|
|
|
—
|
|
|
Suncoast Crossing
|
|
9,030
|
|
|
10,764
|
|
|
4,449
|
|
|
13,374
|
|
|
10,869
|
|
|
24,243
|
|
|
4,960
|
|
|
19,283
|
|
|
—
|
|
|
Tanasbourne Market
|
|
3,269
|
|
|
10,861
|
|
|
(297
|
)
|
|
3,269
|
|
|
10,564
|
|
|
13,833
|
|
|
4,054
|
|
|
9,779
|
|
|
—
|
|
|
Tassajara Crossing
|
|
8,560
|
|
|
15,464
|
|
|
1,025
|
|
|
8,560
|
|
|
16,489
|
|
|
25,049
|
|
|
7,596
|
|
|
17,453
|
|
|
19,800
|
|
|
Tech Ridge Center
|
|
12,945
|
|
|
37,169
|
|
|
(690
|
)
|
|
12,945
|
|
|
36,479
|
|
|
49,424
|
|
|
8,320
|
|
|
41,104
|
|
|
7,784
|
|
|
The Hub Hillcrest Market
|
|
18,773
|
|
|
61,906
|
|
|
4,488
|
|
|
19,610
|
|
|
65,557
|
|
|
85,167
|
|
|
7,825
|
|
|
77,342
|
|
|
—
|
|
|
Town Square
|
|
883
|
|
|
8,132
|
|
|
389
|
|
|
883
|
|
|
8,521
|
|
|
9,404
|
|
|
4,563
|
|
|
4,841
|
|
|
—
|
|
|
Twin City Plaza
|
|
17,245
|
|
|
44,225
|
|
|
1,854
|
|
|
17,263
|
|
|
46,061
|
|
|
63,324
|
|
|
13,945
|
|
|
49,379
|
|
|
—
|
|
|
Twin Peaks
|
|
5,200
|
|
|
25,827
|
|
|
1,038
|
|
|
5,200
|
|
|
26,865
|
|
|
32,065
|
|
|
12,270
|
|
|
19,795
|
|
|
—
|
|
|
University Commons
|
|
4,070
|
|
|
30,785
|
|
|
(2
|
)
|
|
4,070
|
|
|
30,783
|
|
|
34,853
|
|
|
1,717
|
|
|
33,136
|
|
|
37,532
|
|
|
Valencia Crossroads
|
|
17,921
|
|
|
17,659
|
|
|
582
|
|
|
17,921
|
|
|
18,241
|
|
|
36,162
|
|
|
14,473
|
|
|
21,689
|
|
|
—
|
|
|
Village at La Floresta
|
|
13,140
|
|
|
20,258
|
|
|
—
|
|
|
13,140
|
|
|
20,258
|
|
|
33,398
|
|
|
1,014
|
|
|
32,384
|
|
|
—
|
|
|
Village at Lee Airpark
|
|
11,099
|
|
|
12,968
|
|
|
3,421
|
|
|
12,014
|
|
|
15,474
|
|
|
27,488
|
|
|
6,527
|
|
|
20,961
|
|
|
—
|
|
|
Village Center
|
|
3,885
|
|
|
14,131
|
|
|
8,348
|
|
|
5,434
|
|
|
20,930
|
|
|
26,364
|
|
|
7,875
|
|
|
18,489
|
|
|
—
|
|
|
Walker Center
|
|
3,840
|
|
|
7,232
|
|
|
3,272
|
|
|
3,878
|
|
|
10,466
|
|
|
14,344
|
|
|
5,233
|
|
|
9,111
|
|
|
—
|
|
|
Welleby Plaza
|
|
1,496
|
|
|
7,787
|
|
|
1,107
|
|
|
1,496
|
|
|
8,894
|
|
|
10,390
|
|
|
6,587
|
|
|
3,803
|
|
|
—
|
|
|
Wellington Town Square
|
|
2,041
|
|
|
12,131
|
|
|
342
|
|
|
2,041
|
|
|
12,473
|
|
|
14,514
|
|
|
6,559
|
|
|
7,955
|
|
|
12,800
|
|
|
West Park Plaza
|
|
5,840
|
|
|
5,759
|
|
|
1,288
|
|
|
5,840
|
|
|
7,047
|
|
|
12,887
|
|
|
3,626
|
|
|
9,261
|
|
|
—
|
|
|
Westchase
|
|
5,302
|
|
|
8,273
|
|
|
505
|
|
|
5,302
|
|
|
8,778
|
|
|
14,080
|
|
|
2,930
|
|
|
11,150
|
|
|
6,623
|
|
|
Westchester Commons
|
|
3,366
|
|
|
11,751
|
|
|
10,870
|
|
|
4,894
|
|
|
21,093
|
|
|
25,987
|
|
|
5,681
|
|
|
20,306
|
|
|
—
|
|
|
Westchester Plaza
|
|
1,857
|
|
|
7,572
|
|
|
361
|
|
|
1,857
|
|
|
7,933
|
|
|
9,790
|
|
|
4,988
|
|
|
4,802
|
|
|
—
|
|
|
Westlake Plaza and Center
|
|
7,043
|
|
|
27,195
|
|
|
29,198
|
|
|
17,561
|
|
|
45,875
|
|
|
63,436
|
|
|
17,158
|
|
|
46,278
|
|
|
—
|
|
|
Westwood Village
|
|
19,933
|
|
|
25,301
|
|
|
(1,284
|
)
|
|
19,553
|
|
|
24,397
|
|
|
43,950
|
|
|
10,971
|
|
|
32,979
|
|
|
—
|
|
|
Willow Festival
|
|
1,954
|
|
|
56,501
|
|
|
1,187
|
|
|
1,954
|
|
|
57,688
|
|
|
59,642
|
|
|
11,078
|
|
|
48,564
|
|
|
39,505
|
|
|
Woodcroft Shopping Center
|
|
1,419
|
|
|
6,284
|
|
|
806
|
|
|
1,421
|
|
|
7,088
|
|
|
8,509
|
|
|
3,988
|
|
|
4,521
|
|
|
—
|
|
|
Woodman Van Nuy
|
|
5,500
|
|
|
7,195
|
|
|
257
|
|
|
5,500
|
|
|
7,452
|
|
|
12,952
|
|
|
3,534
|
|
|
9,418
|
|
|
—
|
|
|
Woodmen and Rangewood
|
|
7,621
|
|
|
11,018
|
|
|
609
|
|
|
7,621
|
|
|
11,627
|
|
|
19,248
|
|
|
9,934
|
|
|
9,314
|
|
|
—
|
|
REGENCY CENTERS CORPORATION AND REGENCY CENTERS, L.P.
Schedule III - Consolidated Real Estate and Accumulated Depreciation December 31, 2016 (in thousands) |
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
Net Cost
|
|
|
||||||||||||||||
Shopping Centers
(1)
|
|
Land
|
|
Building & Improvements
|
|
Cost Capitalized
Subsequent to
Acquisition
(2)
|
|
Land
|
|
Building & Improvements
|
|
Total
|
|
Accumulated Depreciation
|
|
Net of Accumulated Depreciation
|
|
Mortgages
|
||||||||||
Woodside Central
|
|
3,500
|
|
|
9,288
|
|
|
610
|
|
|
3,500
|
|
|
9,898
|
|
|
13,398
|
|
|
4,604
|
|
|
8,794
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total Corporate Assets
|
|
—
|
|
|
—
|
|
|
1,677
|
|
|
—
|
|
|
1,678
|
|
|
1,678
|
|
|
1,562
|
|
|
116
|
|
|
—
|
|
|
Land held for future development
|
|
23,202
|
|
|
—
|
|
|
—
|
|
|
23,202
|
|
|
—
|
|
|
23,202
|
|
|
54
|
|
|
23,148
|
|
|
—
|
|
|
Properties in Development
|
|
—
|
|
|
—
|
|
|
180,878
|
|
|
5,331
|
|
|
175,547
|
|
|
180,878
|
|
|
863
|
|
|
180,015
|
|
|
—
|
|
|
|
|
$
|
1,620,365
|
|
|
2,790,644
|
|
|
522,490
|
|
|
1,665,755
|
|
|
3,267,744
|
|
|
4,933,499
|
|
|
1,124,391
|
|
|
3,809,108
|
|
|
467,093
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||
Beginning balance
|
|
$
|
4,545,900
|
|
|
4,409,886
|
|
|
4,026,531
|
|
Acquired properties
|
|
370,010
|
|
|
39,850
|
|
|
274,091
|
|
|
Developments and improvements
|
|
148,904
|
|
|
174,972
|
|
|
191,250
|
|
|
Sale of properties
|
|
(126,855
|
)
|
|
(78,808
|
)
|
|
(81,811
|
)
|
|
Provision for impairment
|
|
(4,460
|
)
|
|
—
|
|
|
(175
|
)
|
|
Ending balance
|
|
$
|
4,933,499
|
|
|
4,545,900
|
|
|
4,409,886
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||
Beginning balance
|
|
$
|
1,043,787
|
|
|
933,708
|
|
|
844,873
|
|
Depreciation expense
|
|
115,355
|
|
|
119,475
|
|
|
108,692
|
|
|
Sale of properties
|
|
(32,791
|
)
|
|
(9,396
|
)
|
|
(19,857
|
)
|
|
Provision for impairment
|
|
(1,960
|
)
|
|
—
|
|
|
—
|
|
|
Ending balance
|
|
$
|
1,124,391
|
|
|
1,043,787
|
|
|
933,708
|
|
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
(1)
|
|
Weighted-average exercise price of outstanding options, warrants and rights
(2)
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column a)
(3)
|
||||
Equity compensation plans
approved by security holders
|
|
8,740
|
|
|
$
|
88.45
|
|
|
1,787,149
|
|
Equity compensation plans not approved by security holders
|
|
N/A
|
|
N/A
|
|
N/A
|
||||
Total
|
|
8,740
|
|
|
$
|
88.45
|
|
|
1,787,149
|
|
•
|
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)
|
Equity Distribution Agreement (the “Wells Agreement”) among the Company, Regency Centers, L.P. and Wells Fargo Securities, LLC dated August 10, 2012 (incorporated by reference to Exhibit 1.1 to the Company's report on Form 8-K filed on August 10, 2012), as amended by Amendment No. 1 dated August 6, 2013 (incorporated by reference to Exhibit 1.2 to the Company’s report on Form 8-K filed on August 6, 2013), Amendment No. 2 dated March 4, 2014 (incorporated by reference to Exhibit 1.1 to the Company’s report on Form 8-K filed on March 4, 2014) and Amendment No. 3 dated February 24, 2015 (incorporated by reference to Exhibit 1(a) to the Company’s Form 10-Q filed on May 7, 2015).
|
(i)
|
Equity Distribution Agreement among the Company, Regency Centers, L.P. and Merrill Lynch, Pierce, Fenner & Smith Incorporated dated August 10, 2012, as amended by Amendment Nos. 1, 2, and 3; and
|
(ii)
|
Equity Distribution Agreement among the Company, Regency Centers, L.P. and J.P. Morgan Securities LLC dated August 10, 2012, as amended by Amendment Nos. 1, 2, and 3.
|
(b)
|
Equity Distribution Agreement (the “Jefferies Agreement”) among the Company, Regency Centers, L.P. and Jefferies LLC dated August 6, 2013 (incorporated by reference to Exhibit 1.1 to the Company's report on Form 8-K filed on August 6, 2013), as amended by Amendment No. 1 dated March 4, 2014 (incorporated by
|
(i)
|
Equity Distribution Agreement among the Company, Regency Centers, L.P. and RBC Capital Markets, LLC dated August 6, 2013 as amended by Amendment No. 1 dated March 4, 2014 and Amendment No. 2 dated February 24, 2015.
|
(a)
|
Agreement and Plan of Merger, dated as of November 14, 2016, by and between Regency and Equity One (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on November 15, 2016) (Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to supplementally furnish to the Securities and Exchange Commission upon request any omitted schedule or exhibit to the Merger Agreement.)
|
(a)
|
Restated Articles of Incorporation of Regency Centers Corporation (incorporated by reference to Exhibit 3.1 to the Company's Form 8-K filed on June 5, 2013).
|
(b)
|
Amended and Restated Bylaws of Regency Centers Corporation (incorporated by reference to Exhibit 3.1 to the Company's Form 8-K filed on April 21, 2016).
|
(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 on March 17, 2009).
|
(d)
|
Fifth Amended and Restated Agreement of Limited Partnership of Regency Centers, L.P., (incorporated by reference to Exhibit 3(d) to the Company's Form 10-K filed on February 19, 2014).
|
(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 Exhibits 3(c) and 3(d) for provisions of the Partnership Agreement of Regency Centers, L.P. defining rights of security holders.
|
(b)
|
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 to Regency Centers, L.P.'s Form 8-K filed on 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 to Regency Centers, L.P.'s Form 8-K filed on June 5, 2007).
|
(ii)
|
Second Supplemental Indenture dated as of June 2, 2010 to the Indenture dated as of December 5, 2001 between Regency Centers, L.P., Regency Centers Corporation, 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 to the Company’s Form 8-K filed on June 3, 2010).
|
(iii)
|
Third Supplemental Indenture dated as of August 17, 2015 to the Indenture dated as of December 5, 2001 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on August 18, 2015).
|
(iv)
|
Fourth Supplemental Indenture dated as of January 26, 2017 among Regency Centers, L.P., Regency Centers Corporation, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Form 8-K filed on January 26, 2016).
|
~(a)
|
Regency Centers Corporation Long Term Omnibus Plan (incorporated by reference to Exhibit 10.9 to the Company's Form 10-Q filed on 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 on 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 on March on 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 on 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 on March 17, 2009).
|
~(v)
|
Amended and Restated Deferred Compensation Plan dated May 6, 2003 (incorporated by reference to Exhibit 10(k) to the Company's Form 10-K filed on March 12, 2004).
|
~(vi)
|
Regency Centers Corporation 2005 Deferred Compensation Plan (incorporated by reference to Exhibit 10(s) to the Company's Form 8-K filed on 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 on 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 the Company's 2011 Annual Meeting Proxy Statement filed on March 24, 2011).
|
~(c)
|
Form of Director/Officer Indemnification Agreement (filed as an Exhibit to Pre-effective Amendment No. 2 to the Company's registration statement on Form S-11 filed on October 5, 1993 (33-67258), and incorporated by reference).
|
~(d)
|
Form of Amended and Restated Severance and Change of Control Agreement dated as of July 15, 2015 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 on July 20, 2015).
|
~(e)
|
Form of Amended and Restated Severance and Change of Control Agreement dated as of July 15, 2015 by and between the Company and Lisa Palmer (incorporated by reference to Exhibit 10.3 of the Company's Form 8-K filed on July 20, 2015).
|
~(f)
|
Form of Amended and Restated Severance and Change of Control Agreement dated as of July 15, 2015 by and between the Company and Dan M. Chandler, III (incorporated by reference to Exhibit 10.4 of the Company's Form 8-K filed on July 20, 2015).
|
~(g)
|
Form of Amended and Restated Severance and Change of Control Agreement dated as of July 15, 2015 by and between the Company and James D. Thompson (incorporated by reference to Exhibit 10.6 of the Company's Form 8-K filed on July 20, 2015).
|
(h)
|
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 on November 8, 2011).
|
(i)
|
First Amendment to Third Amended and Restated Credit Agreement dated September 13, 2012 (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on November 9, 2012).
|
(ii)
|
Second Amendment to Third Amended and Restated Credit Agreement dated June 27, 2014 (incorporated by reference to Exhibit 10.1 to the Company's Form 10-Q filed on August 8, 2014).
|
(iii)
|
Third Amendment to Third Amended and Restated Credit Agreement dated May 13, 2015 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on May 18, 2015).
|
(i)
|
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 (incorporated by reference to Exhibit 10.1 to the Company's Form 10-K filed on February 29, 2012).
|
(i)
|
First Amendment to Term Loan Agreement dated as of June 19, 2012 (incorporated by reference to Exhibit 10(h)(i) to the Company's Form 10-K filed on March 1, 2013).
|
(ii)
|
Second Amendment to Term Loan Agreement dated as of December 19, 2012 (incorporated by reference to Exhibit 10(h)(ii) to the Company's Form 10-K filed on March 1, 2013).
|
(iii)
|
Third Amendment to Term Loan Agreement dated as of June 27, 2014 (incorporated by reference to Exhibit 10.2 to the Company's Form 10-Q filed on August 8, 2014).
|
(iv)
|
Fourth Amendment to Term Loan Agreement dated as of May 13, 2015 (incorporated by reference to Exhibit 10(j)(iv) to the Company's Form 10-K filed on February 18, 2016).
|
(v)
|
Fifth Amendment to Term Loan Agreement dated as of July 7, 2016 (incorporated by reference to exhibit 10.1 to the Company's Form 8-K filed on July 7, 2016).
|
(j)
|
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 on 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) (incorporated by reference to Exhibit 10.(h)(i) to the Company’s Form 10-K filed March 1, 2011).
|
(k)
|
The Forward Sale Agreement dated as of March 17, 2016 between Regency Centers Corporation and JPMorgan Chase Bank, National Association, London Branch (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on March 21, 2016).
|
(l)
|
Voting Agreement, dated as of November 14, 2016, by and among Regency and the Gazelle Stockholders
(incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on November 15, 2016).
|
(m)
|
Governance Agreement, dated as of November 14, 2016, by and among Regency and the Gazelle Stockholders (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on November 15, 2016).
|
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.
|
February 27, 2017
|
REGENCY CENTERS CORPORATION
|
|
|
By:
|
/s/ Martin E. Stein, Jr.
Martin E. Stein. Jr., Chairman of the Board and Chief Executive Officer
|
February 27, 2017
|
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 27, 2017
|
|
/s/ Martin E. Stein, Jr.
Martin E. Stein. Jr., Chairman of the Board and Chief Executive Officer
|
February 27, 2017
|
|
/s/ Lisa Palmer
Lisa Palmer, President and Chief Financial Officer (Principal Financial Officer)
|
February 27, 2017
|
|
/s/ J. Christian Leavitt
J. Christian Leavitt, Senior Vice President and Treasurer (Principal Accounting Officer)
|
February 27, 2017
|
|
/s/ Raymond L. Bank
Raymond L. Bank, Director
|
February 27, 2017
|
|
/s/ Bryce Blair
Bryce Blair, Director
|
February 27, 2017
|
|
/s/ C. Ronald Blankenship
C. Ronald Blankenship, Director
|
February 27, 2017
|
|
/s/ J. Dix Druce
J. Dix Druce, Director
|
February 27, 2017
|
|
/s/ Mary Lou Fiala
Mary Lou Fiala, Director
|
February 27, 2017
|
|
/s/ David P. O'Connor
David P. O'Connor, Director
|
February 27, 2017
|
|
/s/ John C. Schweitzer
John C. Schweitzer, Director
|
February 27, 2017
|
|
/s/ Thomas G. Wattles
Thomas G. Wattles, Director
|
|
|
Year Ended December 31,
|
|||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|||||
Fixed Charge Coverage Ratio:
|
|
|
|
|
|
|
|
|
|
|
|||||
Add: pre-tax income from continuing operations before adjustment for income or loss from equity investees and noncontrolling interests in consolidated subsidiaries
|
$
|
110,474
|
|
|
128,431
|
|
|
158,823
|
|
|
54,282
|
|
|
37,354
|
|
Add: fixed charges
|
|
98,190
|
|
|
113,697
|
|
|
120,963
|
|
|
119,264
|
|
|
120,534
|
|
Add: distributed income of equity investees
|
|
50,361
|
|
|
46,646
|
|
|
42,767
|
|
|
45,377
|
|
|
44,809
|
|
Subtract: capitalized interest
|
|
(3,482
|
)
|
|
(6,740
|
)
|
|
(7,142
|
)
|
|
(6,078
|
)
|
|
(3,686
|
)
|
Subtract: preference security dividend requirements of consolidated subsidiaries
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(404
|
)
|
Subtract: noncontrolling interest in pre-tax income of subsidiaries that have not incurred fixed charges
|
|
(301
|
)
|
|
(764
|
)
|
|
(471
|
)
|
|
(323
|
)
|
|
(112
|
)
|
Total earnings
|
$
|
255,242
|
|
|
281,270
|
|
|
314,940
|
|
|
212,522
|
|
|
198,495
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fixed Charges:
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expensed and capitalized
|
$
|
94,018
|
|
|
109,602
|
|
|
116,067
|
|
|
113,799
|
|
|
114,198
|
|
Amortized premiums, discounts and capitalized expenses related to indebtedness
|
|
1,355
|
|
|
1,350
|
|
|
1,776
|
|
|
2,887
|
|
|
3,292
|
|
Estimate of the interest within rental expense
|
|
2,817
|
|
|
2,745
|
|
|
3,120
|
|
|
2,577
|
|
|
2,639
|
|
Preference security dividend requirements of consolidated subsidiaries
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
404
|
|
Total fixed charges
|
$
|
98,190
|
|
|
113,697
|
|
|
120,963
|
|
|
119,263
|
|
|
120,533
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Ratio of earnings to fixed charges
|
|
2.6
|
|
|
2.5
|
|
|
2.6
|
|
|
1.8
|
|
|
1.6
|
|
|
|
Year Ended December 31,
|
|||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|||||
Combined Fixed Charges and Preference Dividends Coverage Ratio:
|
|
|
|
|
|
|
|
|
|
|
|||||
Add: pre-tax income from continuing operations before adjustment for income or loss from equity investees and noncontrolling interests in consolidated subsidiaries
|
$
|
110,474
|
|
|
128,431
|
|
|
158,823
|
|
|
54,282
|
|
|
37,354
|
|
Add: fixed charges
|
|
119,252
|
|
|
134,759
|
|
|
142,025
|
|
|
140,325
|
|
|
143,787
|
|
Add: distributed income of equity investees
|
|
50,361
|
|
|
46,646
|
|
|
42,767
|
|
|
45,377
|
|
|
44,809
|
|
Subtract: capitalized interest
|
|
(3,482
|
)
|
|
(6,740
|
)
|
|
(7,142
|
)
|
|
(6,078
|
)
|
|
(3,686
|
)
|
Subtract: preference dividends
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(21,062
|
)
|
|
(23,658
|
)
|
Subtract: noncontrolling interest in pre-tax income of subsidiaries that have not incurred fixed charges
|
|
(301
|
)
|
|
(764
|
)
|
|
(471
|
)
|
|
(323
|
)
|
|
(112
|
)
|
Earnings
|
$
|
255,242
|
|
|
281,270
|
|
|
314,940
|
|
|
212,521
|
|
|
198,494
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fixed Charges and Preference Dividend Data:
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expensed and capitalized
|
$
|
94,018
|
|
|
109,602
|
|
|
116,067
|
|
|
113,799
|
|
|
114,198
|
|
Amortized premiums, discounts and capitalized expenses related to indebtedness
|
|
1,355
|
|
|
1,350
|
|
|
1,776
|
|
|
2,887
|
|
|
3,292
|
|
Estimate of the interest within rental expense
|
|
2,817
|
|
|
2,745
|
|
|
3,120
|
|
|
2,577
|
|
|
2,639
|
|
Preference dividends
|
|
21,062
|
|
|
21,062
|
|
|
21,062
|
|
|
21,062
|
|
|
23,658
|
|
Total fixed charges and preference dividends
|
$
|
119,252
|
|
|
134,759
|
|
|
142,025
|
|
|
140,325
|
|
|
143,787
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Ratio of combined fixed charges and preference dividends to earnings
|
|
2.1
|
|
|
2.1
|
|
|
2.2
|
|
|
1.5
|
|
|
1.4
|
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
Regency Centers, L.P.
|
Delaware
|
Regency Centers Corporation
Outside Investors |
General Partner
Limited Partners |
99.9%
0.1% |
Columbia Cameron Village SPE, LLC
|
Delaware
|
Regency Centers, L.P.
Columbia Perfco Partners, L.P. |
Managing Member
Member |
30%
70% |
Columbia Cameron Village, LLC
|
Delaware
|
Columbia Cameron Village SPE, LLC
|
Member
|
100%
|
Columbia Regency Retail Partners, LLC
|
Delaware
|
Regency Centers, L.P.
Columbia Perfco Partners, L.P. |
Managing Member
Member |
20%
80% |
Columbia Crossroads Commons, LLC
|
Delaware
|
Columbia Regency Retail Partners, 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 Texas 3, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100%
|
Columbia Retail Sweetwater Plaza, LP
|
Delaware
|
Columbia Retail Texas 3, LLC
Columbia Regency Retail Partners, LLC |
General Partner
Limited Partner |
1%
99% |
Columbia Retail Washington 1, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100%
|
Columbia Cascade Plaza, LLC
|
Delaware
|
Columbia Retail Washington 1, LLC
Columbia Regency Retail Partners, LLC |
Managing Member
Member |
1%
99% |
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 Regency Partners II, LLC
|
Delaware
|
Regency Centers, L.P.
Columbia Perfco Partners, L.P. |
Managing Member
Member |
20%
80% |
Columbia II Broadway Market, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100%
|
Columbia II Burnt Mills Shopping Center, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100%
|
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 Retail Shorewood Crossing, LLC
|
Delaware
|
Columbia Regency Retail Partners, LLC
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
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 Holding, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100%
|
Columbia II Island Crossing, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100%
|
Columbia II Raley’s Center, LLC
|
Delaware
|
Columbia II Holding, LLC
|
Member
|
100%
|
Columbia II Village Plaza, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100%
|
GRI-Regency, LLC
|
Delaware
|
Global Retail Investors, LLC
Regency Centers, L.P. |
Member
Managing Member |
60%
40% |
GRI-Lake Grove, LLC
|
Delaware
|
GRI-Regency Lake Grove Member, LLC
|
Member
|
100%
|
GRI-Regency Lake Grove Member, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
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
U.S. Retail Partners Member, LLC |
Managing Member
Member |
1%
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 MN-Rockford Road, LLC
|
Delaware
|
U.S. Retail Partners, LLC
|
Member
|
100%
|
FW CO-Ralston Square, LLC
|
Delaware
|
U.S. Retail Partners, LLC
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
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
USRP I Member, LLC |
Managing Member
Member |
1%
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 WI-Whitnall Square, 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-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 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%
|
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%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
FW VA-The Village Shopping Center, LLC
|
Delaware
|
FW-Reg II Holdings, 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%
|
Parkville Shopping Center, LLC
|
Maryland
|
FW-Reg II Holdings, LLC
|
Member
|
100%
|
FW-Reg II Holding Company Two, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
FW IL-McHenry Commons Shopping Center, LLC
|
Delaware
|
FW-Reg II Holding Company Two, 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 IN-Willow Lake West, 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%
|
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
USRP LP, LLC |
General Partner
Limited Partner |
1%
99% |
FW MD Woodmoor Borrower, LLC
|
Delaware
|
US Retail Partners Limited Partnership
|
Member
|
100%
|
FW VA-Willston Centre II, LLC
|
Delaware
|
US Retail Partners Limited Partnership
|
Member
|
100%
|
FW Bowie Plaza GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
Capitol Place 1 Investment Limited Partnership
|
Maryland
|
FW Bowie Plaza GP, LLC
Eastern Shopping Centers I, LLC |
General Partner
Limited Partner |
1%
99% |
FW Woodholme GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
Woodholme Properties Limited Partnership
|
Maryland
|
FW Woodholme GP, LLC
Eastern Shopping Centers I, LLC |
General Partner
Limited Partner |
1%
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
Eastern Shopping Centers I, LLC |
General Partner
Limited Partner |
1%
99% |
FW Southside Marketplace Borrower, LLC
|
Delaware
|
Southside Marketplace Limited Partnership
|
Member
|
100%
|
FW Valley Centre GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
Greenspring Associates Limited Partnership
|
Maryland
|
FW Valley Centre GP, LLC
Eastern Shopping Centers I, LLC |
General Partner
Limited Partner |
1%
99% |
FW MD-Greenspring Borrower, LLC
|
Delaware
|
Greenspring Associates Limited Partnership
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
Eastern Shopping Centers I, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
Cloppers Mill Village Center, LLC
|
Maryland
|
GRI-Regency, LLC
Eastern Shopping Centers I, LLC |
Member
|
100%
|
City Line Shopping Center Associates
|
Pennsylvania
|
US Retail Partners Limited Partnership
City Line LP, LLC |
General Partner
Limited Partner |
1%
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
Eastern Shopping Centers I, LLC |
General Partner
Limited Partner |
1%
99% |
FW Weslyan GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
FW TX-Weslyan Plaza, L.P.
|
Delaware
|
FW Weslyan GP, LLC
GRI-Regency, LLC |
General Partner
Limited Partner |
1%
99% |
FW Woodway GP, LLC
|
Delaware
|
GRI-Regency, LLC
|
Member
|
100%
|
FW TX-Woodway Collection, L.P.
|
Delaware
|
FW Woodway GP, LLC
GRI-Regency, LLC |
General Partner
Limited Partner |
1%
99% |
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%
|
MCW RC III Hilltop Village Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
MCW RC III Hilltop Village, LLC
|
Delaware
|
MCW RC III Hilltop Village Member, LLC
|
Member
|
100%
|
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%
|
RegCal, LLC
|
Delaware
|
California State Teachers Retirement System
Regency Centers, L.P. |
Member
Managing Member |
75%
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
|
Member
|
100%
|
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%
|
Five Corners Plaza Member, LLC
|
Delaware
|
RegCal, LLC
|
Member
|
100%
|
CAR Five Corners Plaza, LLC
|
Delaware
|
Five Corners Plaza Member, LLC
|
Member
|
100%
|
CAR Providence Commons, 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%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
KF-REG Associates, LLC
|
Delaware
|
KF-REG Holding, LLC
|
Member
|
100%
|
King Farm Center, LLC
|
Delaware
|
KF-REG Associates, LLC
|
Member
|
100%
|
US Regency Retail REIT I
|
Texas
|
US Southern Retail, LLC
US Republic Core Fund, L.P. Regency Centers, L.P. |
Common Stock
Common Stock Common Stock |
57.27%
23.53% 19.20% |
US Regency Retail I, LLC
|
Delaware
|
US Regency Retail REIT I
Regency Centers, L.P. |
Member
Managing Member |
99%
1% |
RC FL-King’s Crossing, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
RC FL-Anastasia, LLC (fka MCW-RC FL-Anastasia, LLC)
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
RC FL-Shoppes at 104, LLC (fka MCW-RC FL-Shoppes at 104, LLC)
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
RC GA-Howell Mill, LLC (fka 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-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%
|
FL-Westchase Center Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
FL-Westchase Center, LLC
|
Delaware
|
FL-Westchase Center Member, LLC
|
Member
|
100%
|
19330 Hawthorne, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
1C Tustin Legacy, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
60617 Balboa Mesa, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
4S Regency Partners, LLC
|
Delaware
|
Regency Centers, L.P.
4S Ranch Company 1700, L.P. |
Member
Member |
85%
15% |
Alba Village Phase II, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
Alba Village Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Bartram Park Center, LLC
|
Delaware
|
Regency Centers, L.P.
Real Sub, LLC |
Managing Member
Member |
50%
50% |
Belleview Square, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Belmont Chase, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Bridges Insurance Company
|
South Carolina
|
Regency Centers, L.P.
|
Shareholder
|
100%
|
Buckwalter Bluffton, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Caligo Crossing, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
CityLine-REG, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Clayton Valley Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Clybourn Commons-REG, 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%
99% |
Corvallis Market Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
CPGPI Regency Erwin, LLC
|
Delaware
|
Regency Centers, L.P.
CPGPI Erwin Retail, LLC |
Managing Member
Member |
55%
45% |
Fairfax Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Fairhope, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Fellsway Associates Holdings Company, LLC
|
Delaware
|
Regency Centers, L.P.
Charter Fellsway, LLC Charter Fellsway Group, LLC |
Member
Member Member |
75%
24% 1% |
Fellsway Associates, LLC
|
Delaware
|
Fellsway Associates Holdings Company, LLC
|
Member
|
100%
|
Fellsway Property, LLC
|
Delaware
|
Fellsway Associates Holdings Company, LLC
|
Member
|
100%
|
Fontainebleau Square, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Gateway 101, 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% |
Glen Oak Glenview, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Grand Ridge Plaza I, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Grand Ridge Plaza II, 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%
|
Holly Park Property, LLC
|
Delaware
|
Regency Centers, L.P.
Purser HP, LLC |
Managing Member
Member |
99.273%
.0727% |
Hunters Lake Tampa, LLC
|
Delaware
|
Regency Centers, L.P.
Harrison Bennett Properties, LLC |
Managing Member
Member |
Interests Vary
|
Indian Springs at Woodlands, Ltd.
|
Texas
|
Indian Springs GP, LLC
Regency Centers, L.P. |
General Partner
Limited Partner |
0.1%
99.9% |
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 |
Managing Member
Member |
50%
50% |
La Floresta Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Lee Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
The Marketplace at Briargate, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
Murfreesboro North, 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%
|
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%
|
Phillips Place Partners, LLC
|
North Carolina
|
Regency Centers, L.P.
John Harris Phillips Place Management Company |
Member
Member Member |
50%
49% 1% |
Regency Centers Acquisitions, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Centers Advisors, LLC
|
Florida
|
Regency Centers, L.P.
|
Member
|
100%
|
Red Bank Village, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Blue Ash, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Marinita-LaQuinta, LLC
|
Delaware
|
Regency Centers, L.P.
Marinita Development Co. |
Managing Member
Member |
Interests Vary
|
Regency NC GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency-Kleban Properties, LLC
|
Delaware
|
Regency Centers, L.P.
Brick Walk Associates, LLC Pine Tree Ventures, LLC Bright Star, LLC 1261 Post Road Associates, LLC Kleban Holding Company, LLC Kleban Holding Company II, LLC Kleban Fairfield, LLC Alida Kleban Holding Company, LLC Sun Realty Associates, LLC Kleban Development Company FBW, LLC |
Member
Member Member Member Member Member Member Member Member Member Member Member |
80.0000%
5.1676% 1.1789% 0.9871% 1.3768% 2.6451% 0.7769% 1.1790% 0.8306% 3.9009% 0.4598% 1.4973% |
R-K Brick Walk I, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Brick Walk II, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Brick Walk III, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Brick Walk IV, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Brick Walk V, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Fairfield I, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Fairfield IV, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Fairfield V, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Black Rock I, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Black Rock II, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
R-K Black Rock III, LLC
|
Delaware
|
Regency-Kleban Properties, LLC
|
Member
|
100%
|
Regency Petaluma, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Remediation, LLC
|
Florida
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Village at Dublin, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Sandy Springs Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
SEPR Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Shops at Saugus, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
Shops at Mira Vista Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Shoppes on Riverside Jax, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Signature Plaza, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Southpark Cinco Ranch, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Spring Hill Town Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
T&R New Albany Development Company, LLC
|
Ohio
|
Regency Centers, L.P.
Topvalco |
Managing Member
Member |
50%
50% |
Tinwood, LLC
|
Delaware
|
Regency Centers, L.P.
Real Sub, LLC |
Managing Member
Member |
50%
50% |
Tinwood-Pebblebrooke, LLC
|
Delaware
|
Tinwood, LLC
|
Member
|
100%
|
Twin City Plaza Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Twin City Plaza, LLC
|
Delaware
|
Twin City Plaza Member, LLC
|
Member
|
100%
|
UC Shopping Center, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Uncommon, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Uptown Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Uptown District Regency, LLC
|
Delaware
|
Uptown Member, LLC
|
Member
|
100%
|
WFC-Purnell, L.P.
|
Delaware
|
Regency NC GP, LLC
Regency Centers, L.P. |
General Partner
Limited Partner |
1%
99% |
Willow Festival Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Willow Oaks Crossing, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Realty Group, Inc.
|
Florida
|
Regency Centers, L.P.
|
Common Stock
|
100%
|
1488-2978 SC GP, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
1488-2978 SC, L.P.
|
Texas
|
1488-2978 SC GP, LLC
Regency Centers, L.P. |
General Partner
Limited Partner |
1%
99% |
Bordeaux Development, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Centerplace of Greeley III, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Culpeper Regency, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
East San Marco, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Edmunson Orange Corp.
|
Tennessee
|
Regency Realty Group, Inc.
|
Common Stock
|
100%
|
Kulpsville Village Center LP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Kulpsville Village Center, L.P.
|
Delaware
|
RRG Pennsylvania GP, Inc.
Kulpsville Village Center LP, LLC |
General Partner
Limited Partner |
1%
99% |
Lake Grove Commons Solar, 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% |
NorthGate Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Paso Golden Hill, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
RB Airport Crossing, LLC
|
Delaware
|
Regency Realty Group, Inc.
Airport 6, LLC |
Managing Member
Member |
88%
12% |
RB Augusta, LLC
|
Delaware
|
Regency Realty Group, Inc.
P-6, LLC |
Managing Member
Member |
96%
4% |
RB Schererville Crossings, LLC
|
Delaware
|
Regency Realty Group, Inc.
WH41, LLC |
Managing 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%
|
RB Schererville 107, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
Schererville GRG, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
LQR1, LLC
|
Indiana
|
RB Schererville Crossings, LLC
|
Member
|
100%
|
Baronhawks, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
RRG Mineral Holdings, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
RRG Net, LLC
|
Florida
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Regency Solar, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Seminole Shoppes, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Shops at Highland Village GP, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Shops at Highland Village Development, Ltd.
|
Delaware
|
Shops at Highland Village GP, LLC
Shops at Highland Village Development, Ltd. |
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%
|
Stonewall Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
RRG Pennsylvania GP, Inc.
|
Florida
|
Regency Realty Group, Inc.
|
Common Stock
|
100%
|
US Regency Hasley Canyon Village, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Blossom Valley, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Alden Bridge, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Bethany Park Place, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Shiloh Springs, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Willa Springs, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Dunwoody Hall, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
US Regency Maynard Crossing, LLC
|
Delaware
|
US Regency Retail I, LLC
|
Member
|
100%
|
Clarendon Regency I, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Fort Worth Leasing and Management, LLC
|
Texas
|
Regency Centers, L.P.
|
Member
|
100%
|
Mellody Farm, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
REG/AVB Market Commons, LLC
|
Delaware
|
Regency Centers Acquisition, LLC
Avalon Arlington Acquisition, LLC |
Member
|
70.37%
29.63% |
Springwoods Village Stuebner/Regency, LLC
|
Delaware
|
Regency Centers, L.P.
Spring RRC I, LLC |
Member
|
53%
47% |
Spring Stuebner RRC I Inc. (took ownership 3/4/16)
|
Delaware
|
Springwoods Village Stuebner/Regency, LLC
|
Member
|
100%
|
Entity
|
Jurisdiction
|
Owner(s)
|
Nature of
Interest (1) |
% of
Ownership |
Westside Public Market, LLC
|
Delaware
|
Regency Centers, L.P.
Carlin Co Community Co |
Member
|
99.06% 0.47%
0.47% |
Clarendon Regency II, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Clarendon Regency III, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Clarendon Regency IV, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Clarendon Regency V, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
2C Tustin Legacy, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Market Common Apartment Retail, LLC
|
Delaware
|
REG/AVB Market Commons, LLC
|
Member
|
100%
|
Ocala Retail Partners II, LLC
|
Delaware
|
Regency Centers, L.P.
Publix |
Member
|
50%
50% |
Klahanie Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Commonwealth Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Bridgewater Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Midtown East Regency-ITB, LLC
|
Delaware
|
Regency Centers, L.P.
I.T.B. Holdings, L.L.C. |
Member
|
50%
50% |
The Village at Riverstone, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Columbia II Plaza Venezia, LLC
|
Delaware
|
Columbia Regency Partners II, LLC
|
Member
|
100%
|
Chimney Rock LQR, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
FV Commons, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Garden City Park, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Glenview-Reg, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Loveland Shopping Center, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Middle Creek Commons, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Pinecrest Regency, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Lending, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Regency Opitz, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
Regency Springing Member, LLC
|
Delaware
|
Regency Centers, L.P.
|
Member
|
100%
|
State Street Crossing, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Regency Goodwyn, LLC
|
Delaware
|
Regency Centers, L.P.
Richmond Shopping Center, Inc. and Goodwyn Bros. General Partnership |
Managing Member
Member |
60%
40% |
Regency Protective Trust, LLC
|
Delaware
|
Regency Realty Group, Inc.
|
Member
|
100%
|
Regency Grand Parkway/290 Retail, Ltd.
|
Texas
|
Regency Centers, L.P.
HEB Grocery Company, LP |
General Partner
Limited Partner |
50%
50% |
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/ 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/ Lisa Palmer
|
Lisa Palmer
|
President and 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
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(d)
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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
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5.
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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):
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(a)
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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
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(b)
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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.
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/s/ Lisa Palmer
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Lisa Palmer
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President and Chief Financial Officer of Regency Centers Corporation, general partner of registrant
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/s/ Martin E. Stein, Jr.
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Martin E. Stein, Jr.
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Chief Executive Officer
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/s/ Lisa Palmer
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Lisa Palmer
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President and Chief Financial Officer
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/s/ Martin E. Stein, Jr.
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Martin E. Stein, Jr.
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Chief Executive Officer of Regency Centers Corporation, general partner of registrant
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/s/ Lisa Palmer
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Lisa Palmer
|
President and Chief Financial Officer of Regency Centers Corporation, general partner of registrant
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